UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10Q


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

For the quarterly period ended: JUNE 30, 1999

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

For the transition period from _______________ to _____________

Commission File Number: 0-23054

                      HOSPITALITY WORLDWIDE SERVICES, INC.
             (exact name of registrant as specified in its charter)

         NEW YORK                                    11-3096379
--------------------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

450 PARK AVENUE, SUITE 2603, NEW YORK, NY                      10022
--------------------------------------------------------------------------------
(Address of principal executive offices)                    (Zip Code)

                                 (212) 223-0699
              (Registrant's telephone number, including area code)


Check whether the registrant (1) has filed all reports 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.

                                 (X) Yes ( ) No

                       APPLICABLE ONLY TO CORPORATE ISSUER

State the number of shares outstanding of each of the issuer's classes of common
stock as of the latest practicable date: 13,352,664 as of August 13, 1999.


<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                                TABLE OF CONTENTS


                                                                        PAGE NO.


PART I.     FINANCIAL INFORMATION

Item 1.   Financial Statements

          Consolidated Balance Sheets as of June 30, 1999
          and December 31, 1998..............................................3

          Consolidated Statements of Operations for the three
          months ended June 30, 1999 and 1998 and the six months
          ended June 30, 1999 and 1998.......................................4

          Consolidated Statement of Changes in Stockholders'
          Equity for the six months ended June 30, 1999......................5

          Consolidated Statements of Cash Flows for the six
          months ended June 30, 1999 and 1998 ...............................6

          Notes to Consolidated Financial Statements ......................7-9

Item 2.   Management's Discussion and Analysis
          of Financial Condition and Results of
          Operations.....................................................10-13

PART II.  OTHER INFORMATION

Item 3.   Legal Proceedings.................................................13

Item 6.   Exhibits and Reports on Form 8-K..................................13

Signatures..................................................................14

SAFE  HARBOR FOR  FORWARD-LOOKING  STATEMENTS  UNDER THE  SECURITIES  LITIGATION
REFORM ACT OF 1995.

Except for  historical  information  contained  herein,  the Report on Form 10-Q
contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 which involve certain risks and uncertainties. The
Company's   actual  results  or  outcomes  may  differ   materially  from  those
anticipated.  In assessing forward-looking  statements contained herein, readers
are urged to carefully  read those  statements.  When used in the Report on Form
10-Q,  the words  "estimate,"  "anticipate,"  "expect,"  "believe"  and  similar
expressions are intended to identify forward-looking statements.


                                       2
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. and SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                      (in thousands, except share amounts)

                                     ASSETS
<TABLE>
<CAPTION>

                                                           June 30, 1999  December 31,
                                                             Unaudited       1998

<S>                                                          <C>         <C>
Cash and cash equivalents                                    $   9,508   $   2,179
Marketable securities                                             --         8,500
Accounts receivable, less allowance for
      doubtful accounts of $7,249 and $7,069                    58,495      56,846
Costs and estimated earnings in excess of
      billings                                                   9,864       5,567
Advances to vendors                                             17,282      12,760
Deferred taxes                                                   3,834       3,834
Prepaid and other current assets                                 1,704       4,737
                                                              --------   ---------
     Total current assets                                      100,687      94,423
                                                              --------   ---------
Property and equipment, less accumulated
     depreciation of $2,286 and $1,420                           8,746       8,716
Goodwill and other intangibles, less
     accumulated amortization of $3,055 and
     $2,439                                                     24,131      24,747
Deferred taxes                                                     701         701
Other assets                                                     5,560       4,787
                                                              --------   ---------
     Total other assets                                         39,138      38,951
                                                             ---------   ---------
                                                             $ 139,825    $133,374
                                                             =========   =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current portion of long-term debt                            $     619   $     621
Accounts payable                                                27,448      32,075
Accrued and other liabilities                                    6,627       6,735
Billings in excess of costs and estimated
    earnings                                                       996       1,758
Customer deposits                                               27,302      19,864
Loans payable                                                   15,835      10,925
                                                              --------   ---------
     Total current liabilities                                  78,827      71,978
Long-term debt, net of current portion                           2,646       2,965
                                                              --------   ---------
     Total liabilities                                       $  81,473   $  74,943

STOCKHOLDERS' EQUITY:
Convertible preferred stock, $.01 par
     value, $25 stated value, 5,000,000 shares
     authorized, 120,000 issued and
     outstanding, $3,000,000 liquidation
     preference                                                  3,000       3,000
Common stock, $.01 par value, 50,000,000
     shares authorized, 13,352,664 and
     12,710,156 shares issued and outstanding                      133         127
Additional paid-in capital                                      56,468      56,448
Retained earnings (deficit)                                     (1,249)     (1,144)
                                                             ---------   ---------
     Total stockholders' equity                                 58,352      58,431
                                                             ---------   ---------
                                                             $ 139,825   $ 133,374
                                                             =========    ========
</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements.


