UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
         EXCHANGE ACT OF 1934

         For the quarterly period ended June 30, 1997 OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
         EXCHANGE ACT OF 1934

         For the transition period from _____________ to ___________

Commission File Number:    0-15352

                                 US SERVIS, Inc.
             (Exact name of registrant as specified in its charter)

         DELAWARE                                   22-2467332
(State or other jurisdiction of      (I.R.S. Employer or Identification Number)
incorporation of organization)

          220 Davidson Avenue, Somerset, NJ                           08873
       (Address of Principal Executive Office)                     (Zip Code)

                                    (732) 764-9898
                  (Registrant's telephone number, including area code)



                              (Registrant's Former Name)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.
                        Yes        X              No_______

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.
                        Yes   _______             No _______

                      APPLICABLE ONLY TO CORPORATE ISSUERS
At August 12, 1997, the registrant had outstanding  6,351,000 outstanding shares
of Common Stock, $0.01 par value.

<PAGE>


                        US SERVIS, INC. AND SUBSIDIARIES

                                      INDEX
<TABLE>

                                                                                                              Page No.
<S>                                                                     <C>
PART I - FINANCIAL INFORMATION                                           1

         CONSOLIDATED BALANCE SHEETS AT JUNE 30, 1997 AND
         MARCH 31, 1997                                                  2

         CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE
         THREE MONTHS ENDED JUNE 30, 1997 AND 1996                       3

         CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS'
         EQUITY FOR THE THREE MONTHS ENDED JUNE 30, 1997                 4

         CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE
         MONTHS ENDED JUNE 30, 1997 AND 1996                            5-6

         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                     7-8

         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS                            8-10


PART II - OTHER INFORMATION                                            11-12


SIGNATURES                                                               13


EXHIBIT INDEX                                                          14-16
</TABLE>


<PAGE>




                                     PART I

                              FINANCIAL INFORMATION


1.       Consolidated Financial Statements as at June 30, 1997

         The  consolidated  balance  sheet as of March 31, 1997 has been derived
         from the audited  Consolidated Balance Sheet contained in the Company's
         Form 10-K and is presented for comparative purposes. Certain items have
         been  reclassified  to  conform  to  the  current   presentation.   The
         accompanying  consolidated financial statements presume that users have
         read the audited  consolidated  financial  statements  of the preceding
         fiscal  year.  Accordingly,  footnotes  which would have  substantially
         duplicated such disclosures have been omitted.

         The interim  consolidated  financial statements reflect all adjustments
         which are, in the opinion of management, necessary for a fair statement
         of the results for interim periods presented.  Such interim adjustments
         consist  solely  of  normal  recurring  adjustments.   The  results  of
         operations for interim  periods are not  necessarily  indicative of the
         results to be expected for a full year.























                                      -1-
<PAGE>
US SERVIS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                June 30,                March 31,
                                                                  1997                     1997
                                                               ------------           ------------
                                             ASSETS                       (UNAUDITED)
<S>                                                            <C>                     <C>
CURRENT ASSETS
        Cash and equivalents                                    $5,783,000              $8,063,000
        Certificate of deposit                                     300,000                 300,000
        Accounts receivable:
          Billed, less allowance for doubtful
          accounts of $618,000 and $464,000                      5,166,000               4,092,000
          Unbilled                                               1,457,000               1,387,000
        Prepaid and refundable income taxes                         41,000                  41,000
        Prepaid expenses and other current assets                  798,000                 838,000
                                                               ------------            ------------       
                        Total Current Assets                    13,545,000              14,721,000

PROPERTY AND EQUIPMENT                                           1,873,000               1,763,000

OTHER ASSETS:
        Software technology, less accumulated amortization
          of $541,000 and $481,000                                 365,000                 322,000
        Goodwill, less accumulated amortization of $412,000
          and $387,000                                           3,140,000               3,164,000
        Other                                                      808,000                 769,000
                                                              ------------            ------------       
                        Total Other Assets                       4,313,000               4,255,000
                                                              ------------            ------------
                                                               $19,731,000             $20,739,000
                                                              ============            ============

                LIABILITIES, REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
        Accounts payable                                        $1,418,000              $1,414,000
        Accrued payroll & benefits                               1,249,000               1,015,000
        Accrued restructuring charges                              522,000                 696,000
        Accrued expenses for use of trade name                      -                       62,000
        Other accrued expenses                                   1,001,000                 995,000
        Current portion of capital lease obligation                273,000                 263,000
        Deferred income                                            325,000                 439,000
        Customers' deposits and other current liabilities          327,000                 325,000
                                                               ------------            ------------
                        Total Current Liabilities                5,115,000               5,209,000

LONG-TERM LIABILITIES:
        Accrued restructuring charges - net of current portion     369,000                 369,000

