28

                      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 October 31, 1997

[  ]    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 2-53193
                                       
                            COMPUSERVE CORPORATION
            (Exact name of registrant as specified in its charter)
                                       

             Delaware                               31-1459598
  (State or other jurisdiction of               (I.R.S. Employer
   incorporation or organization)              Identification No.)

                        5000 Arlington Centre Boulevard
                             Columbus, Ohio  43220
         (Address of principal executive offices, including zip code)

                                (614) 457-8600
             (Registrant's telephone number, including area code)

     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  __

     As of December 05, 1997, the Registrant had outstanding 92,600,000 shares
of common stock.









                               TABLE OF CONTENTS


                                                       Page

PART 1 - FINANCIAL INFORMATION                       
                                                     
Item 1.  Financial Statements.                       
                                                     
     Consolidated Balance Sheets                     
        October 31, 1997 (Unaudited) and             
        April 30, 1997 (Audited)....................   3
                                                     
     Consolidated Statements of Operations           
        Three Months Ended October 31, 1997          
        and 1996 (Unaudited)........................   4
                                                     
     Consolidated Statements of Operations           
        Six Months Ended October 31, 1997            
        and 1996 (Unaudited)........................   5
                                                     
                                                     
     Consolidated Statements of Cash Flows           
        Six Months Ended October 31, 1997            
        and 1996 (Unaudited)........................   6
                                                     
     Notes to Consolidated Financial                 
     Statement(Unaudited)...........................   7
                                                     
Item 2.   Management's Discussion and Analysis of    
          Financial Condition and Results            
          of Operations.............................. 10
                                                     
PART II - OTHER                                     
INFORMATION.......................................... 15
                                                     
SIGNATURES........................................... 17


                         COMPUSERVE CORPORATION
                       CONSOLIDATED BALANCE SHEETS
                         (AMOUNTS IN THOUSANDS)
                                                               
                                                October 31,    April 30,
                                                    1997          1997
                                                -----------   ----------
                                                (Unaudited)    (Audited)
CURRENT ASSETS                                                 
  Cash and cash equivalents                       $214,231     $138,777
  Investments                                       24,199       22,642
  Receivables, net                                 115,433      118,336
  Due from parent                                   13,421       70,228
  Other current assets                              41,498       32,833
                                                 ----------   ----------
     TOTAL CURRENT ASSETS                          408,782      382,816
                                                               
INTANGIBLE ASSETS, net                               6,074        8,153
                                                               
PROPERTY AND EQUIPMENT, net                        325,415      355,212
                                                               
OTHER ASSETS                                                   
  Deferred subscriber acquisition costs, net        33,353       43,959
  Other assets                                      18,785       12,396
                                                 ----------   ----------
     TOTAL OTHER ASSETS                             52,138       56,355
                                                 ----------   ----------   
     TOTAL ASSETS                                 $792,409     $802,536
                                                 ==========   ==========
CURRENT LIABILITIES                                            
  Accounts payable                                 $42,946      $54,529
  Other current liabilities                         67,755       46,620
  Accrued taxes                                     10,620        8,016
  Deferred revenues                                  5,552        5,824
                                                 ----------   ----------
     TOTAL CURRENT LIABILITIES                     126,873      114,989
                                                               
DEFERRED INCOME TAXES                               30,904       36,111
                                                               
STOCKHOLDERS' EQUITY                               634,632      651,436
                                                 ----------   ----------      
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $792,409     $802,536
                                                 ==========   ==========  
                                                               
                                                               
             SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                         COMPUSERVE CORPORATION
                  CONSOLIDATED STATEMENTS OF OPERATIONS
   (UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
                                                              
                                              3 Months Ended October 31,
                                              --------------------------
                                                  1997           1996
                                              -----------     ----------
REVENUES                                                      
  Interactive Services revenues                 $116,129       $144,093
  Network Services revenues                       84,141         63,607
  Other revenues                                   5,132          6,643
                                              -----------     ----------
         TOTAL REVENUES                          205,402        214,343
                                                              
COSTS AND EXPENSES                                            
  Costs of revenues                              116,126        146,185
  Marketing                                       43,331        110,923
  General and administrative                      13,465         11,280
  Depreciation and amortization                   29,483         27,864
  Equipment leasing                                5,307         -----
  Product development                              6,682          4,736
  Nonrecurring items                              15,500          7,850
                                               ----------     ----------
             TOTAL COSTS AND EXPENSES            229,894        308,838
                                                              
OPERATING LOSS                                   (24,492)       (94,495)
                                                              
INTEREST INCOME                                    2,636          2,380
                                               ----------     ----------      
LOSS BEFORE TAXES                                (21,856)       (92,115)
                                               ----------     ----------       
INCOME TAX BENEFIT                                (8,399)       (34,080)
                                               ----------     ---------- 
NET LOSS                                        ($13,457)      ($58,035)
                                               ==========     ==========   
LOSS PER COMMON SHARE                            ($0.15)        ($0.63)
                                               ==========     ========== 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING     92,600,000     92,600,000
                                               ==========     ==========
                                                              
