SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                      For the quarter ended March 31, 2005
                                       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:  2-99080

                       NATIONAL DIVERSIFIED SERVICES, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

      Delaware                                                        11-2820379
---------------------------------------                     --------------------
(State or other jurisdiction                                    (I.R.S. Employer
of incorporation or organization)                            Identification No.)

c/o Morse & Morse, PLLC
1400 Old Country Road, Suite 302
Westbury, NY                                                             11590
---------------------------------------                               ----------
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number,
including area code:                                              (516) 487-1419

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

     Indicate  by check mark  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__.

6,548,870  Common Shares,  $.001 par value were issued and  outstanding at March
31, 2005.
---------

<PAGE>
                       NATIONAL DIVERSIFIED SERVICES, INC.
                       -----------------------------------

                                      INDEX
                                      -----

                                                                    Page Number
                                                                    -----------
PART I.  FINANCIAL INFORMATION

         Item 1.  Financial Statements

           Consolidated Balance Sheets
            March 31, 2005 (Unaudited) and
            December 31, 2004                                             3

           Consolidated Statement of Operations
            Three Months ended March 31,
            2005 and March 31, 2004 (Unaudited)                           4

           Consolidated Statement of Stockholders' Equity                 5

           Consolidated Statement of Cash Flows
            Three Months Ended March 31, 2005 and
            March 31, 2004 (Unaudited)                                    6

           Notes to Financial Statements (Unaudited)                      7

         Item 2.  Management's Discussion and Analysis of
           Financial Condition and Results of
           Operations                                                     8

PART II. OTHER INFORMATION                                                9

SIGNATURES                                                               10


                                       2
<PAGE>
                 NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                     ASSETS
                                                                            MARCH 31,            DECEMBER 31,
                                                                              2005                   2004
                                                                           (Unaudited)             (Audited)
                                                                           -----------           -----------
<S>                                                                        <C>                   <C>
CURRENT ASSETS
   Cash and cash equivalents                                               $   72,966            $   77,808
   Securities available-for-sale                                              109,632               109,524
                                                                           -----------           -----------
                  Total assets                                             $  182,598            $  187,332
                                                                           ===========           ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable and accrued expenses                                   $   73,442            $   68,409
                                                                           -----------           -----------
                  Total liabilities                                            73,442                68,409
                                                                           -----------           -----------

COMMITMENTS

STOCKHOLDERS' EQUITY
   Common stock, $.001 par value;
     Authorized - 30,000,000 shares; issued and
     outstanding - 6,548,870 shares                                             6,549                 6,549
   Additional paid-in capital                                                 705,755               705,755
   Accumulated deficit                                                       (599,362)             (590,758)
   Accumulated other comprehensive loss                                        (3,786)               (2,623)
                                                                           -----------           -----------
     Total stockholders' equity                                               109,156               118,923

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $  182,598            $  187,332
                                                                           ===========           ===========

    See accompanying notes to consolidated financial statements (unaudited).
</TABLE>

                                       3
<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                                                               THREE MONTHS
                                                                                   ENDED
                                                                                 MARCH 31,
                                                                                 ---------
                                                                           2005            2004
                                                                         -----------    ----------
<S>                                                                      <C>            <C>
REVENUES                                                                 $    1,667     $   1,459
                                                                         -----------    ----------
GENERAL AND ADMINISTRATIVE
   EXPENSES                                                                  10,271         7,218

NET LOSS                                                                     (8,604)       (5,759)

OTHER COMPREHENSIVE GAIN (LOSS), NET OF TAX:
   Unrealized gains/(losses) on securities:
     Unrealized holding gain/(loss) arising during period                    (1,163)          402
                                                                         -----------    ----------
COMPREHENSIVE LOSS                                                       $   (9,767)    $  (5,357)
                                                                         ===========    ==========

BASIC AND DILUTED NET LOSS PER SHARE                                            NIL           NIL


WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING                             6,548,870     6,548,870
                                                                         ===========    ==========

</TABLE>
    See accompanying notes to consolidated financial statements (unaudited).


                                       4
<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                            CONSOLIDATED STATEMENT OF
                              STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>


                                                                                                    ACCUMULATED
                                                                  ADDITIONAL                          OTHER
                                           COMMON STOCK            PAID-IN          ACCUMULATED    COMPREHENSIVE
                                       SHARES        AMOUNT        CAPITAL            DEFICIT          LOSS          TOTAL
                                     ----------     -----------  ------------       ----------      ----------    -----------
<S>                                  <C>            <C>          <C>                <C>             <C>           <C>
BALANCE AT DECEMBER 31, 2004
   (Audited)                         6,548,870      $    6,549   $   705,755        $(590,758)      $  (2,623)    $  118,923
                                     ----------     -----------  ------------       ----------      ----------    -----------
COMPREHENSIVE LOSS (Unaudited):
   Net loss                                  -               -             -           (8,604)              -         (8,604)
   Other comprehensive loss,
    net of tax:
     Unrealized loss on securities:
       Unrealized holding loss arising
         during the period                   -               -             -                -          (1,163)        (1,163)
                                     ----------     -----------  ------------       ----------      ----------    -----------
       Total comprehensive loss              -               -             -           (8,604)         (1,163)        (9,767)
                                     ----------     -----------  ------------       ----------      ----------    -----------
BALANCE AT MARCH 31, 2005
   (Unaudited)                       6,548,870      $    6,549   $   705,755        $(599,362)      $  (3,786)    $  109,156
                                     ==========     ===========  ============       ==========      ==========    ===========

</TABLE>
    See accompanying notes to consolidated financial statements (unaudited).


