SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
      (x)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 1997

                                       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 33-53250-A

                           Coventry Industries Corp.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                                     Florida
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

                                   65-0353816
                       --------------------------------- 
                       (IRS Employer Identification No.)

                7777 Glades Road,  Suite 211, Boca Raton,  FL 33434
                ---------------------------------------------------
                    (Address of principal executive offices)
             
                                  561-488-4802
                           --------------------------- 
                           (Issuer's telephone number)

                             Workforce Systems Corp.
              ---------------------------------------------------- 
              (Former name, former address and former fiscal year,
                          if changed since last report)

      Check  whether  the issuer (1) filed all  reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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 ( ).

      State the number of shares  outstanding of each of the issuer's classes of
common  equity,  as of the latest  practicable  date. As of November 5, 1997 the
registrant had issued and outstanding 2,309,708 shares of common stock.

      Transitional Small Business Disclosure Format (check one);

      Yes ( ) No (x)

<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

INDEX TO FINANCIAL STATEMENTS
                                                                     Page No.
                                                                     --------
Condensed Consolidated Balance Sheets at
September 30, 1997(unaudited) and
June 30, 1997 (audited)                                                  2

Condensed Consolidated Statements of Operations
for the three months ended September 30, 1997
and 1996 (unaudited)                                                     3

Condensed Consolidated Statements of Cash Flow for
the three months ended September 30, 1997
and 1996 (unaudited)                                                     4  

Notes to the Condensed Consolidated Financial
Statements (Unaudited)                                                 5 - 7















                                      1


<PAGE>
                            Coventry Industries Corp.
                      Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                               September 30,      June 30,
                                                                    1997            1997
                                                                ------------    ------------
                                                                 (unaudited)          *
<S>                                                             <C>             <C>         
Assets
------

Current Assets
  Cash                                                          $    201,877    $    335,321
  Accounts receivable, less $48,300 and $55,442
    allowance for doubtful accounts, respectively                  1,676,539       1,017,949
  Other receivable                                                   284,998          47,678
  Inventory                                                        2,071,512       1,888,235
  Prepaid expenses                                                   761,682         707,238
                                                                ------------    ------------

    Total current assets                                           4,996,608       3,996,421
                                                                ------------    ------------

Property, plant and equipment, less $377,866 and
  $324,062 accumulated depreciation, respectively                  3,042,639       2,914,731
                                                                ------------    ------------
Other assets
  Excess cost over fair value of assets acquired                   3,117,951       2,198,441
  Other                                                               35,598          28,330
  Prepaid consulting fees                                            495,832         531,249
                                                                ------------    ------------

                                                                   3,649,381       2,758,020
                                                                ------------    ------------

                                                                $ 11,688,628    $  9,669,172
                                                                ============    ============
</TABLE>

Continued



<PAGE>
                            Coventry Industries Corp.
                Condensed Consolidated Balance Sheets (Continued)
<TABLE>
<CAPTION>
                                                               September 30,      June 30,
                                                                    1997            1997
                                                                ------------    ------------
                                                                 (unaudited)          *
<S>                                                             <C>             <C>         

Liabilities and Stockholders' Equity
------------------------------------

Current Liabilities
  Accounts payable                                              $    836,885    $    915,630
  Accrued expenses                                                   418,011         428,026
  Factoring line of credit                                           350,769         398,858
  Income tax payable                                                  59,030          59,030
  Current maturities of long-term debt                               201,975         234,447
  Notes payable                                                         --           142,731
                                                                ------------    ------------

    Total current liabilities                                      1,866,670       2,178,722
                                                                ------------    ------------

Deferred income taxes                                                130,000         130,000
Long-term debt, less current portion                                 555,923         575,116
Notes payable                                                        762,308       1,150,019
                                                                ------------    ------------

                                                                   1,448,231       1,855,135
                                                                ------------    ------------

