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: SEPTEMBER 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)
--------------------------------------------------------------------------------

201 ALHAMBRA CIRCLE, CORAL GABLES, FL                          33134
(Address of principal executive offices)                      (Zip Code)
--------------------------------------------------------------------------------
                                 (305) 774-3200
              (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: 14,663,563 as of November 12, 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 September 30, 1999
          and December 31, 1998...............................................3

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

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

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

          Notes to Consolidated Financial Statements ......................7-10

Item 2.   Management's Discussion and Analysis
          of Financial Condition and Results of
          Operations......................................................11-15

Item 3.   Quantitative and Qualitative Disclosures about Market Risk.........15

PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings................................................TBA

Item 5.   Other Information................................................TBA

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

Signatures.................................................................TBA

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>

                                                            September 30, 1999         December 31, 1998
                                                                Unaudited

<S>                                                             <C>                       <C>
Cash and cash equivalents                                       $   6,862                 $   2,179
Marketable securities                                                --                       8,500
Accounts receivable, less allowance for
       doubtful accounts of $ 1,234 and $444                       30,094                    34,375
Costs and estimated earnings in excess of
   billings                                                           407                       498
Advances to vendors                                                19,268                    12,760
Income taxes receivable                                             4,250                      --
Deferred taxes                                                       --                       3,834
Prepaid and other current assets                                      965                       891
Net current assets of discontinued operations                         423                    20,367
                                                               ----------                 ---------
     Total current assets                                          62,269                    83,404
                                                               ----------                 ---------
Property and equipment, less accumulated
   depreciation of $ 1,679 and $1,432                               5,339                     8,227
Goodwill and other intangibles, less
   accumulated amortization of $854 and $554                       11,140                    17,762
Deferred taxes                                                       --                         701
Other assets                                                          509                       783
Non-current assets of discontinued operations                       1,800                    11,478
                                                               ----------                 ---------
                                                                $  81,057                 $ 122,355
                                                                =========                 =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current portion of long-term debt                               $     602                 $     621
Accounts payable                                                   22,404                    24,516
Accrued and other liabilities                                       3,961                     4,630
Billings in excess of costs and estimated
   earnings                                                           255                       227
Customer deposits                                                  24,512                    19,864
Loans payable                                                      15,835                    10,925
Income taxes payable                                                 --                         176
                                                               ----------                 ---------
     Total current liabilities                                     67,569                    60,959
Long-term debt, net of current portion                              2,492                     2,965
                                                               ----------                 ---------
     Total liabilities                                             70,061                    63,924

STOCKHOLDERS' EQUITY:
Convertible preferred stock, $.01 par
   value, $25 stated value, 5,000,000
   shares authorized, 40,000 and 120,000
   shares issued and outstanding, $1,000
   and $3,000 liquidation preference
                                                                    1,000                     3,000
Common stock, $.01 par value, 50,000,000
   shares authorized, 14,237,622 and
   12,710,156 shares issued and outstanding                           142                       127
Additional paid-in capital                                         58,505                    56,448
Accumulated deficit                                               (48,651)                   (1,144)
                                                               ----------                 ---------
     Total stockholders' equity                                    10,996                    58,431
                                                               ----------                 ---------
                                                                $  81,057                 $ 122,355
                                                                =========                 =========
</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                          Nine Months Ended
                                                                   September 30,                                September 30,
                                                             1999                  1998                 1999                 1998
                                                             ----                  ----                 ----                 ----

<S>                                                        <C>                  <C>                  <C>                   <C>
Revenues                                                   $ 52,840             $ 45,687             $165,339              $120,478
Cost of revenues                                             51,536               41,336              154,799               107,333
                                                           --------             --------             --------              --------
    Gross profit                                              1,304                4,351               10,540                13,145
Selling, general and administrative expenses                  7,579                5,066               17,589                12,236
Asset impairment charge                                       9,017                    -                9,017                     -
                                                          ---------             --------            ---------             ---------
    Income (loss) from operations                           (15,292)                (715)             (16,066)                  909

Other income (expense):
    Interest income                                              76                  518                  618                 1,248
    Interest and other expense                                 (281)                (191)              (1,224)                 (451)
                                                           ---------            --------           ----------             ---------
    Income (loss) from continuing operations
    before provision for income taxes                       (15,497)                (388)             (16,672)               1,706
Provision (benefit) for income taxes                            755                 (155)                 285                  682
                                                          ---------             --------            ---------              -------
    Income (loss) from continuing operations                (16,252)                (233)             (16,957)               1,024
                                                          ---------             --------            ---------              -------

Discontinued operations:
    Income (loss) from discontinued operations              (20,045)               2,531               (19,355)               4,075
    Loss on disposal of discontinued operations             (11,060)                   -               (11,060)                   -
                                                          ---------             --------              --------             --------
                                                            (31,105)               2,531               (30,415)               4,075
                                                           --------             --------               -------             --------
    Net income (loss)                                      ($47,357)              $2,298              ($47,372)              $5,099
                                                           ========             ========               ===========         =========

Basic earnings per common share:
    Income (loss) from continuing operations                 ($1.22)             ($ 0.03)            ($  1.28)               $0.07
    Discontinued operations:
      Income (loss) from discontinued operations              (1.50)                0.21                (1.45)                0.34
      Loss on disposal                                        (0.83)                   -                (0.83)                   -
                                                           --------             --------               ------              -------
    Net income (loss)                                       ($ 3.55)              $ 0.18              ($ 3.56)               $0.41
                                                           ========             ========              =======              ========

