SOS STAFFING SERVICES INC
11-K, 1997-06-27
HELP SUPPLY SERVICES
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549



                                  FORM 11-K



__X__     Annual Report Pursuant to Section 15(d) of the Securities Exchange Act
          of 1934  

          For the fiscal year ended December 31, 1996

                                      OR

______    Transition Report Pursuant to Section 15(d) of the Securities Exchange
          Act of 1934

          For the transition period from_______________to________________


                       Commission File Number: 0-26094


A. Full name of the plan and the address of the plan,  if different from that of
the issuer named below:

                    SOS Staffing Services, Inc. 401(k) Plan

B. Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:

                          SOS Staffing Services, Inc.
                             1415 South Main Street
                           Salt Lake City, Utah 84115
<PAGE>


                                                               EIN: 87-0295503
                                                              Plan Number: 002


REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Administrative Committee of the
     SOS Staffing Services, Inc. 401 (k) Plan:

We have audited the accompanying statements of net assets available for benefits
of the SOS Staffing Services, Inc. 401 (k) Plan as of December 31, 1996 and 1995
and the related  statement of changes in net assets  available  for benefits for
the year ended December 31, 1996.  These financial  statements and the schedules
referred  to  below  are  the  responsibility  of  the  Plan's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
schedules based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the net assets available for benefits of the Plan as of
December  31,  1996 and 1995,  and the changes in its net assets  available  for
benefits  for the year ended  December  31, 1996 in  conformity  with  generally
accepted accounting principles.

Our audits  were  performed  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for  investment  purposes and  reportable  transactions  are  presented  for the
purpose  of  additional  analysis  and are  not a  required  part  of the  basic
financial   statements  but  are  supplementary   information  required  by  the
Department of Labor's Rules and Regulations  for Reporting and Disclosure  under
the Employee Retirement Income Security Act of 1974. The fund information in the
statements of net assets  available for benefits and the statement of changes in
net assets  available  for  benefits is  presented  for  purposes of  additional
analysis  rather than to present the net assets  available for plan benefits and
changes in net assets available for plan benefits of each fund. The supplemental
schedules and fund  information  have been subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion, are
fairly  stated,  in all material  respects,  in relation to the basic  financial
statements taken as a whole.

ARTHUR ANDERSEN LLP

Salt Lake City, Utah
  June 17, 1997

                                       2
<PAGE>

                   SOS STAFFING SERVICES, INC. 401(k) PLAN
                 INDEX TO FINANCIAL STATEMENTS AND SCHEDULES






Statements of Net Assets Available for Benefits
      As of December 31, 1996 and 1995                                  4-5

Statement of Changes in Net Assets Available for Benefits
      For the Year Ended December 31, 1996                              6-8

Notes to Financial Statements                                           9-12

Schedule of Assets Held for Investment Purposes
      As of December 31, 1996                                           13

Schedule of Reportable Transactions
      For the Year Ended December 13, 1996                              14

Signatures                                                              15

Index to Exhibits                                                       16

Exhibit                                                                 17

                                       3

<PAGE>


                   SOS STAFFING SERVICES, INC. 401(k) PLAN

                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS

                           AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>

                                           1996 FUND INFORMATION
                                  --------------------------------------
                                                             Fidelity
                     Fidelity Money  Fidelity                  Equity    Fidelity
                         Market    Intermediate   Fidelity    Income II   Blue Chip
                          Fund       Bond Fund  Puritan Fund    Fund    Growth Fund
                        ---------    ---------   ---------   ---------  -----------
                          
INVESTMENTS:
<S>                     <C>        <C>         <C>         <C>        <C>       
  Mutual fund           $      -   $   30,360  $  176,014  $   70,229 $  182,640
  Money market           241,677            -         927           -      2,774

RECEIVABLES:
  Participants'
    contributions          5,701        1,452       2,973       5,008      6,041
  Employer contributions   3,228        1,786       4,031       6,558     10,200
  Interest and Dividends   1,115          161           3       3,524        566


