SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q
                    QUARTER REPORT UNDER SECTION 13 0R 15(d)


                  
Quarter Ended:    3-31-98             Commission File Number:
               -------------                                  -----------------

                              World Services, Inc.
               ---------------------------------------------------
             (Exact name of registrant as specified in its charter)

     South Dakota                                              46-0355586
--------------------------------------------------------------------------------
(State of other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                             Identification No.)

                    PO Box 786 Aberdeen, South Dakota           57402
       -----------------------------------------------------------------
                 (Address if principal executive offices)     (Zip Code)

                                                  
Registrant's telephone number, including area code    (605) 225-4131
                                                      --------------


                                 Not Applicable
--------------------------------------------------------------------------------
(Former  name,  former  address and former  fiscal year,  if changed  since last
report.)

     Indicate by check whether the registrant (1) has filed all reports required
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.  Yes   X      No
                                        -----        -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the close of the period covered by this report.

As of March 31, 1998,  Registrant  had  2,639,679  shares of its $.001 par value
common stock outstanding.


<PAGE>
                                                    INDEX


PART I.  FINANCIAL INFORMATION:
Item 1.  ACCOUNTANTS' REPORT ........................................      1

              Balance Sheets as of March 31, 1998 ...................      2
                  
              Statements of Operations for the Three Months
              Ended March 31, 1998 and 1997 .........................      3

              Statements of Cash Flows for the Three Months
              Ended March 31, 1998 and 1997 .........................      4

              Notes to Financial Statements .........................      5

Item 2.       Managements's   discussion   and  Analysis  of 
              Financial Condition and Results of Operations:

              Liquidity and Capital Resources .......................      6

              Results of Operations .................................      6


PART II. OTHER INFORMATION:

Item 1.  Legal Proceedings ..........................................      8

Item 2.  Changes in Securities ......................................      8

Item 3.  Default Upon Senior Securities .............................      8

Item 4.  Submission of maters to a Vote of Security
         Holders ....................................................      8

Item 5.  Other Information ..........................................      8

Item 6.  Exhibits and Reports on Form 10-Q ..........................      8

<PAGE>



MEIDINGER & ASSOCIATES
--------------------------------------------------------------------------------
Certified Public Accountants                                311 South 2nd Street
                                                             Aberdeen, SD  57401
                                                                  (605) 229-4404


May 7, 1998


The Board of Directors
World Services, Inc.
Aberdeen, South Dakota  57401

We have compiled the accompanying  Balance Sheets of World Services,  Inc. as of
March 31,  1998,  and the  related  Statements  of Income and Cash Flows for the
period ended March 31, 1998, and March 31, 1997, in accordance  with  Statements
on Standards for Accounting and Review Services issued by the American Institute
of Certified Public Accountants.

A  compilation  is limited to  presenting  in the form of financial  statements,
information  that is the  representation  of management.  We have not audited or
reviewed the accompanying financial statements and, accordingly,  do not express
an opinion or any other form of assurance on them.

Management  has elected to omit the  statements of changes in retained  earnings
required by generally accepted accounting principles.  If the omitted statements
were  included in the  financial  statements,  they might  influence  the user's
conclusions  about the company's  financial  position and results of operations.
Accordingly,  these financial  statements are not designed for those who are not
informed about such matters.



/s/  Meidinger & Associates
----------------------------
Meidinger & Associates
Certified Public Accountants






                                       1

<PAGE>


                              WORLD SERVICES, INC.
                                 BALANCE SHEETS
                                 March 31, 1998


                                                   March 31,      
                                                     1998         
                                               ---------------    

                                     ASSETS

CURRENT ASSETS
  Cash                                         $      51,013.22   
  Certificate of Deposit                             340,000.00   
  Interest Receivable                                 14,669.00   
                                               ----------------   
     TOTAL CURRENT ASSETS                            405,682.22   

INVESTMENTS AND OTHER ASSETS
  United States Treasury Note                        407,666.25   
  Investment-Super 8 Developers                      568,000.00   
  Other                                                4,000.00   
                                               ----------------   
TOTAL OTHER ASSETS                                   979,666.25   
                                               ----------------   
TOTAL ASSETS                                   $   1,385,348.47   
                                               ================   


LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES
  Stock Redemption                             $      70,102.50   
                                               ----------------   

STOCKHOLDERS EQUITY
  Common stock, par value $.001 per
         share; (50,000,000 shares
         authorized)with
         2,640,000 shares issued                       2,715.00   
  Additional paid in capital                       6,364,354.75   
  Accumulated Deficit                             (5,051,823.78)  
                                               ----------------   
     TOTAL STOCKHOLDERS' EQUITY                    1,315,245.97   
                                               ----------------   
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                         $   1,385,348.47   
                                               ================   



