WATERHOUSE INVESTOR SERVICES INC
8-K, 1996-03-19
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549


                                    FORM 8-K
                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


                                 MARCH 18, 1996
                Date of Report (Date of earliest event reported)


                       WATERHOUSE INVESTOR SERVICES, INC.
             (Exact name of registrant as specified in its charter)


          DELAWARE                    0-15948                   13-3400568
(State or other jurisdiction        (Commission               (IRS Employer
      of incorporation              File Number)            Identification No.)



                  100 WALL STREET, NEW YORK, NEW YORK  10005
                   (Address of Principal Executive Offices)
                                      
                                      
      Registrant's telephone number, including area code (212) 806-3500
                                      
                                      
                                NOT APPLICABLE
        (Former name or former address, if changes since last report)
                                      




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ITEM 5.  OTHER EVENTS

         The registrant issued a press release stating that the registrant and
         a third party have commenced preliminary discussions with a view to a
         possible business combination. The registrant's press release is
         attached as an exhibit to this report.
        




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(C)  EXHIBITS

       28.       Press release issued by Waterhouse Investor Services, Inc. 
                 on March 18, 1996 announcing preliminary discussions with a 
                 third party regarding possible business combination.





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                                  SIGNATURE



     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.



                             WATERHOUSE INVESTORS SERVICES, INC.
                             Registrant




Dated:  March 18, 1996       By: /s/ Richard H. Neiman
                                 --------------------------------------------
                                 Richard H. Neiman
                                 Executive Vice President and General Counsel






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                              INDEX TO EXHIBITS



                                                                SEQUENTIAL
                                                                   PAGE
EXHIBIT NO.      DESCRIPTION                                      NUMBER
- -----------      -----------                                    ----------
                 
    28           Press release issued by Waterhouse Investor         7
                 Services, Inc. on March 18, 1996 announcing
                 preliminary discussions regarding possible
                 business combination.







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                                   EXHIBIT 28

                      PRESS RELEASE ISSUED MARCH 18, 1996





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For Release:  IMMEDIATELY

Contact:      Kenneth I. Coco, Investor Relations

              Waterhouse Investors Services, Inc.
              100 Wall Street, New York, New York  10005
              (212) 806-3546


March 18, 1996, New York, New York - Waterhouse Investor Services, Inc. (NYSE:
WHO) announced that the Company and a third party have commenced preliminary
discussions with a view to a possible business combination.  No price has been
negotiated, no agreement has been reached, and the Board of Directors of the
Company at this time has made no determination with respect to a business
combination.  There can be no assurance that an agreement will be reached or,
if reached, will be consummated.







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