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
        Convertible preferred stock, par value $.01 per share
          10,0000,000 shares authorized, 2,500,000 issued
          and outstanding (liquidation preference $11,121,000)
          at June 30, 1997                                          25,000                  25,000
        Common stock $.01 par value; 30,000,000 shares
          authorized; 6,367,000 shares issued                       64,000                  64,000
        Capital in excess of par value                          24,874,000              24,865,000
        Retained earnings (deficit)                            (10,012,000)             (8,805,000)
        Subscription receivable                                   (140,000)               (140,000)
        Note receivable - related party                           (505,000)               (789,000)
                                                              ------------             ------------
                                                                14,306,000              15,220,000
        Less Treasury Stock at cost: 15,700 shares                  59,000                  59,000
                                                              ------------             ------------
                        Total Shareholders' Equity              14,247,000              15,161,000
                                                              ------------            -------------
                                                               $19,731,000             $20,739,000
                                                              ============            =============

</TABLE>
See accompanying notes to consolidated financial statements.

                                2
<PAGE>
                  US SERVIS, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF OPERATIONS
                             (UNAUDITED)
<TABLE>
<CAPTION>

                                                        THREE MONTHS ENDED
                                                             JUNE 30,
                                                       1997            1996
<S>                                                <C>             <C>
REVENUES:
        Service fees                                5,893,000       4,604,000
        Sales of equipment                              5,000          98,000
        Software license fees                         133,000          22,000
        Interest and other                             92,000          67,000
                                                   -----------     ----------- 
                                                    6,123,000       4,791,000


EXPENSES:
        Cost of services                            4,434,000       3,361,000
        Cost of equipment sales                         2,000          46,000
        Research and development                      534,000         493,000
        Selling, general and administrative         2,051,000       1,708,000
        Interest expense                               25,000          31,000
        Loan Impairment Charge                        284,000       -
                                                   -----------     -----------
                                                    7,330,000       5,639,000
                                                   -----------     -----------
LOSS BEFORE INCOME TAXES                           (1,207,000)       (848,000)

BENEFIT FOR FEDERAL AND STATE INCOME TAXES              -                -
                                                   -----------     -----------
NET LOSS                                           (1,207,000)      (848,000)
                                                   ===========     ===========

NET LOSS PER COMMON SHARE                               (0.22)         (0.15)
                                                   ===========     ===========

WEIGHTED AVERAGE NUMBER OF
         COMMON SHARES OUTSTANDING                  6,351,000       6,296,000
                                                   ===========     ===========

</TABLE>

                                     3
<PAGE>
                         US SERVIS, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                     FOR THE THREE MONTHS ENDED JUNE 30, 1997
                                    (UNAUDITED)

<TABLE>
<CAPTION>


                                                                                                               CAPITAL IN     
                                                      PREFERRED STOCK                COMMON STOCK              EXCESS OF      
                                                     SHARES     PAR VALUE        SHARES       PAR VALUE        PAR VALUE       
                                                                                                                               
                                                  -----------  --------------   ---------   -------------    --------------   
<S>                                               <C>             <C>          <C>             <C>            <C>   
BALANCE, MARCH 31, 1997                              2,500,000      $25,000    6,367,000       $64,000         $24,865,000     

THREE MONTHS ENDED
     JUNE 30,1997

         Allowance for loan collateral impairment                                                                              

         Amortization of Stock Issue Costs                                                                          9,000

         Net Loss                                                                                                              

                                                  -------------  ----------  -----------    ----------      -------------  
BALANCE, JUNE 30, 1997                               2,500,000      $25,000    6,367,000       $64,000        $24,874,000   
                                                  =============  ==========  ===========    ==========      =============  

</TABLE>

See accompanying notes to consolidated financial statements.



                                     4
<PAGE> 
                       US SERVIS, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                     FOR THE THREE MONTHS ENDED JUNE 30, 1997
                                    (UNAUDITED)
                                    (CONTINUED) 
<TABLE>
<CAPTION>


                                                                                                  NOTE
                                                      RETAINED        SUBSCRIPTION             RECEIVABLE -       TREASURY
                                                      EARNINGS        RECEIVABLE               RELATED PARTY         
                                                                                                                   STOCK
                                                  -------------      --------------            -------------    -------------- 
<S>                                               <C>                <C>                       <C>              <C>
BALANCE, MARCH 31, 1997                              ($8,805,000)       ($140,000)               ($789,000)       ($59,000)

THREE MONTHS ENDED
     JUNE 30,1997

         Allowance for loan collateral impairment                                                  284,000

         Amortization of Stock Issue Costs                                                                           

         Net Loss                                    (1,207,000)

                                                   -------------        ----------              -----------       ---------   
BALANCE, JUNE 30, 1997                              $10,012,000)        ($140,000)               ($505,000)       ($59,000)
                                                   =============        ==========              ===========       =========

</TABLE>

See accompanying notes to consolidated financial statements.