                                                              
             SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


                          COMPUSERVE CORPORATION
                  CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
                                                               
                                                6 Months Ended October 31,
                                                --------------------------
                                                    1997          1996
                                                -----------    -----------
REVENUES                                                       
  Interactive Services revenues                   $240,363      $285,507
  Network Services revenues                        159,516       122,885
  Other revenues                                    11,262        14,593
                                                -----------    -----------
         TOTAL REVENUES                            411,141       422,985
                                                               
COSTS AND EXPENSES                                             
  Costs of revenues                                233,245       285,881
  Marketing                                         88,289       169,954
  General and administrative                        25,987        20,774
  Depreciation and amortization                     59,175        54,717
  Equipment leasing                                  9,202        -----
  Product development                               12,555        11,792
  Nonrecurring items                                15,500        25,563
                                                 ----------    -----------
             TOTAL COSTS AND EXPENSES              443,953       568,681
                                                               
OPERATING LOSS                                     (32,812)     (145,696)
                                                               
INTEREST INCOME                                      5,013         5,511
                                                 ----------    ----------- 
LOSS BEFORE TAXES                                  (27,799)     (140,185)
                                                               
INCOME TAX BENEFIT                                 (10,256)      (52,535)
                                                 ----------    ----------- 
NET LOSS                                          ($17,543)     ($87,650)
                                                 ==========    =========== 
LOSS PER COMMON SHARE                              ($0.19)       ($0.95)
                                                 ==========    =========== 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING       92,600,000    92,600,000
                                                 ==========    ===========
                                                               
                                                               
              SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


                         COMPUSERVE CORPORATION
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                    (UNAUDITED, AMOUNTS IN THOUSANDS)
                                                               
                                               6 Months Ended October 31,
                                               --------------------------
                                                   1997           1996
                                               -----------     ----------
                                                               
CASH FLOWS FROM OPERATING ACTIVITIES                           
  Net loss                                       ($17,543)      ($87,650)
  Noncash, nonrecurring items                      -----          10,156
  Depreciation and amortization                    59,175         54,717
  Deferred subscriber acquisition costs           (22,053)       (39,832)
  Amortization of deferred subscriber              32,659         86,255
        acquisition costs
  Provision for deferred taxes                     (5,107)       (14,405)
  Changes in net working capital                   62,829        (42,281)
                                                -----------    -----------
      Net cash provided/(used) by operating       109,960        (33,040)
      activities
                                                               
CASH FLOWS FROM INVESTING ACTIVITIES                           
  Purchases of property and equipment             (23,602)       (86,213)
  Purchases of short-term investments             (40,991)      (123,848)
  Maturities and sales of short-term               39,435         66,124
        investments
  Other, net                                       (9,348)        (3,605)
                                                 ----------    -----------
      Net cash used by investing                  (34,506)      (147,542)
      activities
                                                               
NET INCREASE/(DECREASE) IN CASH                                
    AND CASH EQUIVALENTS                           75,454       (180,582)
                                                               
CASH AND CASH EQUIVALENTS AT BEGINNING OF       
    PERIOD                                        138,777        280,646
                                                 ----------    ----------- 
CASH AND CASH EQUIVALENTS AT END OF PERIOD       $214,231       $100,064
                                                 ==========    ===========
                                                               
                                                               
             SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                            CompuServe Corporation
                  Notes to Consolidated Financial Statements
             (Unaudited, amounts in thousands, except share data)
                                       
                                       

1.   The Consolidated Balance Sheet as of October 31, 1997, the Consolidated
     Statements of Operations for the three and the six month periods ended
     October 31, 1997 and 1996, and the Consolidated Statements of Cash Flows
     for the six month periods ended October 31, 1997 and 1996 have been
     prepared by the Company, without audit.  In the opinion of management, all
     adjustments (which include only normal recurring adjustments) necessary to
     present fairly the financial position, results of operations and cash
     flows at October 31, 1997 and for all periods presented have been made.

     Certain information and footnote disclosures normally included in
     financial statements prepared in accordance with generally accepted
     accounting principles have been condensed or omitted.  These consolidated
     financial statements should be read in conjunction with the financial
     statements and notes thereto in the Company's April 30, 1997 Form 10-K/A,
     and are not necessarily indicative of the operating results for the full
     fiscal year.

2.   CompuServe Corporation ("Company") is a majority-owned  (80.1%) subsidiary
     of H&R Block Group, Inc. ("Parent").  Parent is a wholly-owned subsidiary
     of H&R Block, Inc. ("Block").

     On July 16, 1996, Block announced its intent to complete its disposition
     of the Company by means of a pro rata distribution of the remaining
     74,200,000 shares of CompuServe stock to shareholders of Block on or about
     November 1, 1996, subject to certain conditions including shareholder
     approval of the distribution at the 1996 annual meeting of shareholders of
     Block and the receipt of a favorable ruling from the Internal Revenue
     Service as to the tax-free nature of the transaction.

