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 September 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 November 11, 1997,  the  registrant  had  outstanding  6,351,000  outstanding
shares of Common Stock, $0.01 par value.

<PAGE>


                        US SERVIS, INC. AND SUBSIDIARIES

                                      INDEX


                                                                       Page No.

PART I - FINANCIAL INFORMATION                                            1

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

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

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

         CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX
         MONTHS ENDED SEPTEMBER 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                             8-12


PART II - OTHER INFORMATION                                               13


SIGNATURES                                                                14


EXHIBIT INDEX                                                            15-17



<PAGE>




                                     PART I

                              FINANCIAL INFORMATION


1.       Consolidated Financial Statements as at September 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>
<S>                                              <C>            <C>
                                                 September 30,    March 31,
                                                      1997         1997
                                                 ------------    ----------
                       ASSETS                             (UNAUDITED)
CURRENT ASSETS:
Cash and equivalents                               $3,085,000   $8,063,000
Certificate of deposit                                300,000      300,000
Accounts receivable:
  Billed, less allowance for doubtful
   accounts of $642,000 and $464,000                7,636,000    4,092,000
Unbilled                                            1,607,000    1,387,000
Prepaid and refundable income taxes                    41,000       41,000
Prepaid expenses and other current assets             646,000      838,000
                                                   ----------   ----------
   Total Current Assets                            13,315,000   14,721,000
                                                   ----------   ----------
PROPERTY AND EQUIPMENT:                             1,790,000    1,763,000
                                                   ----------   ----------
OTHER ASSETS:
Software technology, less accumulated
  amortization of $597,000 and $481,000               353,000      322,000
Goodwill, less accumulated amortization
  of $436,000 and $387,000                          3,115,000    3,164,000
Other                                                 821,000      769,000
                                                   ----------   ----------
  Total Other Assets                                4,289,000    4,255,000
                                                  -----------  ----------- 
                                                  $19,394,000  $20,739,000
                                                  ===========  ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable                                   $1,464,000   $1,414,000
Accrued payroll & benefits                            834,000    1,015,000
Accrued restructuring charges                         459,000      696,000
Accrued expenses for use of trade name                 21,000       62,000
Other accrued expenses                              1,220,000      995,000
Current portion of capital lease obligation           133,000      263,000
Deferred income                                       338,000      439,000
Customers' deposits and other current liabilities     331,000      325,000
                                                   ----------   ----------
   Total Current Liabilities                        4,800,000    5,209,000
                                                   ----------   ----------
LONG TERM LIABILITIES:
Accrued restructuring charges - net of
  current portion                                     300,000      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 $11,345,000) at September 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                     24,882,000   24,865,000
Retained earnings (deficit)                       (10,194,000)  (8,805,000)
Subscription receivable                              (140,000)    (140,000)
Note receivable - related party                      (284,000)    (789,000)
                                                   ----------   ----------
                                                   14,353,000   15,220,000
Less Treasury Stock at cost: 15,700 shares             59,000       59,000
                                                   ----------   ----------
  Total Shareholders' Equity                       14,294,000   15,161,000
                                                   ----------   ----------
                                                  $19,394,000  $20,739,000
                                                  ===========  ===========

</TABLE>

See accompanying notes to consolidated financial statements.
                                       2


<PAGE>
                         US SERVIS, INC. AND SUBSIDIAIARIES
                        CONSOLIDATED STATEMENTS OF OPERATIONS
                                       (UNAUDITED)
<TABLE>
<CAPTION>
                                                    SIX MONTHS ENDED
                                                      SEPTEMBER 30,
                                               -------------------------
                                                    1997         1996
                                               -----------   ---------- 
<S>                                            <C>          <C>
REVENUES:
Service fees                                   $12,457,000   $9,749,000
Sales of equipment                                  11,000      110,000
Software license fees                              290,000       95,000
Interest and other                                 144,000      145,000
                                                ----------   ----------
                                                12,902,000   10,099,000
                                                ----------   ----------
EXPENSES:
Cost of services                                 9,331,000    7,082,000
Cost of equipment sales                              7,000       56,000
Research and development                           806,000      961,000
Selling, general and administrative              3,592,000    3,508,000
Interest expense                                    50,000       61,000
Loan impairment charge                             505,000        -
                                                ----------   ----------
                                                14,291,000   11,668,000
                                                ----------   ----------