Diluted earnings per common share:
    Income (loss) from continuing operations                     (a)                  (a)                  (a)               $0.06
    Discontinued operations:
      Income (loss) from discontinued operations                 (a)                  (a)                  (a)                0.32
      Loss on disposal                                           (a)                   -                   (a)                   -
                                                          ---------             --------            ---------              -------

    Net income (loss)                                            (a)                  (a)                  (a)               $0.38
                                                          =========             ========              =======              =======

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                   13,353               12,112               13,332               11,952
                                                          =========             ========            =========              =======
WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT
    SHARES OUTSTANDING                                           (a)                  (a)                  (a)              12,651
                                                          =========             ========            =========              =======
</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 NINE MONTHS ENDED SEPTEMBER 30, 1999
                                 (in thousands)
                                    Unaudited
<TABLE>
<CAPTION>

                                      Preferred Stock         Common Stock
                                      ---------------         ------------
                                      Number                 Number             Addt'l                         Total
                                      of          Stated     of         Par     Paid in       Accumulated   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                -             -         41        -          72             -              72

Conversion of preferred stock          (80)        (2,000)      847        9       1,991             -              -

Stock issued in connection
   with acquisition                      -             -        640        6         (6)             -              -

Net loss                                 -             -          -        -          -        (47,372)       (47,372)

Preferred dividends                      -             -          -        -          -           (135)          (135)
                                       ---       -------     ------     ----    -------      ---------        -------

Balance, September 30, 1999             40        $1,000     14,238     $142    $58,505       ($48,651)       $10,996
                                       ===       =======     ======     ====    =======      =========        =======
</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>
                                                                              Nine Months Ended
                                                                                September 30,
                                                                          1999                  1998
                                                                          ----                  ----
CASH FLOWS FROM OPERATING ACTIVITES:
<S>                                                                    <C>                    <C>
   Net income (loss)                                                   $ (47,372)             $ 5,099
Adjustments to reconcile net income to
   net cash used in operating activities:
   Depreciation and amortization                                           1,092                1,103
   Deferred income tax provision (benefit)                                 4,535                 (320)
   Loss from discontinued operations                                      19,355               (4,075)
   Loss on disposal of discontinued operations                            11,060                    -
   Asset impairment charge                                                 9,017                    -
(Increase) decrease in current assets:
   Accounts receivable, net                                                4,281               (6,483)
   Costs and estimated earnings in excess of billings                         91                  301
   Advances to vendors                                                    (6,508)              (3,374)
   Income taxes receivable                                                (4,250)                   -
   Prepaid and other current assets                                          (74)                 372
(Increase) decrease in other assets                                          274                  (26)
Increase (decrease) in current liabilities:
   Accounts payable                                                       (1,977)               6,045
   Accrued and other liabilities                                            (669)               1,634
   Billings in excess of costs and estimated earnings                         28                    -
   Customer deposits                                                       4,648                  209
   Income taxes payable                                                     (176)                 903
                                                                         --------            --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                       (6,645)               1,388
                                                                       ---------              -------
NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED
  OPERATIONS                                                              (3,543)             (19,052)
                                                                       ----------            ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Sale of marketable securities                                           8,500               18,916
   Notes receivable repayment                                                  -                  342
   Cash acquired, upon acquisition,
     net of acquisition costs                                                  -                  (62)
   Purchase of property and equipment                                       (599)              (2,875)
                                                                       ---------             ---------
NET CASH PROVIDED BY INVESTING ACTIVITIES                                  7,901               16,321
                                                                       ---------             --------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
  OF DISCONTINUED OPERATIONS                                               2,750               (9,686)
                                                                       ---------             ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Repayment of loans payable                                                  -               (8,800)
   Proceeds from borrowings on loans payable                               4,910               19,800
   Repayment of long term debt                                              (492)              (1,336)
   Payment of preferred stock dividends                                     (270)                   -
   Proceeds from exercise of stock options and warrants                       72                  723
                                                                       ---------             --------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                  4,220               10,387
                                                                       ---------             --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                       4,683                 (642)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                             2,179               11,964
                                                                       ---------            ---------
CASH AND CASH EQUIVALENTS, END OF PERIOD                               $   6,862            $  11,322
                                                                       =========            =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
 Income taxes                                                          $     162             $    507
 Interest                                                              $   1,017             $    288
NON-CASH INVESTING & FINANCING ACTIVITIES:
Preferred stock dividends accrued                                      $     135             $    225
Net assets acquired (including goodwill)                                       -             $  6,233
Stock issued for assets acquired                                               -             $  6,171
</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
                               SEPTEMBER 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 September 30,
1999 and for the three and nine  months  ended  September  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:  DISCONTINUED OPERATIONS

In September  1999, the Company  announced a strategic  initiative to reposition
the  core  supply  and  distribution   businesses  into  a  business-to-business
e-commerce  company,  and to divest itself of its  renovation  business and real
estate investment and asset management  business.  In December 1998, the Company
decided to discontinue its hotel development  business. As a result, the Company
has reflected the operating results associated with the renovation,  real estate
investment and asset management,  and hotel development  businesses,  as well as
the estimated losses on disposal, as discontinued operations on the consolidated
statements of operations for all periods presented.  Results of these operations
were as follows (in thousands):
<TABLE>
<CAPTION>