     On  August 28, 1996, Block's Board of Directors announced its decision not
     to  proceed  with  the  proposed pro rata distribution  of  the  remaining
     CompuServe shares at that time.  The decision was based, in part,  on  the
     Company's  first  quarter and projected second quarter losses  for  fiscal
     year  1997, uncertainties related to the online industry, and the  planned
     September introduction of new interfaces for CompuServe's online  services
     ("CSi").   The  August 28 announcement reiterated the Board of  Director's
     belief  that  a  disposition  of CompuServe  by  Block  was  in  the  best
     interests  of Block shareholders and stated that the Board would  continue
     to consider the matter.

     On September 7, 1997, the Company entered into an Agreement and Plan of
     Merger (the "Merger Agreement") with Block, Parent, WorldCom, Inc., a
     Georgia corporation ("WorldCom"), and Walnut Acquisition Company, L.L.C.,
     a Delaware limited liability company which is wholly-owned by WorldCom
     ("WAC").  Pursuant to the Merger Agreement, WorldCom would acquire the
     Company through a merger of WAC with and into the Company (the "Merger")
     in accordance with the laws of the state of Delaware and the provisions of
     the Merger Agreement.  Pursuant to the Merger Agreement, at the Effective
     Time (as defined in the Merger Agreement), each of the CompuServe Common
     Shares (as defined in the Merger Agreement) outstanding as of the
     Effective Time shall be converted into the right to receive, and there
     shall be paid and issued as provided in the Merger Agreement in exchange
     for each of the CompuServe Common Shares, 0.40625 of a share of WorldCom
     Common Stock (as defined in the Merger Agreement), subject to adjustment
     as provided in the Merger Agreement.

     On November 10, 1997, the Company and Block jointly announced that the
     Antitrust Division of the U.S. Department of Justice had advised the
     companies that it will permit the statutory waiting period under the Hart-
     Scott-Rodino Antitrust Improvements Act of 1976, as amended, to expire
     without seeking additional information in connection with the merger of
     WAC with and into the Company pursuant to the Agreement and Plan of
     Merger, dated as of September 7, 1997, by and among Block, Parent, the
     Company, WorldCom and WAC.
     
     Block has agreed to vote all of the shares directly or indirectly owned by
     it, which number of shares is sufficient to approve the Merger Agreement
     and the Merger. The closing of the Merger is expected to occur as soon as
     practicable after the satisfaction of all the conditions set forth in the
     Merger Agreement.

3.   The Company files consolidated federal and state income tax returns with
     Block on a calendar year basis.  The Consolidated Statements of Operations
     reflect the effective tax rates expected to be applicable for the 
     respective full fiscal years.

4.   In the second quarter of fiscal 1998, the Company incurred a nonrecurring
     pretax charge of $15.5 million relating to incentive bonuses to be paid to
     the Company's associates who remain with the Company until the date of the
     merger with Worldcom.  Such bonuses are to be paid to associates regardless
     of whether the merger is consummated.

     In the first quarter of fiscal 1997, the Company incurred a nonrecurring 
     pretax charge of $17.7 million relating to the sale of certain assets and
     business operations of the corporate computer software group of SPRY; the 
     consolidation of U.S.-based staff functions and office facilities; the 
     renegotiation of certain third-party customer service agreements; and the
     write-off of certain obsolete software costs for billing and customer 
     service systems.  Of the total charge, $9.8 million required the outlay of
     cash; the remaining $7.9 million involved no commitment of funds.

     In the second quarter of fiscal 1997, the Company incurred a nonrecurring
     pretax charge of $7.9 million relating to the withdrawl of the family-
     oriented WOW! online service.  Of this total charge, $5.6 million required
     the outlay of cash, the remaining $2.3 million involved no commitment of
     funds.  The revenues of the withdrawn service were not material to the
     consolidated revenues of the Company.

5.   During  fiscal 1997, the Company, certain current and former officers  and
     directors of the Company, and Parent were named as defendants in six 
     lawsuits pending before the State and Federal courts in Columbus, Ohio. 
     All but two of the original six cases were brought as putative class 
     actions.  All the suits allege similar violations of the Securities Act of
     1933 based on assertions of omissions and misstatements of fact in 
     connection with the Company's public filings related to its initial
     public offering.  Relief sought in each suit is unspecified, but
     includes pleas for rescission and damages.  One purported class action
     lawsuit was voluntarily dismissed by the plaintiffs and such plaintiffs
     have joined in one of the remaining class action lawsuits in Federal
     court.  The other Federal lawsuit names the lead underwriters of the
     Company's initial public offering as additional defendants and as
     representatives of a defendant  class consisting of all underwriters who
     participated in such offering.  The Federal suits are both subject to
     pending motions to dismiss filed on behalf of the defendants, and they
     are being consolidated pursuant to a scheduling order that has been 
     entered in the first Federal lawsuit.  The first State court lawsuit
     also alleges violations of the Ohio Securities Code and common law of
     negligent misrepresentation, while another State lawsuit alleges 
     violations of Colorado, Florida, and Ohio statutes and common law of
     negligent misrepresentation in addition to the 1933 Act claims.  Three
     of the State lawsuits have been consolidated.  A fourth State lawsuit
     was filed recently, and is expected to be consolidated with the other State
     lawsuits in due course.  The defendants are vigorously defending these
     lawsuits.