EXCESS CONTRIBUTIONS
  PAYABLE                (10,980)        (750)     (5,687)    (10,967)   (23,607)
                      ----------   ----------  ----------  ---------- ----------
NET ASSETS AVAILABLE
  FOR BENEFITS        $  240,741   $   33,009  $  178,261  $   74,352 $  178,614
                      ==========   ==========  ==========  ========== ==========
<CAPTION>

                                        1996 FUND INFORMATION
                              ------------------------------------------
                        Fidelity    Fidelity                 Kemper
                        Emerging   Worldwide   SOS Stock   Advantage
                      Growth Fund     Fund        Fund        III        Total
                      -----------  ----------  ---------   ---------  ----------
INVESTMENTS:
<S>                    <C>         <C>           <C>         <C>      <C>       
  Mutual fund          $  200,460  $   69,162    $     -     $     -  $  728,865
  Money market                 -           -       8,474           -     253,852
  Common stock                 -           -      76,713           -      76,713
  Pooled separate              
     account                   -           -           -      65,639      65,639

RECEIVABLES:
  Participants'
    contributions           6,402       1,555      5,178       1,643      35,953
  Employer contributions    6,972       2,136      6,070           -      40,981
  Interest and Dividends        7           3         27           -       5,406


EXCESS CONTRIBUTIONS
  PAYABLE                 (35,130)     (6,056)   (11,314)          -    (104,491)
                       ----------  ---------- ----------  ----------  ----------
NET ASSETS AVAILABLE
  FOR BENEFITS         $  178,711  $   66,800 $   85,148  $   67,282  $1,102,918
                       ==========  ========== ==========  ==========  ==========
</TABLE>


                        The accompanying notes are an
                      integral part of these statements

                                       4
<PAGE>


                   SOS STAFFING SERVICES, INC. 401(k) PLAN

                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS

                           AS OF DECEMBER 31, 1995

                                  1995 FUND INFORMATION
                              -----------------------------

                      Eaton Vance Cash Reserve              Alliance
                       Government  and Money   Bond Fund   Growth and
                       Bond Fund  Market Fund  of America Income Fund
                       ---------  -----------  ---------- -----------
INVESTMENTS:
  Mutual fund         $   69,179     $      -  $   90,310  $   98,337
  Money market                 -      125,534           -           -

RECEIVABLES:
  Participants'
    contributions              -       25,689           -           -
  Employer contributions       -       32,028           -           -


EXCESS CONTRIBUTIONS
  PAYABLE                    (79)     (97,246)     (3,162)     (6,302)
                      ----------   ----------  ----------  ----------

NET ASSETS AVAILABLE
  FOR BENEFITS        $   69,100   $   86,005  $   87,148  $   92,035
                      ==========   ==========  ==========  ==========

                                1995 FUND INFORMATION
                             ---------------------------
                       Templeton    Dreyfuss      Kemper
                        Foreign     Capital     Advantage
                          Fund    Value-A Fund     III        Total
                       ---------   ----------   ---------   --------
INVESTMENTS:
  Mutual fund           $107,134     $ 42,365     $     - $  407,325
  Money market                 -            -           -    125,534
  Pooled separate 
     account                   -            -      60,794     60,794


RECEIVABLES:
  Participants'
    contributions              -          349       5,839     31,877
  Employer contributions       -            -           -     32,028


EXCESS CONTRIBUTIONS
  PAYABLE                 (2,315)           -           -   (109,104)
                        --------     --------  ---------- ----------

NET ASSETS AVAILABLE
  FOR BENEFITS          $104,819     $ 42,714  $   66,633 $  548,454
                        ========     ========  ========== ==========

                        The accompanying notes are an
                      integral part of these statements

                                       5

<PAGE>
                                                                     Page 1 of 3

                   SOS STAFFING SERVICES, INC. 401(k) PLAN

          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                     FOR THE YEAR ENDED DECEMBER 31, 1996