                                              Three Months Ended                               Nine Months Ended
                                                  September 30,                                    September 30,
                                            1999                       1998                    1999                    1998
                                            ----                       ----                    ----                    ----
Renovation Business:
--------------------
<S>                                       <C>                         <C>                    <C>                      <C>
Revenues                                   1,751                   $ 23,895                $ 23,594                $ 41,911
Income (loss) from operations,
      net of taxes                        (19,379)                    2,774                  (18,148)                 4,114
Loss on disposal,
      net of taxes                         (5,497)                        -                   (5,497)                     -

Real Estate Investment and Asset
--------------------------------
Management Business:
--------------------
Revenues                                       -                        355                      78                   1,197
Income (loss) from operations,
      net of taxes                           (666)                       25                   (1,207)                   489
Loss on disposal,
      net of taxes                         (4,410)                        -                   (4,410)                     -
</TABLE>

                                       7
<PAGE>
<TABLE>
<CAPTION>

                                                             Three Months Ended                         Nine Months Ended
                                                               September 30,                              September 30,
                                                        1999                       1998            1999                    1998
                                                        ----                       ----            ----                    ----
Hotel Development Business:
---------------------------
<S>                                                     <C>                       <C>             <C>                     <C>
Revenues                                                    -                          -               -                       -
Loss from operations,
      net of taxes                                          -                        (268)             -                     (528)
Loss on disposal,
      net of taxes                                      (1,153)                        -           (1,153)                     -

Total Discontinued Operations
-----------------------------
Revenues                                                1,751                     24,250          23,672                  43,108
Income (loss) from operations
      net of taxes                                     (20,045)                    2,531          (19,355)                 4,075
Loss on disposal,
      net of taxes                                     (11,060)                        -          (11,060)                     -
</TABLE>

The  remaining  assets and  liabilities  of the  discontinued  operations  as of
September  30,  1999,  as  presented in the  accompanying  consolidated  balance
sheets, are as follows (in thousands):

<TABLE>
<CAPTION>

                                                                    Real Estate               Hotel
                                                   Renovation     Investment & Asset       Development
                                                   Business         Management               Business
                                                                      Business
<S>                                               <C>                  <C>                   <C>
Accounts receivable                               $  25,681            $       -             $       -
Allowance for doubtful accounts                     (20,537)                   -                     -
Costs and estimated earnings in excess
      of billings                                     2,674                    -                     -
Prepaids and other current assets                         6                  885                    31
Accounts payable                                     (4,412)                   -                     -
Accrued and other liabilities                        (2,303)              (1,125)                    -
Billings in excess of costs and
      estimated earnings                               (477)                   -                     -
                                                  ---------            ---------           -----------
Net current assets (liabilities)                  $     632            $    (240)          $        31
                                                  ---------            ---------           -----------
Property and equipment, net                       $     150            $       -            $       54
Other assets                                             38                1,071                   487
                                                  ---------            ---------            ----------
Non-current assets                                $     188            $   1,071            $      541
                                                  ---------            ---------            ----------
</TABLE>

The Company anticipates selling the renovation business in the fourth quarter of
1999,  or  alternatively,  ceasing  operations  in the  first  quarter  of 2000.
However,  the resolution date as to certain disputed  receivables with customers
related to specific renovation projects,  which have been substantially complete
is uncertain.  Losses from  discontinued  operations  for the three months ended
September  30, 1999 include  additional  provisions on contract  receivables  of
approximately  $17.0  million  related to  renovation  projects  which have been
substantially  completed  but have not yet been closed out with  customers.  The
loss on disposal includes a write-off of goodwill of approximately  $5.0 million
and anticipated operating losses during the phase-out period of $490,000.

The  Company  anticipates   disposing  of  the  real  estate  investments,   and
concurrently  ceasing the real estate asset management and advisory  operations,
in  2000.  Losses  from  discontinued  operations  for the  three  months  ended
September 30, 1999 include the write-off of certain real estate  investments and
receivables no longer deemed realizable of approximately  $500,000.  The loss on
disposal includes a goodwill  write-off of $450,000 and anticipated  write-downs
and reserves in connection  with the disposal of the real estate  investments of
approximately  $3.9 million.  On September  30, 1999,  the Company and Watermark
Investments  Limited LLC  ("Watermark")  entered  into a  Termination  Agreement
pursuant to which Watermark agreed to pay $885,000 to the Company.  Watermark is
affiliated with Robert A. Berman,  the Company's former Chief Executive  Officer
and Chairman of the Board,  and certain  shareholders of the Company.  Robert A.
Berman has guaranteed the payment from Watermark.

                                       8
<PAGE>

The Company ceased the operations associated with its hotel development 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 loss on disposal for the three
months  ended  September  30,  1999  includes   approximately  $1.1  million  of
additional  write-downs  to record certain real estate  development  projects at
their revised estimated recoverable amount.