     On  November 7, 1997, TeleTech TeleServices, Inc., TeleTech Customer  Care
     Management, Inc. (f/k/a TeleTech Telecommunications, Inc.) and  CompuServe
     Incorporated  agreed  to  dismiss  (without  prejudice)  their  respective
     claims  and  counterclaims  asserted in  the  lawsuit  captioned  TeleTech
     TeleServices,  Inc.,  et  al.  v. CompuServe Incorporated,  United  States
     District  Court,  Southern  District of Ohio, Case  No.  C-2-96-1252  (the
     "Lawsuit").   On  November 13, 1997, the parties filed a Stipulated  Joint
     Notice  of  Dismissal  Without Prejudice with the United  States  District
     Court,  Southern  District of Ohio thereby dismissing (without  prejudice)
     their  respective claims and counterclaims under the Lawsuit.  Subject  to
     the  provisions of the agreement, any party may refile the Lawsuit at  any
     time.

     In  July  1997, the Company received an assessment from the German  taxing
     authority related to value-added taxes on the Company's services  provided
     in  Germany.   Management is not able to estimate the amount of  potential
     loss  related  to  this  assessment.   The  Company  believes  that  after
     reviewing such matters and consulting with the Company's counsel that  the
     ultimate  resolution  of  this matter will not  have  a  material  adverse
     effect on the Company's consolidated financial statements.

     The  Company  in  the  ordinary course of business is threatened  with  or
     named  as  a  defendant  in  various lawsuits.   It  is  not  possible  to
     determine  the ultimate disposition of these matters; however,  management
     is  of  the  opinion  that, except for the matters described  herein,  the
     final resolution of any threatened or pending litigation is not likely  to
     have  a  material  adverse  effect  on the  financial  statements  of  the
     Company.

6.   In  June  1997,  the Financial Accounting Standards Board ("FASB")  issued
     Statement of Financial Accounting Standards No. 131 "Disclosures about 
     Segments of  an  Enterprise  and Related Information."  This Statement
     establishes standards for the way that public business enterprises report
     information about operating segments in annual financial statements and
     requires that those enterprises report selected information about
     operating segments in interim financial reports issued to shareholders. 
     This statement is effective for financial statements for fiscal years
     beginning after December 15, 1997.  The Company does not feel that this
     Statement will have a significant impact on its financial statements.

     In  June 1997, the FASB issued Statement of Financial Accounting Standards
     No.  130  "Reporting  Comprehensive Income."  This  Statement  establishes
     standards  for  reporting  and  display of comprehensive  income  and  its
     components  in  a full set of general-purpose financial statements.   This
     Statement  is  effective  for fiscal years beginning  after  December  15,
     1997.   The  Company  does  not  feel that  this  Statement  will  have  a
     significant impact on its financial Statements.

     In  February  1997,  the  FASB issued Statement  of  Financial  Accounting
     Standards  No.  128 "Earnings Per Share."  This Statement  simplifies  the
     standards  for  computing  earnings per  share  previously  found  in  APB
     Opinion  No.  15,  "Earnings  per Share," and  makes  them  comparable  to
     international  EPS standards.  This statement is effective  for  financial
     statements  issued for periods ending after December 15,  1997,  including
     interim periods.  The Company does not feel that this Statement will  have
     a significant impact on its financial statements.


                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS


FINANCIAL CONDITION

The following discussion should be read in conjunction with the Consolidated
Balance Sheets and Consolidated Statements of Cash Flows appearing elsewhere
herein.

The Company is aware of the complexity and significance of the "Year 2000"
issue.  The Company has created a project team comprised of internal and
external resources to help identify products and systems where the "Year 2000"
problem may exist, and to renovate, replace, or retire those products or
systems.  At this time, management has not yet made a definitive determination
as to the costs associated with completing this project or the related
potential effect on the Company's earnings.

CompuServe obtains cash to fund its working capital and capital requirements
from, among other things, available cash, cash equivalents and investments, and
operating activities.

At October 31, 1997, the Company had cash, cash equivalents and investments
totaling $238.4 million, an increase of $77.0 million from April 30, 1997.  Net
cash provided by operating activities totaled $110.0 million including the
receipt of $67.1 million from Parent for income tax benefits resulting from the
Company's pretax losses for the twelve months ended December 31, 1996.  Net
cash used by investing activities totaled $34.5 million (including $1.6 million
of net purchases of short-term investments and $23.6 million of purchases of
property and equipment).