Stockholders' Equity
  Series A Preferred stock, $.001 par value, 30 shares
    authorized, 30 shares issued and outstanding                        --              --
  Series C Preferred stock, $.001 par value, 30,000 shares
    authorized, 30,000 shares issued and outstanding                      30              30
  Series E Preferred stock, $.001 par value, 115,000 shares
    authorized, 115,000 shares issued and outstanding                    115            --
  Series F Preferred stock, $.001 par value, 75,000 shares
    authorized, 75,000 shares issued and outstanding                      75            --
  Common Stock, $.001 par value, 25,000,000 shares
    authorized, 2,524,934 and 1,952,934 shares issued and
    outstanding, respectively                                          2,525           1,953
  Additional paid-in capital                                      15,401,925      12,567,700
  Stock to be earned                                              (1,316,667)     (1,416,667)
  Accumulated deficit                                             (5,714,276)     (5,517,701)
                                                                ------------    ------------

  Total stockholders' equity                                       8,373,727       5,635,315
                                                                ------------    ------------

                                                                $ 11,688,628    $  9,669,172
                                                                ============    ============
</TABLE>












Condensed from audited financial statements
          See accompanying notes to condensed consolidated financial statements
                                           2

<PAGE>

                            Coventry Industries Corp.
                 Condensed Consolidated Statements of Operations

    
                                                          Three Months Ended
                                                             September 30,
                                                      --------------------------
                                                          1997           1996
                                                      -----------    -----------

Revenues                                              $ 2,353,538    $ 1,157,371

Cost of sales                                           1,696,083        673,797
                                                      -----------    -----------

Gross profit                                              657,455        483,574
                                                      -----------    -----------

Operating expenses
  Selling, general and administrative expenses            716,122        154,969
  Depreciation and amortization                            82,554         67,500
  Professional fees                                        47,471           --
                                                      -----------    -----------

                                                          846,147        222,469
                                                      -----------    -----------

Income (loss) from operations                            (188,692)       261,105
                                                      -----------    -----------

Other expense
  Interest expense                                        (35,215)          --
  Interest income                                             340           --
  Other                                                    26,992           --
                                                      -----------    -----------

                                                           (7,883)          --
                                                      -----------    -----------

Income (loss) before income tax provision (benefit)      (196,575)       261,105

Income tax (benefit)                                         --           87,500
                                                      -----------    -----------

Net income (loss)                                     $  (196,575)   $   173,605
                                                      ===========    ===========

Earnings per common share:

  Net income (loss) per common share                  $     (0.09)   $      0.29
                                                      ===========    ===========

  Weighted average shares outstanding                   2,171,021        602,709
                                                      ===========    ===========


      See accompanying notes to condensed consolidated financial statements
                                        3

<PAGE>
                            Coventry Industries Corp.
                 Condensed Consolidated Statements of Cash Flows


                                                         Three Months Ended
                                                            September 30,
                                                      --------------------------
                                                            1997         1996 
                                                      ------------    ----------

Operating Activities:
  Net income (loss)                                      $(196,575)   $ 173,605
  Adjustments to reconcile net income to
    net cash used in by operating activities:
      Amortization and depreciation                         82,554       67,500
      Stock compensation                                    35,417         --
  Changes in operating assets and liabilities:
    (Increase) decrease in receivable                     (233,477)     (16,641)
    (Increase) decrease in other receivable               (163,539)        --
    (Increase) decrease in inventory                       (15,277)    (345,927)
    (Increase) decrease in other assets                     (7,268)        --
    (Increase) decrease in prepaid expenses                (54,444)      37,284
    Increase (decrease) in income tax payable                 --         57,997
    Increase (decrease) in accounts payable               (173,848)     (52,539)
    Increase (decrease) in accrued expenses                (10,107)     (41,136)
                                                         ---------    ---------

Net cash used in operations                               (736,564)    (119,857)
                                                         ---------    ---------

Investing Activities:
  Increase in start up costs                                  --       (201,469)
  Purchase of property and equipment                      (103,712)    (256,727)
  Purchase of assets of a business, net                    (30,993)        --
                                                         ---------    ---------

Net cash used in investing activities                     (134,705)    (458,196)
                                                         ---------    ---------

Financing Activities:
  Payments of long-term debt                               (53,741)     (26,698)
  Payments (increase) of notes payable                     123,805     (132,667)
  Issuance of common stock                                 667,762         --
                                                         ---------    ---------

Net cash provided by (used in) financing activities        737,826     (159,365)
                                                         ---------    ---------

Net increase (decrease) in cash                           (133,443)    (737,418)

Cash, beginning of the period                              335,321      938,487
                                                         ---------    ---------

Cash, end of the period                                  $ 201,878    $ 201,069
                                                         =========    =========