                                       3
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (in thousands, except per share amounts)
                                    Unaudited

<TABLE>
<CAPTION>

                                                                                 Three Months Ended       Six Months Ended
                                                                                      June 30,               June 30,
                                                                                  1999       1998         1999         1998
                                                                                  ----       ----         ----         ----
<S>                                                                           <C>         <C>         <C>         <C>
Revenues                                                                        $66,041     $52,359    $134,944     $93,649
Cost of revenues                                                                 60,163      44,642     122,337      79,458
                                                                              ---------     -------   ---------   ---------
    Gross profit                                                                  5,878       7,717      12,607      14,191
Selling, general and administrative expenses                                      6,638       4,967      12,222       9,513
                                                                              ---------     -------   ---------   ---------
    Income (loss) from operations                                                  (760)      2,750         385       4,678

Other income (expense):
    Interest income                                                                 291         366         542         730
    Interest and other expense                                                     (518)       (115)       (942)       (260)
                                                                              ---------     -------   ---------   ---------
    Income (loss) from continuing operations
    before provision for income taxes                                              (987)      3,001         (15)      5,148
Provision (benefit) for income taxes                                               (428)      1,294          --       2,198
                                                                              ---------     -------   ---------   ---------
    Income (loss) from continuing operations                                       (559)      1,707         (15)      2,950

Discontinued operations:
    Loss from discontinued operations                                                --        (124)        --         (149)
    Loss on disposal of discontinued operations                                      --        --           --           --
                                                                              ---------     -------   ---------   ---------
    Loss from discontinued operations                                                --        (124)        --         (149)
                                                                              ---------     -------   ---------   ---------
    Net income (loss)                                                             ($559)     $1,583        ($15)     $2,801
                                                                              =========     =======   =========   =========

Basic earnings per common share:
    Income (loss) from continuing operations                                     ($0.05)      $0.14   ($   0.01)  $    0.23
    Discontinued operation:
      Loss from discontinued operations                                              --       (0.01)         --       (0.01)
      Loss on disposal                                                               --        --            --          --
                                                                              ---------     -------   ---------   ---------
    Net income (loss)                                                            ($0.05)      $0.13      ($0.01)      $0.22
                                                                              =========     =======   =========   =========

Diluted earnings per common share:
    Income (loss) from continuing operations                                         (a)      $0.12          (a)      $0.21
    Discontinued operation:
      Loss from discontinued operations                                              --          --          --       (0.01)
      Loss on disposal                                                               --          --          --          --
                                                                              ---------     -------   ---------   ---------

    Net income (loss)                                                                (a)      $0.12         (a)       $0.20
                                                                              =========   =========   =========   =========

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                                       13,350      11,920      13,322      11,920
                                                                              =========   =========   =========   =========
WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT
    SHARES OUTSTANDING                                                              (a)      13,728         (a)      13,912
                                                                              =========   =========   =========   =========
</TABLE>

(a)         antidilutive

The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       4

<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                 (in thousands)
                                    Unaudited

<TABLE>
<CAPTION>

                                   Preferred Stock    Common Stock
                                   Number              Number                 Addt'l        Retained      Total
                                   of       Stated     of          Par        Paid in       Earnings   Stockholders'
                                   Shares   Value      Shares      Value      Capital       (Deficit)     Equity
                                   ------   -----      ------      -----      -------       ---------     ------
<S>                                <C>      <C>        <C>         <C>        <C>           <C>         <C>
BALANCE, JANUARY 1, 1999           120      $3,000     12,710      $127       $56,448       ($1,144)     $58,431
Exercise of stock options
    and warrants
                                     -           -          3         -            26             -           26

Stock issued in connection
   with acquisition                  -           -        640         6            (6)            -            -
Net loss                             -           -          -         -             -           (15)         (15)
Preferred dividends                  -           -          -         -             -           (90)         (90)
                                   ---      ------     ------      ----       -------       -------     --------
Balance, June 30, 1999             120      $3,000     13,353      $133       $56,468       ($1,249)    ($58,352)
</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements. .