<TABLE>
<CAPTION>

                                                FUND INFORMATION
                             ---------------------------------------------------------
                                                                Fidelity
                             Fidelity    Fidelity    Fidelity    Equity    Fidelity
                               Money   Intermediate   Puritan   Income II  Blue Chip
                            Market Fund  Bond Fund     Fund       Fund    Growth Fund
                            -----------  ---------  ----------  ---------  ----------

 ADDITIONS:

   Contributions:
<S>                          <C>        <C>        <C>         <C>        <C>       
     Participants            $   71,624 $    6,139 $   13,115  $   22,256 $   29,290
     Employer                     3,228      1,786      4,031       6,558     10,200
     Rollover                    26,973      3,736    127,485      10,213     68,650
                             ---------- ---------- ----------  ---------- ----------
           Total contributions  101,825     11,661    144,631      39,027    108,140
                             ---------- ---------- ----------  ---------- ----------

   Investment income:
     Net appreciation
       (depreciation) in fair 
       value of investments           -        423       (145)      1,144      4,309
     Interest and dividends      11,626      1,042     14,940       3,949     11,764
                             ---------- ---------- ----------  ---------- ----------
           Total investment 
               income            11,626      1,465     14,795       5,093     16,073
                             ---------- ---------- ----------  ---------- ----------

           Total additions      113,451     13,126    159,426      44,120    124,213
                             ---------- ---------- ----------  ---------- ----------
 DEDUCTIONS:
   Benefits paid to             
     participants               (52,563)    (1,270)      (358)       (799)    (1,851)
   Administrative fees           (3,887)      (111)      (430)       (211)      (505)
                             ---------- ---------- ----------  ---------- ----------
           Total deductions     (56,450)    (1,381)      (788)     (1,010)    (2,356)
                             ---------- ---------- ----------  ---------- ----------

 INTERFUND TRANSFERS            183,740     21,264     19,623      31,242     56,757
                             ---------- ----------   --------  ---------- ----------

 NET INCREASE (DECREASE)        240,741     33,009    178,261      74,352    178,614

 NET ASSETS AVAILABLE FOR
  BENEFITS:

     Beginning of year                -          -          -           -          -
                             ---------- ---------- ----------  ----------  ---------

     End of year             $  240,741 $   33,009 $  178,261  $   74,352 $  178,614
                             ========== ========== ==========  ========== ==========

</TABLE>

                        The accompanying notes are an
                      integral part of these statements

                                       6


<PAGE>



            
                                                                     Page 2 of 3

                   SOS STAFFING SERVICES, INC. 401(k) PLAN

          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                     FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>


                                                      FUND INFORMATION
                             -------------------------------------------------------------

                              Fidelity    Fidelity                 Kemper    Eaton Vance
                              Emerging    Worldwide  SOS Stock   Advantage    Government
                             Growth Fund    Fund       Fund         III       Bond Fund
                             -----------  ---------  ---------  ----------   -----------
 ADDITIONS:
   Contributions:
<S>                          <C>        <C>        <C>          <C>            <C>     
     Participants            $   14,016 $    6,069 $   20,522   $   6,696      $      -
     Employer                     6,972      2,136      6,070           -             -
     Rollover                    70,264     31,549     28,374           -             -
                             ---------- ---------- ----------  ----------    ----------
           Total contributions   91,252     39,754     54,966       6,696             -
                             ---------- ---------- ----------  ----------    ----------

   Investment income:
     Net appreciation
       (depreciation) in fair
       value of investments        (834)     3,175    (16,108)          -        (2,177)
     Interest and dividends       2,764      1,723        432       6,150         1,359
                             ---------- ---------- ----------  ----------    ----------
           Total investment       
               income             1,930      4,898    (15,676)      6,150          (818)
                             ---------- ---------- ----------  ----------    ----------

