UNITED STATES
                       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




       Date of Report (Date of earliest event reported) NOVEMBER 19, 1997



                       TRAVEL SERVICES INTERNATIONAL, INC.
                       -----------------------------------
             (Exact name of registrant as specified in its charter)


    DELAWARE                             0-29296               52-2030324
------------------------             -------------         ------------------
(State or other juris-                (Commission           (IRS Employer
diction of incorporation)             File Number)         Identification No.)



              220 CONGRESS PARK DRIVE, DELRAY BEACH, FLORIDA 33445
              ----------------------------------------------------
              (Address of principal executive offices)   (Zip Code)



         Registrant's telephone number, including area code 561-266-0860






<PAGE>



                    INFORMATION TO BE INCLUDED IN THE REPORT


ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

CRUISEONE, INC. AND CRUISE WORLD, INC.

On November 19, 1997, Travel Services International, Inc. (the "Company")
completed the acquisitions of all of the outstanding capital stock of CruiseOne,
Inc., a Florida corporation ("CruiseOne"), and Cruise World, Inc., a New York
corporation ("Cruise World"), pursuant to separate Stock Purchase Agreements,
each dated as of October 28, 1997 (such acquisitions being referred to
collectively as the "CruiseOne and Cruise World Acquisitions"). CruiseOne is a
specialized distributor of cruises, operating under a franchise system with over
325 home-based franchisees and a reservation fulfillment center in Deerfield
Beach, Florida. Cruise World is also a specialized distributor of cruises,
operating from a central reservation center and eight retail outlets in New
York, New Jersey and Connecticut. The CruiseOne and Cruise World Acquisitions
further expand the Company's existing presence in the cruise reservations
market, while adding additional distribution channels (franchise and retail
operations), a presence in the New York Tri-State area and advertising space in
the travel section of THE NEW YORK TIMES.

The aggregate consideration paid for the CruiseOne and Cruise World Acquisitions
was 655,196 shares of common stock of the Company (328,492 shares for CruiseOne
and 326,704 shares for Cruise World, valued at an aggregate of approximately
$14.66 million based on the average of the closing prices of the Company's
common stock for the five trading days prior to the date of the Stock Purchase
Agreements). The amount of consideration was determined based on arms-length
negotiations. The selling stockholders of CruiseOne were Anthony J. Persico and
Charlotte Luna. The selling stockholders of CruiseWorld were Anthony J. Persico,
Marc W. Persico, Anthony R. Persico, Christopher P. Persico and Vincent D.
Farrell. The acquisitions are expected to be accounted for using the pooling of
interests method of accounting.

Prior to the CruiseOne and Cruise World Acquisitions, CruiseOne and Cruise World
were under the common control of Anthony J. Persico who, following such
acquisitions, is the Chairman and Chief Executive Officer of CruiseOne and
Cruise World and is a holder of greater than 5% of the outstanding stock of the
Company. There are no other material relationships known to the Company between
any of the sellers of the acquired companies and the Company or its affiliates,
directors or officers, or associates of such directors or officers.

The assets of CruiseOne and Cruise World include supplier contracts, customer
lists, franchise agreements, accounts receivable, personal property, cash and
cash equivalents, toll-free telephone numbers and certain intangibles. The
Company expects to continue to utilize these assets in a manner consistent with
that of their historical usage.

The Company has agreed to register the shares issued in connection with the
CruiseOne and Cruise World Acquisitions on a shelf registration statement so as
to permit the sale or other disposition (subject to certain lock-up agreements
and restrictions, including restrictions based on the pooling of interests
method of accounting) by the holders of such shares. The Company has agreed to
pay the expenses in connection with any such registration, other than selling
commissions.

The foregoing descriptions are qualified in all respects by reference to the
full text of the acquisition agreements, each of which is included as an exhibit
to this report.

                                      -2-

<PAGE>



SHIP `N' SHORE CRUISES, INC., CRUISE TIME, INC., SNS COACHLINE, INC., CRUISE
MART, INC. AND SNS TRAVEL MARKETING, INC.

On November 21, 1997, the Company completed the acquisitions of all of the
outstanding capital stock of Ship `N' Shore Cruises, Inc., Cruise Time, Inc.,
SNS Coachline, Inc., Cruise Mart, Inc. and SNS Travel Marketing, Inc.
(collectively, "Ship `N' Shore"), pursuant to a Stock Purchase Agreement dated
as of October 28, 1997 (such acquisitions being referred to collectively as the
"Ship `N' Shore Acquisitions"). Ship `N' Shore is a specialized distributor of
cruises and land packages, specializing in the Alaska market. The Ship `N' Shore
Acquisition further expands the Company's existing presence in the cruise
reservations market, while adding additional expertise in cruise and land tours
in Alaska and offering Alaska land programs for sale to both consumers and
travel agents.