Investments consist principally of commercial paper, corporate bonds and U.S.
government agency obligations that have maturities of three to twelve months at
date of purchase.  At October 31, 1997, the investment portfolio had an average
23 days term to maturity.

Working capital increased to $281.9 million at October 31, 1997 from $267.8
million at April 30, 1997.  As a ratio, working capital decreased slightly to
3.22 to 1 as of October 31, 1997, compared to 3.33 to 1 at April 30, 1997.  The
increase in working capital dollars is primarily due to the positive
operational cash flows generated by the Company during the current six month
period.
     
A portion of the Company's operations are conducted in leased facilities.
During the second quarter of  fiscal 1997, the Company initiated an equipment
leasing program.  During the second quarter of fiscal year 1998, equipment with
an equivalent cash purchase value of $16.5 million was put in place through
operating leases.

At October 31, 1997, the Company is owed $13.4 million from Parent due
primarily for income tax benefits resulting from the Company's pretax losses
for the ten months ended October 31, 1997.  During the second quarter, the
Company received a payment of $67.1 million from Parent, due for income tax
benefits resulting from the Company's pretax losses for the twelve months ended
December 31,1996.  The Company is part of the calendar year consolidated U.S.
tax filings of the Parent.

The  Company believes that its current cash reserves will be sufficient to meet
the  Company's  anticipated funding requirements for the  next  twelve  months.
Thereafter, if internally generated cash is insufficient to meet the  Company's
capital needs, the Company may be required to seek additional sources of funds.


RESULTS OF OPERATIONS

The analysis that follows should be read in conjunction with the Consolidated
Statements of Operations.

In September 1995, the Company began to collect and track subscriber retention
data based upon the month a subscriber signed up.  With over 12 months of data,
this now provides the most accurate means for measuring subscriber retention.
Retention statistics were previously aggregated and calculated in quarterly
pools.

For the quarter ended October 31, 1997, the Company had retained, on average,
54% of new CSi subscribers after 3 months, 43% after 6 months, 38% after 9
months and 28% after 12 months on the service.  In the immediately preceding
quarter, the Company had retained, on average, 57% of new CSi subscribers after
3 months, 41% after 6 months, 34% after 9 months and 30% after 12 months of
service. In the second quarter of last fiscal year, the service retained 55% of
new subscribers through its first three months of membership, 44% after 6
months, 36% after 9 months, and 36% after 12 months.  Since April 30, 1996, the
Company has generally seen a small but steady decline in its CSi quarterly
subscriber retention rates.  There can be no assurance that the Company's
subscriber retention rates or member net revenues will not decline further.

In August 1997, in an effort to increase the CSi subscriber base and improve
subscriber retention, the Company announced the introduction of  a $24.95 per
month flat-rate pricing option in the United States and Canada.  The new
pricing plan was first offered to existing CSi subscribers as of October 1,
1997.  The plan provides unlimited access to the Internet plus the basic
CompuServe Interactive service for a single, flat rate with some value-added
surcharged services continuing to carry additional fees.  At the close of the
second quarter, approximately 8% of the eligible subscriber base was registered
for the new flat-rate option, about half of that total coming from new
subscribers.  Given the recent implementation of this new pricing plan, the
Company can not yet estimate the impact it will have on subscriber retention or
revenue per subscriber.

Except for historical information contained herein, the statements contained
herein are forward looking statements that are subject to risks and
uncertainties which could result in the Company's inability to meet its funding
requirements for the time period indicated or to reach or exceed the break-even
point during the 1998 fiscal year.  Such risk and uncertainties include the
risk that the Company's new pricing program and related marketing strategies
will not produce the anticipated results.


Three Months Ended October 31, 1997 Compared to Three Months Ended October 31,
1996

Interactive Services Revenues.  Interactive Services revenues decreased 19.4%
to $116.1 million from $144.1 million reported in the second quarter of fiscal
1997.  The decrease in Interactive Services revenues was primarily the result
of a decrease in the Company's U.S. subscriber base.  Since October 31, 1996,
the Company has seen a decline of 462,000 in its U.S. subscriber base.  This
decrease in subscribers is attributable, in part, to a decline in the Company's
acquisition marketing efforts as the Company refocused its CSi flagship service
in the U.S. toward the business, professional, and technical user communities.
At October 31, 1997, the Company had 2.8 million direct subscribers worldwide,
and a total of 5.3 million subscribers including NIFTY SERVE subscribers, a
distinct online service owned and managed by the Company's Japanese licensee.

The number of CSi subscribers at October 31, 1997, exclusive of NIFTY SERVE
subscribers, decreased 16.8% to 2.5 million from 3.0 million last year.  The
average monthly CSi total revenue per subscriber (including fees, usage,
product sales, online advertising, mall, magazine and CD-ROM revenues)
decreased to $14.88 for the quarter from $15.06 for the second quarter of
fiscal 1997.   The average monthly CSi revenue, from fees and usage only,
decreased to $14.75 for the quarter from $14.77 for the second quarter of
fiscal 1997.