      See accompanying notes to condensed consolidated financial statements
                                        4
                                       

<PAGE>

                            COVENTRY INDUSTRIES CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                               September 30, 1997


Note 1 - Basis of Presentation

      The accompanying  unaudited condensed  consolidated  financial  statements
have been prepared in accordance with generally accepted  accounting  principles
for interim  financial  information  and with the instruction of Form 10-QSB and
Article  310 of  Regulation  S-B.  Accordingly,  they do not  include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial  statements.  The preparation requires management to make
estimates  and  assumptions  that  affect the  reported of amounts of assets and
liabilities and the disclosure of contingent  assets and liabilities at the date
of the  financial  statements  and the reported  amount of revenues and expenses
during the reporting period. Actual results may differ from these estimates.  In
the opinion of  management,  all  adjustments  (consisting  of normal  recurring
accruals)  considered  necessary  for a fair  presentation  have been  included.
Operating  results for the three month period ended  September  30, 1997 are not
necessarily  indicative  of the results  that may be expected for the year ended
June 30, 1998.

      For further  information,  refer to the consolidated  financial statements
and footnotes thereto included in the Company's annual report on Form 10-KSB for
the  year  ended  June 30,  1997 as  filed  with  the  Securities  and  Exchange
Commission.

Note 2 - Acquisitions

      On  September  22,  1997,  the  Company  acquired  100% of the  issued and
outstanding  capital stock of LPS Acquisition  Corp.  ("LPS") in exchange for an
aggregate of 270,000 shares of the Company's common stock from LPS' stockholders
in a private  transaction  exempt from registration  under the Securities Act of
1933, as amended. LPS, doing business as Lantana Peat and Soil, is a distributor
of high  quality  custom  soil mixes to  wholesale  nurseries  throughout  South
Florida. Annualized revenues are currently estimated at $3 million.

      The  calculation  of  the  consideration   paid  by  the  Company  in  the
acquisition  of LPS was based upon a  percentage  of the revenue  base of LPS of
approximately  $3 million on an annualized  basis.  Pursuant to the terms of the
agreement for the acquisition of LPS, the sellers are required to deliver to the










                                        5



<PAGE>



Company a fairness  opinion as to the amount of  consideration  tendered  by the
Company in the share for share exchange. In the event such fairness opinion does
not support the exchange ratio,  such exchange ratio shall be adjusted by mutual
agreement between the parties.

* The transaction was recorded as follows:
* Fair value of assets acquired                                     $   577,000
* Excess cost over net assets acquired                                  773,000
* Common stock issued in connection with acquisition
  and acquisition costs                                                (960,000)
  ------------------------------------------------------------------------------

* Liabilities assumed                                               $  (390,000)
  ==============================================================================

The  above   transactions  were  accounted  for  by  the  purchase  method,  and
accordingly,  the results of  operations  of the acquired  businesses  have been
included in the accompanying  consolidated  financial  statements from the dates
the Company assumed operational control of the acquired entity.

      On September 1, 1997,  the Company  acquired  100% of the assets of Apollo
Pipe & Valve  ("Apollo")  in exchange  for an  aggregate  of $100,000 and 25,000
shares of the  Company's  common  stock in a  private  transaction  exempt  from
registration  under  the  Securities  Act  of  1933,  as  amended.  Apollo  is a
distributor  of  industrial  pipe  valves  and  fittings   throughout   Florida.
Annualized revenues are currently estimated at $500,000.

The transaction was recorded as follows:
* Fair value of assets acquired                                     $    74,000
* Excess cost over net assets acquired                                  173,000
* Common stock issued in connection with acquisition
  and acquisition costs                                                (200,000)
  ------------------------------------------------------------------------------

* Liabilities assumed                                               $   (47,000)
  ==============================================================================

      The above  transactions  were accounted for by the purchase  method,  and,
accordingly,  the results of  operations  of the acquired  businesses  have been
included in the accompanying  consolidated  financial  statements from the dates
the Company assumed operational control of the acquired entity.