The aggregate consideration paid for the Ship `N' Shore Acquisition was 471,508
shares of common stock of the Company (valued at approximately $10.55 million
based on the average of the closing prices of the Company's common stock for the
five trading days prior to the date of the Stock Purchase Agreement). The amount
of consideration was determined based on arms-length negotiations. The selling
stockholder of Ship `N' Shore was Natalee Stutzman. The acquisition is expected
to be accounted for using the pooling of interests method of accounting.

Prior to the Ship `N' Shore Acquisition, all of the Ship `N' Shore companies
were owned by Natalee Stutzman who, following the acquisition, is the Chief
Executive Officer of Ship `N' Shore Cruises, Inc. There are no other material
relationships known to the Company between the seller of the acquired companies
and the Company or its affiliates, directors or officers, or associates of such
directors or officers.

The assets of Ship `N' Shore include supplier contracts, customer lists,
accounts receivable, personal property, motor coaches, cash and cash
equivalents, toll-free telephone numbers and certain intangibles. The Company
expects to continue to utilize these assets in a manner consistent with that of
their historical usage.

The Company has agreed to register the shares issued in connection with the Ship
`N' Shore Acquisition on a shelf registration statement so as to permit the sale
or other disposition (subject to certain lock-up agreements and restrictions,
including restrictions based on the pooling of interests method of accounting)
by the holder of such shares. The Company has agreed to pay the expenses in
connection with any such registration, other than selling commissions.

The foregoing descriptions are qualified in all respects by reference to the
full text of the acquisition agreement, which is included as an exhibit to this
report.







                                      -3-
<PAGE>



ITEM 5.  OTHER EVENTS.

ANTHONY DEAN CORPORATION, D/B/A CRUISE FAIRS OF AMERICA

On November 19, 1997, the Company completed the acquisition of all of the
outstanding capital stock of Anthony Dean Corporation ("Cruise Fairs"), pursuant
to a Stock Purchase Agreement dated as of October 28, 1997, among the Company,
Cruise Fairs and The Adler Family Trust, as sole stockholder (such acquisition
being referred to as the "Cruise Fairs Acquisition"). Cruise Fairs is a
specialized distributor of cruises with Mexico as its most popular destination.
The Cruise Fairs Acquisition further expands the Company's existing presence in
the cruise reservations market, while adding additional expertise in the Mexican
market, a cruise reservation center in Los Angeles, California, and advertising
space in the travel section of THE LOS ANGELES TIMES.

The consideration paid for the Cruise Fairs Acquisition was determined based on
arms-length negotiations and consisted solely of shares of common stock of the
Company. The acquisition is expected to be accounted for using the pooling of
interests method of accounting. The Company is not aware of any material
relationship that existed prior to the Cruise Fairs Acquisition between the
Company or its affiliates, directors or officers, or associates of such
directors or officers on the one hand, and Cruise Fairs and its shareholder on
the other hand. Anthony D. Adler will continue as the Chief Executive Officer of
Cruise Fairs.

The Company has agreed to register the shares issued in connection with the
Cruise Fairs Acquisition on a shelf registration statement so as to permit the
sale or other disposition (subject to certain lock-up agreements and
restrictions, including restrictions based on the pooling of interests method of
accounting) by the holder of such shares. The Company has agreed to pay the
expenses in connection with any such registration, other than selling
commissions.

TRAX SOFTWARE, INC.

On December 2, 1997, the Company completed the acquisition of all of the
outstanding capital stock of Trax Software, Inc. ("Trax"), pursuant to a Stock
Purchase Agreement dated October 29, 1997, among the Company and the
shareholders of Trax (such acquisition being referred to as the "Trax
Acquisition"). Trax is the developer of software products designed for
specialized distributors of leisure travel services. This software is expected
to become the foundation of the Company's integrated selling, service, product
development and customer information systems.

The consideration paid for the Trax Acquisition was determined based on
arms-length negotiations and consisted of shares of common stock of the Company.
The acquisition will be accounted for as a purchase. The Company is not aware of
any material relationship that existed prior to the Trax Acquisition between the
Company or its affiliates, directors or officers, or associates of such
directors or officers on the one hand, and Trax and its shareholders on the
other hand. Joseph Bous and Hong-Minh Pho will continue to develop the software
products on behalf of the Company.