                                    4-A
<PAGE>
                    US SERVIS, INC. AND SUBSIDIARIES       
                  CONSOLIDATED STATEMENTS OF CASH FLOWS        
                             (UNAUDITED)                                      
<TABLE>
<CAPTION>
                                                                             THREE MONTHS ENDED        
                                                                                 JUNE  30,    
                                                                                1997          1996
                                                                           ------------    ----------
<S>                                                                       <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:                                                   
        Net loss                                                           ($1,207,000)    ($848,000)
        Adjustments to reconcile net loss to net cash flows                                             
                from operating activities:                                      
                Depreciation and amortization of property and equipment        169,000       162,000
                Accrued interest on capitalized lease obligations               10,000        20,000
                Amortization of software technology                             60,000        43,000
                Amortization of goodwill                                        24,000        25,000
                Amortization of convertible preferred issue costs                9,000         6,000
                Gain on sale of equipment                                      -              (6,000)
                Provision for losses on accounts receivable                    154,000        24,000
                Amortization of officer stock compensation                        -              -
                Loan impairment charge                                         284,000           -
                Changes in operating assets and liabilities-                                    
                        Accounts receivable                                 (1,298,000)   (1,685,000)
                        Note and installment receivables                         -            90,000
                        Prepaid and refundable income taxes                      -           (65,000)
                        Deferred income taxes                                   62,000
                        Prepaid expenses and other current assets               40,000        70,000
                        Other assets                                           (39,000)       (4,000)
                        Accounts payable                                         4,000      (124,000)
                        Accrued payroll & benefits                             234,000       110,000
                        Accrued expenses for use of trade name                 (62,000)       39,000
                        Other accrued expenses                                   6,000       289,000
                        Accrued restructuring                                 (174,000)     (235,000)
                        Deferred income                                       (114,000)      (13,000)
                        Customer deposits and other current liabilities          2,000       (17,000)
                                                                           ------------  ------------   
                                Net cash flows from operating activities:   (1,898,000)   (2,057,000)
                                                                           ------------  ------------  
CASH FLOWS FROM INVESTING ACTIVITIES:                                                   
        Increase in software technology                                       (103,000)      (58,000)
        Purchase of property and equipment                                    (279,000)      (67,000)
        Proceeds from sale of equipment                                           -           27,000
                                                                           ------------  ------------ 
                                Net cash flows from investing activities      (382,000)      (98,000)
                                                                           ------------  ------------
NET CHANGE IN CASH AND EQUIVALENTS                                          (2,280,000)   (2,155,000)
                                                        
CASH AND EQUIVALENTS, BEGINNING OF PERIOD                                    8,063,000     6,546,000
                                                                           ------------  ------------
                                                        
CASH AND EQUIVALENTS, END OF PERIOD                                         $5,783,000    $4,391,000
                                                                           ============  ============
                                                        
</TABLE>                                                        
                                                       
See accompanying notes to consolidated financial statements. 

                                       5 
                                                        
                                                        
<PAGE>                                                        
                   US SERVIS, INC. AND SUBSIDIARIES        
                 CONSOLIDATED STATEMENTS OF CASH FLOWS      
                             (UNAUDITED)                                       
                             (concluded)                      
<TABLE>
<CAPTION>
                                                                              THREE MONTHS ENDED        
                                                                                   JUNE  30,      
                                                                               1997             1996
                                                                           -----------      ------------
                                                        
<S>                                                                         <C>           <C>     
SUPPLEMENTAL INFORMATION:                                                       
        Interest paid                                                         $ 25,000      $   -
                                                        
        Acretion equal to accrued dividends on                                          
        Preferred Convertible Stock                                           $   -         $124,000
                                                                           ============    ============
                                                        
                                                        
                                                        
</TABLE>                                                        
                                                        
                                                        
                                                        
See accompanying notes to consolidated financial statements.

                                          6
<PAGE>
                        US SERVIS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 1997
                                   (UNAUDITED)



Note A - Basis of Presentation:

The  consolidated  financial  statements  include all the accounts of US SERVIS,
Inc.  and its  wholly-owned  subsidiaries  (collectively,  the  "Company").  All
significant intercompany transactions have been eliminated.

Note B - Nature of Business:

The Company is a provider of  outsourced  business  and  information  management
services to  physicians,  physician  networks,  hospitals  and  ambulatory  care
centers  associated with Integrated  Delivery Systems.  The Company's  principal
focus is providing  billing and accounts  receivable  management  services.  The
Company,  through  strategic  alliances,  has expanded its product  offerings to
include   outsourcing  of  business   management  services  to  a  managed  care
organization and the implementation of electronic  medical records systems.  The
Company has also  historically been a provider of clinical  information  systems
products to hospitals.  The Company is phasing out of this activity. (See Note 2
to the Consolidated Financial Statements as of March 31, 1997).

