8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


                Current Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): September 12, 2000

                                OGDEN CORPORATION
             (Exact name of registrant as specified in the charter)

DELAWARE                         1-3122                      13-5549268
- -------------------------------  ------------------------    -------------------
(State or other jurisdiction of  (Commission File Number)    (I.R.S. Employer
incorporation)                                               Identification No.)

TWO PENNSYLVANIA PLAZA            NEW YORK, NEW YORK         10121
- ----------------------            ------------------         -----
(Address of Principal                                       Zip Code
Executive Offices)


Registrant's telephone number, including area code: (212) 868-6000



                                      NONE
          (Former name or former address, if changed since last report)






Item 5.  OTHER EVENTS

         On September 12, 2000 Ogden Corporation issued a press release, a copy
         of which is attached hereto as Exhibit A.

Item 7.  FINANCIAL STATEMENTS AND EXHIBIT

         (a) Financial Statements of business acquired: Not Applicable

         (b) Pro forma financial information: Not Applicable

         (c) Exhibit:

               A)   Press Release of Ogden Corporation, dated September 12,
                    2000, reporting that it had signed a definitive agreement
                    with Consolidated Lamda Holdings, S.A., an affiliate of the
                    Latsis Group of Greece, to sell its Fixed Base Operations
                    (FBO) business for approximately $27 million.






                                    SIGNATURE

         Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                       OGDEN CORPORATION

Dated: September 13, 2000              By:  /s/ WILLIAM J. METZGER
                                          -------------------------------------
                                            William J. Metzger
                                            Vice President and Chief
                                            Accounting Officer

EX-99.A

                                                                    EXHIBIT 99.A

[OGDEN LOGO]

                                                            CONTACT: Eric Berman
                                                                     Adam Weiner
                                                                     David Lilly
                                                            at Kekst and Company
                                                                    212-521-4800
                                                                             or:
                                                           Raymond E. Dombrowski
                                                               Ogden Corporation
                                                                    212-868-6000


                 OGDEN CORPORATION ANNOUNCES AGREEMENT TO SELL
            AVIATION FIXED BASE OPERATIONS BUSINESS FOR $27.1 MILLION

        -- SALE MARKS CONTINUED PROGRESS TOWARD BECOMING PURE PLAY ENERGY
                                   COMPANY --

         NEW YORK, SEPTEMBER 12, 2000 - Ogden Corporation (NYSE: OG) today
         announced that it has signed a definitive agreement with Consolidated
         Lamda Holdings, S.A., an affiliate of the Latsis Group of Greece, to
         sell its Fixed Base Operations (FBO) business for approximately $27
         million. The Company will use approximately $2.2 million of the
         proceeds to retire the unit's associated debt.

         The transaction, which includes Ogden's Flight Services Group in
         Connecticut and the FBO assets of its Transair unit based at Le Bourget
         Airport in Paris, France, reflects Ogden's strategy to sell its
         non-core Aviation and Entertainment assets in order to create a solid
         operating platform for its Energy business.

         "We continue to make steady progress toward our goal of transforming
         Ogden to a pure-play energy company and completing the non-core asset
         sales process," said Scott G. Mackin, President and Chief Executive
         Officer of Ogden Corporation. "We have completed the disposition of the
         majority of the assets in both the Aviation and Entertainment
         businesses, and we continue to make progress on selling the remaining
         non-core assets. Those remaining assets include the Aviation fueling
         business, our Aviation privatization asset in Colombia, and the balance
         of the Entertainment assets."

         The FBO unit of Ogden Aviation provides customized services to business
         and private aircraft, including aircraft management, air charter,
         aircraft sales and air charter brokerage, as well as, fueling,
         hangarage and full ground handling capability.

         PrivatAir Holding, another Latsis Group affiliate, which will hold
         these assets post-acquisition, also holds PrivatAir SA, a VIP charter
         operation based in Geneva, Switzerland. PrivatAir has operated a fleet
         of Boeing 737 and 757




         aircraft for over 20 years in the VIP transport arena and is currently
         the only commercial operator of the new generation of Boeing
         ultra-long-range executive aircraft - the BBJ (Boeing Business Jet).
         "We are very excited by the acquisition of these assets which will
         afford PrivatAir the opportunity to diversify the high quality product
         line it offers to the discerning clientele of the business aviation
         market," said Greg Thomas, a PrivatAir spokesman.

         The transaction is expected to close by the end of the year and is
         subject to customary regulatory approval.

                                      * * *

         Ogden Energy Group, a division of Ogden Corporation, is a global
         developer/owner and operator of independent power projects and provides
         related infrastructure services. On September 17, 1999, Ogden announced
         its intent to sell its Entertainment and Aviation businesses to focus
         exclusively on its role as a leading energy company. Additional
         information about Ogden can be obtained via the Internet at
         www.ogdencorp.com, or through the Company's automated information
         system at (888) 643-3612.

         Any statements in this communication, which may be considered to be
         "forward looking statements," as that term is defined in the Private
         Securities Litigation Reform Act of 1995, are subject to certain risk
         and uncertainties. The factors that could cause actual results to
         differ materially from those suggested by any such statements include,
         but are not limited to, those discussed or identified from time to time
         in the Company's public filings with the Securities and Exchange
         Commission and more generally, general economic conditions, including
         changes in interest rates and the performance of the financial markets;
         changes in domestic and foreign laws, regulations, and taxes; changes
         in competition and pricing environments; and regional or general
         changes in asset valuations.

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