Interactive Services revenues also includes fees earned from SPRYNET, the
Company's Internet-access only subsidiary.  Subscribers to SPRYNET increased to
311,000 as of October 31, 1997 compared with 218,000 as of October 31, 1996.

Network Services Revenues.  Network Services revenues increased 32.3% to $84.1
million from $63.6 million in 1996, while the number of customers increased
28.3% to 1,361.  The increase in revenue was due to the increase in the number
of network customers and higher usage by existing customers.

Other Revenues.  Other revenues decreased 22.7% to $5.1 million from $6.6
million. The decrease in other revenues is due primarily to decreased
utilization by the Company's commercial timeshare customers.

Costs of Revenues.  Costs of revenues consist primarily of data communication
costs, royalties paid to information and service providers, salaries and other
costs associated with providing customer support and operating the data centers
and related property and other direct costs.  Costs of revenues decreased as a
percent of total revenues to 56.5% from 68.2% in 1996.  The 11.7 percentage
point decrease is largely attributable to lower customer service costs (3.8
percentage points) due primarily to the discontinuation of WOW!, lower network
hours and associated costs (3.0 percentage points), lower royalty expense (1.8
percentage points) due to a decline in the subscriber base and decreased usage,
lower subscriber collection costs (1.3 percentage points) due to changes in the
acceptable forms of subscriber payments, and a decrease in salaries and other
related costs (1.1 percentage points) due to operations staff reductions.

Marketing.  Marketing expenses include costs incurred to acquire and retain
subscribers, the Network Services sales organization and other marketing
expenses.  Through the first quarter of fiscal year 1997, acquisition costs for
online subscribers were deferred and charged to operations over 24 months
beginning the month after such costs were incurred, with 60% amortized in the
first twelve months.  Effective in the second quarter of fiscal 1997, deferred
acquisition costs for online subscribers were charged to operations over 24
months, with 50% amortized in the first three months, 30% in the next 9 months
and 20% in the subsequent year.

Marketing expenses as a percent of total revenues decreased in fiscal 1998 to
21.1% (19.0% before deferral and amortization of subscriber acquisition costs)
compared to last year's 51.8% (26.5% before deferral and amortization of
subscriber acquisition costs).  The decrease in marketing expenses is primarily
attributable to the prior year write-off of previously deferred subscriber
acquisition costs related to the SPRYNET and WOW! services combined with the
one-time adjustment to accelerate the amortization of such CSi costs as
discussed above.  The decrease is also attributable to the refocusing of the
Company's CSi flagship service in the U.S. to the business, professional, and
technical user communities.

General and Administrative.  As a percent of total revenues, general and
administrative expenses increased to 6.6% in 1998 from 5.3% in 1997 primarily
reflecting higher accruals for full-year incentives based upon the Company's
better-than-planned financial performance to date.

Depreciation and Amortization.  Depreciation and amortization as a percent of
total revenues increased to 14.3% in 1998 from 13.0% in 1997.  The increase in
depreciation and amortization expense reflects the continued investments in
upgrading the network infrastructure and the migration to the 32-bit platform
for the CompuServe Interactive service.

Equipment Leasing.  Equipment leasing represents the costs incurred for the
operating leases for portions of the Company's network switching equipment and
servers.  The Company's network leasing program began late in the second
quarter of fiscal year 1997.

Product Development.  Product development costs increased slightly over last
year to 3.2% of revenues for 1998 from 2.2% in 1997.  This increase primarily
reflects the effort behind the migration to a web-based information service,
major portions of which are at or nearing completion.

Nonrecurring items.  In the second quarter of fiscal 1998, the Company incurred
a nonrecurring pretax charge of $15.5 million relating to incentive bonuses to
be paid to the Company's associates who remain with the Company until the date
of the merger with WorldCom.  Such bonuses are to be paid to associates
regardless of whether the merger is consummated.

In the second quarter of fiscal 1997, the Company incurred a nonrecurring
pretax charge of $7.9 million relating to the withdrawal of the family-oriented
WOW! online service.  Of the total charge, $5.6 million required the outlay of
cash; the remaining $2.3 million involved no commitment of funds.  The revenues
of the withdrawn service were not material to the consolidated revenues of the
Company.

Income Taxes.  The effective tax rate increased to 38.4% for the second quarter
of fiscal 1998 from 37.0% for fiscal 1997 primarily reflecting finalization of
Parent's 1996 calendar year tax return.


Six Months Ended October 31, 1997 Compared to Six Months Ended October 31,
1996.

Interactive Services Revenues.  Interactive Services revenues decreased 15.8%
to $240.4 million from $285.5 million reported for the six months year-to-date
of fiscal 1997.  The decrease in revenues was primarily the result of an
decrease in the Company's subscriber base.