                                       5

<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
                                    Unaudited
<TABLE>
<CAPTION>

                                                                                      Six Months ended
                                                                                           June 30,
                                                                                 1999                  1998
                                                                                 ----                  ----

CASH FLOWS FROM OPERATING ACTIVITES:
<S>                                                                            <C>                    <C>
   Net income (loss)                                                           $    (15)              $  2,801
Adjustments to reconcile net income to
  net cash used in operating activities:
   Depreciation and amortization                                                  1,482                    839
   Stock based compensation charge                                                   30                    268
   Deferred income tax benefit                                                       --                   (320)
(Increase) decrease in current assets:
   Accounts receivable, net                                                      (1,649)               (24,420)
   Costs in excess of billings                                                   (4,297)                 1,807
   Advances to vendors                                                           (4,522)                (1,362)
   Prepaid and other current assets                                                (382)                (1,025)
(Increase) in other assets                                                         (158)                (1,090)
Increase (decrease) in current liabilities:
   Accounts payable                                                              (4,627)                 8,844
   Accrued and other liabilities                                                   (202)                 1,631
   Billings in excess of costs                                                     (762)                     3
   Customer deposits                                                              7,438                    619
                                                                               --------               --------
NET CASH USED IN OPERATING ACTIVITIES                                            (7,664)               (11,423)
                                                                               --------               --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Sale of marketable securities                                                  8,500                 18,916
   Purchase price of acquisition                                                     --                 (1,500)
   Investment in real estate ventures                                              (615)                (2,359)
   Cash acquired, upon acquisition,
     net of acquisition costs                                                        --                    (62)
   Purchase of property and equipment                                              (896)                (2,477)
   Repayments on mortgages receivable                                             3,415                      0
   Investment in mortgages receivable                                                --                 (3,203)
                                                                               --------               --------
NET CASH PROVIDED BY INVESTING ACTIVITIES                                        10,404                  9,315
                                                                               --------               --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Repayment of loans payable                                                        --                 (7,300)
   Proceeds from borrowings on loans payable                                      4,910                 11,750
   Repayment of long term debt                                                     (321)                  (986)
   Proceeds from exercise of stock options
     and warrants                                                                    --                    733
                                                                               --------               --------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                         4,589                  4,197
                                                                               --------               --------


NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                              7,329                 (2,089)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                    2,179                 11,964
                                                                               --------               --------
CASH AND CASH EQUIVALENTS, END OF PERIOD                                       $  9,508               $ 14,053
                                                                               ========               ========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
 Income taxes                                                                  $    120               $  1,442
 Interest                                                                      $    694               $    268
NON-CASH INVESTING & FINANCING ACTIVITIES:
Net assets acquired (including goodwill)                                       $     --               $  6,232
Stock issued for assets acquired                                               $     --               $  6,172
Preferred stock dividends accrued                                              $     90               $    150
</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       6
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 1999
                                   (Unaudited)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1: CONSOLIDATION

The consolidated  financial statements of Hospitality  Worldwide Services,  Inc.
and  Subsidiaries  (the "Company") and related notes thereto as of June 30, 1999
and for the  three  months  and six  months  ended  June  30,  1999 and 1998 are
presented as unaudited, but in the opinion of management include all adjustments
necessary to present fairly the information set forth therein. These adjustments
consist solely of normal recurring  adjustments.  The consolidated balance sheet
information  for  December  31, 1998 was derived  from the audited  consolidated
financial  statements  included  in  the  Company's  Form  10-K.  These  interim
consolidated  financial  statements  should  be read in  conjunction  with  that
report.  The interim results are not  necessarily  indicative of the results for
any future period.

NOTE 2: ACQUISITION

In January  1998,  the  Company  acquired  Bekins  Distribution  Services,  Inc.
("Bekins"), a provider of transportation,  warehousing and installation services
to a variety of customers worldwide.  Under the terms of the purchase agreement,
the Company was required to issue an additional  639,512  shares of Common Stock
in January 1999 given the decrease in the price of the Company's common stock on
the one year anniversary date of the acquisition.