LOSS BEFORE INCOME TAXES                        (1,389,000)  (1,569,000)

BENEFIT FOR FEDERAL AND STATE INCOME TAXES           -           -
                                                -----------  -----------  
NET LOSS                                        (1,389,000)  (1,569,000)
                                                ===========  =========== 
NET LOSS PER COMMON SHARE                            (0.29)       (0.29)
                                                ===========  =========== 
WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING                      6,351,000    6,296,000
                                                ===========  ===========

                                                   THREE MONTHS ENDED
                                                     SEPTEMBER 30,
                                                 ---------------------
                                                    1997         1996
                                                 ----------  ----------
REVENUES:
Service fees                                    $6,564,000   $5,145,000
Sales of equipment                                   6,000       12,000
Software license fees                              157,000       73,000
Interest and other                                  52,000       78,000
                                                 ----------   ----------
                                                 6,779,000    5,308,000
                                                 ----------   ----------
EXPENSES:
Cost of services                                 4,897,000    3,721,000
Cost of equipment sales                              5,000       10,000
Research and development                           272,000      468,000
Selling, general and administrative              1,541,000    1,800,000
Interest expense                                    25,000       30,000
Loan impairment charge                             221,000        -
                                                 ----------   ----------
                                                 6,961,000    6,029,000
                                                 ----------   ----------

LOSS BEFORE INCOME TAXES                          (182,000)    (721,000)

BENEFIT FOR FEDERAL AND STATE INCOME TAXES             -           -
                                                  ----------   ----------
NET LOSS                                          (182,000)    (721,000)
                                                  ==========   ==========
NET LOSS PER COMMON SHARE                            (0.06)       (0.14)
                                                  ==========   ========== 
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                       6,351,000    6,296,000
                                                 ==========   ==========  
</TABLE>
                                   
See accompanying notes to consolidated financial statements.

                                    3



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

<TABLE>


<S>                      <C>           <C>       <C>           <C>      <C>          <C>         <C>         <C>        <C>
                                                                                                      
                              PREFERRED STOCK          COMMON STOCK      CAPITAL IN                              NOTE       
                          ---------------------   ----------------------  EXCESS OF   RETAINED   SUBSCRIPTION RECEIVABLE- TREASURY
                          SHARES      PAR VALUE   SHARES      PAR VALUE   PAR VALUE   EARNINGS    RECEIVABLE    RELATED      STOCK
                                                                                                                 PARTY
                          ------      ---------   ------      ---------   ---------   --------    -----------  ----------  --------
                                                                                                                        
BALANCE, MARCH 31, 1997   2,500,000    $25,000   6,367,000     $64,000  $24,865,000  ($8,805,000)  ($140,000)  ($789,000)  ($59,000)

SIX MONTHS ENDED
SEPTEMBER 30,1997

Allowance for loan 
  collateral impairment                                                                                         505,000

Amortization of Stock 
  Issue Costs                                                                17,000

Net Loss                                                                              (1,389,000)

BALANCE,                 ----------    -------  ----------    -------   ----------- -----------   ---------   ---------    --------
  SEPEMBER 30, 1997       2,500,000    $25,000   6,367,000    $64,000   $24,882,000 ($10,194,000) ($140,000)  ($284,000)   ($59,000)
                         ==========     ======= ==========    =======    ========== ============  ==========  ==========   =========
</TABLE>

See accompanying notes to consolidated financial statements.