The average monthly CSi total revenue per subscriber (including fees, usage,
product sales, online advertising, mall, magazine and CD-ROM revenues)
decreased to $14.72 for the six month period ended October 31, 1997 from $14.76
for fiscal 1997.  The average monthly CSi revenue from fees and usage only
increased to $14.57 for the current six month period from $14.47 for the six
months ended October 31, 1996.

Network Services Revenues,  Network Services revenues increased 29.8% to $159.5
million from $122.9 million in fiscal 1997.  The increase in revenue was due to
the increase in the number of network customers and higher usage by existing
customers.

Other Revenues.  Other revenues decreased 22.8% to $11.3 million from $14.6
million for fiscal 1997.  The decrease is due primarily to decreased
utilization by the Company's commercial timeshare customers offset by an
increase in corporate remote computing services and fees from H&R Block Tax
Services for electronic tax filing support.

Costs of Revenues.  Costs of revenues consist primarily of data communication
costs, royalties paid to information and service providers, salaries and other
costs associated with providing customer support and operating the data centers
and related property and other direct costs.  Costs of revenues decreased as a
percent of total revenues to 56.7% for the six month period ended October 31,
1997 from 67.6% in 1996.  The 10.9 percentage point decrease is largely
attributable to lower customer service costs (4.0 percentage points) due
primarily to the discontinuation of WOW!, lower royalty expense (2.6 percentage
points) due to a decline in the subscriber base and decreased usage, a decrease
in salaries and other related costs (1.2 percentage points) due to operations
staff reductions, and lower network hours and associated costs (1.1 percentage
points).

Marketing.  Marketing expenses as a percent of total revenues decreased in
fiscal 1998 to 21.5% (18.9% before deferral and amortization of subscriber
acquisition costs) compared to last year's 40.2% (29.2% before deferral and
amortization of subscriber acquisition costs).  The decrease in marketing
expenses is primarily attributable to the prior year write-off of previously
deferred subscriber acquisition costs related to the SPRYNET and WOW! services
combined with the one-time adjustment to accelerate the amortization of such
CSi costs as discussed above.  The decrease is also attributable to the
refocusing of the Company's CSi flagship service in the U.S. to the business,
professional, and technical user communities.

General and Administrative.  As a percent of total revenues, general and
administrative expenses increased to 6.3% in 1998 from 4.9% in fiscal year 1997
primarily reflecting higher accruals for full-year incentives based upon the
Company's better-than-planned financial performance to date.

Depreciation and Amortization.  Depreciation and amortization as a percent of
total revenues increased to 14.4% in 1998 from 12.9% in fiscal year 1997.  The
increase in depreciation and amortization expense reflects the continued
investments in upgrading the network infrastructure and the migration to the 32-
bit platform for the CompuServe Interactive service.

Equipment Leasing.  Equipment leasing represents the costs incurred for the
operating leases for portions of the Company's network switching equipment and
servers.  The Company's network leasing program began late in the second
quarter of fiscal year 1997.

Product Development.  Product development costs decreased slightly over last
year to 3.1% of revenues for 1998 from 2.8% in 1997.  Increase in these costs
as a percent of revenue is a result of decrease consolidated revenues combined
with the effort behind the migration to a web-based information service, major
portions of which are at or nearing completion.

Nonrecurring items.  In the second quarter of fiscal 1998, the Company incurred
a nonrecurring pretax charge of $15.5 million relating to incentive bonuses to
be paid to the Company's associates who remain with the Company until the date
of the merger with WorldCom.  Such bonuses are to be paid to associates
regardless of whether the merger is consummated.

In the first quarter of fiscal 1997, the Company incurred a pretax charge of
$17.7 million relating to the sale of certain assets and business operations of
the corporate computer software group of SPRY; the consolidation of U.S.-based
staff functions and office facilities; the renegotiation of certain third-party
customer service agreements; and the write-off of certain obsolete software
costs for billing and customer service systems.  Of the total charge, $9.8
million required the outlay of cash; the remaining $7.9 million involved no
commitment of funds.

In the second quarter of fiscal 1997, the Company incurred a nonrecurring
pretax charge of $7.9 million relating to the withdrawal of the family-oriented
WOW! online service.  Of the total charge, $5.6 million required the outlay of
cash; the remaining $2.3 million involved no commitment of funds.  The revenues
of the withdrawn service were not material to the consolidated revenues of the
Company.

Income Taxes.  The effective tax rate decreased to 36.9% for the current six
month period from 37.5% for fiscal 1997 due primarily to lower than anticipated
state income tax benefits.