           Total additions       93,182     44,652     39,290      12,846          (818)
                             ---------- ---------- ----------  ----------    ----------
 DEDUCTIONS:
   Benefits paid to              
     participants                (1,756)      (290)    (1,615)    (11,746)         (448)
   Administrative fees             (607)      (201)      (320)       (451)            -
                             ---------- ---------- ----------  ----------    ----------
           Total deductions      (2,363)      (491)    (1,935)    (12,197)         (448)
                             ----------  --------- ----------  ----------    ----------

 INTERFUND TRANSFERS             87,892     22,639     47,793         -         (67,834)
                             ----------  --------- ----------  ----------    ----------

 NET INCREASE (DECREASE)        178,711     66,800     85,148         649       (69,100)

 NET ASSETS AVAILABLE FOR
   BENEFITS:

     Beginning of year                -          -          -      66,633        69,100
                             ---------- ---------- ----------  ----------    ----------

     End of year             $  178,711 $   66,800 $   85,148  $   67,282      $      -
                             ========== ========== ==========  ==========    ==========
</TABLE>
          
                          The accompanying notes are an
                        integral part of these statements

                                       7





                                                                     Page 3 of 3
                   SOS STAFFING SERVICES, INC. 401(k) PLAN

          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                     FOR THE YEAR ENDED DECEMBER 31, 1996

<TABLE>
<CAPTION>


                                         FUND INFORMATION
                        ----------------------------------------------------
                                                                  
                                                                  Dreyfuss
                     Cash Reserve  Bond Fund  Alliance   Templeton Capital 
                       and Money      of     Growth and   Foreign  Value-A    
                      Market Fund   America  Income Fund    Fund    Fund     Total
                      -----------  --------- -----------  -------  -------  --------

 ADDITIONS:
   Contributions:
<S>                      <C>        <C>        <C>       <C>     <C>       <C>       
     Participants        $      -   $       -  $     -   $     - $      -  $  189,727
     Employer                   -           -        -         -        -     40,981
     Rollover                   -           -        -         -        -    367,244
                        ----------  ---------  -------   ------- --------  ----------
           Total contributions  -           -        -         -        -    597,952
                        ----------  ---------  -------   ------- --------  ----------

   Investment income:
     Net appreciation
       (depreciation) in       
       fair value of
       investments              -      (2,691)   4,439      (337)     800     (8,002)
     Interest and dividends 1,935       1,363      496       839        -     60,382
                        ----------  ---------  ------- ---------  -------  ----------
           Total investment 
             income         1,935      (1,328)   4,935       502      800     52,380
                        ----------  ---------  ------- ---------  -------  ----------

           Total additions  1,935      (1,328)   4,935       502      800    650,332
                        ----------  ---------  ------- ---------  -------  ----------
 DEDUCTIONS:
   Benefits paid to        
     participants          (1,649)     (9,893)  (4,429)     (478)       -    (89,145)
   Administrative fees          -           -        -         -        -     (6,723)
                        ----------  ---------  -------  --------  -------  ----------
           Total 
             deductions    (1,649)     (9,893)  (4,429)     (478)       -    (95,868)
                        ----------  ---------  -------  --------  -------  ----------

 INTERFUND TRANSFERS      (86,291)    (75,927) (92,541) (104,843) (43,514)         -
                        ----------  ---------  -------  --------  -------  ----------

 NET INCREASE (DECREASE)  (86,005)    (87,148) (92,035) (104,819) (42,714)   554,464

 NET ASSETS AVAILABLE FOR
 BENEFITS:

     Beginning of year     86,005      87,148   92,035   104,819   42,714    548,454
                        ----------  ---------  -------  -------- --------  ----------

     End of year         $      -   $       -  $     -  $      - $      -  $1,102,918
                        ==========  =========  =======  ======== ========  ==========
</TABLE>


                        The accompanying notes are an
                      integral part of these statements

                                       8


<PAGE>



                   SOS STAFFING SERVICES, INC. 401(k) PLAN

                      NOTES TO THE FINANCIAL STATEMENTS



(1)   PLAN DESCRIPTION

The following  description of the SOS Staffing  Services,  Inc. 401(k) Plan (the
"Plan") is  provided  for  general  information  purposes  only.  More  complete
information regarding the Plan's provisions may be found in the plan document.