NOTE 3:     COMPREHENSIVE INCOME

In 1998, the Company  adopted  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 separate
financial  statement.  Comprehensive  income  includes  net  income  plus  other
comprehensive income, which includes cumulative foreign translation  adjustments
and   unrealized   gains  and   losses  on   marketable   securities   that  are
available-for-sale.   The  differences   between  net  income  as  reported  and
comprehensive  income is immaterial  for the three and six months ended June 30,
1999 and 1998.

                                       7
<PAGE>

NOTE 4:     OPERATING SEGMENTS

The  Company's  operating  segments are based on the separate  lines of business
acquired  over the past several years which  provide  different  services to the
hospitality industry, namely renovation, purchasing and logistics services.
<TABLE>
<CAPTION>

                                                                  Three Months Ended                 Six Months Ended
                                                                        June 30                            June 30
                                                           1999              1998              1999                  1998
                                                           ----              ----              ----                  ----
Sales to Customers:
<S>                                                     <C>                <C>               <C>               <C>
      Renovation                                        $  8,524,000       $ 16,367,000      $ 22,368,000      $ 27,085,000
      Purchasing                                          48,202,000         29,670,000        92,216,000        54,141,000
      Logistics                                            9,284,000          4,434,000        20,282,000         9,665,000
      General Corporate and Real Estate                       31,000          1,888,000            78,000         2,758,000
---------------------------------------------------------------------------------------------------------------------------
                                                        $ 66,041,000       $ 52,359,000      $134,944,000      $ 93,649,000
Inter-segment Sales:
      Renovation                                        $         --       $         --      $         --       $        --
Purchasing                                                   236,000          6,082,000         2,150,000         8,401,000
      Logistics                                              912,000            784,000         2,326,000         1,300,000
      General Corporate and Real Estate                           --                 --                --                --
---------------------------------------------------------------------------------------------------------------------------
                                                        $  1,148,000        $ 6,866,000      $  4,476,000       $ 9,701,000
Income (loss) from Operations:
      Renovation                                        $    139,000        $ 1,453,000         1,700,000       $ 2,868,000
      Purchasing                                             225,000            445,000           286,000           724,000
      Logistics                                              427,000            277,000         1,490,000           628,000
      General Corporate and Real Estate                   (1,551,000)           575,000        (3,091,000)          458,000
---------------------------------------------------------------------------------------------------------------------------
                                                       ($    760,000)       $ 2,750,000      $    385,000       $ 4,678,000
</TABLE>

Sales to customers  include  sales to related  parties,  namely the Apollo joint
venture and the ING joint venture.

The  Company's  revenue  and assets  predominately  relate to the United  States
operations, with immaterial amounts related to foreign operations.

For the three and six months ended June 30, 1999,  no  customers  accounted  for
over 10% of the Company's revenues.  For the three and six months ended June 30,
1998, no customers accounted for over 10% of the Company's revenues.

                                       8
<PAGE>




NOTE 5:     EARNINGS PER SHARE

The following table  reconciles the components of basic and diluted earnings per
common share for income from continuing  operations for the three and six months
ended June 30, 1999 and 1998.
<TABLE>
<CAPTION>

                                                                       Three Months Ended                    Six Months Ended
                                                                           June 30,                              June 30,
                                                                       1999            1998             1999                1998
                                                                       ----            ----             ----                ----
Numerator:
<S>                                                                 <C>            <C>               <C>               <C>
      Income from continuing operations                             ($ 559,000)      $1,707,000           ($15,000)    $  2,950,000
      Preferred stock dividends                                        (45,000)         (75,000)           (90,000)        (150,000)
                                                                    ----------     ------------      -------------     ------------
         Income available to common stockholders
            from continuing operations - Basic                        (604,000)       1,632,000           (105,000)       2,800,000
      Effect of dilutive securities
            Preferred stock dividends                                       (a)          75,000                 (a)         150,000
                                                                    ----------     ------------      -------------     ------------
            Income available to common stockholders
            from continuing operations - Diluted                    $ (604,000)      $1,707,000          ($105,000)      $2,950,000
                                                                    ==========     ============      =============     ============
Denominator:
      Weighted average common shares outstanding -
          Basic                                                     13,350,000       11,920,000         13,322,000       11,920,000
      Effect of dilutive securities
            Stock-based compensation plans                                  (a)         808,000                 (a)         992,000
            Contingently issuable shares                                    (a)              --                 (a)              --
            Convertible preferred stock                                     (a)       1,000,000                 (a)       1,000,000
                                                                    ----------     ------------      -------------     ------------
      Weighted average common and
      common equivalent shares outstanding-Diluted                          (a)      13,728,000                 (a)      13,912,000
                                                                    ==========     ============      =============     ============

Basic earnings per common share from continuing
   operations                                                           ($0.05)           $0.14              $0.01)           $0.23
Diluted earnings per common share from continuing
      operations                                                            (a)           $0.12                 (a)           $0.21
</TABLE>

(a)         antidilutive.


