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:  MARCH 31, 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: 13,349,668 as of May 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 March 31, 1999
            and December 31, 1998.............................................3

            Consolidated Statements of Operations for the three
            months ended March 31, 1999 and 1998..............................4

            Consolidated Statement of Changes in Stockholders'
            Equity for the three months ended March 31, 1999..................5

            Consolidated Statements of Cash Flows for the three
            months ended March 31, 1999 and 1998 ...........................6-7

            Notes to Consolidated Financial Statements ....................8-11

Item 2.     Management's Discussion and Analysis
            of Financial Condition and Results of
            Operations....................................................12-14

PART II.    OTHER INFORMATION

Item 6.     Exhibits and Reports on Form 8-K..............................15-16

Signatures...................................................................17

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>
                                                             March 31, 1999     December 31, 1998
                                                             --------------     -----------------
                                                               Unaudited
<S>                                                               <C>              <C>      
   Cash and cash equivalents                                      $  12,259        $   2,179
   Marketable securities                                               --              8,500
   Accounts receivable, less allowance for
     doubtful accounts of $7,398 and $7,069
                                                                     64,818           56,846
   Costs and estimated earnings in
     excess of billings
                                                                      7,656            5,567
   Advances to vendors                                               16,920           12,760
   Deferred taxes                                                     3,834            3,834
   Prepaid and other current assets                                   1,466            4,737
                                                                  ---------        ---------
            Total current assets                                    106,953           94,423
                                                                  ---------        ---------
   Property and equipment, less accumulated
     depreciation of $1,761 and $1,420
                                                                      8,589            8,716
   Goodwill and other intangibles, less
     accumulated amortization of $2,766 and
     $2,439
                                                                     24,420           24,747
   Deferred taxes                                                       701              701
   Other assets                                                       5,379            4,787
                                                                  ---------        ---------
            Total other assets                                       39,089           38,951
                                                                  ---------        ---------
                                                                  $ 146,042        $ 133,374
                                                                  =========        =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

   Current portion of long-term debt                              $     614        $     621
   Accounts payable                                                  32,291           32,075
   Accrued and other liabilities                                      7,541            6,559
   Billings in excess of costs and
     estimated earnings
                                                                      1,721            1,758
   Customer deposits                                                 26,282           19,864
   Loans payable                                                     15,835           10,925
   Income taxes payable                                                --                176
                                                                  ---------        ---------
            Total current liabilities                                84,284           71,978
   Long-term debt, net of current portion                             2,800            2,965
                                                                  ---------        ---------
            Total liabilities                                        87,084           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,
     13,349,668 and 12,710,156 shares
     issued and outstanding                                             133              127
   Additional paid-in capital                                        56,469           56,448
   Retained earnings (deficit)                                         (644)          (1,144)
                                                                  ---------        ---------
            Total stockholders' equity                               58,958           58,431
                                                                  ---------        ---------
                                                                  $ 146,042        $ 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 March 31,
                                                                          1999        1998

<S>                                                                    <C>        <C>     
Revenues                                                               $ 68,903   $ 41,290

Cost of revenues                                                         62,174     34,816
                                                                       --------   --------

    Gross profit                                                          6,729      6,474

Selling, general and administrative expenses                              5,583      4,528
                                                                       --------   --------

       Income from operations                                             1,146      1,946
                                                                       --------   --------

Other income (expense):
      Interest income                                                       251        364
      Interest expense                                                     (424)      (145)
                                                                       --------   --------
                                                                           (173)       219
                                                                       --------   --------
      Income from continuing operations before
      provision for income taxes                                            973      2,165

Provision for income taxes                                                  428        922
                                                                       --------   --------

   Income from continuing operations                                        545      1,243
                                                                       --------   --------