Note C - Change in Revenue Recognition Method and Restructuring:

The accompanying  financial  statements for the three months ended June 30, 1996
have  been  retroactively  restated  for  the  effects  of a  change  in  income
recognition. The Company changed its method of accounting for income recognition
for business management services,  whereby, revenue is recognized on collections
in process as the services are performed. In prior years, revenue was recognized
based solely on the net  collections by the third party  customers.  The Company
believes  the new method of revenue  recognition  more  accurately  reflects the
earnings process and is the method used throughout the industry.

The effect of the change was to increase by $35,000 (or $.01 per share) reported
revenues  and net income in the  statement  of  operations  for the three months
ended June 30, 1996.

Note D - Net Loss Per Common Share:

The computation of fully diluted net loss per share was  antidilutive in each of
the applicable  periods  presented;  therefore no separate  calculation of fully
diluted loss per share was reported. Net loss per common share was determined by
dividing net loss,  as adjusted,  by amounts  equal to accrued  dividends on the
Company's  preferred stock, in the amount of $218,000 and $124,000 for the three
months ended June 30, 1997 and 1996, respectively.

                                     7
<PAGE>


Note E - MetroPlus Litigation:

On February 14, 1997,  MetroPlus  Health Plan, the Company's  largest  customer,
delivered a letter to the Company purporting to be a notice of default under the
MetroPlus  contract and giving the Company 90 days to cure all alleged events of
default.  This deadline was  subsequently  extended to May 30, 1997. The Company
vigorously denies that it is in default under the MetroPlus contract. On May 22,
1997,  the Company  filed suit  against  MetroPlus  Health Plan and the New York
Health and Hospitals  Corporation  seeking an injunction  prohibiting  MetroPlus
Health Plan from terminating the MetroPlus contract and seeking damages.  On May
30, 1997, the Supreme Court of the State of New York, County of New York, issued
a  temporary  restraining  order  prohibiting  MetroPlus  from  terminating  the
MetroPlus contract.  On July 23, 1997, the Court held a hearing on the Company's
request for a temporary  injunction.  At the hearing,  the Court took the matter
under  advisement and informed the parties that it would render a decision on or
prior to August 18,  1997.  In the  interim,  the  temporary  restraining  order
prohibiting  MetroPlus from terminating its contract with the Company remains in
effect.  In the  event  that the  Court  were to  refuse  to  issue a  temporary
injunction and MetroPlus were to immediately  terminate the MetroPlus  contract,
such events would have a material  adverse effect on the financial  condition of
the Company.



                                     GENERAL


Sales and Marketing Progress

During the first quarter of Fiscal 1998,  the Company was successful in renewing
for two years its  agreement to provide  business  management  services to Mount
Sinai  Medical Group in Elmhurst,  New York and its agreement to provide  remote
computing  services to Beth Israel Medical  Center in New York, New York.  These
two contracts provide approximately $2.5 million of annual revenues.


                         LIQUIDITY AND CAPITAL RESOURCES
<TABLE>
<S>                                  <C>                   <C>
                                     June 30, 1997         March 31, 1997
                                     -------------         --------------
     Total Current Assets             $13,545,000            $14,721,000
     Total Current Liabilities          5,115,000              5,209,000
     Working Capital                   $8,430,000             $9,512,000
     Working Capital Ratio to 1            2.6                   2.8
</TABLE>

During  the  three  months  ended  June  30,  1997,  Working  Capital  decreased
$1,082,000  from  $9,572,000  to  $8,430,000  primarily as a result of continued
operating losses. Cash and Equivalents  decreased  $2,280,000,  primarily due to
the net loss and an increase in accounts receivable, billed, of $1,074,000.

                                    8
<PAGE>
The major  components  of the increase in accounts  receivable,  billed,  was an
increase in the amount due from  MetroPlus  of  $1,462,000  which was  partially
offset by a decrease in physician receivables of $405,000.

Since the  commencement of the MetroPlus  lawsuit,  the Company has continued to
provide  services to  MetroPlus  pursuant to its  contract.  During this period,
MetroPlus  has  made  no  payments  to  the  Company.  As of  August  12,  1997,
approximately $1.8 million in fees were unpaid and past due (over 60 days old).

The Company expects that its cash position will continue to decrease  throughout
the  remainder  of fiscal 1998 as a result of operating  losses but  anticipates
that available cash and cash flow from operations will be sufficient to meet the
Company's operating and capital requirements for at least through June 30, 1998.
A continued  refusal by MetroPlus to make payments under the MetroPlus  contract
would have a material adverse impact on the cash flow of the Company.  (See Part
II - Item 1, MetroPlus Litigation).

<TABLE>
<CAPTION>
                              RESULTS OF OPERATIONS

                                    REVENUES

<S>                                  <C>                    <C> 
                                          Three Months Ended June 30,
                                        1997                    1996
                                     -----------            -----------
     Service fees                     $5,893,000             $4,604,000
     Sales of equipment                    5,000                 98,000
     Software license fees               133,000                 22,000
     Interest and other                   92,000                 67,000
                                     -----------            -----------
                                      $6,123,000              4,791,000

</TABLE>

For the three months  ended June 30,  1997,  the  Company's  revenues  increased
$1,332,000  when  compared  to  the  same  period  in  the  prior  fiscal  year.
Contributing  to this  increase  were  increases in service fees of  $1,289,000,
software  license  fees of $111,000,  and  interest and other of $25,000.  These
increases were partially offset by a decrease in sales of equipment of $93,000.

