KINARK CORP
SC 13D/A, 1997-01-31
COATING, ENGRAVING & ALLIED SERVICES
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                         SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                              (Amendment No. 7)<F1>

                              Kinark Corporation
                               (Name of Issuer)

                         Common Stock, $.10 par value
                         (Title of class of securities)

                                494474-10-9
                               (CUSIP number)

                              Mark E. Walker
     2301 N. Central Expressway, #140, Plano, Texas  75075; (214) 423-3483
               (Name, address and telephone number of person
               authorized to receive notices and communications)

                              December 14, 1996
          (Date of event  which requires filing of this statement)

     If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box [  ].

     Check the following box if a fee is being paid with the statement [ ].  (A
fee is not required only if the reporting person:  (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.) 
(See Rule 13d-7.)

          Note.  Six copies of this statement, including all exhibits, should
     be filed with the Commission.  See Rule 13d-1 (a) for other parties to
     whom copies are to be sent.

                         (Continued on following pages)
                              (Page 1 of 7 Pages)

[FN]
<F1> The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

     The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes)
[/FN]


                                                            SCHEDULE 13D



CUSIP NO. 494478-10-9                   13D                 PAGE 2 OF 7 PAGES



1    NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     The Robert G. and Pauline B. Walker Revocable Trust

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  [  ] 
                                                       (b)  [  ]

3    SEC USE ONLY

4    SOURCE OF FUNDS*
     00

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
     2(d) OR 2(e)                                                         [  ]

6    CITIZENSHIP OR PLACE OF ORGANIZATION
     Texas

NUMBER OF           7    SOLE VOTING POWER
SHARES                   0
BENEFICIALLY        8    SHARED VOTING POWER
OWNED BY                 345,724
EACH                9    SOLE DISPOSITIVE POWER
REPORTING                0
PERSON WITH         10   SHARED DISPOSITIVE POWER
                         345,724

11   AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON
     345,724  (See Item 5(b))

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) 
     EXCLUDES CERTAIN SHARES*

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     5.1%

14   TYPE OF REPORTING PERSON*
     00
<PAGE>
3058                                                             SCHEDULE 13D



CUSIP NO. 494478-10-9                   13D                 PAGE 3 OF 7 PAGES



1    NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     The Pauline B. Walker Revocable Trust A

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [  ]
                                                       (b) [  ]

3    SEC USE ONLY

4    SOURCE OF FUNDS*
     00

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
     2(d) OR 2(e)                                                         [  ]

6    CITIZENSHIP OR PLACE OF ORGANIZATION
     Texas

NUMBER OF           7    SOLE VOTING POWER
SHARES                   0
BENEFICIALLY        8    SHARED VOTING POWER
OWNED BY                 345,724
EACH                9    SOLE DISPOSITIVE POWER
REPORTING                0
PERSON WITH         10   SHARED DISPOSITIVE POWER
                         345,724

11   AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON 
     345,724 (See Item 5(b))

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [  ]
     EXCLUDES CERTAIN SHARES*

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     5.1%

14   TYPE OF REPORTING PERSON*
     00
<PAGE>
3058                                                             SCHEDULE 13D



CUSIP NO. 494478-10-9                   13D                 PAGE 4 OF 7 PAGES


1    NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     The Robert G. Walker Irrevocable Trust B

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [  ]
                                                       (b) [  ]

3    SEC USE ONLY

4    SOURCE OF FUNDS*
     00

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
     2(d) OR 2(e)                                                         [  ]

6    CITIZENSHIP OR PLACE OF ORGANIZATION
     Texas

NUMBER OF           7    SOLE VOTING POWER
SHARES                   0
BENEFICIALLY        8    SHARED VOTING POWER
OWNED BY                 345,724
EACH                9    SOLE DISPOSITIVE POWER
REPORTING                0
PERSON WITH         10   SHARED DISPOSITIVE POWER
                         345,724

11   AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON
     345,724  (See Item 5(b))

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [  ]
     EXCLUDES CERTAIN SHARES*

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     5.1%

14   TYPE OF REPORTING PERSON*
     00
<PAGE>
3058                                                             SCHEDULE 13D



CUSIP NO. 494478-10-9                   13D                 PAGE 5 OF 7 PAGES



1    NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     Pauline B. Walker

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  [  ]
                                                       (b)  [  ]

3    SEC USE ONLY

4    SOURCE OF FUNDS*
     00

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
     2(d) OR 2(e)                                                         [  ]