                                           4



<PAGE>
                        US SERVIS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                        SIX MONTHS ENDED
                                                                          SEPTEMBER 30
                                                                 ---------------------------
                                                                       1997          1996
                                                                 ------------   ------------ 
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                        ($1,389,000)  ($1,569,000)
  Adjustments to reconcile net loss to net cash flows
    from operating activities:
     Depreciation and amortization of property and equipment          339,000       326,000
     Amortization of software technology                              117,000        88,000
     Amortization of goodwill                                          49,000        49,000
     Amortization of convertible preferred issue costs                 17,000        13,000
     Gain on sale of equipment                                        (11,000)       (6,000)
     Provision for losses on accounts receivable                      178,000        48,000
     Loan impairment charge                                           505,000          - 
     Changes in operating assets and liabilities-
       Accounts receivable                                         (3,942,000)   (3,194,000)
       Note and installment receivables                                 -           143,000
       Prepaid and refundable income taxes                              -         2,278,000
       Prepaid expenses and other current assets                      112,000       264,000
       Other assets                                                   (52,000)      (29,000)
       Accounts payable                                                50,000       461,000
       Accrued payroll & benefits                                    (181,000)      164,000
       Accrued expenses for use of trade name                         (41,000)     (233,000)
       Other accrued expenses                                         225,000       141,000
       Accrued restructuring                                         (306,000)     (437,000)
       Deferred income                                               (101,000)       39,000
       Customer deposits and other current liabilities                  6,000       (24,000)
                                                                   -----------   -----------
         Net cash flows from operating activities:                 (4,425,000)   (1,478,000)
                                                                   -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of software technology                                    (148,000)      (91,000)
  Purchase of property and equipment                                 (363,000)     (149,000)
  Proceeds from sale of equipment                                       8,000        27,000
                                                                   -----------   ----------- 
    Net cash flows from investing activities                         (503,000)     (213,000)
                                                                   -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Principal payments on capital lease obigation                       (130,000)     (112,000)
 Issuance of preferred stock net of issue costs                          -        3,950,000
 Loan repayments from officers                                         80,000         -
                                                                   -----------   -----------
    Net cash flows from financing activities                          (50,000)    3,838,000
                                                                   -----------   -----------

NET CHANGE IN CASH AND EQUIVALENTS                                 (4,978,000)    2,147,000

CASH AND EQUIVALENTS, BEGINNING OF PERIOD                           8,063,000     6,546,000

                                                                   -----------   -----------
CASH AND EQUIVALENTS, END OF PERIOD                                $3,085,000    $8,693,000
                                                                   ===========   ===========
</TABLE>



See accompanying notes to consolidated financial statements.
                                       5

<PAGE>
                          US SERVIS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)




<TABLE>
<CAPTION>


                                                                        SIX MONTHS ENDED
                                                                         SEPTEMBER 30
                                                                      ---------------------
                                                                       1997          1996
                                                                      --------   ---------- 
<S>                                                                  <C>            <C>
SUPPLEMENTAL INFORMATION:
  Interest paid                                                       $30,000       $38,000
                                                                      ========   ==========
  Income taxes refunded                                               $   -      $2,340,000
                                                                      ========   ==========
  Transferred from deferred income taxes to prepaid and
   refundable income taxes                                            $   -         $62,000
                                                                      ========   ===========




</TABLE>


See accompanying notes to consolidated financial statements.

                                        6



<PAGE>

                        US SERVIS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 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  professional  management  company  that  provides  outsourcing
services to physician  networks and hospital business  offices,  associated with
Integrated Delivery Systems. The Company's principal focus is providing billing,
accounts  receivable  management  services and  information  systems  management
services.  The Company,  through strategic  alliances,  has expanded its product
offerings to include  outsourcing  of third party  administrative  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 six and  three  months  ended
September 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  $252,000  (or $.04 per  share)
reported  revenues  and net income in the  statement of  operations  for the six
months ended September 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  includes  an
adjustment for the amount equal to accrued dividends on the Company's  preferred
stock of $442,000 and $253,000 for the six months ended  September  30, 1997 and
1996,  respectively  and  $224,000  and  $129,000  for the  three  months  ended
September 30, 1997 and 1996, respectively.

                                       7
<PAGE>


Note E - MetroPlus Settlement:

On October 31, 1997, the Company reached a full settlement of the litigation and
all matters of dispute  between it and its largest  customer,  MetroPlus  Health
Plan,   a  division   of  New  York  City  Health  and   Hospitals   Corporation
(MetroPlus/HHC).