Contributing  to the increase in revenues  from  service fees were  increases of
$469,000 from hospital  services,  $94,000 from physician  services and $790,000
from TPA  services  provided  to  MetroPlus.  (See  Part II - Item 1,  MetroPlus
Litigation).  These  increases  were partially  offset by a $64,000  decrease in
revenues from clinical services.

                                      9
<PAGE>


                                    EXPENSES
<TABLE>                                  
<S>                                      <C>                <C>
                                             Three Months Ended June 30,
                                              1997                1996
                                          -----------         ----------- 
     Cost of services                      $4,434,000          $3,361,000
     Cost of equipment sales                    2,000              46,000
     Research and development                 534,000             493,000
     Selling, general and administrative    2,051,000           1,708,000
     Interest expense                          25,000              31,000
     Loan impairment charge                   284,000                ---
                                          -----------         -----------
                                           $7,330,000          $5,639,000
</TABLE>
For the three months  ended June 30,  1997,  the  Company's  expenses  increased
$1,691,000  when  compared  to  the  same  period  in  the  prior  fiscal  year.
Contributing  to  this  increase  were  increases  in the  cost of  services  of
$1,073,000,  selling,  general  and  administrative  expenses  of  $343,000  and
research and  development  expenses of $41,000 and a loan  impairment  charge of
$284,000  recorded in the first  quarter of Fiscal 1998.  These  increases  were
partially offset by decreases in cost of equipment sales of $44,000 and interest
expense of $6,000.

The major  components  of the  increase in cost of services  were  approximately
$280,000  of  start-up  expenses  for  new  services  to  University   Physician
Associates ("UPA"), approximately $240,000 relating to additional infrastructure
to support  expansion  of  hospital-based  physician  processing,  approximately
$200,000 related to the  implementation of MedicaLogicTM for one of our hospital
clients and  approximately  $330,000 for  additional  services to other hospital
clients.

Substantially,  all of the increase in selling,  general and administrative 
expenses is attributable to legal fees related to the MetroPlus  lawsuit  
($193,000), and an increase in the allowance for doubtful  accounts of $130,000
related to MetroPlus.  (See Part II - Item 1, MetroPlus Litigation).

On June 30, 1997,  the Company  incurred an additional  loan  impairment  charge
representing  the decline in market value of the 252,557 shares of the Company's
common stock held as security for a loan made in connection  with an acquisition
in 1991.  This charge was based on the  closing  price of the  Company's  common
stock on June 30, 1997, which was $2.00 per share. If and to the extent that the
closing stock price at the end of any subsequent  quarter is greater than $2.00,
there will be a reversal of this charge.

                                    NET LOSS

For the three  months ended June 30,  1997,  the Company  reported a net loss of
$1,207,000 or $0.22 per common share compared to a net loss of $848,000 or $0.15
per common share during the same period last year.

For the period ended June 30, 1997, there were three nonrecurring items that
adversely impacted results and contributed to the increased net loss of 
$359,000. These items include $193,000 of legal fees associated with the 
MetroPlus lawsuit, a $130,000 increase in the allowance for doubtful
accounts related to MetroPlus and a $284,000 loan impairment charge.

                                    10
<PAGE>


                           PART II - OTHER INFORMATION


Item 1       -    Litigation

                  MetroPlus  Litigation  Reference is made to the description of
                  the litigation  between the Company and MetroPlus  Health Plan
                  and the New York  Health  and  Hospitals  Corporation  that is
                  contained in Item 3 of the  Company's  report on Form 10-K for
                  the  fiscal  year ended  March 31,  1997.  Subsequent  to such
                  report,  the Court held a hearing on the Company's request for
                  a temporary  injunction on July 23, 1997. At the hearing,  the
                  Court  took the  matter  under  advisement  and  informed  the
                  parties  that it would render a decision on or prior to August
                  18, 1997.  In the interim,  the  temporary  restraining  order
                  prohibiting  MetroPlus from  terminating its contract with the
                  Company remains in effect.

                  Other  Litigation  There  has been no  material  change to the
                  status  of the  other  litigation  described  in Item 3 of the
                  Company's  report on Form 10-K for the fiscal year ended March
                  31, 1997.


Item 2       -    Changes in Securities

                  None

Item 3       -    Defaults Upon Senior Securities

                  None


Item 4       -    Submission of Matters to a Vote of Security Holders

                  None

Item 5       -    Other Information

                  Issuance,  Cancellation  and  Repricing of Options On July 23,
                  1997, the Option  Committee of the Board of Directors voted to
                  take the following  actions with regard to options  granted or
                  to be granted  under the  Company's  1993 Stock  Option  Plan.
                  These  actions  were  ratified  by  action  of  the  Board  of
                  Directors at a meeting on July 30, 1997.