General

The Plan is a defined  contribution  plan established by SOS Staffing  Services,
Inc. (the  "Company")  under the  provisions  of Section  401(a) of the Internal
Revenue Code ("IRC"), which includes a qualified cash or deferred arrangement as
described in Section 401(k) of the IRC, for the benefit of eligible employees of
the Company.  Employees  who complete  1,000 hours of service  during a 12-month
period and who have  reached the age of 21 are  eligible to  participate  in the
Plan.  The Plan is subject to the provisions of the Employee  Retirement  Income
Security Act of 1974 ("ERISA"), as amended.

The Plan was established to provide  employees with an opportunity to accumulate
funds for  retirement or disability and to provide death benefits for employees'
dependants and beneficiaries. The Plan's trustee is First Security Bank of Utah,
N.A.

Contributions

Eligible  employees  can  elect  to make  contributions  to the  Plan  and  such
contribution  amounts  are  subject to certain  limitations  under the IRC.  The
Company can elect to make discretionary  matching contributions to the Plan. For
the year ended December 31, 1996, the Company  provided a matching  contribution
equal  to  33-1/3  percent  of  each  non-highly   compensated   staff  employee
participant's  contribution up to a maximum matching  contribution of $1,000 per
each such participant.

Vesting

Participants are fully vested in their  contributions  and the earnings thereon.
Vesting  in  employer  matching  contributions  is based on years of  continuous
service as defined by the Plan. A participant  vests  according to the following
schedule:

                   Less than three years          0%
                   Three years                   50
                   Four years                    75
                   Five years or more           100%
Forfeitures

At December  31,  1996,  forfeited  nonvested  accounts  totalled  approximately
$4,028. These amounts will be used to reduce future employer contributions.

                                       9

<PAGE>


Benefits

Upon  termination  of  service  due  to  death,  disability,  or  retirement,  a
participant  may  elect  to  receive  an  amount  equal  to  the  value  of  the
participant's  vested  interest in his or her account.  The form of payment is a
lump sum distribution or an annuity to be paid in monthly installments.

Participant Accounts

Individual  accounts  are  maintained  for each of the  Plan's  participants  to
reflect  the   participant's   contributions   and  related  employer   matching
contributions,  as well as the participant's  share of the Plan's income and any
related  administrative  expenses.  Allocations are based on the proportion that
each participant's account balance has to the total of all participants' account
balances.

Investment Options

At December 31, 1995,  the Plan provided for seven  investment  options.  During
1996,  the  investment  options were  changed and the balances  from all but the
Kemper Advantage III fund were  transferred to the new investment  options based
upon participant direction.

As of December  31,  1996,  participants  may direct  their  contributions,  the
employer matching contributions and any related earnings into several investment
options.  Participants may change their investment elections quarterly.  A brief
description of each investment option is provided below:

      Fidelity Money Market Fund
      This fund's objective is to obtain a high level of current income while at
      the same time  preserving  principal  and  providing  liquidity.  The fund
      invests in a broad range of high-quality  short-term  obligations  such as
      certificates of deposit, U.S. government obligations and commercial paper.

      Fidelity Intermediate Bond Fund
      This  fund's  objective  is to  provide  security,  total  return and high
      current income.  The fund invests in bonds with a maturity of three to ten
      years with a rating of BBB or higher.

      Fidelity Puritan Fund
      This fund's  objective is to seek income  consistent with  preservation of
      capital.   The  fund  invests  in  a  broadly  diversified   portfolio  of
      high-yielding common stocks, preferred stocks and bonds of any quality.

      Fidelity Equity-Income II Fund
      This fund's  objective is to seek income from equity  investments with the
      potential for future investment growth. The fund invests approximately 80%
      of its assets in income-producing common or preferred stock.