                                       5
<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                                THREE
                                                                                            MONTHS ENDED
                                                                                              MARCH 31,
                                                                                        2005            2004
                                                                                      -----------    -----------
<S>                                                                                   <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                                           $   (8,604)    $   (5,759)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
       Changes in assets and liabilities:
         Accounts payable and accrued expenses                                             5,033          3,939
                                                                                      -----------    -----------
NET CASH USED IN OPERATING ACTIVITIES                                                     (3,571)        (1,820)
                                                                                      -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchases of securities available-for-sale                                             (1,271)        (1,272)
                                                                                      -----------    -----------
NET CASH USED IN INVESTING ACTIVITIES                                                     (1,271)        (1,272)
                                                                                      -----------    -----------
NET CHANGE IN CASH AND CASH EQUIVALENTS                                                   (4,842)        (3,092)

CASH AND CASH EQUIVALENTS - beginning                                                     77,808         97,682
                                                                                      -----------    -----------
CASH AND CASH EQUIVALENTS - ending                                                    $   72,966     $   94,590
                                                                                      ===========    ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
   Cash paid for income taxes                                                         $      228     $      342
                                                                                      ===========    ===========
NON-CASH INVESTING AND FINANCING ACTIVITIES:
   Unrealized gain/(loss) on securities available-for-sale                            $   (1,163)    $      402
                                                                                      ===========    ===========

</TABLE>
    See accompanying notes to consolidated financial statements (unaudited).



                                       6
<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 31, 2005
                                   (UNAUDITED)




NOTE 1 -  BASIS OF PRESENTATION

          The accompanying unaudited condensed consolidated financial statements
          do not include all  disclosures  required to be included in a complete
          set of financial statements prepared in conformity with U.S. generally
          accepted  accounting  principles.  In the opinion of  management,  all
          adjustments   (consisting  of  normal  recurring  accruals)  that  are
          considered  necessary for a fair presentation have been included.  The
          results  for the three  month  period  ended  March  31,  2005 are not
          necessarily  indicative  of the results  that may be expected  for the
          year ending December 31, 2005. For further  information,  refer to the
          consolidated  financial  statements and footnotes  thereto included in
          the Company's annual report on Form 10-KSB filed on March 29, 2005 for
          the year ended December 31, 2004.


NOTE 2 - NATURE OF BUSINESS

          The Company was  organized  under the laws of the State of Delaware on
          May 30,  1985 and was in the  development  stage  until  1989.  During
          November  1989,  the Company  began setting up operations to import to
          the United States  products for sale  principally  to the hardware and
          construction  markets.  Two wholly-owned  subsidiaries  were formed to
          conduct these operations.  The Company commenced operations during the
          first three  months of 1990 and began  billing its  customers in April
          1990.  Billings  to  customers  ended  in June  1990  and the  Company
          terminated its import  business.  Currently,  the Company is exploring
          various business opportunities that may be available to it.


NOTE 3 - PRINCIPLES OF CONSOLIDATION

          The  consolidated  financial  statements  include the  accounts of the
          Company and its  subsidiaries,  which are all wholly-owned and totally
          inactive. All significant  intercompany accounts and transactions have
          been eliminated in consolidation.


NOTE 4 - REVENUE RECOGNITION

          The Company's only revenues are derived from  investments.  Investment
          income is recognized when earned.




                                       7
<PAGE>
Item 2.    Management's Discussion and Analysis of Financial Condition
                            and Results of Operations
           -----------------------------------------------------------

Results of Operations

     During the three months  ended March 31, 2005,  the Company had no revenues
other than  investment  income since the Company  terminated its import and sale
business operations in 1990. The Company is presently exploring various business
opportunities  that may be available to it. No assurances  can be given that the
Company will be successful  in completing a transaction  to acquire an operating
business.

     During the three  months  ended  March 31,  2005,  there  were no  material
changes  in the  financial  condition  of the  Company  other than a net loss of
$9,767 as  compared  to a net loss of $5,357  for the  comparable  period of the
prior year.  Further,  because the Company lacks any current business activities
or  operations,  other than  searching for a new business  opportunity or merger
candidate,  there are no trends or uncertainties that have had or are reasonably
expected  to have a material  favorable  or  unfavorable  impact on  revenues or
income  (loss)  from  continuing  operations.  Further,  there are no unusual or
infrequent  events or  transactions  or any  significant  economic  changes that
materially  effected  the  amount of  reported  income  (loss)  from  continuing
operations.