                  Options to purchase  1,000,000 shares of Common Stock had been
                  granted  to  Graham O.  King,  Chairman  and  Chief  Executive
                  Officer.  The  exercise  price of these  options was $3.50 per
                  share.  The Company  authorized the cancellation of options to
                  purchase  200,000  shares and the  resetting  of the  exercise
                  price for the remaining  800,000 of the options to $1.3125 per
                  share.

                                         11
<PAGE>
                  Options to purchase  150,000  shares of Common  Stock had been
                  granted to James A. Pesce,  President.  The exercise  price of
                  these options was $3.00 per share. The Company  authorized the
                  issuance of an  additional  125,000  options  with an exercise
                  price of $1.3125 per share and the  resetting  of the exercise
                  price for all of Mr.  Pesce's  outstanding  options to $1.3125
                  per share.

                  Options to  purchase  50,000  shares of Common  Stock had been
                  granted to Robert E. Van Metre,  Secretary and Vice President,
                  Accounting  and Finance.  The exercise  price of these options
                  was $3.375 per share.  The Company  authorized the issuance of
                  an  additional  100,000  options  with an  exercise  price  of
                  $1.3125 per share and the resetting of the exercise  price for
                  all of Mr. Van  Metre's  outstanding  options  to $1.3125  per
                  share.

                  Options to  purchase  90,000  shares of Common  Stock had been
                  granted  to  Sophia V.  Bilinsky,  Vice  President,  Physician
                  Delivery  Systems.  The exercise price of these options ranged
                  from  $3.50 to $3.75 per share.  The  Company  authorized  the
                  issuance of an  additional  160,000  options  with an exercise
                  price of $1.3125 per share and the  resetting  of the exercise
                  price for all of Ms. Bilinsky's outstanding options to $1.3125
                  per share.

                  Options to  purchase  90,000  shares of Common  Stock had been
                  granted  to Derek  A.  Pickell,  Vice  President,  Sales.  The
                  exercise price of these options ranged from $3.50 to $4.25 per
                  share.  The Company  authorized  the issuance of an additional
                  160,000  options  with an exercise  price of $1.3125 per share
                  and  the  resetting  of  the  exercise  price  for  all of Mr.
                  Pickell's options to $1.3125 per share.

                  Options to purchase  246,000  shares of Common  Stock had been
                  granted to twenty  four (24)  other  employees.  The  exercise
                  price of these options ranged from $3.375 to $4.875 per share.
                  The Company authorized the resetting of the exercise price for
                  all of these employee options to $1.3125 per share.


Item 6       -    Exhibits and Reports on Form 8-K

                  (a)      Exhibits:  the exhibits  required by Item 601 of 
                           Regulation  S-K and filed  herewith are listed in the
                           Exhibit Index that follows the signature page.

                  (b)      Reports on Form 8-K;  No report on Form 8-K was filed
                           during  the first  three  months of the  fiscal  year
                           ending March 31, 1998.



                                     12
<PAGE>


                                   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.



                                                    US SERVIS, INC.
                                                     (Registrant)



Date:  August 12, 1997       By:      _____/s/__Graham O. King______ (L.S.)
                                             Graham O. King
                                             Chairman of the Board and
                                             Chief Executive Officer


Date:  August 12, 1997       By:      ____/s/___Robert E. Van Metre__(L.S.)
                                             Robert E. Van Metre
                                             Principal Accounting Officer and
                                             Chief Financial Officer