As part of the settlement,  the Company received  $3,132,118 in full payment for
the third party  administrative  services  provided through  September 30, 1997.
Substantially  all of this  amount had been  previously  recorded as revenue and
accounts  receivable.   In  addition,  the  Company  will  receive  payments  of
$2,237,500 for services to be rendered from October 1, 1997 through February 28,
1998. Pursuant to the original contract,  MetroPlus/HHC has elected to terminate
the contract with the Company as of February 28, 1998. The settlement  agreement
stipulates that all claims in the lawsuit will be dismissed.

Simultaneously,  with the  resolution  of the dispute  with  MetroPlus/HHC,  the
Company settled the case brought against it by  VertiHealth,  its  subcontractor
for the  MetroPlus  contract.  Pursuant to this  settlement,  the  Company  paid
$795,540 to VertiHealth for prior services  rendered.  Such amount was reflected
as an expense of the Company  prior to September  30, 1997 and was  reflected as
accounts payable on the balance sheet of the Company as of such date.


                                     GENERAL


During the second  quarter of Fiscal 1998, the Company was successful in signing
a multi-year  agreement to provide  billing and accounts  receivable  management
services to the  Department  of Radiology  of a major New York City  university.
During the quarter,  the Company  concluded a series of actions that will result
in a  reduction  of ongoing  operating  expenses  estimated  to be greater  than
$2,500,000  per year.  Excluding  the loan  impairment  charge of $221,000,  the
Company  achieved  positive net income ($39,000) for the quarter ended September
30, 1997 for the first time since the quarter ended December 31, 1993.

The MetroPlus/HHC  settlement (see Note E) did not have a material impact on the
Company's  financial  results for the period ending  September 30, 1997,  but it
will have an immediate  beneficial  impact on the Company's  balance sheet.  The
termination  of the  MetroPlus/HHC  contract will have an adverse  impact on the
Company's financial performance after February 28, 1998.

<TABLE>
<CAPTION>
                         LIQUIDITY AND CAPITAL RESOURCES
<S>                                                       <C>                      <C> 
                                                           September 30, 1997       March 31, 1997
                                                           ------------------       -------------- 
              
               Total Current Assets                           $13,315,000            $14,721,000
               Total Current Liabilities                        4,800,000              5,209,000
               Working Capital                                 $8,515,000             $9,512,000
               Working Capital Ratio to 1                          2.8                   2.8
</TABLE>

During the six months  ended  September  30,  1997,  Working  Capital  decreased
$997,000  from  $9,512,000  to  $8,515,000  primarily  as a result of  continued
operating losses. Cash and Equivalents decreased $4,978,000 primarily due to the


                                       8
<PAGE>
net loss, an increase in accounts receivable,  billed, of $3,544,000,  and a net
decrease in current liabilities of $409,000.

The major  components of the increase in accounts  receivable,  billed,  were an
increase in the amount due from  MetroPlus/HHC  of $2,795,000  (which,  together
with other funds, was  subsequently  paid - see Note E), an increase in hospital
receivables  of $569,000 and an increase in physician  receivables  of $232,000.
Approximately   one-third   of  the   increase  in  hospital   receivables   and
substantially all of the increase in physician  receivables  related to billings
to new customers.

The Company  expects that its cash  position will show  substantial  improvement
during the next quarter as a result of the MetroPlus/HHC settlement. The Company
anticipates that available cash and cash flow from operations will be sufficient
to meet the Company's  operating and capital  requirements for the next  twelve
months.
<TABLE>
<CAPTION>
                              RESULTS OF OPERATIONS

                                    REVENUES
<S>                                          <C>                                           

                                               Six Months Ended September 30,
                                               ------------------------------
                                                  1997                1996
                                               -----------         ----------
               Service fees                    $12,457,000         $9,749,000
               Sales of equipment                   11,000            110,000
               Software license fees               290,000             95,000
               Interest and other                  144,000            145,000
                                               -----------        -----------
                                               $12,902,000        $10,099,000
                                               ===========        ===========
</TABLE>

For the six months ended  September 30, 1997, the Company's  revenues  increased
$2,803,000, or 27.8%, when compared to the same period in the prior fiscal year.
Contributing  to this increase were  increases in service fees of $2,708,000 and
software  license fees of $195,000.  These  increases were  partially  offset by
decreases in sales of equipment of $99,000 and interest and other of $1,000.