NOTE 6: DISCONTINUED OPERATIONS

In December  1998,  the Company  decided to  discontinue  its hotel  development
business.  The Company  ceased the operations  associated  with such business in
April 1999,  however the resolution date as to the recovery of costs incurred by
the Company and lost profits under the master  development  agreement with Prime
Hospitality Corporation is uncertain.  The Company has restated the 1998 results
of  operations  to  reflect  its  hotel  development  business  as  discontinued
operations.

                                       9
<PAGE>
ITEM 2.       HOSPITALITY WORLDWIDE SERVICES INC., AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW
The Company  believes that  historical  comparisons  of profit levels and profit
percents  may not be  meaningful  on a period to period  basis  because  revenue
recognition  methodologies  vary across the  Company's  businesses.  The Company
recognizes all revenues  associated with a renovation or logistics  project on a
percentage of completion basis. As part of this process,  the Company develops a
complete  scope of work to be performed and invoices its clients on a monthly or
bi-monthly basis as work is performed.  The Company  recognizes as earnings that
portion of the total earnings anticipated from a contract which the cost of work
completed bears to the estimated total cost of the work covered by the contract.
In contrast to the Company's  recognition of renovation and logistics  revenues,
the Company recognizes  procurement  revenues in three ways: (i) under fixed fee
service  contracts,  the Company  recognizes  earnings  under the  percentage of
completion  method.  Under this method,  the Company recognizes as earnings that
portion of the total  earnings  anticipated  from a contract  which the  efforts
expended bears to the estimated efforts over the life of the contract.  Earnings
for variable fee service  contracts are generally  recognized upon completion of
the associated  service.  (ii) as an agent,  revenues include solely the service
fee income while the cost of the contract  includes labor and other direct costs
associated  with the  contract  and those  indirect  costs  related to  contract
performance. (iii) when the Company acts as a principal, functioning in a manner
similar to a  purchaser  and  reseller  of  merchandise,  revenues  and costs of
contracts  also include the cost of the  merchandise  purchased for the customer
which are recognized when the merchandise is shipped directly from the vendor to
the customer.

THREE MONTHS ENDED JUNE 30, 1999 vs. THREE MONTHS ENDED JUNE 30, 1998
The Company  posted a 26%  increase in  revenues to  $66,041,000  for the second
quarter of 1999 as compared to $52,359,000  for the  comparable  period in 1998.
The increase was primarily due to increased  revenues from the  procurement  and
logistics businesses which experienced  continued growth in the number and scope
of projects, as the result of increased efforts in sales and marketing.

Cost of  revenues  for the three  months  ended June 30,  1999 were  $60,163,000
compared to $44,642,000 for the same period last year. The increase is primarily
due to revenue  growth.  Gross  profit,  as a percent of revenue was 8.9% in the
current  quarter,  as compared to 14.7% for the second  quarter  last year.  The
decrease  in  gross  profit,  as a  percent  of  revenue  was due  primarily  to
additional  costs  associated  with the  renovation  of the three joint  venture
projects as well as a change in the sales mix in the  procurement  and logistics
business  where larger  dollar  volume  contracts  yielded  additional  revenues
without corresponding fee or profit increases.

Selling, general and administrative expenses for the quarter ended June 30, 1999
increased to  $6,638,000,  compared to  $4,967,000  for the second  quarter last
year.  A  major   contributor   to  this   increase  is  the  expansion  of  the
administrative  staff to support the higher  sales level.  Further,  the Company
incurred charges to close certain offices and terminate employees as part of the
Company's on going  facility  rationalization  program.  Additionally,  selling,
general and  administrative  expenses  include $287,000 and $264,000 of goodwill
amortization  for the quarter ended June 30, 1999 and 1998,  respectively.  As a
percentage of net revenues, selling, general and administrative expenses for the
quarter ended June 30, 1999 have remained relatively unchanged,  to 10.1% in the
current quarter versus 9.5% in the prior year's quarter.