6    CITIZENSHIP OR PLACE OF ORGANIZATION
     United States

NUMBER OF           7    SOLE VOTING POWER
SHARES                   0
BENEFICIALLY        8    SHARED VOTING POWER
OWNED BY                 345,724
EACH                9    SOLE DISPOSITIVE POWER
REPORTING                0
PERSON WITH         10   SHARED DISPOSITIVE POWER
                         345,724

11   AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON
     345,724  (See Item 5(b))

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [  ]
     EXCLUDES CERTAIN SHARES*

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     5.1%

14   TYPE OF REPORTING PERSON*
     IN
<PAGE>
                            KINARK CORPORATION
                         (CUSIP NO. 494474-10-9)
                               SCHEDULE 13D


     By this Amendment No. 7 to Schedule 13D, The Robert G. and Pauline B.
Walker Revocable Trust, The Pauline B. Walker Revocable Trust A, The Robert G.
Walker Irrevocable Trust B, and Pauline B. Walker, individually, hereby amend
the statement on Schedule 13D previously filed on their behalf, as amended by
Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment
No. 5 and Amendment No. 6, relating to the common stock, par value $.10 per
share (the "Common Stock"), of Kinark Corporation, a Delaware corporation (the
"Company").  Except as specifically amended by this Amendment No. 7, the
Schedule 13D, as amended, remains in full force and effect.  Except as
specifically provided herein, defined terms shall have the meaning specified in
the Schedule 13D, as amended.

          Item 5 is hereby amended to read in its entirety as follows:

ITEM 5.   INTEREST IN SECURITIES OF THE ISSUER.

     (a)  The Trusts and Pauline B. Walker, individually and as sole trustee of
the Trusts, currently beneficially own 345,724 shares of Common Stock,
representing 5.1% of the currently outstanding shares of Common Stock, as
follows:

The Robert G. and Pauline B. Walker Revocable Trust                   119,965
The Pauline B. Walker Revocable Trust A                                95,000
The Robert G. Walker Irrevocable Trust B                              100,986
Individual Retirement Account for the benefit of Pauline B. Walker     29,773
     Total                                                            345,724
          
     The aggregate percentage of shares of Common Stock reported as owned by
the Trusts and Pauline B. Walker is based on 6,759,386 shares, which is based
on (i) 6,066,536 shares of Common Stock reported as outstanding in the
Company's Quarterly Report on Form 10-Q for the quarter ended September 30,
1996, and (ii) 692,850 shares of Common Stock issued in the Company's rights
offering which closed on November 8, 1996. 

     (b)  Pauline B. Walker is the sole trustee of the Trusts and the
beneficiary of the individual retirement account in which 29,773 shares of
Common Stock are held; as a result, the Trusts and Pauline B. Walker,
individually and as sole trustee of the Trusts, share voting power and
dispositive power with respect to all 345,724 shares of Common Stock.

     (c)  In transactions effected since the Trusts' and Ms. Walker's last
filing, (i) Ms. Walker sold 1,500 shares from her Individual Retirement Account
on December 20, 1996, at a price of $3.125 per share in an open market
transaction on the American Stock Exchange, (ii) Ms. Walker sold an additional
23,500 shares from her Individual Retirement Account on December 20, 1996, at a
price of $3.0625 per share in an open market transaction on the American Stock
Exchange, and (iii) on December 14, 1996, The Pauline B. Walker Revocable Trust
transferred 9,000 shares as a bona fide gift to three grandchildren of Ms.
Walker.

     (d)  Not applicable.

     (e)  Not applicable.


                                   SIGNATURES


     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.



                              January 30, 1997
                                        (Date)


                              The Robert G. and Pauline B. Walker
                              Revocable Trust

                              By:  /s/Pauline B. Walker                        
                                        (Signature)

                              Pauline B. Walker, Sole Trustee                  
                                        (Name/Title)



                              The Pauline B. Walker Revocable Trust A

                              By:  /s/ Pauline B. Walker                       
                                        (Signature)

                              Pauline B. Walker, Sole Trustee                  
                                        (Name/Title)



                              The Robert G. Walker Irrevocable Trust B

                              By:  /s/ Pauline B. Walker                       
                                        (Signature)

                              Pauline B. Walker, Sole Trustee                  
                                        (Name/Title)



                              By:  /s/ Pauline B. Walker                       
                                        (Signature)

                              Pauline B. Walker, Individually                  
                                        (Name/Title)


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