NOTE 4:  ASSET IMPAIRMENT CHARGE

As a  result  of the  Company's  strategic  initiative  to  reposition  the core
businesses into a  business-to-business  e-commerce company,  the Parker Reorder
proprietary  software product,  Parker Fully Integrated Reorder Systems Tracking
("Parker  FIRST"),  which is a client  server-based  system  used by  clients to
reorder operating supplies and equipment, will be phased out completely over the
next six to twelve-month  period as the Company migrates the reorder business to
an internet web-based system.  Consequently,  management has determined that the
Parker FIRST system will not provide future  long-term  benefits to the Company.
In addition,  management has determined that the goodwill and other  intangibles
associated  with the  acquisition  of Parker  Reorder  Online in January 1997 is
closely related to the Parker FIRST system,  which was under  development at the
time of the acquisition.

As of September 30, 1999, the net capitalized computer software costs associated
with the Parker  FIRST  system was  $2,864,000,  and the net  goodwill and other
intangibles  balance was $6,153,000.  Accordingly,  the Company has recorded for
the three  months  ended  September  30,  1999,  an asset  impairment  charge of
$9,017,000.

NOTE 5:  INCOME TAXES

For the nine months ended  September 30, 1999,  the Company has recorded a total
tax provision of $285,000. The total provision is comprised of a current benefit
for Federal and state and local  income  taxes of  approximately  $4.2  million,
representing  the carryback claim given the Company's  estimated  taxable losses
for 1999, net of estimated  alternative  minimum taxes  payable,  and a deferred
provision  for Federal and state and local  income taxes of  approximately  $4.5
million,  representing a valuation  allowance  against the Company's  previously
recorded  deferred  tax assets.  The Company has also  provided  for a valuation
allowance   against  the  deferred  tax  assets  arising  in  1999  representing
additional  deductible  temporary  differences,  given the Company's current and
historical tax position.

NOTE 6:  PREFERRED STOCK CONVERSION

On September  30, 1999, an additional  80,000  shares of  Convertible  Preferred
Stock were  converted  into an aggregate of 847,458  shares of common stock.  On
October 4, 1999, the remaining 40,000 shares of Convertible Preferred Stock were
converted into 421,941 shares of common stock.  The dividends on the Convertible
Preferred Stock for 1999 have been accrued up to the time of conversion.

NOTE 7:     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 nine months ended September
30, 1999 and 1998.

NOTE 8:     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. Due to the strategic  repositioning of the Company's lines
of business, the Company has changed the composition of its reportable segments.
The  Company's   renovation  business  and  real  estate  investment  and  asset
management  business have been classified as discontinued  operations  (Note 3),
and thus are no longer reported as part of segment reporting.  In addition,  the
previously   reported   purchasing  segment  has  been  disaggregated  into  the
purchasing  business  and reorder  business.  The Company has restated the prior
year to conform to the revised segment reporting. Segment data is as follows (in
thousands):

                                       9
<PAGE>
<TABLE>
<CAPTION>
                                                    Three Months Ended                               Nine Months Ended
                                                     September 30,                                    September 30,
                                             1999                       1998                    1999                    1998
                                             ----                       ----                    ----                    ----
Sales to Customers:
<S>                                     <C>                        <C>                        <C>                     <C>
      Reorder                           $    4,230                 $      920                 $   10,482              $    3,423
      Purchasing                            42,166                     38,720                    130,280                  99,912
      Logistics                              6,444                      6,047                     24,577                  15,276
      Corporate                                  -                          -                          -                   1,867
                                        ----------                 ----------                 ----------              ----------
                                        $   52,840                 $   45,687                 $  165,339              $  120,478
                                        ==========                 ==========                 ==========              ==========
Inter-segment Sales:
      Reorder                           $        -                 $        -                 $        -              $        -
      Purchasing                                 -                          -                          -                       -
      Logistics                              1,960                      1,736                      4,286                   2,861
      Corporate                                  -                          -                          -                       -
                                        ----------                 ----------                  ---------             -----------
                                        $    1,960                 $    1,736                  $   4,286             $     2,861
                                        ==========                 ==========                  =========              ==========
Income (Loss) from Operations:
      Reorder                           $   (9,870)                $     (918)                $  (11,317)             $   (2,363)
      Purchasing                            (2,332)                     1,191                       (753)                  3,360
      Logistics                                 85                        388                      1,365                   1,016
      Corporate                             (3,175)                    (1,376)                    (5,361)                 (1,104)
                                        ----------                 ----------                 -----------            ----------
                                       ($   15,292)               ($      715)               ($   16,066)            $      909
                                       ============               ============               ============            ==========
</TABLE>

Sales to customers  include  sales to related  parties,  namely the Apollo joint
ventures 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 nine months ended  September  30, 1999 and 1998,  no customers
accounted for over 10% of the Company's revenues.