Interest  income  decreased  from  $366,000  to  $291,000  due to a  decline  in
investable  funds  in the  current  quarter.  Interest  expense  increased  from
$115,000 in the second quarter of 1998 to $388,000 in the second quarter of 1999
due to increased borrowings under the Company's lines of credit.

The provision  for income taxes in the current  quarter was a credit of $428,000
representing a reversal of the provision  recorded in the first quarter based on
near  breakeven  pretax income for the  year-to-date.  For the second quarter of
1998,  the  provision for income taxes was  $1,294,000  at an effective  rate of
43.1%.

As a result of the  above,  the loss from  continuing  operations  for the three
month period ended June 30, 1999 was $559,000 compared to income from continuing
operations of $1,707,000 for the same period last year.

                                       10
<PAGE>
SIX MONTHS ENDED JUNE 30, 1999 vs. SIX MONTHS ENDED JUNE 30, 1998
The Company  experienced a significant  increase in its revenues to $134,944,000
for the six months ended June 30, 1999 in comparison to $93,649,000  for the six
months ended June 30, 1998,  due in large part to  increased  revenues  from the
logistics and procurement  businesses which had continued growth in the customer
base and  expansion  of  project  scopes,  as a result  of  increased  sales and
marketing  efforts,  and the further  establishment of the Company's name in the
hospitality industry.

Cost of  revenues  for the six  months  ended June 30,  1999 were  $122,337,000,
compared to  $79,458,000  for the same period  last year.  This  increase is due
mainly to revenue growth. Gross profit, as a percent of revenue was 9.3% for the
six months  ended June 30,  1999 as  compared  to 15.2% for the same period last
year. The decrease in gross profit, as a percent of revenue was due primarily to
additional  costs  associated  with the  renovation  of the three joint  venture
projects as well as a change in the sales mix in the purchasing businesses where
larger dollar volume contracts yielded additional revenues without corresponding
fee increases.

Selling, general and administrative expenses for the six month period ended June
30, 1999 have  increased to  $12,222,000,  compared to  $9,513,000  for the same
period  last  year.  Contributing  to  this  increase  is the  expansion  of the
administrative  staff to support the higher  sales level.  Further,  the Company
incurred charges to close certain offices and terminate employees as part of the
Company's on going  facility  rationalization  program.  Additionally,  selling,
general and  administrative  expenses  include $585,000 and $526,000 of goodwill
amortization  for the periods ended June 30, 1999 and 1998,  respectively.  As a
percentage of net revenues, selling, general and administrative expenses for the
six months  ended June 30, 1999 have  decreased  to 9.1% from 10.2% for the same
period  last  year.  This  reduction  is the  result of  operating  efficiencies
achieved by sales growth.

Interest  income  decreased  from  $730,000  to  $542,000  based on a decline in
investable  funds in the current six months.  Interest  expense  increased  from
$260,000  in the first six months of 1998 to $812,000 in the first six months of
1999 due to increased borrowings under the Company's lines of credit for working
capital purposes.

There was no  provision  for income taxes in the current six month period as the
Company  incurred a small loss from continuing  operations  before provision for
income taxes.  For the six months ended June 30, 1998,  the provision for income
taxes was $2,198,000 at an effective tax rate of 42.7%.

As a result of the above, the loss from continuing  operations for the six month
period  ended June 30,  1999 was  $16,000  compared  to income  from  continuing
operations of $2,950,000 for the same period last year.


                                       11

<PAGE>
              HOSPITALITY WORLDWIDE SERVICES INC., AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES
The Company's short-term and long-term liquidity  requirements generally consist
of operating capital for its businesses and selling,  general and administrative
expenses.  The  Company  continues  to  satisfy  its  short-term  and  long-term
liquidity requirements with cash generated from operations, bank lines of credit
and funds from a public offering of its Common Stock in September 1997.

Net cash used in operating  activities  was  $7,664,000 for the six months ended
June 30, 1999, compared to net cash used of $11,423,000 for the same period last
year.  During  the six  months  ended  June 30,  1999,  the  Company's  accounts
receivable and vendor deposits increased $6,171,000. This increase was partially
offset by an increase in accounts  payable,  accruals and  customer  deposits of
$2,609,000.  The additional accounts receivable at June 30, 1999 are expected to
be collected in full in 1999.

Net cash provided by investing activities for the six months ended June 30, 1999
was  $10,404,000  compared to 9,315,000  for the six months ended June 30, 1998.
The  increase in cash  provided is primarily  the result of maturing  marketable
securities and the collection of a mortgage receivable.

