SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549              

                                   10-QA
           AMEDNMENT 1 TO 3RD QUARTER 10-Q FILED ON 11/14/96
                                        
               September30, 1996                      0-13499
For Quarter Ended______________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.)

      517 South Lincoln             Aberdeen, South Dakota  57401
_________________________________________________________________
(Address if principal executive offices)          (Zip Code)

                                                  (605) 226-3900
Registrant's telephone number, including area code_______________

          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          X
13 or 15 (d) of the Securities Exchange Act of 1934    Yes_____
during the preceding 12 months (or for such shorter
period that the registrant was required to file such   No______
reports), and (2) has been subject to such filing
requirements for the past 90 days.

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.

     Class                        Outstanding at September 30,1996
______________________________    _______________________________
Common stock, $.01 par value              5,358,627




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                                                     Form 10-QA
                                            3nd Quarter

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.

_____________________ _____, 1997

                                   WORLD SERVICES, INC.



                                   
By__________________________________
                                      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.





_____________________ ______, 1997     
_______________________________
                                        Ronne Tarrell, President,
                                        Principal Executive
                                        Officer, and Director



_____________________ ______, 1997     
_______________________________
                                        David Jorgenson,
                                        Secretary, Treasurer,
                                        Principal Accounting
                                        Officer, Principal
                                        Financial Officer, and
                                        Director



_____________________ ______, 1997     
_______________________________
                                        Delores Bower, Director


_____________________ ______, 1997     
_______________________________
                                        Delbert Harty, Director


_____________________ ______, 1997     
_______________________________
                                        Terry Heinz, Director