                                    13
<PAGE>

<TABLE>

                                 EXHIBITS INDEX
<S>                                                                                                                       <C>    
     Exhibit No.                                        Description                                                        Page
        3(1)        By-Laws. (I)                                                                                             *
        3(2)        Amended and Restated Certificate of Incorporation of the Registrant. (XVII)                              *
        3(3)        Certificate of Designation Relating to the Series A Convertible Preferred Stock of the Registrant.
                    (XVII)                                                                                                   *
        3(4)        Certificate of Designation Relating to the Series B Convertible Preferred Stock With a Par Value of
                    $.01 Per Share of US Servis, Inc. (XIX)                                                                  *
        3(5)        Amendment to Certificate of Designation Relating to the Series A Convertible Preferred Stock With a
                    Par Value of $.01 Per Share of US Servis, Inc. (XIX)                                                     *
        4(1)        Form of warrant to purchase in the aggregate up to 390,000 shares of the Registrant's Common Stock
                    at an exercise price of $0.10 per share, such warrants issued October 12, 1995. (XV)
                                                                                                                             *
        4(2)        Form of warrant to purchase in the aggregate up to 198,000 shares of the Registrant's Common Stock
                    at an exercise price of $3.50 per share, such warrants issued October 12, 1995. (XV)
                                                                                                                             *
        10(1)       Lease date March 31, 1986, between Skyline Associates, Inc. and Digital Equipment Corporation
                    relating to the premises located at 414 Eagle Rock Avenue, West Orange, New Jersey. (I)
                                                                                                                             *
        10(2)       1986 Stock Option Agreement. (I)                                                                         *
        10(3)       Service Agreement between the Registrant and Digital Equipment Corporation. (I)                          *
        10(4)       Non-qualified Stock Option Agreement between the Registrant and S.M. Caravetta, dated February 10,
                    1990 and expiring February, 1995. (III)                                                                  *
        10(5)       License Agreement between the Registrant and North County Computer Services, Inc. (III)                  *
        10(6)       Distribution/Sales Representation Agreement by and between Baxter Healthcare Corporation and
                    MedTake Corp., dated as of October 1, 1990. (IV)                                                         *
        10(7)       Letter Agreement by and among MedTake Corp., the Registrant, Salvatore M. Caravetta and Baxter
                    Healthcare Corporation,  dated as of October 1, 1990. (IV) *
        10(8)       Guaranty  of  the  Registrant  in  favor  of  Baxter   Healthcare
                    Corporation, dated as of October 1, 1990.  (IV)                                                          *
        10(9)       Complimentary Marketing Agreement between International Business Machines Corporation and the
                    Registrant. (V)                                                                                          *
       10(10)       Service Agreements between Digital Equipment Corporation and the Registrant. (V)                         *
       10(11)       Asset Purchase Agreement and Plan of Reorganization by and among Administrative Information Systems
                    Corporation, the Registrant and Receivables Management Corp., dated as of June 14, 1991. (VI)
                                                                                                                             *
       10(12)       Registration Rights Agreement by and between the Registrant and Administrative Information Systems,
                    Inc. (Misnamed in said document as "Administrative Information Services Corporation"), dated June
                    14, 1991. (VI)                                                                                           *
       10(13)       Employment Agreement among Receivables Management Corp. (Renamed AISCorp.), the Registrant and
                    Stephen G. Sullivan, dated as of June 14, 1991. (VI)                                                     *
       10(14)       Option Registration Rights Agreement by and Between the Registrant and Stephen G. Sullivan, dated
                    June 14, 1991. (IV)                                                                                      *
       10(15)       Employment Contract between the Registrant and S.M. Caravetta. (VII)                                     *
       10(16)       Employment Contract between the Registrant and James A. Pesce. (VII)                                     *

                                                14
<PAGE>
       10(17)       Agreement and Plan of Merger with Exhibits by and among the Registrant, Vanco Business Management,
                    Inc. and David K. Vanco, dated as of December 31, 1992. (VIII)                                           *
       10(18)       Employment Agreement, dated as of January 1, 1993, between Management-Data Service, Inc., the
                    Registrant and David K. Vanco. (VIII)                                                                    *
       10(19)       Registration Rights Agreement between David K. Vanco and the Registrant, dated as of December 31,
                    1992. (VIII)                                                                                             *
       10(20)       Guaranty dated March 5, 1993, given by the Registrant to Harris Bank Roselle relating to loans to
                    David K. Vanco. (VIII)                                                                                   *
       10(21)       Letter agreement between David K. Vanco and the Registrant, dated March 5, 1993, relating to the
                    guaranty of notes, from David K. Vanco to Harris Bank Roselle. (VIII)                                    *
       10(22)       Agreement of Merger with ACT/PC, dated September 15, 1993, amended November 12, 1993. (X)
                                                                                                                             *
       10(23)       Term Loan Agreement, dated as of December 13, 1993, between Stephen G. Sullivan and Registrant. (X)
                                                                                                                             *
       10(24)       Guarantee Modification Agreement, dated as of December 13, 1993, between Stephen G. Sullivan and
                    the Registrant. (X)                                                                                      *
       10(25)       Escrow Agreement, dated as of December 13, 1993, between Stephen G. Sullivan, Registrant and Crummy
                    Del Deo Dolan Griffinger & Vecchione. (X)                                                                *
       10(26)       Termination Agreement relating to the Baxter Distribution/Sales Representation Agreement, dated
                    December 17, 1993. (X)                                                                                   *
       10(27)       Amendment to Agreement and Plan of Merger between the Registrant and Management-Data Services,
                    Inc., dated April 8, 1994. (XI)                                                                          *
       10(28)       Amendment to Employment Agreement between David K. Vanco and the Registrant, dated April 8, 1994.
                    (XI)                                                                                                     *
       10(29)       Employment Agreement, dated as of October 12, 1994, between the Registrant and Graham O. King. (XII)
                                                                                                                             *
       10(30)       Option Agreement, dated as of October 12, 1994, between the Registrant and Graham O. King. (XII)
                                                                                                                             *
       10(31)       Registration Agreement, dated as of October 12, 1994, between the Registrant and Graham O. King.
                    (XII)                                                                                                    *
       10(32)       Stockholder Agreement, dated as of October 12, 1994, between the Registrant and Graham O. King.
                    (XII)                                                                                                    *
       10(33)       S.M. Caravetta Termination Agreement between S.M. Caravetta and the Registrant, dated as of October
                    12, 1994, as amended. (XIII)                                                                             *
       10(34)       Letter of Intent, dated June 26, 1995, between the Registrant and Frontenac VI Limited Partnership.
                    (XIV)                                                                                                    *
       10(35)       Registrant's Amended 1993 Stock Option Plan. (XIV)                                                       *
       10(36)       Registrant's Amended 1994 Stock Option Plan for Non-Employee Directors. (XIV)                            *
       10(37)       Series A Convertible Preferred Stock and Warrant Purchase Agreement, dated July 18, 1995, by and
                    among the Registrant, a trust established for the benefit of descendants of Robert E. King,
                    Frontenac VI Limited Partnership and Morgan Holland Fund II, L.P. (XV)                                   *
       10(38)       Promissory Note of Graham O. King, dated June 14, 1995, payable to the Company. (XVI)                    *
       10(39)       First and Second Amendments to Series A Convertible Preferred Stock and Warrant Purchase Agreements
                    dated July 31, 1995 and October 10, 1995, respectively. (XVII)                                           *
       10(40)       Registration Agreement, dated October 12, 1995, by and among the Registrant, a trust established
                    for the benefit of the descendants of Robert E. King, Frontenac VI Limited Partnership and Morgan
                    Holland Fund II, L.P. (XV)                                                                               *