Contributing  to the increase in revenues  from  service fees were  increases of
$934,000 from hospital services, $866,000 from physician services and $1,048,000
from  TPA  services  provided  to   MetroPlus/HHC.   (See  Note  E  -  MetroPlus
Settlement).  These  increases were partially  offset by a $140,000  decrease in
revenues from clinical services.

                                       9
<PAGE>
<TABLE>

<S>                                          <C>
                                             Three Months Ended September 30,
                                             --------------------------------                                       
                                                  1997                1996
                                              ------------         ----------
               Service fees                     $6,564,000         $5,145,000
               Sales of equipment                    6,000             12,000
               Software license fees               157,000             73,000
               Interest and other                   52,000             78,000
                                              ------------         ---------- 
                                                $6,779,000         $5,308,000
                                              ============         ==========
</TABLE>

For the three months ended September 30, 1997, the Company's  revenues increased
$1,471,000, or 27.7%, when compared to the same period in the prior fiscal year.
Contributing  to this increase were  increases in service fees of $1,419,000 and
software  license fees of $84,000.  These  increases  were  partially  offset by
decreases in sales of equipment of $6,000 and interest and other of $26,000.

Contributing  to the increase in revenues  from  service fees were  increases of
$465,000 from hospital  services,  $772,000 from physician services and $258,000
from  TPA  services  provided  to   MetroPlus/HHC.   (See  Note  E  -  MetroPlus
Settlement).  These  increases  were partially  offset by a $76,000  decrease in
revenues from clinical services.

<TABLE>
<CAPTION>
                                    EXPENSES

<S>                                           <C>
                                                Six Months Ended September 30,
                                               ------------------------------
                                                     1997            1996
                                               ----------      ----------
          Cost of services                     $9,331,000      $7,082,000
          Cost of equipment sales                   7,000          56,000
          Research and development                806,000         961,000
          Selling, general and administrative   3,592,000       3,508,000
          Interest expense                         50,000          61,000
          Loan impairment charge                  505,000            -
                                              -----------     ----------- 
                                              $14,291,000     $11,668,000
                                              ===========     =========== 
</TABLE>

For the six months ended  September 30, 1997, the Company's  expenses  increased
$2,623,000, or 22.5%, (excluding a loan impairment charge of $505,000,  expenses
increased  18.2%) when  compared to the same  period in the prior  fiscal  year.
Contributing  to  this  increase  were  increases  in the  cost of  services  of
$2,249,000,  selling,  general and administrative expenses of $84,000 and a loan
impairment  charge of $505,000  recorded in Fiscal 1998. A  description  of this
charge  for the  current  quarter  is set  forth  below.  These  increases  were
partially  offset by decreases in cost of equipment  sales of $49,000,  research
and development expenses of $155,000 and interest expense of $11,000.

The major  components  of the  increase in cost of services  were  approximately
$921,000  of  start-up  expenses  for  new  services  to  University   Physician
Associates ("UPA"), approximately $412,000 relating to additional infrastructure


                                      10
<PAGE>
to  support   planned   expansion  of   hospital-based   physician   processing,
approximately $391,000 related to the implementation of MedicaLogicTM for one of
our hospital clients and approximately $650,000 for additional services to other
hospital  clients.  These increases were partially offset by a $125,000 decrease
in the cost of clinical services.

The  major  components  of  the  $84,000   increase  in  selling,   general  and
administrative  expenses were an increase in legal fees related to the MetroPlus
lawsuit of $211,000,  and an increase in the allowance for doubtful  accounts of
$130,000 and a decrease in sales and marketing expense of $261,000.

