SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                    For the quarter ended September 30, 2004
                                       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 Lester Morse P.C.
111 Great Neck Road, Suite #420
Great Neck, New York                                                11021
-----------------------------------                            ----------
(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
September 30, 2004.


<PAGE>
                       NATIONAL DIVERSIFIED SERVICES, INC.


                                      INDEX
<TABLE>
<CAPTION>
                                                                                                        Page Number

<S>     <C>                 <C>                                                                                  <C>
PART I.  FINANCIAL INFORMATION

         Item 1.  Financial Statements

                           Consolidated Balance Sheets                                                            3
                             September 30, 2004 (Unaudited) and
                             December 31, 2003

                           Consolidated Statements of Operations                                                  4
                             Three Months and Nine Months ended September 30,
                             2004 and September 30, 2003 (Unaudited)

                           Consolidated Statements of Cash Flows                                                  6
                              Three Months and Nine Months Ended September 30,
                              2004 and September 30, 2003 (Unaudited)

                           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                                                                                       10


SIGNATURES                                                                                                       11
</TABLE>



<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS


                                     ASSETS
<TABLE>
<CAPTION>
                                                                          SEPTEMBER 30,      DECEMBER 31,
                                                                              2004                2003
                                                                          -------------      ------------
                                                                           (Unaudited)         (Audited)

CURRENT ASSETS
<S>                                                                        <C>                   <C>
   Cash and cash equivalents                                               $   82,671            $   97,682
   Securities available-for-sale                                              108,189               105,185
                                                                           ----------            ----------
                  Total assets                                             $  190,860            $  202,867
                                                                           ==========            ==========


                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable and accrued expenses                                   $   69,647            $   69,360
                                                                           ----------            ----------
                  Total liabilities                                            69,647                69,360
                                                                           ----------            ----------

COMMITMENT

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                                                       (588,364)             (576,764)
   Accumulated other comprehensive loss                                        (2,727)               (2,033)
                                                                           ----------            ----------

     Total stockholders' equity                                               121,213               133,507
                                                                           ----------            ----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $  190,860            $  202,867
                                                                           ==========            ==========
</TABLE>




    See accompanying notes to consolidated financial statements (unaudited).

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

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                      NINE                        THREE
                                                                  MONTHS ENDED                MONTHS ENDED
                                                                  SEPTEMBER 30,               SEPTEMBER 30,
                                                             -----------------------     -----------------------
                                                                2004         2003           2004          2003
                                                             ----------   ----------     ----------    ---------
<S>                                                          <C>          <C>            <C>           <C>
REVENUES                                                     $    4,286   $    4,572     $    1,451    $   1,409

GENERAL AND ADMINISTRATIVE
   EXPENSES                                                      15,886       17,128          4,545        6,083
                                                             ----------   ----------     ----------    ---------

NET LOSS                                                        (11,600)     (12,556)        (3,094)      (4,674)

OTHER COMPREHENSIVE LOSS, NET OF TAX:
   Unrealized gains/(losses) on securities:
     Unrealized holding gain/(loss)
        arising during period                                      (694)      (1,441)         1,438       (1,355)
                                                             ----------   ----------     ----------    ---------


COMPREHENSIVE LOSS                                           $  (12,294)  $  (13,997)    $   (1,656)   $  (6,029)
                                                             ==========   ==========     ==========    =========


BASIC AND DILUTED NET LOSS PER SHARE                                NIL          NIL            NIL          NIL


WEIGHTED AVERAGE NUMBER OF
   SHARES OUTSTANDING                                         6,548,870    6,548,870      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
                                                COMMON STOCK         ADDITIONAL                   OTHER
                                           ---------------------      PAID-IN    ACCUMULATED  COMPREHENSIVE
                                           SHARES         AMOUNT      CAPITAL      DEFICIT         LOSS         TOTAL
                                          ---------    ----------   ----------   ----------    ----------    ----------
BALANCE AT DECEMBER 31, 2003
<S>                                       <C>          <C>          <C>          <C>           <C>           <C>
   (Audited)                              6,548,870    $    6,549   $  705,755   $ (576,764)   $   (2,033)   $  133,507
                                                                                                             ----------

COMPREHENSIVE LOSS (Unaudited):
   Net loss                                     -             -            -        (11,600)          -         (11,600)
   Other comprehensive loss,
    net of tax:
     Unrealized loss on securities:
       Unrealized holding loss arising
         during the period                      -             -            -            -            (694)         (694)
                                         ----------    ----------   ----------   ----------    ----------    ----------

       Total comprehensive loss                                                                                 (12,294)
                                                                                                             ----------