                                      -4-
<PAGE>



ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


PRO FORMA FINANCIAL INFORMATION

It is impracticable at this time to provide the required financial statements or
pro forma financial information with respect to the acquisitions described in
Item 2 above. The required financial statements or pro forma financial
information will be filed as soon as practicable, but in no event later than
February 2, 1998 (60 days after this report on Form 8-K is required to be
filed).

EXHIBITS

  1        Stock Purchase Agreement, dated as of October 28, 1997, among Travel
           Services International, Inc., CruiseOne, Inc., Anthony J. Persico and
           Charlotte Luna, as amended.

  2        Stock Purchase Agreement, dated as of October 28, 1997, among Travel
           Services International, Inc., Cruise World, Inc., and the sellers
           named therein, as amended.

  3        Stock Purchase Agreement, dated as of October 28, 1996, among Travel
           Services International, Inc., Ship `N' Shore Cruises, Inc., Cruise
           Time, Inc., SNS Coachline, Inc., Cruise Mart, Inc., SNS Travel
           Marketing, Inc. and Natalee Stutzman, as amended.


























                                      -5-
<PAGE>





                                   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 hereunto duly authorized.

<TABLE>

                                                    TRAVEL SERVICES INTERNATIONAL, INC.
                                                            (Registrant)

<S>                                                  <C>    
Date:  December 4, 1997

                                                     /s/ JILL M. VALES
                                                    -----------------------------------------------
                                                    Jill M. Vales
                                                    Senior Vice President and Chief Financial Officer
                                                    (as both a duly authorized officer of the registrant and the principal
                                                    financial officer or chief accounting officer of the registrant)


</TABLE>














                                      -6-
<PAGE>



                                 EXHIBIT INDEX

EXHIBIT NO.      DESCRIPTION
-----------      -----------
    1            Stock Purchase Agreement, dated as of October 28, 1997, among
                 Travel Services International, Inc., CruiseOne, Inc., Anthony
                 J. Persico and Charlotte Luna, as amended

    2            Stock Purchase Agreement, dated as of October 28, 1997, among
                 Travel Services International, Inc., Cruise World, Inc., and
                 the sellers named therein, as amended

    3            Stock Purchase Agreement, dated as of October 28, 1996, among
                 Travel Services International, Inc., Ship 'N' Shore Cruises,
                 Inc., Cruise Time, Inc., SNS Coachline, Inc., Cruise Mart,
                 Inc., SNS Travel Marketing, Inc. and Natalee Stutzman, as
                 amended
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UNITED STATES
                       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

       Date of Report (Date of earliest event reported) NOVEMBER 19, 1997

                       TRAVEL SERVICES INTERNATIONAL, INC.
                       -----------------------------------
             (Exact name of registrant as specified in its charter)

    DELAWARE                             0-29296               52-2030324
------------------------             -------------         ------------------
(State or other juris-                (Commission           (IRS Employer
diction of incorporation)             File Number)         Identification No.)

              220 CONGRESS PARK DRIVE, DELRAY BEACH, FLORIDA 33445
              ----------------------------------------------------
              (Address of principal executive offices)   (Zip Code)

         Registrant's telephone number, including area code 561-266-0860
INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

CRUISEONE, INC. AND CRUISE WORLD, INC.

On November 19, 1997, Travel Services International, Inc. (the "Company")
completed the acquisitions of all of the outstanding capital stock of CruiseOne,
Inc., a Florida corporation ("CruiseOne"), and Cruise World, Inc., a New York
corporation ("Cruise World"), pursuant to separate Stock Purchase Agreements,
each dated as of October 28, 1997 (such acquisitions being referred to
collectively as the "CruiseOne and Cruise World Acquisitions"). CruiseOne is a
specialized distributor of cruises, operating under a franchise system with over
325 home-based franchisees and a reservation fulfillment center in Deerfield
Beach, Florida. Cruise World is also a specialized distributor of cruises,
operating from a central reservation center and eight retail outlets in New
York, New Jersey and Connecticut. The CruiseOne and Cruise World Acquisitions
further expand the Company's existing presence in the cruise reservations
market, while adding additional distribution channels (franchise and retail
operations), a presence in the New York Tri-State area and advertising space in
the travel section of THE NEW YORK TIMES.

The aggregate consideration paid for the CruiseOne and Cruise World Acquisitions
was 655,196 shares of common stock of the Company (328,492 shares for CruiseOne
and 326,704 shares for Cruise World, valued at an aggregate of approximately
$14.66 million based on the average of the closing prices of the Company's
common stock for the five trading days prior to the date of the Stock Purchase
Agreements). The amount of consideration was determined based on arms-length
negotiations. The selling stockholders of CruiseOne were Anthony J. Persico and
Charlotte Luna. The selling stockholders of CruiseWorld were Anthony J. Persico,
Marc W. Persico, Anthony R. Persico, Christopher P. Persico and Vincent D.
Farrell. The acquisitions are expected to be accounted for using the pooling of
interests method of accounting.