<TABLE>
<S>                                          <C> 
                                              Three Months Ended September 30,
                                              --------------------------------
                                                 1997                1996
                                              -----------        ----------- 
          Cost of services                     $4,897,000         $3,721,000
          Cost of equipment sales                   5,000             10,000
          Research and development                272,000            468,000
          Selling, general and administrative   1,541,000          1,800,000
          Interest expense                         25,000             30,000
          Loan impairment charge                  221,000              -
                                              -----------        -----------
                                               $6,961,000         $6,029,000
                                              ===========        =========== 
</TABLE>

For the three months ended September 30, 1997, the Company's  expenses increased
$932,000,  or 15.5%,  (excluding a loan impairment  charge of $221,000  expenses
increased  11.8%) when  compared to the same  period in the prior  fiscal  year.
Contributing  to  this  increase  were  increases  in the  cost of  services  of
$1,176,000,  and a loan  impairment  charge of $221,000  (see below for details)
recorded in Fiscal 1998.  These increases were partially  offset by decreases in
cost of  equipment  sales  of  $5,000,  research  and  development  expenses  of
$196,000,  selling, general and administrative expenses of $259,000 and interest
expense of $5,000.

The major  components  of the  increase in cost of services  were  approximately
$641,000  of  start-up  expenses  for  new  services  to  University   Physician
Associates ("UPA"), approximately $172,000 relating to additional infrastructure
to  support   planned   expansion  of   hospital-based   physician   processing,
approximately $191,000 related to the implementation of MedicaLogicTM for one of
our hospital clients and approximately $249,000 for additional services to other
hospital clients. These increases were partially offset by a $54,000 decrease in
the cost of clinical services and other decreases of $23,000.

Substantially,   all  of  the   $259,000   decrease  in  selling,   general  and
administrative  expenses  related to planned  decreases  in sales and  marketing
expenses.

On September 30, 1997, the Company incurred a loan impairment charge of $221,000
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 September  30, 1997,  which was $1.125 per share.  If and to the extent
that the  closing  stock price at the end of any  subsequent  quarter is greater
than $1.125, there will be a reversal of this charge.

                                      11     
<PAGE>


                                    NET LOSS


For the six months ended September 30, 1997, the Company  reported a net loss of
$1,389,000  or $0.29 per common share  compared to a net loss of  $1,569,000  or
$0.29 per common share during the same period last year.

For the three months ended  September 30, 1997, the Company  reported a net loss
of  $182,000  or $0.06 per common  share  compared  to a net loss of $721,000 or
$0.14 per common share during the same period last year.

Excluding  the loan  impairment  charge of $221,000  recorded  during the second
quarter, the Company achieved positive net income for the quarter of $39,000 for
the first time since the quarter ended December 31, 1993.










                                      12


<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.  On October 31, 1997 a
                  complete  settlement  of this  litigation  was effected by the
                  parties.   See  Footnote  E  to  the  Consolidated   Financial
                  Statements  of  the  Company  dated  September  30,  1997.  In
                  connection  with this  settlement,  the  Company  settled  all
                  outstanding matters in dispute between itself and VertiHealth,
                  a   subcontractor   to  the  Company  in  its  contract   with
                  MetroPlus/HHC.

                  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

                  None


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 six months of the fiscal year ending
                           March 31, 1998.



                                      13   
<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.

<TABLE>
<CAPTION>
                                              US SERVIS, INC.
                                               (Registrant)

<S>         <C>                      <C>                                                     

Date:        November 11, 1997        By:      ____/s/___________________ (L.S.)
                                               Graham O. King
                                               Chairman of the Board and
                                               Chief Executive Officer


Date:        November 11, 1997        By:      ____/s/____________________(L.S.)
                                               Robert E. Van Metre
                                               Principal Accounting Officer and
                                               Chief Financial Officer


</TABLE>









                                      14
<PAGE>

<TABLE>
<CAPTION>
                                 EXHIBITS INDEX
<S>                <C>                                                                                                    <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)                                     *


                                      15   
<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)                                                                               *
</TABLE>

                                      16

            
 
<PAGE>
<TABLE>
<S>                <C>                                                                                                             
       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)                                                                                         *
</TABLE>

<TABLE>
<S>                <C>
                                                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.

</TABLE>

                                      17