                                                  2


<PAGE>


                              WORLD SERVICES, INC.
                            STATEMENTS OF OPERATIONS
                  For the Three Months Ended March 31, 1998 and 1997

                                             1998                  1997
                                        ---------------     ----------------
REVENUE
  Interest Income                       $       3,162.76    $           0.00

  Stock Transfer Fees                               0.00               20.25
                                        ----------------    ----------------
     TOTAL REVENUE                              3,162.76               20.25
                                        ----------------    ----------------

EXPENSES
  Accounting Fees                               3,663.56                0.00
  Contract Wages & Consulting                   3,219.00              920.00
  Faxes                                            72.00                0.00
  Legal Fees                                    1,417.75           11,286.60
  Director Fees                                 1,350.00            1,200.00
  Office Supplies                                 136.48              119.35
  Postage                                         259.37               78.05
  Supplies                                        220.00               19.07
  Telephone                                       108.96                4.37
  Rent                                            750.00                0.00
  Miscellaneous Expense                           308.00                0.00
                                        ----------------    ----------------
         TOTAL EXPENSES                        11,505.12           13,627.44
                                        ----------------    ----------------

LOSS BEFORE INCOME TAXES                       (8,342.36)         (13,607.19)

INCOME TAXES                                        0.00                0.00
                                        ----------------    ----------------
NET (LOSS)                                     (8,342.36)         (13,607.19)
                                        ================    ================

(LOSS) PER SHARE (Basic & Diluted)                     *                   *
                                        ================    ================
WEIGHTED AVERAGE COMMON
 SHARES OUTSTANDING                            2,640,000           5,229,907
                                        ================    ================

* Less than $0.01 per share.



                                       3

<PAGE>

                              WORLD SERVICES, INC.
                            STATEMENTS OF CASH FLOWS
               For the Three Months Ended March 31, 1998 and 1997



                                                   1997                 1996
                                              -------------      -------------

  CASH FLOWS FROM OPERATING ACTIVITIES
    Net Income                                $   (8,342.36)     $  (13,607.19)

  Adjustment to reconcile net income to
    net cash used in operating
     activities:
     (Increase) Decrease in:
          Interest Receivable                      5,375.46
      Other Assets                                (8,177.82)
    Increase (Decrease) in:
      Accounts Payable                            (3,293.50)
                                              -------------      -------------
         NET CASH USED IN OPERATING
          ACTIVITIES                             (14,438.22)        (13,607.19)
                                              -------------      -------------

         NET DECREASE IN CASH                    (14,438.22)        (13,607.19)

CASH AT BEGINNING OF PERIOD                       65,451.44          27,652.56
                                              -------------      -------------
CASH AT END OF PERIOD                         $   51,013.22      $   14,045.37
                                              =============      =============

SUPPLEMENTAL DISCLOSURES
  Cash payments for:
    Income taxes                              $        0.00      $        0.00
                                              =============      =============
    Interest paid                             $        0.00      $        0.00
                                              =============      =============





                                       4


<PAGE>


                              WORLD SERVICES, INC.

                          NOTES TO FINANCIAL STATEMENTS
                FOR THE PERIOD ENDED SEPTEMBER 30, 1997 AND 1996


In the  opinion of  management  of World  Services,  Inc.,  (the  Company),  the
accompanying unaudited financial statements reflect all adjustments  (consisting
of only normal  recurring  accruals)  necessary to present  fairly the financial
position of the company as of March 31, 1998,  and the results of operations and
cash flows for the three months ended March 31, 1998 and 1997.

These  unaudited  financial  statements  should be read in conjunction  with the
Company's annual report on Form 10-KSB for the year ended December 31, 1997.



NOTE 1 - NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------------------

A summary of  significant  accounting  policies  is  currently  on file with the
Securities and Exchange Commission on Form 10-KSB.


NOTE 2 - INCOME TAXES
--------------------------------------------------------------------------------

As of December 31, 1997,  the Company had net operating  loss carry forwards for
income tax purposes totaling approximately  $3,100,000 which expire in the years
1998 to 2011.  The net operating loss carry forwards may be limited with respect
to their availability due to prior ownership changes and the consolidated return
regulations.  In addition,  there are  investment  tax credit carry  forwards of
$28,000.


                                       5

<PAGE>

                              WORLD SERVICES, INC.

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


The following  discussion and analysis  should be read in  conjunction  with the
Financial Statements and Notes thereto appearing elsewhere in this report.