                                        6


<PAGE>



Note 3 - Stockholders' Equity

      As set forth in the Company's audited financial statements as contained in
the Annual  Report on Form  10-KSB for the fiscal year ended June 30,  1997,  on
October 7, 1997  $1,150,019  of a note payable -  stockholder  was  converted to
115,000 shares of Series E Cumulative Non-Participating Preferred Stock ("Series
E Preferred  Stock").  The designations,  rights and preferences of the Series E
Preferred  Stock provides that holders shall receive annual  dividends  equal to
$77,000,  are  entitled  to full  voting  rights,  share for share with any then
outstanding  common  stock as well as with any  other  class  or  series  of the
Company having general voting power with the common stock  concerning any matter
being voted upon by the Company's stockholders, and are redeemable solely at the
Company's  option at a redemption  price to be  negotiated by the parties at the
time of the redemption.

      Effective  September  25,  1997,  a note  payable was  converted to 75,000
shares of Series F 7% Cumulative  Non-Participating  Preferred  Stock ("Series F
Preferred  Stock").  The  designations,  rights and  preferences of the Series F
Preferred  Stock provides that holders shall receive annual  dividends  equal to
$52,500,  are  entitled  to full  voting  rights,  share for share with any then
outstanding  common  stock as well as with any  other  class  or  series  of the
Company having general voting power with the common stock  concerning any matter
being voted upon by the Company's stockholders, and are redeemable solely at the
Company's  option at a redemption  price to be  negotiated by the parties at the
time of the redemption.



























                                        7


<PAGE>



Item 2.     Management's Discussion and Analysis or Plan or Operation.

      The  following  discussion  regarding  the  Company and its  business  and
operations contains  "forward-looking  statements" within the meaning of Private
Securities  Litigation Reform Act 1995. Such statements consist of any statement
other than a recitation of  historical  fact and can be identified by the use of
forward-looking terminology such as "may," "expect," "anticipate," "estimate" or
"continue"  or the negative  thereof or other  variations  thereon or comparable
terminology.  The reader is cautioned  that all  forward-looking  statements are
necessarily speculative and there are certain risks and uncertainties that could
cause actual events or results to differ  materially  from those  referred to in
such forward looking statements.  The Company does not have a policy of updating
or revising  forward-looking  statements  and thus it should not be assumed that
silence by  management  of the Company  over time means that  actual  events are
bearing out as estimated in such forward looking statements.

Results of Operation

      During the three months ended September 30, 1997 the Company continued its
expansions  plans through the acquistions of LPS Acquisition  Corp.  ("LPS") and
Apollo Pipe & Value ("Apollo"). Consolidated revenues for the three months ended
September 30, 1997  increased  $1,196,167 or  approximately  103% from the three
months  ended  September  30,  1996.  This  increase is  attributable  to (i) an
increase in revenues  generated by the Company's  Manufacturing  Division,  (ii)
revenues  for one month for each of LPS and Apollo,  and (iii) a full quarter of
revenues from Federal Supply, Inc. and Federal Fabrication,  Inc. (collectively,
"Federal")  which were acquired by the Company during the last quarter of fiscal
1997.

      Gross  profit  margins as a  percentage  of revenues  for the three months
ended September 30, 1997 decreased approximately 14% from the comparable quarter
in fiscal 1996.

      Operating expenses increased approximately 280% for the three months ended
September 30, 1997 from the three months ended September 30, 1996 primarily as a
result of increased selling,  general and administrative expenses ("SG&A"). SG&A
on a consolidated  basis increased  approximately  362% during  the three months
ended  September  30, 1997 from the three months ended  September  30, 1996 as a
result of the addition of SG&A expenses  attributable to the continued expansion
of the Company,  including SG&A associated with the LPS and Apollo  acquistions,












                                        8


<PAGE>


other ongoing growth of the Company's  operations and one time costs  associated
with the relocation of the Company's principal executive offices from Knoxville,
Tennessee to Boca Raton,  Florida.  Other operating expenses were non-cash items
including depreciation and amortization and professional fees related to the LPS
and Apollo acquisitions.

      The Company  reported a net loss of $196,575  for the three  months  ended
September  30, 1997 as compared to net income of $173,605  for the three  months
ended September 30, 1996. Approximately $130,000 of the net loss is attributable
to non-cash items including depreciation and amortization of $82,554 and $47,471
of costs associates with the LPS and Apollo  acquistions.  The remaining portion
of the net loss is  attributable to operating  losses at Federal  (approximately
$53,000) and LPS  (approximately  $28,000).  Management of the Company believes,
although there can be no assurances,  that as a result of the Apollo acquisition
(see  "Manufacturing  Division"  below) that Federal is now at  break-even  and,
following  certain  management   strategies   initiated  at  LPS  following  its
acquisition  by the  Company  in  September  1997,  the loss rate at LPS will be
significantly decreased in the subsequent quarters of fiscal 1998.

