FORM 10-QSB
                    U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

(Mark One)
(X)  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1997

( )  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

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

                          Commission File No. 0-13499

                              WORLD SERVICES, INC.
                        404 South Lincoln, P.0. Box 786
                          Aberdeen, South Dakota 57402
               
                          Telephone:  (605) 225-4131

             Colorado                                     46-0355586
             --------                                     ----------

Indicate by check mark whether the Issues (1) has filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the past 12 months (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,  1997,  Registrant  had  5,229,907  shares  of its $.01 par value
common stock outstanding.


<PAGE>


                              WORLD SERVICES, INC.
                               TABLE OF CONTENTS

                                                                      Page
ACCOUNTANTS' REPORT .............................................      1

FINANCIAL STATEMENTS:

  Balance Sheets ................................................      2

  Statements of Income and Accumulated Deficit ..................      3

  Statements of Cash Flows ......................................      4

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

  Management's Discussion and Analysis ..........................      6

<PAGE>




MEIDINGER & ASSOCIATES
--------------------------------------------------------------------------------
Certified Public Accountants                                311 South 2nd Street
                                                             Aberdeen, SD  57401
                                                                  (805) 220-4404



August 4, 1997


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

We have compiled the  accompanying  Balance  Sheets of World Services Inc. as of
June 30,  1997,  and June 30,  1996,  and the related  Statements  of Income and
Accumulated  Deficit and  Statements of Cash Flows for the six months ended June
30, 1997,  and June 30, 1996,  in  accordance  with  Statements on Standards for
Accounting  and Review  Services  issued by the American  Institute of Certified
Public Accountants.

Accompilation  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.

The corporation  previously recorded the First Savings & Loan Association,  Inc.
(FSL) investment, for interim reporting purposes, only the audited value at year
end.  The  investment  in FSL is now  accounted  for under the equity  method of
accounting.   Accordingly,  the  accompanying  financial  statements  have  been
restated.




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

                                      -1-

<PAGE>


                              WORLD SERVICES, INC.
                                 BALANCE SHEETS
                             June 30, 1997 and 1996

                                     ASSETS


                                                   1997              1996
CURRENT ASSETS                                ---------------- ----------------
  Cash                                        $      55,072.27 $      16,993.27
  Certificates of Deposit                           490,000.00       240,000.00
  Interest Receivable                                15,166.40             0.00
                                              ----------------    -------------
     TOTAL CURRENT ASSETS                           560,238.67       256,993.27
                                              ----------------    -------------

PROPERTY & EQUIPMENT
  Office Equipment                                    2,882.14         2,882.14
  Accumulated Depreciation                           (2,882.14)            0.00
                                              ----------------    -------------
     TOTAL PROPERTY & EQUIPMENT                           0.00         2,882.14
                                              ----------------    -------------

INVESTMENTS & OTHER ASSETS
  Investment - Super 8 Developers                   568,000.00       568,000.00
  Investment - First Savings & Loan                 372,000.00       307,000.00
  Other                                               4,000.00         4,000.00
                                              ----------------    -------------
     TOTAL INVESTMENTS & OTHER ASSETS               944,000.00       879,000.00
                                              ----------------    -------------
     TOTAL ASSETS                             $   1,504,238.67 $   1,138,875.41
                                              ----------------    -------------

                       LIABILITIES & STOCKHOLDERS EQUITY

CURRENT LIABILITIES
  Accounts Payable                            $       7,639.70 $       3,186.44
                                              ----------------    -------------
     TOTAL CURRENT LIABILITIES                        7,639.70         3,186.44
                                              ----------------    -------------

STOCKHOLDERS'EQUITY
  Common Stock, par value $.001/share
     50,000,000 shares authorized
     5,359,000 shares issued                          5,359.00         5,359.00
  Additional Paid-in-Capital                      6,544,641.00     6,544,641.00
  Treasury Stock at Cost,
     129,000 shares                                  (3,000.00)       (3,000.00)
  Accumulated Deficit                            (5,050,401.03)   (5,411,311.03)
                                              ----------------    -------------
     TOTAL STOCKHOLDERS' EQUITY                   1,496,598.97     1,135,688.97
                                              ----------------    -------------
     TOTAL LIABILITIES &
     STOCKHOLDERS' EQUITY                     $   1,504,238.67 $   1,138,875.41
                                              ================ ================




                See accompanying notes and accountants' report 
                                       2



<PAGE>


                              WORLD SERVICES, INC.
                  STATEMENTS OF INCOME AND ACCUMULATED DEFICIT
                 For the Six Months Ended June 30, 1997 and 1996

                                              1997                1996
                                        ----------------   ----------------
REVENUE
  Dividend Income                       $     239,085.60   $      79,700.95
  Interest Income                              24,857.51          13,153.13
  Stock Transfer Fees                              39.75             231.99
                                        ----------------      -------------
     TOTAL REVENUE                            263,982.86          93,086.07
                                        ----------------      -------------