BALANCE AT SEPTEMBER 30, 2004
   (Unaudited)                            6,548,870    $    6,549   $  705,755   $ (588,364)   $   (2,727)   $  121,213
                                         ==========    ==========   ==========   ==========    ==========    ==========
</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>
                                                                                                NINE
                                                                                            MONTHS ENDED
                                                                                            SEPTEMBER 30,
                                                                                        --------------------
                                                                                         2004            2003
                                                                                      -----------    -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                   <C>            <C>
   Net loss                                                                           $  (11,600)    $  (12,556)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
       Changes in assets and liabilities:
         Accounts payable and accrued expenses                                               287         (3,087)
                                                                                      ----------     ----------

NET CASH USED IN OPERATING ACTIVITIES                                                    (11,313)       (15,643)
                                                                                      ----------     ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchases of securities available-for-sale                                             (3,698)        (3,775)
                                                                                      ----------     ----------

NET CASH USED IN INVESTING ACTIVITIES                                                     (3,698)        (3,775)
                                                                                      ----------     ----------

NET CHANGE IN CASH AND CASH EQUIVALENTS                                                  (15,011)       (19,418)

CASH AND CASH EQUIVALENTS - beginning                                                     97,682        123,337
                                                                                      ----------     ----------

CASH AND CASH EQUIVALENTS - ending                                                    $   82,671     $  103,919
                                                                                      ==========     ==========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
   Cash paid for income taxes                                                         $      342     $      380
                                                                                      ==========     ==========

NON-CASH INVESTING AND FINANCING ACTIVITIES:
   Unrealized gain on securities available-for-sale                                   $      694     $    1,203
                                                                                      ==========     ==========

</TABLE>





                                       6



    See accompanying notes to consolidated financial statements (unaudited).


<PAGE>
              NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2004
                                   (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 six month
     period  ended  September  30, 2004 are not  necessarily  indicative  of the
     results  that may be expected for the year ending  December  31, 2004.  For
     further  information,  refer to the consolidated  financial  statements and
     footnotes  thereto  included in the  Company's  annual  report on Form 10-K
     filed on March 24, 2004 for the year ended December 31, 2003.


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>



          Management's Discussion and Analysis of Financial Condition
          -----------------------------------------------------------
                            and Results of Operations
                            -------------------------

Results of Operations

     During the three and nine months ended  September 30, 2004, 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  September  30, 2004,  there were no material
changes  in the  financial  condition  of the  Company  other than a net loss of
$3,094 as  compared  to a net loss of $4,674  for the  comparable  period of the
prior year.  During the nine months  ended  September  30,  2004,  there were no
material changes in the financial condition of the Company other than a net loss
of $11,600 as compared to a net loss of $12,556 for the comparable period of the
prior year. Further,  due to the Company lacking 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  reasonably
expect to have a material  favorable or  unfavorable  impact on revenues or loss
from continuing  operations.  Further, there are no unusual or infrequent events
or transactions or any significant economic changes that materially affected the
amount of reported 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 September 30, 2004, the Company's  working  capital
amounted to $121,213 with cash and cash equivalents and securities available for
sale aggregating $190,860. 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, considering the limited cash resources
available to the Company and that 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.

                                       8
<PAGE>
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-14(c).  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.  Within 90 days
prior to the date of this report,  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.  There have been no
significant  changes in the Company's internal controls or in other factors that
could  significantly  affect the internal  controls  subsequent  to the date the
Company completed its evaluation. Therefore, no corrective actions were taken.


                                       9
<PAGE>
                       NATIONAL DIVERSIFIED SERVICES, INC.

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings: None
         ------------------

Item 2.  Unregistered Sale of Equity Securities and Use of Proceeds: None
         -----------------------------------------------------------

Item 3.  Defaults Upon Senior Securities: None
         --------------------------------

Item 4.  Submission of Matters to a Vote of Security Holders: None
         ----------------------------------------------------

Item 5.  Other Information: None
         ------------------

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 (4)

          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 (4)

          99   Form of Warrants granted to Morry Rubin and George Rubin (3)

          99.1 Form of Warrant granted to Stacy Goldberg (3)

          99.2 Form of Warrant granted to Lester Morse and Steven Morse (3)

-------------
(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 has no active subsidiaries.

(3)  Incorporated  by reference to the  Company's  Form 10-K for its fiscal year
     ended December 31, 1997.

(4)  Filed herewith.

                                       10
<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: November 12, 2004                       /s/ Morry Rubin
                                    -----------------------------------
                                    Morry Rubin, President, Chief Executive,
                                    Financial and Accounting Officer




                                       11