Prior to the CruiseOne and Cruise World Acquisitions, CruiseOne and Cruise World
were under the common control of Anthony J. Persico who, following such
acquisitions, is the Chairman and Chief Executive Officer of CruiseOne and
Cruise World and is a holder of greater than 5% of the outstanding stock of the
Company. There are no other material relationships known to the Company between
any of the sellers of the acquired companies and the Company or its affiliates,
directors or officers, or associates of such directors or officers.

The assets of CruiseOne and Cruise World include supplier contracts, customer
lists, franchise agreements, accounts receivable, personal property, cash and
cash equivalents, toll-free telephone numbers and certain intangibles. The
Company expects to continue to utilize these assets in a manner consistent with
that of their historical usage.

The Company has agreed to register the shares issued in connection with the
CruiseOne and Cruise World Acquisitions on a shelf registration statement so as
to permit the sale or other disposition (subject to certain lock-up agreements
and restrictions, including restrictions based on the pooling of interests
method of accounting) by the holders of such shares. The Company has agreed to
pay the expenses in connection with any such registration, other than selling
commissions.

The foregoing descriptions are qualified in all respects by reference to the
full text of the acquisition agreements, each of which is included as an exhibit
to this report.

                                      -2-
SHIP `N' SHORE CRUISES, INC., CRUISE TIME, INC., SNS COACHLINE, INC., CRUISE
MART, INC. AND SNS TRAVEL MARKETING, INC.

On November 21, 1997, the Company completed the acquisitions of all of the
outstanding capital stock of Ship `N' Shore Cruises, Inc., Cruise Time, Inc.,
SNS Coachline, Inc., Cruise Mart, Inc. and SNS Travel Marketing, Inc.
(collectively, "Ship `N' Shore"), pursuant to a Stock Purchase Agreement dated
as of October 28, 1997 (such acquisitions being referred to collectively as the
"Ship `N' Shore Acquisitions"). Ship `N' Shore is a specialized distributor of
cruises and land packages, specializing in the Alaska market. The Ship `N' Shore
Acquisition further expands the Company's existing presence in the cruise
reservations market, while adding additional expertise in cruise and land tours
in Alaska and offering Alaska land programs for sale to both consumers and
travel agents.

The aggregate consideration paid for the Ship `N' Shore Acquisition was 471,508
shares of common stock of the Company (valued at approximately $10.55 million
based on the average of the closing prices of the Company's common stock for the
five trading days prior to the date of the Stock Purchase Agreement). The amount
of consideration was determined based on arms-length negotiations. The selling
stockholder of Ship `N' Shore was Natalee Stutzman. The acquisition is expected
to be accounted for using the pooling of interests method of accounting.

Prior to the Ship `N' Shore Acquisition, all of the Ship `N' Shore companies
were owned by Natalee Stutzman who, following the acquisition, is the Chief
Executive Officer of Ship `N' Shore Cruises, Inc. There are no other material
relationships known to the Company between the seller of the acquired companies
and the Company or its affiliates, directors or officers, or associates of such
directors or officers.

The assets of Ship `N' Shore include supplier contracts, customer lists,
accounts receivable, personal property, motor coaches, cash and cash
equivalents, toll-free telephone numbers and certain intangibles. The Company
expects to continue to utilize these assets in a manner consistent with that of
their historical usage.

The Company has agreed to register the shares issued in connection with the Ship
`N' Shore Acquisition on a shelf registration statement so as to permit the sale
or other disposition (subject to certain lock-up agreements and restrictions,
including restrictions based on the pooling of interests method of accounting)
by the holder of such shares. The Company has agreed to pay the expenses in
connection with any such registration, other than selling commissions.

The foregoing descriptions are qualified in all respects by reference to the
full text of the acquisition agreement, which is included as an exhibit to this
report.

                                      -3-
ITEM 5.  OTHER EVENTS.

ANTHONY DEAN CORPORATION, D/B/A CRUISE FAIRS OF AMERICA

On November 19, 1997, the Company completed the acquisition of all of the
outstanding capital stock of Anthony Dean Corporation ("Cruise Fairs"), pursuant
to a Stock Purchase Agreement dated as of October 28, 1997, among the Company,
Cruise Fairs and The Adler Family Trust, as sole stockholder (such acquisition
being referred to as the "Cruise Fairs Acquisition"). Cruise Fairs is a
specialized distributor of cruises with Mexico as its most popular destination.
The Cruise Fairs Acquisition further expands the Company's existing presence in
the cruise reservations market, while adding additional expertise in the Mexican
market, a cruise reservation center in Los Angeles, California, and advertising
space in the travel section of THE LOS ANGELES TIMES.