                                          15
<PAGE>                                                                               
       10(41)       Agreement for Administrative Services, dated December 21, 1995, between New York Health and
                    Hospitals Corporation and the Registrant. (XVIII)                                                        *
       10(42)       Series B Convertible Preferred Stock Purchase Agreement among US Servis, Inc., and the Purchasers
                    named on Schedule 1 thereto, dated as of September 30, 1996. (XIX)                                       *
       10(43)       First Amendment to Registration Rights Agreement among US Servis, Inc. and the Purchasers signatory
                    thereto, dated September 30, 1996. (XIX)                                                                 *
       10(44)       Agreement for Services, dated December 31, 1996, between University Physician Associates and the
                    Registrant. (XX)                                                                                         *


                                                NOTES TO EXHIBIT INDEX

      Note No.                                          Description
         (I)        Incorporated  by reference  from the Form S-18  Registration
                    Statement of the Registrant, dated June 10, 1986.
        (II)        Incorporated by reference from Amendment No. 1, dated September 6, 1986, to the Form
                    S-18 Registration Statement of the Registration.
        (III)       Incorporated by reference from the Registrant's  Form 10-K, dated
                    June 18, 1990. (IV) Incorporated by reference from the Registrant's Form
                    8-K, dated October 1, 1990.
         (V)        Incorporated by reference from the Registrant's Form S-3, Registration No. 33-39062,
                    dated April 11, 1991.
        (VI)        Incorporated  by reference from the  Registrant's  Form 8-K, dated
                    June 18, 1991.  (VII)  Incorporated  by reference from the  Registrant's
                    Form 10-K, dated June 28, 1991.
       (VIII)       Incorporated by reference from the  Registrant's  Form 8-K, dated
                    March 9, 1993. (IX) Incorporated by reference from the Registrant's Form
                    8-K, dated September 15, 1993.
         (X)        Incorporated  by reference from the  Registrant's  Form 8-K, dated
                    December 28, 1993. (XI)  Incorporated by reference from the Registrant's
                    Form 8-K, dated April 15, 1994. (XII) Incorporated by reference from the
                    Registrant's Form 8-K, dated November 1, 1994.
       (XIII)       Incorporated by reference from the Registrant's  Form 10-Q, dated
                    November 11, 1994. (XIV) Incorporated by reference from the Registrant's
                    Form 10-K, dated June 26, 1995. (XV)  Incorporated by reference from the
                    Registrant's  Form 10-K/A,  dated July 24, 1995.  (XVI)  Incorporated by
                    reference from the Registrant's Form 10-Q, dated August 10, 1995.
       (XVII)       Incorporated by reference from the Registrant's  Form 10-Q, dated
                    November  10,  1995.   (XVIII)   Incorporated   by  reference   from  the
                    Registrant's Form 10-Q, dated August 13, 1996.
        (XIX)       Incorporated by reference from the  Registrant's  Form 8-K, dated
                    September 30, 1996. (XX) Incorporated by reference from the Registrant's
                    Form 10-Q, dated February 12, 1997 as amended June 17, 1997.

         (XX)       Incorporated by reference from the Registrant's Form 10-Q dated February 12, 1997 as
                    amended June 17, 1997.
</TABLE>

                                             16