Discontinued operations:
   Loss from discontinued operations                                       --          (25)
   Loss on disposal of discontinued operations                             --          --
                                                                       --------   --------
   Loss from discontinued operations                                       --          (25)
                                                                       --------   --------
   Net income                                                          $    545   $  1,218
                                                                       ========   ========
Basic earnings per common share:
   Income from continuing operations                                   $   0.04   $   0.10
                                                                       --------   --------
   Discontinued operation:
     Loss from discontinued operations                                     --         --
     Loss on disposal                                                      --         --
                                                                       --------   --------
   Net income                                                          $   0.04    $  0.10
                                                                       ========   ========
Diluted earnings per common share:
   Income from continuing operations                                   $   0.04    $  0.09
                                                                       --------   --------
   Discontinued operation:
     Loss from discontinued operations                                        -          -
     Loss on disposal                                                         -          -
   Net income                                                          $   0.04    $  0.09
                                                                       ========   ========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                               13,293     11,820
                                                                       ========   ========

WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT
   SHARES OUTSTANDING                                                    13,787     13,977
                                                                       ========   ========
</TABLE>

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 THREE MONTHS ENDED MARCH 31, 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

Stock issued in
    connection with
    acquisition               --           --          640             6             21                  --                27

Net income                    --           --           --            --             --                 545               545

Preferred dividends           --           --           --            --             --                (45)               (45)
                            ------------------------------------------------------------------- ------------------------------

Balance, March 31, 1999      120       $3,000       13,350          $133        $56,469              ($644)           $58,958
                            ==================================================================================================
</TABLE>


The accompanying to consolidated financial statements notes 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>

                                                                       Three Months ended
                                                                           March 31,
                                                                   1999                  1998
                                                                   ----                  ----

CASH FLOWS FROM OPERATING ACTIVITES:
<S>                                                            <C>                     <C>   
   Net income                                                     $545                $ 1,218
Adjustments to reconcile net income to
  net cash used in operating activities:
   Depreciation and amortization                                   657                    416
   Stock based compensation charge                                  20                    122
   Deferred income tax benefit                                      --                   (350)
(Increase) decrease in current assets:
   Accounts receivable,net                                      (7,972)                (6,513)
   Costs in excess of billings                                  (2,089)                (4,370)
   Advances to vendors                                          (4,160)                   452
   Prepaid and other current assets                               (143)                  (448)
(Increase) in other assets                                        (337)                  (236)
Increase (decrease) in current liabilities:
   Accounts payable                                                215                  2,661
   Accrued and other liabilities                                 1,033                    (13)
   Billings in excess of costs                                     (37)                  (148)
   Customer deposits                                             6,367                 (3,589)
   Income taxes payable                                           (176)                   680
                                                                -------              --------
NET CASH USED IN OPERATING ACTIVITIES                           (6,077)               (10,118)

CASH FLOWS FROM INVESTING ACTIVITIES:
   Sale of marketable securities                                 8,500                 13,946
   Purchase price of acquisition                                    --                 (1,500)
   Investment in real estate ventures                             (282)                (3,263)
   Cash acquired, upon acquisition,
     net of acquisition costs                                       --                    (62)
   Purchase of property and equipment                             (214)                (1,150)
   Repayments on mortgages receivable                            3,415                      0
   Notes receivable repayment                                       --                    342
                                                                ------                  -----
NET CASH PROVIDED BY INVESTING ACTIVITIES                       11,419                  8,313

CASH FLOWS FROM FINANCING ACTIVITIES:
   Repayment of loans payable                                       --                 (6,300)
   Proceeds from borrowings on loans payable                     4,910                  6,300
   Repayment of long term debt                                    (172)                  (787)
   Proceeds from exercise of stock options
     and warrants                                                   --                     35
                                                               -------                  -----
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES              4,738                   (752)
                                                               -------                  -----


NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS            10,080                 (2,557)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                   2,179                 11,964
                                                               -------                 ------
CASH AND CASH EQUIVALENTS, END OF PERIOD                       $12,259                 $9,407
                                                               =======                 ======
</TABLE>


                                       6
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
                                    Unaudited




SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
      Income taxes                                    $   108        $  201
      Interest                                        $   304        $   52
NON-CASH INVESTING & FINANCING ACTIVITIES:
Net assets acquired (including goodwill)              $    --        $6,232
Stock issued for assets acquired                      $    --        $6,172
Preferred stock dividends accrued                     $    45        $   75