Liquidity and Capital Resources

     Financing of the Company's  activities  has been provided from the December
1986 initial  public  offering of its  securities for cash amounting to a net of
approximately  $600,000.  At March  31,  2005,  the  Company's  working  capital
amounted to $109,156 with cash and cash equivalents and securities available for
sale aggregating $182,598. Management believes that its cash assets are adequate
to meet the Company's  short term and long term liquidity and cash  requirements
until such time, if ever, as the Company completes a transaction to establish an
operating business.

     The  Company  has been unable to find a suitable  business  opportunity  or
merger candidate over the last ten years. Such  opportunities may be limited due
to the lack of adequate cash resources available or because the Company's common
stock has no active and established trading market. Nevertheless,  Management is
continuing to explore various  business  opportunities  that may be available to
it. As of the filing date of this Form 10-QSB,  there are no known trends or any
known demands, commitments,  events or uncertainties that will result in or that
are  reasonably  likely to result in the  Registrant's  liquidity  increasing or
decreasing in any material way. Further, at the present time, the Company has no
commitments  for  capital  expenditures  and does not  anticipate  same until it
establishes a business or acquires an operating business,  of which there can be
no assurances given.

Item 3.  Controls and Procedures

     The Company maintains  disclosure controls and procedures that are designed
to ensure that  information  required to be disclosed in the Company's  Exchange
Act reports is recorded,  processed,  summarized  and  reported  within the time
periods  specified in the SEC's rules and forms,  and that such  information  is
accumulated and  communicated to the Company's  management,  including its Chief
Executive Officer and Chief Financial Officer,  as appropriate,  to allow timely
decisions  regarding  required  disclosure  based  closely on the  definition of
"disclosure  controls  and  procedures"  in Rule  13a-15(e).  In  designing  and
evaluating the disclosure  controls and procedures,  management  recognized that
any controls and  procedures,  no matter how well  designed  and  operated,  can
provide only reasonable  assurance of achieving the desired control  objectives,
and management  necessarily was required to apply its judgment in evaluating the
cost-benefit  relationship  of possible  controls  and  procedures.  The Company
carried out an evaluation,  under the supervision and with the  participation of
the Company's  management,  including the Company's Chief Executive  Officer and
the Company's Chief Financial  Officer,  of the  effectiveness of the design and
operation of the  Company's  disclosure  controls and  procedures.  Based on the
foregoing,  the Company's  Chief Executive  Officer and Chief Financial  Officer
concluded that the Company's  disclosure  controls and procedures were effective
at the reasonable  assurance level at the end of our most recent quarter.  There
have been no changes in the Company's  disclosure  controls and procedures or in
other factors that could affect the disclosure  controls  subsequent to the date
the Company completed its evaluation.

     Management  has  not  yet  completed,  and  is not  yet  required  to  have
completed,  its  assessment  of  the  effectiveness  of  internal  control  over
financial reporting as required by Section 404 of the Sarbanes-Oxley Act.


                                       8
<PAGE>
                       NATIONAL DIVERSIFIED SERVICES, INC.

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings:

         None

Item 2.  Changes in Securities:

         None

Item 3.  Defaults Upon Senior Securities:

         None

Item 4.  Submission of Matters to a Vote of Security Holders:

         None

Item 5. Other Information:  The Company is deeply saddened by the April 11, 2005
death of Stacy  Goldberg,  a director of the  Company.  She was the  daughter of
George  Rubin and sister of Morry F. Rubin.  There are no current  plans to fill
her vacancy on the Board.

Item 6.  Exhibits:

          3    Certificate of Incorporation and Amendments thereto (1)

          3(A) By-Laws (1)

          11.  Statement Re:  Computation of Earnings per share (see  "Financial
               Statements").

          21   Subsidiaries of Registrant (2)

          31.1 Certification  of Chief  Executive  and Chief  Financial  Officer
               Pursuant to Rule 13a-14(a)  under the Securities  Exchange Act of
               1934,  as adopted  pursuant to Section 302 of the  Sarbanes-Oxley
               Act of 2002 *

          32.1 Certification  of Chief  Executive  and Chief  Financial  Officer
               pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section
               906 of the Sarbanes-Oxley Act of 2002 *

          99   Form of Warrants granted to Morry Rubin and George Rubin (4)

          99.1 Form of Warrant granted to Stacy Goldberg (3)

          99.2 Form of Warrant granted to Lester Morse and Steven Morse (4)

-----------
*    Filed herewith

(1)  Exhibits 3 and 3(A) are  incorporated  by reference from  Registration  No.
     99080 which were filed in a Registration Statement on Form S-18.
(2)  The Company had no active subsidiaries.

                                       9
<PAGE>
                       NATIONAL DIVERSIFIED SERVICES, INC.
                       -----------------------------------


                                   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.



                                    NATIONAL DIVERSIFIED SERVICES, INC.
                                    -----------------------------------
                                    (Registrant)

Dated: May 16, 2005                 /s/Morry Rubin
                                    --------------
                                    Morry Rubin, President, Chief Executive,
                                    Financial and Accounting Officer