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): January 20, 1997



                               RYDER SYSTEM, INC.
             (Exact name of registrant as specified in its charter)


         Florida                       1-4364                   59-0739250
(State or other jurisdiction         (Commission               (IRS Employer
         of Incorporation)           File Number)           Identification No.)


3600 N. W. 82nd Avenue, Miami, Florida                              33166
(Address of Principal Executive Offices)                         (Zip Code)


Registrant's telephone number, including area code:   (305) 500-3276








Item 5.    Other Events.

         Ryder System, Inc. (the "Company") announced a restructuring program
and that it is taking a charge against 1996 fourth quarter earnings. A copy of
the Company's press release dated January 20, 1997 is attached hereto as 
Exhibit 99.













                                   SIGNATURES

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



Dated:    January 21, 1997



                            RYDER SYSTEM, INC.

                            By: /S/ EDWARD R. HENDERSON
                              ---------------------------------------------
                                Name:    Edward R. Henderson
                                Title:   Associate General Counsel
                                          and Assistant Secretary












                                  EXHIBIT INDEX


                                                             Sequentially
                                                                Numbered
Exhibit No.                          Title                        Page
- -----------                          -----                   ------------ 

     99            Press Release dated January 20, 1997
                   issued by Ryder System, Inc.

EX-99

                                                                    EXHIBIT 99

RYDER RESTRUCTURES; WILL TAKE CHARGE AGAINST 1996 FOURTH QUARTER
EARNINGS

         NEW YORK, NEW YORK, January 20, 1997 --Ryder System, Inc. (NYSE:R)
disclosed today a major restructuring program that it said will significantly
reduce costs and enhance margins in a streamlined and more market-focused
corporation. Most of the program has already been completed; remaining actions
will be completed during 1997.
         In a meeting here with security analysts, Chairman, President and Chief
Executive Officer M. Anthony Burns estimated the changes made to date, including
some that are being implemented with a charge to earnings, will produce pretax
savings of approximately $75 million in l997 and in excess of $150 million on an
annualized basis thereafter.
         Ryder will take a pretax charge of $215 million in the fourth quarter
of l996. This charge consists principally of facility closure costs and expenses
for severance, early retirement and relocation. The charge is expected to result
in a net loss for the fourth quarter of l996 and for the full year.
         Burns characterized the charge as a necessary step to position the
company for future success. "Important as these savings are," Burns said, "the
real heart of the program is the structural change we have made in our leading
lines of business. We have put our integrated logistics and truck leasing and
rental businesses in a position to succeed, and we will accept no less."
         Burns also noted that Ryder has taken a tough approach to assessing the
businesses it wishes to pursue in the future. It sold its consumer truck rental
business -- the famed yellow Ryder rental truck fleet -- in l996 and, as
announced last October, is actively reviewing options for the future of its
Automotive Carrier business.
         Commenting on Ryder's earnings for the fourth quarter of 1996 and
continued margin pressure in some of Ryder's key businesses, Burns indicated
that he expects Ryder will have earned between 35 and 40 cents per share,
excluding the charge, a gain on the sale of the consumer truck rental business
and the cost of public debt repurchases. Ryder expects to report fourth quarter
1996 earnings on February 4, 1997.






         Burns said the restructuring program emphasizes cost reduction, margin
enhancement and accountability, and includes the following steps:

         /bullet/ Combining Ryder International and Ryder Integrated Logistics
                 and realigning the Logistics field organization in order to
                 focus more sharply on high-margin, knowledge-based integrated
                 logistics opportunities.

         /bullet/ Disposing of nearly 200 facilities and properties and
                 eliminating approximately 2100 positions. About 700 employees
                 took advantage of a voluntary early retirement program that was
                 offered late last year as part of the restructuring plan.

         /bullet/ Replacing the truck leasing business's long-standing,
                 70-district field organization with 10 vice presidents -
                 operations, each with 10 Customer Business Unit general
                 managers reporting to them, putting decision-makers closer to
                 customers.

         /bullet/ Establishing a Business Services Center within Ryder
                 Transportation Services to consolidate administrative and
                 financial processes previously handled at multiple field and
                 corporate locations. A Shared Services Center near Atlanta,
                 which is part of the Business Services Center, has already
                 begun assuming tasks formerly dispersed at 70 field locations.

         /bullet/ Moving more than 80% of corporate staff positions to the
                 company's business units to give the business units direct
                 control over the level of administrative services they
                 maintain.

NOTE: This news release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. These statements are
based on the current plans and expectations of Ryder System, Inc. and involve
risks and uncertainties that could cause actual future events and results of
operations to be materially different from those in the forward-looking
statements. Important factors that could cause such differences include, among
others, lost revenue resulting from the facility closures, greater than expected
expenses associated with the company's personnel needs or operating activities,
the competitive pricing environment applicable to the company's operations or
changes in government regulations.

                                                       - o -





NOTE TO EDITOR:
     Ryder provides high-quality logistics and transportation solutions
throughout the United States and in Canada, the United Kingdom, Germany, Poland,
Mexico, Brazil and Argentina. Revenue in the 12 months ended September 30, 1996
was $5.51 billion. Assets at September 30, 1996 were $6.02 billion.
     Ryder's stock is a component of the Dow Jones Transportation Average and 
the Standard & Poor's 500 Index.