EXPENSES
  Accounting Fees                               8,615.80          10,197.80
  Contract Wages & Consulting                   2,640.00           4,814.94
  Faxes                                           139.50               0.00
  Interest                                          0.00              49.76
  Legal Fees                                   27,463.20          11,014.83
  Donations                                         0.00             100.00
  Director Fees                                 3,150.00           2,700.00
  Dues, Fees, Subscriptions                         0.00              58.00
  Office Supplies                                 119.35             264.30
  Printing                                        982.35             452.91
  Postage                                         411.50             336.67
  Rent                                          1,820.00             260.00
  Repairs & Maintenance                             0.00             580.30
  Supplies                                        201.73           4,171.46
  Telephone                                        44.12              68.71
  Travel                                          447.80             327.42
                                        ----------------      -------------
      TOTAL EXPENSES                           46,035.35          35,397.10
                                        ----------------      -------------

INCOME BEFORE EQUITY IN EARNINGS
  OF AFFILIATED COMPANIES                     217,947.51          57,688.97

EQUITY IN EARNINGS OF AFFILIATED
  COMPANIES                                    37,000.00               0.00
                                        ----------------      -------------
INCOME BEFORE INCOME TAXES                    254,947.51          57,688.97

INCOME TAXES (NOL CARRYOVER)                        0.00               0.00
                                        ----------------      -------------
NET INCOME                                    254,947.51          57,688.97

BEGINNING ACCUMULATED DEFICIT              (5,305,348.54)     (5,469,000.00)
                                        ----------------      -------------
ENDING ACCUMULATED DEFICIT              $  (5,050,401.03)  $  (5,411,311.03)
                                        ----------------      -------------

                See accompanying notes and accountants' report.

                                       3

<PAGE>
<TABLE>
<CAPTION>


                                   WORLD SERVICES, INC.
                                 STATEMENTS OF CASH FLOWS
                     For the Six Months Ended June 30, 1997 and 1996

                                                           1997             1996
                                                      --------------    -------------
CASH FLOW FROM OPERATING ACTIVITIES
<S>                                                   <C>               <C>          
  Net Income                                          $   254,974.51    $   57,688.97
  Adjustments to reconcile net income to net
    cash provided by operating activities
    Equity in Earning of Affiliates                       (37,000.00)            0.00
    (Increase) Decrease in:
       Other Assets                                         1,832.50             0.00
    Increase (Decrease) in:
       Accounts Payable                                     7,639.70        (6,838.83)
                                                      --------------    -------------

         NET CASH PROVIDED BY OPERATING
          ACTIVITIES                                      227,419.71        50,850.14
                                                      --------------    -------------
CASH FLOW FROM INVESTING ACTIVITIES
  Purchase of Fixed Assets                                                  (2,882.14)
  Purchase of Certificates of Deposit                    (200,000.00)       (40,00.00)
                                                      --------------    -------------
NET CASH (USED) BY INVESTING ACTIVITIES                  (200,000.00)      (42,882.14)
                                                      --------------    -------------
       NET INCREASE IN CASH                                27,419.71         7,968.00
CASH AT BEGINNING OF PERIOD                                27,652.56         9,025.27
                                                      --------------    -------------
CASH AT END OF PERIOD                                 $    55,072.27    $   16,993.27
                                                      ==============    =============
                                                      
SUPPLEMENTAL DISCLOSURES
  Cash Payments For:
    Income Taxes                                      $         0.00    $        0.00
                                                      ==============    =============
                                                      
    Interest paid                                     $         0.00    $        0.00
                                                      ==============    =============
                                                      

See accompanying notes and accountants' report 


                                      -4-
</TABLE>

<PAGE>


                              WORLD SERVICES, INC.

                         NOTES TO FINANCIAL STATEMENTS
                FOR THE SIX MONTHS ENDED JUNE 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 June 30,  1997 and  1996,  and the  results  of
operations  and changes in financial  position for the six months ended June 30,
1997 and 1996.

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, 1996


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, 1996,  the Company had net operating loss  carryforwards  for
income tax purposes totaling approximately  $3,100,000 which expire in the years
1997 to 2011. The net operating loss  carryforwards  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  carryforwards  of
$28,000.

                                      -5-

<PAGE>


                              WORLD SERVICES, INC.

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


FINANCIAL CONDITION
-------------------

As  expected,  the  Corporation  received  dividend  income  from  Super 8 Motel
Developers  in  the  second  quarter  of  over  $239,000.   This  is  the  major
contributing  factor  in the  improvement  of the  Company's  overall  financial
condition.

The Company's  equity has also improved by $65,000 from a year ago because of an
increase in their equity interest in First Savings & Loan.


RESULTS OF OPERATIONS
---------------------

The Company showed  operating  profits of $217,948 for the six months ended June
30, 1997 as compared to $57,689 for the same period a year earlier.

This improvement was mainly due to the increased  dividend paid by Super 8 Motel
Developers.

The  Company  has  scheduled  a  stockholders'  meeting  for  August  18,  1997.
Shareholders  have been  notified and have been sent a proposed  agenda  listing
numerous important items to be discussed and decisions to be made.






                                      -6-

<PAGE>



                          PART II - OTHER INFORMATION
                          ---------------------------

                              World Services, Inc.




Items 1-5   Not Applicable.

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

           a)  Exhibits - none.
           b)  No Reports on Form 8-K were filed during the quarter ending
               June 30, 1997.

Item 7     Not Applicable.



                                   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.




WORLD SERVICES, INC.




By: /s/  Ronne Tarrell
    ----------------------------------
     Ronne Tarrell 
     Principal Executive Officer
     Principal Financial Officer
     Principal Accounting Officer
     Chief Financial Officer