Form 10-Q/A
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------

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

                  For the quarterly period ended June 30, 1998
                                                 -------------

                                       OR

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

                For the transition period from           to            
                                               ---------    ---------

                          Commission file number         333-16867
                                                         ---------

                           Outsourcing Solutions Inc.
           -----------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                  Delaware                                     58-2197161
 ------------------------------------------            -----------------------
      (State or other jurisdiction of                      (I.R.S. Employer
       incorporation or organization)                     Identification No.)

    390 South Woods Mill Road, Suite 350
           Chesterfield, Missouri                                63017
 ------------------------------------------            -----------------------
  (Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code:  (314) 576-0022
                                                     --------------

Check here whether the issuer (1) has filed all reports  required to be filed by
Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter  period that the  registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days.

                          Yes  X    No
                             -----     -----
As of June 30, 1998, the following shares of the Registrant's  common stock were
issued and outstanding:


Voting common stock                                    3,477,126.01
Class A convertible nonvoting common stock               391,740.58
Class B convertible nonvoting common stock               400,000.00
Class C convertible nonvoting common stock             1,040,000.00
                                                       -------------
                                                       5,308,866.59
                                                       ============

Transitional Small Disclosure       (check one):   Yes [   ]   No    [ X ]
                              -----                     ---           ---


<PAGE>




                           OUTSOURCING SOLUTIONS INC.
                                AND SUBSIDIARIES



                                      INDEX

Item 6.  Exhibits and Reports on Form 8-K

         (a).   Exhibits

                Amended Exhibit 27 Financial Date Schedule (Unaudited)


<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.



                                      OUTSOURCING SOLUTIONS INC.
                                      (Registrant)



                                       /s/   DANIEL J. DOLAN
                                      -------------------------------
                                      Daniel J. Dolan
                                      Executive Vice President
                                      and Chief Financial Officer


 
Date:    August 14, 1998