The consideration paid for the Cruise Fairs Acquisition was determined based on
arms-length negotiations and consisted solely of shares of common stock of the
Company. The acquisition is expected to be accounted for using the pooling of
interests method of accounting. The Company is not aware of any material
relationship that existed prior to the Cruise Fairs Acquisition between the
Company or its affiliates, directors or officers, or associates of such
directors or officers on the one hand, and Cruise Fairs and its shareholder on
the other hand. Anthony D. Adler will continue as the Chief Executive Officer of
Cruise Fairs.

The Company has agreed to register the shares issued in connection with the
Cruise Fairs Acquisition on a shelf registration statement so as to permit the
sale or other disposition (subject to certain lock-up agreements and
restrictions, including restrictions based on the pooling of interests method of
accounting) by the holder of such shares. The Company has agreed to pay the
expenses in connection with any such registration, other than selling
commissions.

TRAX SOFTWARE, INC.

On December 2, 1997, the Company completed the acquisition of all of the
outstanding capital stock of Trax Software, Inc. ("Trax"), pursuant to a Stock
Purchase Agreement dated October 29, 1997, among the Company and the
shareholders of Trax (such acquisition being referred to as the "Trax
Acquisition"). Trax is the developer of software products designed for
specialized distributors of leisure travel services. This software is expected
to become the foundation of the Company's integrated selling, service, product
development and customer information systems.

The consideration paid for the Trax Acquisition was determined based on
arms-length negotiations and consisted of shares of common stock of the Company.
The acquisition will be accounted for as a purchase. The Company is not aware of
any material relationship that existed prior to the Trax Acquisition between the
Company or its affiliates, directors or officers, or associates of such
directors or officers on the one hand, and Trax and its shareholders on the
other hand. Joseph Bous and Hong-Minh Pho will continue to develop the software
products on behalf of the Company.

                                      -4-
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

PRO FORMA FINANCIAL INFORMATION

It is impracticable at this time to provide the required financial statements or
pro forma financial information with respect to the acquisitions described in
Item 2 above. The required financial statements or pro forma financial
information will be filed as soon as practicable, but in no event later than
February 2, 1998 (60 days after this report on Form 8-K is required to be
filed).

EXHIBITS

  1        Stock Purchase Agreement, dated as of October 28, 1997, among Travel
           Services International, Inc., CruiseOne, Inc., Anthony J. Persico and
           Charlotte Luna, as amended.

  2        Stock Purchase Agreement, dated as of October 28, 1997, among Travel
           Services International, Inc., Cruise World, Inc., and the sellers
           named therein, as amended.

  3        Stock Purchase Agreement, dated as of October 28, 1996, among Travel
           Services International, Inc., Ship `N' Shore Cruises, Inc., Cruise
           Time, Inc., SNS Coachline, Inc., Cruise Mart, Inc., SNS Travel
           Marketing, Inc. and Natalee Stutzman, as amended.

                                      -5-
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 hereunto duly authorized.

                                                    TRAVEL SERVICES INTERNATIONAL, INC.
                                                            (Registrant)
Date:  December 4, 1997

                                                     /s/ JILL M. VALES
                                                    -----------------------------------------------
                                                    Jill M. Vales
                                                    Senior Vice President and Chief Financial Officer
                                                    (as both a duly authorized officer of the registrant and the principal
                                                    financial officer or chief accounting officer of the registrant)
-6-
EXHIBIT INDEX

EXHIBIT NO.      DESCRIPTION
-----------      -----------
    1            Stock Purchase Agreement, dated as of October 28, 1997, among
                 Travel Services International, Inc., CruiseOne, Inc., Anthony
                 J. Persico and Charlotte Luna, as amended

    2            Stock Purchase Agreement, dated as of October 28, 1997, among
                 Travel Services International, Inc., Cruise World, Inc., and
                 the sellers named therein, as amended

    3            Stock Purchase Agreement, dated as of October 28, 1996, among
                 Travel Services International, Inc., Ship 'N' Shore Cruises,
                 Inc., Cruise Time, Inc., SNS Coachline, Inc., Cruise Mart,
                 Inc., SNS Travel Marketing, Inc. and Natalee Stutzman, as
                 amended