NOTE 9:     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 nine months
ended September 30, 1999 and 1998 (in thousands, except per share amounts).
<TABLE>
<CAPTION>

                                                                      Three Months Ended              Nine Months Ended
                                                                        September 30,                  September 30,
                                                                  1999              1998           1999              1998
                                                                  ----              ----           ----              ----
Numerator:
<S>                                                           <C>               <C>               <C>               <C>
      Income (loss) from continuing operations                ($ 16,252)        ($    233)        ($ 16,957)        $  1,024
      Preferred stock dividends                                     (45)              (75)             (135)            (225)
                                                              ----------        ---------         ---------         --------
            Income (loss) available to common
                stockholders from continuing
                operations-Basic                                (16,297)             (308)          (17,092)             799
      Effect of dilutive securities:
            Preferred stock dividends                                (a)               (a)               (a)              (a)
                                                              ----------        ---------         ---------         --------
            Income available to common
                stockholders from continuing
                operations-Diluted                            ($ 16,297)        ($    308)        ($  17,092)      $     799
                                                               =========        =========         ==========       =========
Denominator:
      Weighted average common shares
            outstanding-Basic                                    13,353            12,112             13,332          11,952
      Effect of dilutive securities:
            Stock-based compensation plans                           (a)               (a)                (a)            664
            Contingently issuable shares                              -                (a)                 -              35
            Convertible preferred stock                              (a)               (a)                (a)             (a)
                                                              ----------        ---------          ---------      ----------
      Weighted average common and common
            equivalent shares outstanding-Diluted                    (a)               (a)                (a)         12,651
                                                              ==========        =========          =========      ==========
Basic earnings per common share from
      continuing operations                                   ($   1.22)        ($   0.03)         ($   1.28)     $     0.07
Diluted earnings per common share from
      continuing operations                                          (a)               (a)                (a)     $     0.06
</TABLE>

(a) antidilutive.

                                       10
<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 revenue levels, gross profit
levels and gross profit  percentages may not be meaningful on a period to period
basis  because  revenue  recognition  methodologies  vary  across the  Company's
businesses. The Company recognizes revenues and the associated earnings of fixed
fee service  contracts  under the  percentage of completion  method.  Under this
method,  the Company  recognizes  earnings  relating to the 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.  In  addition,  in the  purchasing  and reorder  business,  the Company
performs its services either acting as a principal,  for which it functions in a
manner similar to a purchaser and reseller of merchandise, or as an agent. As an
agent,  revenues  include  solely  the  service  fee  income and the cost of the
contracts includes labor and other direct costs associated with the contract and
those  indirect  costs  related to contract  performance.  As a  principal,  the
revenues  and  costs  of  contracts  also  include  the  cost of the  associated
merchandise   purchased  for  the  customer,   which  are  recognized  when  the
merchandise is shipped directly from the vendor to the customer.

THREE MONTHS ENDED SEPTEMBER 30, 1999 vs. THREE MONTHS ENDED SEPTEMBER 30, 1998
The Company  posted a 15.7%  increase in revenues to  $52,840,000  for the third
quarter of 1999 as compared to $45,687,000  for the  comparable  period in 1998.
The  increase  was  primarily  due to  increased  revenues  from the reorder and
purchasing  businesses  which  experienced  continued  growth  in the  number of
customers and scope of projects,  as a result of increased  efforts in sales and
marketing.

Cost of revenues for the three months ended September 30, 1999 were  $51,536,000
compared to $41,336,000 for the same period last year. The increase is primarily
due to revenue,  growth.  Gross profit,  as a percent of revenue was 2.5% in the
current  quarter,  as  compared  to 9.5% for the third  quarter  last year.  The
decrease  in gross  profit,  as a  percent  of  revenue,  was due  primarily  to
additional costs associated with a change in the sales mix in the purchasing and
logistics  businesses  where large dollar volume  contracts  yielded  additional
revenues without corresponding fee or profit percentage increases.

Selling, general and administrative expenses for the quarter ended September 30,
1999  increased to $7,579,000  compared to $5,066,000 for the third quarter last
year.  The increase for the nine month period is  attributed to the expansion of
the  administrative  staff to  support  the higher  sales  level.  In  addition,
expenses for the nine month period include charges for employee terminations and
other costs  associated  with  office  closings  in New York,  Chicago,  and Los
Angeles,  as well as expenses  related to office  relocations in Florida and St.
Louis. Further, the Company increased their reserves against certain receivables
and selling,  general and  administrative  expenses  also  include  $157,000 and
$156,000 of goodwill  amortization for the quarters ended September 30, 1999 and
1998,  respectively.  As a  percentage  of net  revenues,  selling,  general and
administrative  expenses  have  increased  from  11.1% to  14.3% in the  current
quarter.

An asset impairment  charge of $9,017,000 was recorded in the current quarter as
the Company made a determination  that the Parker Reorder  proprietary  software
product, Parker FIRST, will not provide future long-term benefits to the Company
based on the  repositioning of the Company's core  businesses.  The Parker FIRST
system,  which is a client  server-based  system,  will be phased out completely
over the next 6 to 12 months as the Company  migrates the reorder business to an
internet  web-based  system.  Additionally,  the Company has determined that the
goodwill and other intangibles associated with the acquisition of Parker Reorder
Online in 1997 is closely  related to the Parker FIRST system and is  considered
an impaired asset as well. Together,  these assets were written-off at their net
book value of $9,017,000 at September 30, 1999.

Interest  income  decreased  from  $518,000  to  $76,000  due  to a  decline  in
investable funds in the current quarter as compared with the prior year quarter.
Interest  expense  increased  from  $191,000  in the  third  quarter  of 1998 to
$281,000  in the third  quarter of 1999 due to  increased  borrowings  under the
Company's lines of credit for working capital purposes.


                                       11
<PAGE>

The  provision for income taxes in the current  quarter was $755,000,  which was
comprised of a current benefit of a carryback claim for Federal, state and local
taxes based on estimated  taxable losses for 1999, net of estimated  alternative
minimum  taxes  payable,  offset by a  valuation  allowance  against  previously
recorded deferred tax assets and the benefit recorded in prior quarters. For the
third quarter of 1998, the benefit for income taxes was $155,000 at an effective
rate of 40%.