      Fidelity Blue Chip Growth Fund
      This fund's  objective is to seek growth of capital over the  long-term by
      investing primarily in a broadly-diversified portfolio of common stocks of
      well-known and established companies.

                                       10

<PAGE>


      Fidelity Emerging Growth Fund
      This fund's objective is to seek long-term capital appreciation.  The fund
      normally  invests  at least  65% of its  assets in  equity  securities  of
      emerging-growth  companies.  It may also  invest  in debt  securities  and
      foreign securities.

      Fidelity Worldwide Fund
      This fund's objective is to seek capital growth by investing in securities
      issued anywhere in the world. The fund invests  primarily in common stocks
      and other equity securities, generally focusing in the three major markets
      of the world: North America, Europe, and the Pacific Basin.

      SOS Staffing Services, Inc. Common Stock
      This fund is a non-diversified investment in the outstanding public shares
      of SOS Staffing Services, Inc.

      Kemper Advantage III
      This fund's objective is to offer both a guaranteed option under its fixed
      accounts and 26 variable  investment options through its separate account.
      Advantage  III is a  variable  annuity  offered  by Kemper  Investor  Life
      Insurance Company.


(2)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The  preparation  of the  financial  statements  in  conformity  with  generally
accepted  accounting  principles requires the Plan's management to use estimates
and  assumptions   that  affect  the  accompanying   financial   statements  and
disclosures. Actual results could differ from these estimates.

Interest and Dividend Income

Interest  income is recorded as earned on the accrual basis.  Dividend income is
recorded on the ex-dividend date.

Investment Valuation

Securities  traded on a  national  securities  exchange  are  valued at the last
reported sales price on the last business day of the year. The Kemper  Advantage
II  investment  option is  reported at contract  value which  approximates  fair
value.

Net Appreciation in Fair Value of Investments

Net  realized  and  unrealized  appreciation  (depreciation)  is recorded in the
accompanying  statement of changes in net assets  available  for benefits as net
appreciation (depreciation) in fair value of investments.

Administrative Expenses

The Company  pays all  administrative  expenses of the Plan,  except for certain
trustee fees.

                                       11
<PAGE>


(3)   TAX STATUS

The Internal Revenue Service has determined and informed the Company by a letter
dated  September  23,  1996  that the Plan and  related  trust are  designed  in
accordance with applicable sections of the IRC. The Plan administrator  believes
that the Plan is designed and is currently being operated in compliance with the
applicable requirements of the IRC.


(4)   PLAN TERMINATION

Although  it has not  expressed  any intent to do so, the  Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan  subject  to  the  provisions  of  ERISA.  In  the  event  of  termination,
participants will become fully vested in their account balances.



                                       12

<PAGE>



                   SOS STAFFING SERVICES, INC. 401(k) PLAN

          LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES

                           AS OF DECEMBER 31, 1996



       
      (b) Identity of Issuer,                                 
         Borrower, Lessor        (c) Description                  (e)Current
(a)      or Similar Party          of Investment       (d) Cost       Value
- ---  ------------------------    ------------------    ---------  -----------

     Fidelity Institutional      253,852 shares of      $253,852   $  253,852
     Money Market Fund           money market fund

     Fidelity Commonwealth       3,012 shares of          29,937       30,360
     Intermediate Bond Fund      mutual fund

     Fidelity Puritan Fund       10,210 shares of        178,116      176,014
                                 mutual fund

     Fidelity Equity Income Fund 2,957 shares of          69,276       70,229
                                 mutual fund

     Fidelity Blue Chip Growth   5,587 shares of         178,332      182,640
     Fund                        mutual fund

     Fidelity Emerging Growth    7,958 shares of         201,298      200,460
     Fund                        mutual fund

     Fidelity Worldwide Fund     4,494 shares of          66,702       69,162
                                 mutual fund