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

                                       7
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 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 March 31, 1999
and for the  three  months  ended  March  31,  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: ACQUISITIONS

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.  Founded in 1969,  Bekins is a logistical
services  company that serves clients who are opening,  renovating or relocating
facilities by assuring that materials,  fixtures,  furniture and merchandise are
moved  from  multiple  vendor  locations  to their  ultimate  destinations  in a
controlled orderly sequence so that each item can be installed on schedule.  The
purchase  price  of  Bekins,   including  acquisition  costs,  of  approximately
$11,400,000  consisted of 514,117  shares of Common Stock and the  assumption of
certain Bekins' debt.  Additionally,  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.  The acquisition  resulted in
goodwill of approximately $7,400,000 which is being amortized on a straight-line
basis over its estimated  useful life of 30 years. The acquisition was accounted
for as a  purchase  with the  results  of Bekins  included  in the  consolidated
financial statements of the Company from the acquisition date.

In February  1998, the Company,  through HWS Real Estate  Advisory  Group,  Inc.
purchased  the assets of  Watermark  Investments  Limited's  ("Watermark")  real
estate advisory  business,  consisting  primarily of contracts to perform future
asset management and advisory services. Watermark is an international management
company  that is the general  partner of and manages  Watertone  Holdings  LP, a
former  shareholder  of the Company.  The purchase price was $1,500,000 of cash.
The acquisition resulted in goodwill of approximately  $1,500,000 which is being
amortized on a straight-line  basis over its estimated  useful life of 15 years.
The acquisition has been accounted for as a purchase with their results included
in the  consolidated  financial  statements of the Company from the  acquisition
date.


                                       8

<PAGE>
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 months ended March 31, 1999 and
1998.

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.

                                                 Three Months Ended
                                                       March 31,
                                                  1999           1998
                                                  ----           ----

Sales to Customers:
      Renovation                               $13,844,000   $10,718,000
      Purchasing                                44,014,000    24,471,000
      Logistics                                 10,998,000     5,231,000
      General Corporate and Real Estate             47,000       870,000
                                               -----------   -----------
                                               $68,903,000   $41,290,000

Intersegment Sales:
      Renovation                               $        --   $        --
      Purchasing                                 1,914,000     2,319,000
      Logistics                                  1,414,000       516,000
      General Corporate and Real Estate                 --            --
                                                ----------   -----------
                                               $ 3,328,000   $ 2,835,000

Income (loss) from Operations:
      Renovation                               $ 1,562,000   $ 1,415,000
      Purchasing                                    61,000       279,000
      Logistics                                  1,063,000       351,000
      General Corporate and Real Estate         (1,540,000)      (99,000)
                                                ----------   -----------
                                               $ 1,146,000   $ 1,946,000

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 months ended March 31, 1999,  no customers  accounted for over 10%
of the  Company's  revenues.  For the three months ended March 31, 1998, a major
lodging company accounted for approximately 15% of the Company's revenues.


                                       9
<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 months ended
March 31, 1999 and 1998.
<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                                                        March 31,
                                                            1999                       1998
                                                            ----                       ----
Numerator:
<S>                                                    <C>                        <C>       
      Income from continuing operations                  $545,000                  $1,243,000
      Preferred stock dividends                           (45,000)                    (75,000)
                                                      -----------                 -----------
         Income available to common stockholders
            from continuing operations - Basic            500,000                   1,168,000
      Effect of dilutive securities
            Preferred stock dividends (a)                      --                      75,000
                                                      -----------                 -----------
            Income available to common stockholders
            from continuing operations - Diluted      $   500,000                  $1,243,000
                                                      ===========                  ==========
Denominator:                                                             
      Weighted average common shares outstanding -                       
          Basic                                        13,293,000                  11,820,000
      Effect of dilutive securities                                      
            Stock-based compensation plans                437,000                   1,157,000
            Contingently issuable shares                   57,000        
            Convertible preferred stock (a)                    --                   1,000,000
                                                       --------------------------------------
      Weighted average common and                                        
      common equivalent shares outstanding -Diluted    13,787,000                  13,977,000
                                                                         
Basic earnings per common share from continuing                          
   operations                                               $0.04                       $0.10
Diluted earnings per common share from continuing                        
   operations                                               $0.04                       $0.09
</TABLE>                                                                 
                                                                        
(a) The common stock equivalent shares for the three months ended March 31, 1999
was 744,000 for the convertible  preferred stock,  which are not included in the
calculation  of diluted  earnings per common  share  because the effect would be
anti-dilutive.