As a result of the  above,  the loss from  continuing  operations  for the three
month period ended  September 30, 1999 was  $16,252,000  compared to a loss from
continuing operations of $233,000 for the same period last year.

In September  1999, the Company  announced a strategic  initiative to reposition
the  core  supply  and  distribution   businesses  into  a  business-to-business
e-commerce  company,  and to divest itself of its  renovation  business and real
estate investment and asset management  business.  In December 1998, the Company
decided to discontinue its hotel development  business. As a result, the Company
has reflected the operating results associated with the renovation,  real estate
investment and asset management,  and hotel development  businesses,  as well as
the estimated losses on disposal, as discontinued operations on the consolidated
statements  of  operations  for all periods  presented.  Note 3 to the financial
statements includes further discussion regarding the discontinued businesses.

The operating results associated with the discontinued operations were a loss of
$20,045,000  for the three months ended September 30, 1999 compared to income of
$2,531,000 for the comparable  period in 1998. The loss for the current  quarter
includes  additional   provisions  on  contract   receivables  relating  to  the
renovation  business of approximately  $17.0 million for substantially  complete
renovation  projects which have not yet been closed out with customers,  and the
write-off of certain real estate  investments and  receivables of  approximately
$500,000 relating to the real estate investment and asset management business.

The loss on disposal  of  discontinued  operations  for the three  months  ended
September 30, 1999 was $11,060,000.  The loss includes the write-off of goodwill
of  approximately  $5.0  million and  anticipated  operating  losses  during the
phase-out period of $490,000 relating to the renovation business;  the write-off
of goodwill of $450,000 and  anticipated  write-downs and reserves in connection
with the disposal of the real estate  investments of approximately  $3.9 million
relating  to the real  estate  investment  and asset  management  business;  and
additional  write-downs  of  approximately  $1.1  million on certain real estate
development  projects  relating to the hotel  development  business.  Management
anticipates   disposing  of  these  businesses  and  their  related  assets,  or
alternatively,  ceasing the  associated  operations  during 2000.  However,  the
resolution date as to certain disputed matters is uncertain.

NINE MONTHS ENDED SEPTEMBER 30, 1999 vs. NINE MONTHS ENDED SEPTEMBER 30, 1998
The  Company  experienced  a  significant  increase  in  revenues of over 37% to
$165,339,000  for the nine months  ended  September  30, 1999 in  comparison  to
$120,478,000  for the nine months ended  September  30,  1998.  The increase was
spread  across all  businesses  through  growth in the scope of projects and the
number of customers,  based primarily on increased  sales and marketing  efforts
which further established name recognition in the hospitality industry.

Cost of revenues for the nine months ended September 30, 1999 were  $154,799,000
compared to  $107,333,000  for the same period last year.  This  increase is due
mainly to revenue growth. Gross profit, as a percent of revenue was 6.4% for the
nine months  ended  September  30, 1999 as compared to 10.9% for the same period
last year.  The  decrease  in gross  profit,  as a percent of  revenue,  was due
primarily to additional  costs  associated with a change in the sales mix in the
purchasing and logistics  businesses where large dollar volume contracts yielded
additional revenue without corresponding fee or profit percentage increases.

Selling,  general and  administrative  expenses  for the nine month period ended
September 30, 1999 have increased to $17,589,000 compared to $12,236,000 for the
same period last year.  The increase for the nine month period is  attributed to
the expansion of the administrative  staff to support the higher sales level. In
addition,  expenses  for the nine month  period  include  charges  for  employee
terminations  and other  costs  associated  with  office  closings  in New York,
Chicago,  and Los Angeles,  as well as expenses related to office relocations in
Florida and St. Louis.  Further,  the Company  increased their reserves  against
certain  receivables and selling,  general and  administrative  expenses include
$470,000 and $467,000 of goodwill  amortization  for the periods ended September
30, 1999 and 1998,  respectively.  As a  percentage  of net  revenues,  selling,
general and administrative expenses for the nine months ended September 30, 1999
have remained virtually unchanged, at 10.6% for 1999 and 10.2% for 1998.

                                       12

<PAGE>

An asset impairment  charge of $9,017,000 was recorded in the current quarter as
the Company made a determination  that the Parker Reorder  proprietary  software
product, Parker FIRST, will not provide future long-term benefits to the Company
based on the  repositioning of the Company's core businesses.  The Parker FIRST,
which is a client  server-based  system,  will be phased out completely over the
next 6 to 12 months as the Company  migrates the reorder business to an internet
web-based system. Additionally, the Company has determined that the goodwill and
other  intangibles  associated  with the acquisition of Parker Reorder Online in
1997 is closely related to the Parker FIRST system and is considered an impaired
asset as well.  Together,  these assets were written-off at their net book value
of $9,017,000 at September 30, 1999.

Interest  income  decreased  from  $1,248,000 to $618,000  based on a decline in
investable  funds in the current  nine months as compared to the prior year nine
month period.  Interest expense increased from $451,000 in the first nine months
of 1998 to  $1,224,000  in the  first  nine  months  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 nine month period was  $285,000,
which was comprised of a current benefit of a carryback claim for Federal, state
and local taxes based on  estimated  taxable  losses for 1999,  net of estimated
alternative  minimum  taxes  payable,  offset by a valuation  allowance  against
previously recorded deferred tax assets. For the nine months ended September 30,
1998,  the  provision  for income taxes was $682,000 at an effective tax rate of
40%.