Net cash provided by financing activities for the six months ended June 30, 1999
was  $4,589,000  compared  to net  cash  provided  by  financing  activities  of
$4,197,000  for the same period last year. The primary  financing  source in the
six months  ended  June 30,  1999 was the  proceeds  from  borrowings  under the
Company's lines of credit.

The  Company  currently  has  available  unsecured  lines of credit  with Marine
Midland Bank and NationsBank which provide maximum borrowings of $10,000,000 and
$6,000,000  respectively.  Borrowings under the lines of credit bear interest at
each bank's prime lending rate.  Proceeds  from the  borrowings  are utilized to
fund  short-term  cash  requirements.  At June 30,  1998,  there  was a total of
$15,835,000 in outstanding borrowings under the lines of credit.

The Company believes its present cash position, including anticipated increasing
revenues,  cash on hand, availability under bank lines of credit and its ability
to obtain additional financing as necessary,  will allow the Company to meet its
anticipated capital commitments and its short-term  operating needs for at least
the next twelve months.

INFLATION
Inflation  and changing  prices  during the current  year did not  significantly
affect the major markets in which the Company conducts its business.  In view of
the moderate  rate of inflation,  its impact on the  company's  business has not
been significant.

YEAR 2000
The year 2000 issue  results from computer  programs and  circuitry  that do not
differentiate  between the year 1900 and the year 2000 because they were written
using two- rather than  four-digit  dates to define the applicable  year. If not
corrected,  many computer applications and date-sensitive  devices could fail or
create  erroneous  results  before,  on or after January 1, 2000.  The Year 2000
issue affects virtually all companies and organizations, including the Company.

The Company has developed,  and is  implementing a plan, the goal of which is to
assure  that the  Company  will  achieve  Year 2000  readiness  in time to avoid
significant Year 2000 failures. The Company is proceeding with its assessment of
the Year 2000 readiness  issues for its computer  systems,  business  processes,
facilities and equipment to assure their continued functionality. The Company is
continuing  its  assessment  of the  readiness of external  entities,  including
subcontractors,  suppliers,  vendors,  and  customers  that  interface  with the
Company. To that end, the Company has taken the following actions:

o     Computer Systems. The Company  periodically  upgrades its computer systems
      as its needs  require.  The  Company  began the  process of  replacing  or
      upgrading  the  software for its internal  computer  systems in 1998,  and
      expects to complete  this  process to achieve  Year 2000  readiness by the
      fourth  quarter of 1999.  Vendors  of the new  internal  computer  systems
      certified them to be Year 2000 compliant.  The Company's computer hardware
      is limited to stand-alone and networked desk-top systems.  The Company has
      assessed the Year 2000  readiness of its computer  hardware and  potential
      risks to operations,  and intends to

                                       12

<PAGE>

      replace those  systems that may pose a risk to operations in 1999.  Parker
      FIRST, the company's new proprietary  software product, has been developed
      and  maintained by Parker  Reorder.  Parker FIRST software was designed to
      account for the Year 2000 and beyond.  This software product was in use by
      hotel companies beginning in 1998.

o     Business Processes.  The Company has and continues to assess the potential
      impact  of Year  2000  on its  business  processes.  Management  for  each
      division is  assessing  the risks of Year 2000  issues as it  specifically
      relates to such businesses and the division's readiness. The Company is in
      the process of contacting  its key vendors,  suppliers and  subcontractors
      regarding their Year 2000 readiness.

The  Company  believes  that its  internal  computer  systems,  facilities,  and
equipment will be Year 2000 compliant. However there is no assurance that all of
the planned  upgrades will be completed in time or function as intended.  As the
Company has no contingency  plan other than to deal as expeditiously as possible
with situations if and when they arise,  the Company may experience  significant
disruptions,  the costs of which the Company is unable to estimate at this time.
The  Company  also  believes  that  disruptions  in  some  of  its  vendors'  or
subcontractors'  operations will not  significantly  affect its projects because
the Company has relationships with other vendors and subcontractors with similar
expertise.  The Company  cannot  assume,  however,  that an  adequate  supply of
vendors or subcontractors will be available.