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 1997,  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.

                                       10
<PAGE>
              HOSPITALITY WORLDWIDE SERVICES INC., AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

DESCRIPTION OF BUSINESS/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.

RESULTS OF OPERATIONS:  THREE MONTHS ENDED MARCH 31, 1999 vs. THREE MONTHS ENDED
MARCH 31, 1998

The Company  experienced a significant  increase in its revenues to  $68,903,000
for the three months ended March 31, 1999 in comparison to  $41,290,000  for the
three months ended March 31, 1998, due in large part to increased  revenues from
the  renovation 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 three  months  ended March 31, 1999 were  $62,174,000,
compared to  $34,860,000  for the same period  last year.  This  increase is due
mainly to revenue growth. Gross profit, as a percent of revenue was 9.8% for the
three  months ended March 31, 1999 as compared to 15.6% 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 period ended March 31, 1999
have  increased to  $5,583,000,  compared to $4,528,000 for the same period last
year. Contributing to this increase is the expansion of the administrative staff
to  support  the  higher  sales  level.   Additionally,   selling,  general  and
administrative  expenses include $327,000 and $262,000 of goodwill  amortization
for the periods ended March 31, 1999 and 1998, respectively.  As a percentage of
net revenues,  selling, general and administrative expenses for the three months
ended March 31, 1999 have  decreased to 8.1% from 11.0% for the same period last
year. This reduction is the result of operating  efficiencies  achieved by sales
growth.


                                       11
<PAGE>

Interest  income  decreased  from  $364,000  to  $251,000  based  on a  drop  in
investable  funds  in the  current  quarter.  Interest  expense  increased  from
$145,000 in the first  quarter of 1998 to $424,000 in the first  quarter of 1999
due to  increased  borrowings  under the  Company's  lines of credit for working
capital purposes.

The provision for income taxes in the current  quarter was $428,000  based on an
effective tax rate of 44.0%.  For the quarter ended March 31, 1998 the provision
for income taxes was $922,000 at an effective tax rate of 42.6%.  The higher tax
provision in 1998 was due to the higher level of pre-tax income.

As a result of the above, income from continuing  operations for the three-month
period  ended March 31,  1999 was  $545,000  compared to income from  continuing
operations of $1,243,000 for the same period last year.



                                       12
<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 $6,077,000 for the three months ended
March 31,  1999,  compared to net cash used of  $10,118,000  for the same period
last year. During the three months ended March 31, 1999, the Company's  accounts
receivable  and  vendor  deposits  increased  $12,132,000.   This  increase  was
partially  offset by an increase  in accounts  payable,  accruals  and  customer
deposits of $7,616,000. The additional accounts receivable at March 31, 1999 are
expected to be collected in full in 1999.

Net cash provided by investing  activities  for the three months ended March 31,
1999 was $11,419,000  compared to 8,313,000 for the three months ended March 31,
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 three months ended March 31,
1999  was  $4,738,000  compared  to net cash  used in  financing  activities  of
$752,000  for the same period last year.  The  primary  financing  source in the
three  months ended March 31, 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 March 31,  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.

                                       13
<PAGE>

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,  including  the  replacement  of its
      financial and project  management  systems 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 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 costs incurred for replacing or upgrading the Company's computer systems are
being funded with cash flows from operations and available financing.  The costs
incurred principally relate to new systems being implemented to improve business
functionality  rather  than  solely to address  Year 2000  issues.  These  costs
associated  with  the  computer  systems  replacements  and  implementation  are
anticipated to be approximately $2.0 to $3.0 million.

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.
                                       14

<PAGE>

PART II.  OTHER INFORMATION

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



                                       16
<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:  May 14, 1999