UNITED SERVICE ATTENDANTS INC
3, 2000-03-21
NON-OPERATING ESTABLISHMENTS
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                                     FORM 3
OMB Approval
OMB Number 3235-0104
Expires: February 1, 1994

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

            INITIAL  STATEMENT  OF  BENEFICIAL  OWNERSHIP  OF  SECURITIES  Filed
pursuant to Section 16(a) of the securities  Exchange Act of 1934, Section 17(a)
of the  Public  Utility  Holding  Company  Act of 1935 or  Section  30(f) of the
Investment Company Act of 1940

___  Check if no longer subject to Section 16, Form 4 or Form 5,  Obligation may
     continue. See Instructions
_X_  Form 3 Holdings Reported
___  Form 4 Transaction

<TABLE>
<S>                                                    <C>
1. Name and Address of Reporting Person:               Wilson, William W.
                                                       4718 Lillian Avenue
                                                       Palm Beach Gardens, FL 33418
2. Date of Event Requiring Statement:                  01-27-2000
3. IRS or SSN of Reporting Person (Voluntary):
4. Issuer Name and Ticker or Trading Symbol:           United Service Attendants, Inc.
5. Relation of Reporting Person to Issuer              X Director
                                                       X 10% owner
                                                       X Officer (Title): Sole
                                                       _ Other (Specify)
6. If Amendment, Date of Original:
7.  X Filed by One Reporting Person.
    _ Filed by more than One Reporting Person.
</TABLE>


TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED

<TABLE>
<S>                                     <C>
1. Title of Security:                   Common Stock
2. Amount of Securities
   Beneficially Owned:                  4,000,000
3. Ownership Form;
   Direct (D) or Indirect (I):          D
4. Nature of Indirect Beneficial
   Ownership:
</TABLE>
*If the form is filed by more than one Reporting Person, see instruction 5(b)(v)
Reminder:  Report on a separate Line for each class of  securities  beneficially
owned directly or indirectly.




<PAGE>




TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED

1.  Title of Derivative Security:
2. Date Exercisable and Expiration Date:
3. Title and Amount of Underlying Securities:
4. Conversion or Exercise Price of Derivative
   Securities:
5. Ownership of Derivative Securities;
   Direct (D) or Indirect (I):
6. Nature of Indirect Beneficial Ownership:

EXPLANATION OF RESPONSES:







/s/ William W. Wilson                             Date:  3/21/2000
- --------------------------------
William W. Wilson
**   Signature of Reporting Person
**   Intentional misstatements or omissions of facts constitute Federal Criminal
     Violations. See Sections 18 U.S.C. 1001, 15 U.S.C. 78ff(a).





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