      Manufacturing Division

      For the three months ended September 30, 1997 the  Manufacturing  Division
reported an increase in  revenues of  approximately  164% from the three  months
ended  September 30, 1996.  This increase is  attributable  to (i) revenues from
Federal for a full fiscal quarter, (ii) continued increase in revenues from both
Industrial  Fabrication & Repair,  Inc. ("IFR") and its subsidiary,  Maintenance
Requisition Order Corp.  ("MRO"),  (iii) revenues from Apollo for one month, and
(iv) the internal  realignment  of one of the  Company's  subsidiaries,  Outside
Industrial   Services,   Inc.   ("OIS")  from  the  Staffing   Division  to  the
Manufacturing  Divisions  (see "Staffing  Division"  below).  The  Manufacturing
Division reported a loss from operations of approximately  $13,000 for the three
months ended  September 30, 1997 which is attributable to a loss from operations
at Federal;  the Company did not report income from  operations  for each of its
divisions during the comparable period ended September 30, 1996.

       As discussed  above,  during the quarter ended September 30, 1997 Federal
acquired  the  business  and assets of Apollo in a private  transaction  from an
unaffiliated  third party.  Apollo is a distributor of industrial pipes,  valves
and fittings with annualized revenues of approximately  $500,000.  Prior to such
acquisition Federal sub-let a portion of its Pompano Beach,  Florida facility to
Apollo,  which  such  sublease  was  negotiated  on an  arms-length  basis.  The
principal of Apollo has remained with the company  following its  acquisition by
Federal  to insure  both the  continued  business  and  operations  of Apollo at









                                      9


<PAGE>


current  levels as well as to assist in the  expansion  of Apollo's  operations.
Commencing in the second quarter of fiscal 1998, Apollo will begin the marketing
and sale to industrial manufacturing businesses in the State of Florida of power
transmission  components,  including  new and  refurbished  gear  boxes in close
association with IFR and MRO.

      Staffing Division

      For the three  months  ended  September  30,  1997 the  Staffing  Division
reported a decrease in revenues of approximately 33% from the three months ended
September 30, 1996.  The Staffing  Division  reported a loss from  operations of
approximately  $15,000 for the three  months ended  September  30, 1997 which is
attributable  to  a  concentration  of  revenues  generated  from  lower  margin
accounts;  the Company did not report  income  from  operations  for each of its
divisions during the comparable period ended September 30, 1996.

      During the quarter  ended  September  30, 1997 the  Company  undertook  an
internal  realignment of one of its subsidiaries.  OIS, a staffing company which
provides personnel with speciality skills, such as transportation  operation and
equipment maintenance,  was realigned to fall within the Manufacturing Division,
leaving  American  Industrial  Management,  Inc. ("AIM") as the component of the
Staffing  Division.  As a  result  of the  specialized  nature  of the  services
provided  by OIS,  coupled  with  the  synergic  customer  base of IFR and  OIS,
management  of the Company  undertook  such  realignment  to both  increase  the
operating  efficiency  of  OIS as  well  as to  provide  better  service  to its
customers.

      Consumer Products Division

      Revenues for the Consumer  Products Division  increased  approximately 81%
for the three  months  ended  September  30, 1997 versus the three  months ended
September 30, 1996. This increase  reflects  revenues from LPS which the Company
acquired  in  September  1997.   LPS'  revenues  are  currently   annualized  at
approximately $3.2 million. Accordingly,  management of the Company believes the
revenues from this division will increase  measurably  during the second quarter
of fiscal 1998 and beyond as a result of this acquisition. The Consumer Products
Division reported a loss from operations of approximately  $28,000;  the Company
did not report  income  from  operations  for each of its  divisions  during the
comparable period ended September 30, 1996.