 *   SOS Staffing Services, Inc. 7,306 shares of          92,690       76,713
                                 common stock

     Kemper Investors Life       Advantage III            65,639       65,639
       Insurance Company         investment option



* Denotes party-in-interest


                                       13

<PAGE>



                   SOS STAFFING SERVICES, INC. 401(k) PLAN

                LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS

                     FOR THE YEAR ENDED DECEMBER 31, 1996

<TABLE>
<CAPTION>

                                                                                    (h) Current
                                                                                      Value of
                                                   (c)           (d)        (g)       Asset on
(a)  Identity of             (b) Description    Purchase       Selling    Cost of   Transaction        (i) Net
   Party Involved               of Asset          Price         Price      Asset        Date             Gain
- ----------------------       ---------------   ----------     ---------  --------   -----------        -------
         
         

<S>                           <C>              <C>         <C>          <C>         <C>                <C>    
Fidelity Puritan Fund         Mutual Fund      $  178,116  $       N/A  $  178,116  $  178,116             --

Fidelity Intermediate         Mutual Fund          29,937          N/A      29,937       29,937            --
    Bond Fund                 

Fidelity Equity               Mutual Fund          69,276          N/A      69,276       69,276            --
   Income II Fund             

Fidelity Blue Chip            Mutual Fund         178,332          N/A     178,332      178,332            --
   Growth Fund                

Fidelity Emerging             Mutual Fund         201,298          N/A     201,298      201,298            --
   Growth Fund                

Fidelity Worldwide Fund       Mutual Fund          66,702          N/A      66,702       66,702            --

Fidelity Institutional        Mutual Fund       1,445,605          N/A   1,445,605    1,445,605            --
   Money Market Fund          

Fidelity Institutional        Mutual Fund              --    1,191,753   1,191,753    1,191,753            --
   Money Market Fund          

SOS Staffing Services, Inc.   Common stock        93,422           N/A      93,422       93,422            --

Eaton Vance Gov't Bond Fund   Mutual Fund             --        69,197      71,482       69,197        (2,285)

Bond Fund of America          Mutual Fund             --        95,757      79,045       95,757        16,712

Alliance Growth &             Mutual Fund             --       115,763      76,651      115,763        39,112
   Income Fund                

Templeton Foreign Fund        Mutual Fund             --       120,772     120,450      120,772           322

Dreyfuss Capital              Mutual Fund             --        49,632      53,679       49,632        (4,047)
   Value-A                    

Paine Webber                  Gov't Money Fund        --        28,127      28,127       28,127            --

Paine Webber                  KP Cash Reserve         --        93,268      93,268       93,268            --

Paine Webber                  RMA Money Market   423,508            --     423,508      423,508            --

Paine Webber                  RMA Money Market        --       423,508     423,508      423,508            --

</TABLE>


                                       14

<PAGE>



                                  Signatures



The Plan.  Pursuant to the requirements of the Securities  Exchange Act of 1934,
the trustees (or other persons that  administer the employee  benefit plan) have
duly  caused  this  annual  report to be  signed  on  behalf of the  undersigned
hereunto duly  authorized in the City of Salt Lake City, Utah on the 26th day of
June, 1997.


                                          SOS STAFFING SERVICES, INC. 401(k)PLAN


                                          By: /s/ John K.Morrison
                                                  John K. Morrison
                                                  General Counsel & Secretary
                                                  SOS Staffing Services, Inc.












                                       15
<PAGE>





                                EXHIBIT INDEX

The following exhibits are filed as part of this Annual Report on Form 11-K


Exhibit
Number            Description

23.1        Consent of Arthur Anderson LLP
















                                       16
<PAGE>


                  CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS



As independent public accountants, we hereby consent to the incorporation of our
report  included  in  this  Form  11-K,  into  the  Company's  previously  filed
Registration Statement on Form S-8 File No. 33-92268.




ARTHUR ANDERSEN LLP

Salt Lake City, Utah
June 26, 1997









                                       17




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