As a result of the above, the loss from continuing operations for the nine month
period  ended  September  30,  1999 was  $16,957,000  compared  to  income  from
continuing operations of $1,024,000 for the same period last year.

In September  1999, the Company  announced a strategic  initiative to reposition
the  core  supply  and  distribution   businesses  into  a  business-to-business
e-commerce  company,  and to divest itself of its  renovation  business and real
estate investment and asset management  business.  In December 1998, the Company
decided to discontinue its hotel development  business. As a result, the Company
has reflected the operating results associated with the renovation,  real estate
investment and asset management,  and hotel development  businesses,  as well as
the estimated losses on disposal, as discontinued operations on the consolidated
statements  of  operations  for all periods  presented.  Note 3 to the financial
statements includes further discussion regarding the discontinued businesses.

The operating results associated with the discontinued operations were a loss of
$19,355,000  for the nine months ended  September 30, 1999 compared to income of
$4,075,000  for the  comparable  period in 1998.  The loss for the current  nine
month period includes additional  provisions on contract receivables relating to
the  renovation  business  of  approximately  $17.0  million  for  substantially
complete  renovation projects which have not yet been closed out with customers,
and the  write-off  of  certain  real  estate  investments  and  receivables  of
approximately  $500,000  relating  to  the  real  estate  investment  and  asset
management business.

The loss on  disposal  of  discontinued  operations  for the nine  months  ended
September 30, 1999 was $11,060,000.  The loss includes the write-off of goodwill
of  approximately  $5.0  million and  anticipated  operating  losses  during the
phase-out period of $490,000 relating to the renovation business;  the write-off
of goodwill of $450,000 and  anticipated  write-downs and reserves in connection
with the disposal of the real estate  investments of approximately  $3.9 million
relating  to the real  estate  investment  and asset  management  business;  and
additional  write-downs  of  approximately  $1.1  million on certain real estate
development  projects  relating to the hotel  development  business.  Management
anticipates   disposing  of  these  businesses  and  their  related  assets,  or
alternatively,  ceasing the  associated  operations  during 2000.  However,  the
resolution date as to certain disputed matters is uncertain.


                                       13
<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  and  capital  expenditure   requirements  with  cash  generated  from
operations,  and funds from a public  offering of its Common  Stock in September
1997.

Net cash used in operating  activities  was $6,645,000 for the nine months ended
September 30, 1999,  compared to net cash  provided of  $1,388,000  for the same
period last year. During the nine months ended September 30, 1999, the Company's
accounts  receivable  balance decreased by $4,281,000 from December 31, 1998 and
customer deposits increased by $4,648,000.  This inflow of cash was offset by an
increase  in  advances  made to vendors  of  $6,508,000  and a  decrease  in the
accounts payable balance from December 31, 1998 of $1,977,000.

Net cash used in operating activities of discontinued  operations was $3,543,000
for the nine  months  ended  September  30,  1999,  compared to net cash used of
$19,052,000 for the same period last year. In 1999, the discontinued  operations
were generating limited business compared to 1998.

Net cash provided by investing  activities  for the nine months ended  September
30, 1999 was  $7,901,000  compared  to  $16,321,000  for the nine  months  ended
September 30, 1998.  The increase in cash is primarily the result of the sale of
the marketable securities.

Net  cash  provided  by  investing  activities  of  discontinued  operations  of
$2,750,000  and used in investing  activities of $9,686,000  for the nine months
ended  September  30,  1999 and  1998,  respectively,  relate  to the  Company's
investments,  in 1998,  and return on  investments,  in 1999, in the real estate
investment and asset management businesses.

Net cash provided by financing  activities  for the nine months ended  September
30, 1999 was $4,220,000 compared to net cash provided by financing activities of
$10,387,000 for the same period last year. The primary  financing  source in the
nine months ended September 30, 1999 was the proceeds from borrowings  under the
Company's lines of credit.

The Company  currently  has unsecured  lines of credit with HSBC Bank  (formerly
Marine  Midland Bank) and Bank of America  (formerly  NationsBank).  These lines
have expired with a total of $15,835,000 in outstanding  borrowings at September
30,  1999.  Borrowings  under the lines of credit  bear  interest at each bank's
prime lending rate. No further  borrowing is available to the Company and at the
present  time,  the  Company is in active,  on-going  discussions  to extend the
expiration  dates.  Currently,  there are no assurances that the Company will be
able to obtain an extension from the banks at terms favorable to the Company.

The  management of the Company  believes that the  strategic  initiatives  being
undertaken to reposition the core businesses,  as well as the decision to divest
itself of its renovation, real estate investment and asset management, and hotel
development businesses, will help to improve the long-term liquidity position of
the Company.  The businesses which are being  discontinued  have resulted in the
liquidity and cash flows of the Company being  significantly  decreased over the
past two years.  Management anticipates disposing of these businesses or ceasing
the associated operations within the next year.

The Company  believes its present cash position,  including  cash on hand,  cash
anticipated  to be generated  from future  operations  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.