LIQUIDITY AND CAPITAL RESOURCES - MARCH 31, 1998, COMPARED TO
DECEMBER 31, 1997
--------------------------------------------------------------------------------

During the three months ended March 31, 1998, cash decreased by $14,438.22, from
$65,451.44 at December 31, 1997, to $51,013.22 at March 31, 1998.

Interest receivable decreased  $5,375.46,  from $20,044.46 at December 31, 1997,
to $14,669.00 at March 31, 1998.

As a result of the  foregoing,  current  assets  decreased by  $19,813.68,  from
$425,495.90 at December 31, 1997, to $405,682.22 at March 31, 1998.

Current liabilities  decreased $3,293.50,  from $73,396.00 at December 31, 1997,
to $70,102.50 at March 31, 1998.  The decrease is the result of payments made on
stock  redemption  payable  induced by a prior year  stockholder  approved stock
split.

As a result of the  Company's  net loss for the three months of  $8,342.36,  the
accumulated  deficit  increased  from  $5,043,481.42  at December 31,  1997,  to
$5,051,823.78  at  March  31,  1998.  As a  result,  total  stockholders  equity
decreased from  1,323,588.33 at December 31, 1997, to $1,315,245.97 at March 31,
1998.


RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 1998 COMPARED
TO THE THREE MONTHS ENDED MARCH 31, 1997
--------------------------------------------------------------------------------

Total  revenue for the three  months  ended March 31,  1998,  were  $3,162.76 as
compared to $20.25 for the  comparable  period ended March 31, 1997, an increase
of $3,142.51. The increase is due to interest accruing.

Operating  expenses were  $11,505.12  for the three months ended March 31, 1998,
compared  to  $13,627.44  for the  comparable  period  ended March 31,  1997,  a
decrease of $2,122.32. The majority of this decrease was in legal fees.


                                       6

<PAGE>


                              WORLD SERVICES, INC.

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

                                   (Continued)



Based on the  foregoing,  the net loss available to  stockholders  for the three
months ended March 31, 1998, was $8,342.36,  which  translates to a net loss per
share of less than $0.01 based on 2,640,000 weighted average shares outstanding.
This  compares to the net loss  available to  stockholders  for the three months
ended March 31, 1997, of $13,607.19, which translates to a net loss per share of
less than $0.01 based on 5,229,907  weighted average shares  outstanding at that
time.




                                        7

<PAGE>



                              WORLD SERVICES, INC.

                           PART II. OTHER INFORMATION

ITEM 1. - LEGAL PROCEEDINGS
--------------------------------------------------------------------------------


The Company is not a party to any legal  proceedings  except as follows,  and no
such proceedings are known to be contemplated.

The Company is  plaintiff  in a civil  action in the Circuit  Court of the Fifth
Judicial  Circuit  of the  State of South  Dakota  (Civ97-187,  entitled  "World
Services,  Inc. vs. Murray Woulfe") against Murray Woulfe, a former president of
World Services, on a promissory note. The actions seeks recovery of $19,000 plus
interest  and costs.  Mr.  Woulfe has denied  liability  and claims that he owes
World Services no obligation  under the promissory note. The matter is scheduled
or trial in May of 1998 and it will be head before one of the Circuit  Judges of
the Fifth  Judicial  Circuit  in and for the  County  of  Brown,  State of South
Dakota. As to the ultimate result,  Plaintiff expects to prevail;  however,  the
defendant  would have the right of appeal to the appellate court of the State of
South Dakota and, thus,  giving it an indefinite  date and time when this matter
can be satisfactorily  concluded.  Mr. Woulfe has made no material counterclaims
against World Services.


ITEM 2. - CHANGES IN SECURITIES
--------------------------------------------------------------------------------

None.


ITEM 3. - DEFAULT UPON SENIOR SECURITIES
--------------------------------------------------------------------------------

None.


ITEM 4. - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
--------------------------------------------------------------------------------

There were no  shareholder  meetings and no matters were  submitted to a vote of
shareholders during the first quarter of the fiscal year.


ITEM 5. - OTHER INFORMATION
--------------------------------------------------------------------------------

None.


ITEM 6. - EXHIBITS
--------------------------------------------------------------------------------

Exhibit 27 - Financial Data Schedule.


                                        8

<PAGE>


                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.

MAY 7, 1998

                                             WORLD SERVICES, INC.


                                             By /s/  Ronne Tarrell
                                                --------------------------------
                                                Ronne Tarrell, President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the dates indicated.


MAY 7, 1998                                    /s/  Ronne Tarrell
                                               ---------------------------------
                                                    Ronne Tarrell, President,
                                                    Principal Executive
                                                    Officer, and Director



                                        9