                                       10


<PAGE>



Liquidity and Capital Resources

      The Company's  working capital at September 30, 1997 was $3,129,938 versus
$1,817699 at June 30, 1997. The increase in working  capital is  attributable to
increases in accounts  receivable  and  inventory  as a result of the  Company's
expanded operations and increased revenues. While the Company does not presently
anticipate  any  significant  capital  expenditures,  in  order  to  pursue  the
Company's  plan of  operations  for  fiscal  1998 it will be  necessary  for the
Company  to raise  additional  working  capital.  A  substantial  portion of the
Company's property, plant and equipment and accounts receivable are unencumbered
and,  accordingly,  would provide additional sources of internal working capital
should the Company elect to enter into an asset based lending arrangement.









































                                      11


<PAGE>



                           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.

      In  conjunction  with the  acquisition  of LPS, on September 25, 1997 Eric
Deckinger and Adrienne Deckinger (collectively, "Deckinger"), unaffiliated third
parties, converted $750,000 of debt due by LPS to them into 75,000 shares of the
Company's Series F 7% Cumulative Non-Participating Preferred Stock ("Series F").
The designations,  rights and preferences of the Series F provide (a) for annual
dividends equal to $52,500,  (b) full voting rights,  share for share,  with any
then outstanding Common Stock as well as with any other class or series of stock
of the Company having general voting power with the Common Stock  concerning any
matter being voted upon by the Company's  stockholders,  (c) is not  convertible
into any other class of capital  stock of the Company and (d) is  redeemable  at
the option of the Company at a redemption  price to be negotiated by the parties
at the time of redemption,  PROVIDED,  HOWEVER,  that the shares of Series F may
only be redeemed  contemporaneously  with or subsequent to the redemption of all
then outstanding shares of Series E Cumulative Non-Participating Preferred Stock
then  issued  and  outstanding.  A copy  of the  Articles  of  Amendment  to the
Company's Articles of Incorporation  setting forth the designations,  rights and
preferences  of the Series F is filed herewith as Exhibit 3(i) and a copy of the
Conversion Agreement is filed herewith as Exhibit 10.

      On October 28, 1997 the Board of Directors of the Company,  together  with
the holders of a majority of the issued and outstanding voting securities of the
Company,  adopted a  resolution  changing  the name of the Company to  "Coventry
Industries  Corp."  A copy of the  Articles  of  Amendment  to its  Articles  of
Incorporation relative to such name change is filed herewith as Exhibit 3(ii).








                                      12


<PAGE>


Item 6.     Exhibits and Report on Form 8-K.

      (a)   Exhibits.

No.                           Description
---                           -----------

3(i)        Articles of Amendment to the Articles of  Incorporation of Workforce
            Systems Corp. setting forth the designations, rights and preferences
            of the Series F 7% Cumulative Non-Participating Preferred Stock.

3(ii)       Articles of Amendment to the Articles of  Incorporation of Workforce
            Systems  Corp.  changing  the name of the  corporation  to  Coventry
            Industries Corp.

10          Conversion  Agreement  dated  September  25, 1997 between  Workforce
            Systems Corp., LPS Acquisition Corp. and Eric Deckinger and Adrienne
            Deckinger

27          Financial Data Schedule (Electronic filing only).

      (b)   Reports on Form 8-K.

      During the three months ended the Company filed the  following  Reports on
Form 8-K with the Securities and Exchange Commission:

      1.    On August 6, 1997 the Company filed a Report on Form 8-K  disclosing
under Item 4. thereof a change in the Company's  independent  auditors from Lyle
H. Cooper, C.P.A. to BDO Seidman, LLP.

      2.    On August 12, 1997 the Company  filed a Report on Form 8-K providing
under Item 7. the audited  financial  statements  of Federal  Supply,  Inc.  and
Federal Fabrication, Inc.

      3.    On  September  16,  1997  the  Company  filed a  Report  on Form 8-K
disclosing  under  Item 5. a change in the  members  of the  Company's  Board of
Directors.

      4.    On  September  22,  1997  the  Company  filed a  Report  on Form 8-K
disclosing under Item 2. the acquisition of LPS Acquisition Corp.














                                      13


<PAGE>




                                   SIGNATURES

      In accordance  with the  requirements  of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



                                          Coventry Industries Corp,
                                           a Florida corporation

Date: November 6, 1997                    By: /s/ Robert Hausman
                                              ------------------
                                                Robert Hausman,
                                                President

































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