PART II.  OTHER INFORMATION

Item 3.     LEGAL PROCEEDINGS
On June 1, 1998, an action (the "State  Action") was brought against the Company
by West Atlantic  Corp.  ("West  Atlantic") in the Supreme Court of the State of
New York.  The State Action  alleged  that the Company  retained  West  Atlantic
pursuant  to an  agreement  dated  March 1, 1995 (the  "Agreement")  to  perform
certain marketing and selling services for the Company. The State Action further
alleged that fees were earned and not paid under the Agreement and seeks damages
relating  to  breach of  contract  of not less than  $10,000,000,  damages  with
respect to  "significant  benefits  to the  Company"  in an amount not less than
$5,000,000  and damages  relating to breach of the duties of good faith and fair
dealing in an amount of not less than  $10,000,000.  The  Company has denied and
continues to deny all of the  allegations  and claims of wrongdoing made by West
Atlantic in the State Action.  However,  in order to avoid further expense,  the
Company has reached an  agreement in principle  with West  Atlantic  pursuant to
which it has  agreed to pay  $50,000  and to issue  restricted  shares  having a
market  value  of  $200,000  to West  Atlantic  (with  registration  rights).  A
settlement agreement is currently being negotiated. In connection with the State
Action,  the Company  brought  claims in federal and state  court  against  Tova
Schwartz,  the former  President  and Chief  Executive  Officer of the Company's
predecessor,  seeking  indemnity  and  punitive  damages.  The state and federal
actions  claim that,  among  other  things,  Schwartz  failed to disclose to the
Company the existence of the Agreement when the Company  purchased from Schwartz
certain  shares of Common  Stock of the Company  which she then held.  Schwartz'
motion for dismissal of the Company's  State Action  indemnification  claims was
denied on June 28, 1999.  The Company is still  pursuing  these  claims  against
Schwartz.  The federal  action has been stayed,  subject to  reinstatement  upon
notice by either party.

Item 5. OTHER INFORMATION
In March  1999  Watermark  Investments  Limited  LLC  ("Watermark"),  an  entity
affiliated with Robert A. Berman,  the Company's Chairman of the Board and Chief
Executive  Officer,  entered into an agreement  (the  "Parker  Agreement")  with
Leonard F. Parker, a Director of the Company, Douglas A. Parker, President and a
Director  of the  Company,  and  several  other  members  of the  Parker  family
(collectively  referred to as the "Parker Family")  pursuant to which the Parker
Family agreed to sell to Watermark all of the  remaining  shares of  Convertible
Preferred Stock of the Company held by the Parker Family and 1,397,000 shares of
Common Stock of the Company,  constituting substantially all of the Common Stock
held by the Parker Family. Also, pursuant to the Parker Agreement and subject to
the closing of the transactions  contemplated thereunder,  Leonard F. Parker and
Douglas A. Parker  agreed to resign as Directors of the Company,  and Douglas A.
Parker agreed to relinquish his position as President of the Company. The Parker
Agreement was amended in April 1999 to provide for a closing on the transactions
contemplated by the Parker Agreement to occur not later than June 18, 1999. None
of  the  transactions   contemplated   under  the  Parker  Agreement  have  been
consummated  and  the  Parker   Agreement  was  terminated  on  June  21,  1999.
Consequently,  the  Parker  Family  retains  ownership  of all of the  shares of
Convertible  Preferred  Stock and the  1,397,000  shares of Common  Stock of the
Company. Leonard F. Parker and Douglas A. Parker remain members of the Company's
Board of Directors and Douglas A. Parker remains as the Company's President.

                                       13
<PAGE>
Item 6.     Exhibits and Reports on Form 8-K
(a)         Exhibits
11          Computation of earnings per share (Incorporated  herein by reference
            to Note 5 to the Company's Consolidated Financial Statements).
27          Financial Data Schedule

(b)         Reports on Form 8-K
                None



                                       14
<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.

                                      HOSPITALITY WORLDWIDE SERVICES, INC.


                                      By:  /S/ Robert A. Berman
                                           ----------------------------------
                                           ROBERT A. BERMAN
                                           CHAIRMAN AND CHIEF EXECUTIVE OFFICER


                                      By:  /S/ HOWARD G. ANDERS
                                           ----------------------------------
                                           HOWARD G. ANDERS
                                           EXECUTIVE VICE PRESIDENT,
                                           CHIEF FINANCIAL OFFICER (PRINCIPAL
                                           FINANCIAL OFFICER, PRINCIPAL
                                           ACCOUNTING OFFICER) AND SECRETARY


Dated:  August 13, 1999

                                       15