                                       14
<PAGE>

YEAR 2000 INFORMATION DISCLOSURE STATEMENT
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-digit  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 replace those systems that may pose a
      risk to  operations  in 1999.  Parker  FIRST,  the  Company's  proprietary
      software  product,  has been developed and  maintained by Parker  Reorder.
      Parker  FIRST  software  was  designed  to  account  for the Year 2000 and
      beyond.

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.

Item 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company does not have a material  exposure to risks  associated with foreign
currency  fluctuations  related  to its  operations.  The  Company  does not use
derivative financial instruments in its operations.  The Company does not have a
material  exposure to market risks  associated  with  changes in interest  rates
given (a) the relative  stability of interest rates currently,  (b) the types of
debt securities the Company invests in and (c) the Company's lack of significant
balances of variable  interest  rate debt.  The Company does not believe that it
has any other material exposure to market risks associated with interest rates.

PART II.  OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Item 5. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

                                       15

<PAGE>
Part II. Other Information

Item 1.  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 $250,000 to West  Atlantic in a
combination of cash and restricted stock (with registration rights),  subject to
the  execution  of a  settlement  agreement  and  other  related  documents.  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.  Schwartz has joined Robert
Berman,  Alan Friedberg and Howard Anders,  former employees of the Company,  as
fourth party defendants in the State Action and as defendants on counterclaim in
the  federal  action.  Both the State  Action and the  federal  claim are in the
discovery stage. The Company has moved to dismiss the State Action  counterclaim
and is still pursuing the State Action against Schwartz.  The federal action has
been reinstated.

                  In July  1999,  Hospitality  Restoration  and  Builders,  Inc.
initiated an action in the Supreme Court of the State of New York, County of New
York, against Servico Niagara Falls,  Inc., Servico Grand Island,  Inc., Servico
Jamestown,  Inc., Servico New York, Inc., Servico Rolling Meadows, Inc., Servico
Houston,  Inc.,  Servico,  Inc., Impac Hotel Group,  Inc. and Lodgian,  Inc. The
amount claimed in the lawsuit totals  approximately  $21,000,000  plus interest,
which  represents  claims  for  quantum  meruit,  breach of  contract,  wrongful
termination  and  other  similar  claims  arising  out of the  construction  and
renovation  (and purchase of furniture,  fixtures and  equipment) of six hotels,
four  which  are  located  in New York,  one in  Chicago,  Illinois,  and one in
Houston,  Texas.  The defendants  have answered and  counterclaimed  for alleged
excess  cost  incurred by the  defendants  in  completing  HRB's work on the six
hotels.


Item 5.           OTHER INFORMATION

                  On September 30, 1999,  the Company and Watermark  Investments
Limited LLC ("Watermark")  entered into a Termination Agreement which terminated
the  Agreement,  by and between the Company and  Watermark,  dated  February 23,
1998, and pursuant to which

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<PAGE>
Watermark  agreed to pay  $885,000  to the  Company  immediately  after the 1999
Annual Meeting of Shareholders, subject to certain conditions. Robert A. Berman,
the  Company's  former Chief  Executive  Officer and Chairman of the Board,  has
personally and unconditionally guaranteed this payment.

                  On September  30, 1999,  Mr. Berman agreed with the Company as
to a termination of his position as Chief Executive  Officer and Mr. Berman also
resigned  as  Chairman  of the Board and a  director  of the  Company  effective
November 1, 1999.  The Board of Directors  has not yet filled the Board  vacancy
created by this resignation.

                  Scott  Kaniewski   resigned  as  a  director  of  the  Company
effective November 1, 1999.

                  Howard G.  Anders  has also  agreed  with the  Company as to a
termination  of  his  positions  as  Chief  Financial  Officer,  Executive  Vice
President and Secretary  effective  November 9, 1999. On November 10, 1999,  the
Board of Directors of the Company elected Leonard F.
Parker as the Company's Secretary.

                  On  September  30,  1999 and  October 4, 1999,  the  remaining
120,000 shares of Convertible  Preferred  Stock were converted into an aggregate
of 1,269,399  shares of the Company's  common  stock.  As of October 4, 1999, no
shares of Convertible Preferred Stock remain outstanding.


Item 6.    EXHIBITS AND REPORTS ON 8-K

           (a)      Exhibits

10.1       Agreement,  by and  between the  Company  and  Watermark  Investments
           Limited, LLC, as terminated by Termination Agreement, dated September
           30, 1999.

10.2       Termination  Agreement,  dated September 30, 1999, by and between the
           Company and Robert A. Berman.

10.3       Employment  Agreement,  dated  September 1, 1999,  by and between the
           Company and John F. Wilkens.

11         Computation of earnings per share  (incorporated by reference to Note
           9 to the Company's Consolidated Financial Statements).

27         Financial Data Schedule.


           (b)      Reports on Form 8-K

           NONE

<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/ Douglas Parker
                                               ----------------------
                                               DOUGLAS PARKER
                                               PRESIDENT AND ACTING
                                               CHIEF EXECUTIVE OFFICER


                                           By: /S/ JOHN F. WILKENS
                                               -----------------------
                                               JOHN F. WILKENS
                                               VICE PRESIDENT - TREASURER
                                               (PRINCIPAL FINANCIAL OFFICER,
                                               PRINCIPAL ACCOUNTING OFFICER)


Dated:  November 18, 1999



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