                          PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

     During  fiscal 1997, the Company, certain current and former officers  and
     directors  of  the  Company, and Parent were named as  defendants  in  six
     lawsuits pending before the State and Federal courts in Columbus, Ohio.  .
     All  but  two  of  the original six cases were brought as  putative  class
     actions.   All  the suits allege similar violations of the Securities  Act
     of  1933  based on assertions of omissions and misstatements  of  fact  in
     connection  with  the  Company's public filings  related  to  its  initial
     public  offering.  Relief sought in each suit is unspecified, but includes
     pleas for rescission and damages.  One purported class action lawsuit  was
     voluntarily  dismissed by the plaintiffs and such plaintiffs  have  joined
     in  one  of  the  remaining class action lawsuits in Federal  court.   The
     other  Federal  lawsuit  names  the lead  underwriters  of  the  Company's
     initial  public  offering as additional defendants and as  representatives
     of  a  defendant class consisting of all underwriters who participated  in
     such  offering.  The Federal suits are both subject to pending motions  to
     dismiss   filed  on  behalf  of  the  defendants,  and  they   are   being
     consolidated pursuant to a scheduling order that has been entered  in  the
     first  Federal  lawsuit.   The  first State  court  lawsuit  also  alleges
     violations  of  the  Ohio  Securities Code and  common  law  of  negligent
     misrepresentation,  while  another State  lawsuit  alleges  violations  of
     Colorado,   Florida,  and  Ohio  statutes  and  common  law  of  negligent
     misrepresentation in addition to the 1933 Act claims.  Three of the  State
     lawsuits  have  been  consolidated.  A  fourth  State  lawsuit  was  filed
     recently,  and  is  expected  to  be consolidated  with  the  other  State
     lawsuits  in  due  course.  The defendants are vigorously defending  these
     lawsuits.

     On  November 7, 1997, TeleTech TeleServices, Inc., TeleTech Customer  Care
     Management, Inc. (f/k/a TeleTech Telecommunications, Inc.) and  CompuServe
     Incorporated  agreed  to  dismiss  (without  prejudice)  their  respective
     claims  and  counterclaims  asserted in  the  lawsuit  captioned  TeleTech
     TeleServices,  Inc.,  et  al.  v. CompuServe Incorporated,  United  States
     District  Court,  Southern  District of Ohio, Case  No.  C-2-96-1252  (the
     "Lawsuit").   On  November 13, 1997, the parties filed a Stipulated  Joint
     Notice  of  Dismissal  Without Prejudice with the United  States  District
     Court,  Southern  District of Ohio thereby dismissing (without  prejudice)
     their  respective claims and counterclaims under the Lawsuit.  Subject  to
     the  provisions of the agreement, any party may refile the Lawsuit at  any
     time.

     The  Company  in  the  ordinary course of business is threatened  with  or
     named  as  a  defendant  in  various lawsuits.   It  is  not  possible  to
     determine  the ultimate disposition of these matters; however,  management
     is  of  the  opinion  that, except for the matters described  herein,  the
     final resolution of any threatened or pending litigation is not likely  to
     have  a  material  adverse  effect  on the  financial  statements  of  the
     Company.


Item 6.  Exhibits and Reports on Form 8-K

     A.   Exhibits
          
          (2)  Agreement and Plan of Merger, dated as of September 7, 1997, by
               and among H&R Block, Inc., a Missouri corporation, H&R Block
               Group, Inc., a Delaware corporation and a wholly-owned
               subsidiary of the H&R Block, the Registrant, WorldCom, Inc., a
               Georgia corporation, and Walnut Acquisition Company, L.L.C., a
               Delaware limited liability company which is wholly-owned by
               WorldCom (incorporated herein by reference to Exhibit 2.1 to the
               Company's Current Report on Form 8-K (filed September 10,
               1997)).
          
          (10) Agreement dated November 7, 1997 among CompuServe Incorporated,
               TeleTech Teleservices, Inc., and TeleTech Customer Care
               Management, Inc. (f/k/a TeleTech Telecommunications, Inc.)
          
          (27) Financial Data Schedule.

     B.Current Report on Form 8-K dated September 7, 1997 (filed September 10,
       1997) reporting under Item 5, Other Information, information relative
       to the Company's execution of an Agreement and Plan of Merger, pursuant
       to which the Company will be merged with and into Walnut Acquisition
       Company L.L.C., a wholly owned subsidiary of WorldCom, Inc. (incorporated
       herein by reference)

       Current Report on Form 8-K dated November 10, 1997 (filed November 13,
       1997) reporting under Item 5, Other Information, information relative
       to the Company's announcement that the Antitrust Division of the U.S.
       Department of Justice which had advised the Company and Parent that it
       will permit the statutory waiting period under the Hart-Scott-Rodino
       Antitrust Improvements Act of 1976, as amended, to expire without
       seeking additional information in connection with the merger of WAC, a
       wholly-owned subsidiary of WorldCom, Inc. (incorporated herein by
       reference)
       
                                  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.


                              COMPUSERVE CORPORATION



Date  December 05, 1997             By:   /s/ Lawrence A. Gyenes
                                    Lawrence A. Gyenes
                                    Executive Vice President
                                    and Chief Financial Officer
                                    (Principle Accounting Officer)