As filed with the Securities and Exchange Commission on June 30, 1998
                                                 Registration No. 333-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                              THE SECURITIES ACT OF
                                      1933

                       HOST MARRIOTT SERVICES CORPORATION

             (Exact name of registrant as specified in its charter)

                   Delaware                              52-1938672
      -------------------------------                 ------------------
      (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)                  Identification No.)

                              6600 Rockledge Drive
                            Bethesda, Maryland 20817
                -------------------------------------------------
               (Address of principal executive offices) (zip code)

                       Host Marriott Services Corporation
                            Comprehensive Stock Plan
                            ------------------------
                              (Full title of plan)

                                  Joe P. Martin
                    Senior Vice President and General Counsel
                              6600 Rockledge Drive
                            Bethesda, Maryland 20817
                    ----------------------------------------
                     (Name and address of agent for service)
                                 (301) 380-7000
                    ----------------------------------------
                     (Telephone number of agent for service)
                                    Copy to:
                               Cary J. Meer, Esq.
                           Kirkpatrick & Lockhart LLP
                         1800 Massachusetts Avenue, N.W.
                             Washington, D.C. 20036


<PAGE>

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

------------------------------------------------------------------------------------------------
                                             Proposed       Proposed             
                                             maximum        maximum              
                                             offering       aggregate               Amount of
Title of securities        Amount to         price per      offering                registration
to be registered          be registered      share          price                   fee
------------------------------------------------------------------------------------------------
<S>                        <C>             <C>            <C>                       <C>       
Common stock, no par       3,500,000       $14.53125(1)   $50,859,375.00(1)         $15,003.52
value per share            shares                                                
------------------------------------------------------------------------------------------------
</TABLE>

--------------------                                                          

(1)   Inserted  solely  for the  purpose of  calculating  the  registration  fee
      pursuant to Rule 457(h). The fee is calculated on the basis of the average
      of the  high  and low  sales  prices  for the  Registrant's  Common  Stock
      reported on the New York Stock Exchange on June 26, 1998.





                                       2
<PAGE>


                       DOCUMENTS INCORPORATED BY REFERENCE

      Host Marriott Services  Corporation's  earlier  Registration  Statement on
Form S-8  ("Original  Registration  Statement"),  filed with the  Securities and
Exchange Commission on December 28, 1995 (File No. 33-80943),  pertaining to the
Host Marriott  Services  Corporation  Comprehensive  Stock Plan is  incorporated
herein by reference.  This incorporation is made pursuant to General Instruction
E of Form S-8 regarding the  registration  of additional  securities of the same
class as  other  securities  for  which  there  has  been  filed a  Registration
Statement on Form S-8 relating to the same plan.




                                       3
<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 8.      EXHIBITS.

     The following are filed herewith as part of this Registration Statement:

     EXHIBIT NO.                   EXHIBIT
     -----------                   -------

            5.1   Opinion of Joe P.  Martin,  Esq.,  Senior Vice  President  and
                  General  Counsel,  as to the legality of the securities  being
                  registered

            23.1  Consent of Arthur Andersen LLP

            23.2  The consent of Joe P. Martin,  Esq., Senior Vice President and
                  General  Counsel,  to the use of his  opinion as an exhibit to
                  this  Registration  Statement is included in his opinion filed
                  herewith as Exhibit 5.1

            24    Power of Attorney (see page 5)




                                       4
<PAGE>


                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Bethesda,  State of  Maryland,  on this 29th day of
June, 1998.

                                   HOST MARRIOTT SERVICES CORPORATION


                                   /s/ William W. McCarten
                             By:   ----------------------------------
                                   William W. McCarten
                                   President and
                                   Chief Executive Officer

      KNOW ALL  PERSONS BY THESE  PRESENTS,  that each  person  whose  signature
appears below  constitutes and appoints Joe P. Martin and Timothy H. Pease,  and
each of them, his or her attorney-in-fact,  with power of substitution,  for him
or her in any and all  capacities,  to sign any amendments to this  Registration
Statement  on Form S-8,  and to file  same,  with  exhibits  thereto,  and other
documents in connection therewith,  with the Securities and Exchange Commission,
hereby  ratifying and confirming all that said  attorney-in-fact,  or his or her
substitute or substitutes, may do or cause to be done by virtue hereof.

      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.



SIGNATURE                   TITLE                             DATE
---------                   -----                             ----

/s/ William J. Shaw
------------------------    Director and Chairman of       June 24, 1998
William J. Shaw             the Board

/s/ William W. McCarten
------------------------    President, Chief Executive     June 29, 1998
William W. McCarten         Officer and Director
                            (Principal Executive Officer)

/s/ Brian W. Bethers
------------------------    Senior Vice President,         June 26, 1998
Brian W. Bethers            Chief Financial Officer and
                            Treasurer
                            (Principal Financial Officer)


                                       5
<PAGE>


SIGNATURE                   TITLE                             DATE
---------                   -----                             ----

/s/ Timothy H. Pease
-----------------------     Vice President, Controller     June 29, 1998
Timothy H. Pease            and Chief Accounting Officer
                            (Principal Accounting Officer)


------------------------    Director                       June __, 1998
J. Willard Marriott, Jr.


/s/ Richard E. Marriott
------------------------    Director                       June 25, 1998
Richard E. Marriott


/s/ R. Michael McCullough
-------------------------   Director                       June 29, 1998
R. Michael McCullough


/s/ Rosemary M. Collyer
-------------------------   Director                       June 25, 1998
Rosemary M. Collyer


/s/ Gilbert T. Ray
-------------------------   Director                       June 29, 1998
Gilbert T. Ray



-------------------------   Director                       June __, 1998
Andrew J. Young




                                       6
<PAGE>


                                  EXHIBIT INDEX

      The  following  exhibits are filed  herewith as part of this  Registration
Statement:

EXHIBIT NO.          DESCRIPTION
-----------          -----------
5.1                  Opinion of Joe P. Martin, Esq.,  Senior Vice  President and
                     General Counsel, as to the legality of the securities being
                     registered

23.1                 Consent of Arthur Andersen LLP

23.2                 The consent  of  Joe P. Martin, Esq., Senior Vice President
                     and  General  Counsel,  to the  use  of  his opinion  as an
                     exhibit to this Registration  Statement  is included in his
                     opinion filed herewith as Exhibit 5.1

24                   Power of Attorney (see page 5)




                                       7
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 9702}]
{"company-data": {"conformed-name": "HOST MARRIOTT SERVICES CORP", "cik": "0001002938", "assigned-sic": "5812", "irs-number": "521938672", "state-of-incorporation": "DE", "fiscal-year-end": "0103"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-58099", "film-number": "98657996"}, "business-address": {"street1": "6600 ROCKLEDGE DRIVE", "city": "BETHESDA", "state": "MD", "zip": "20817", "phone": "(301) 380-"}, "mail-address": {"street1": "6600 ROCKLEDGE DRIVE", "street2": "DEPT 72/928.98", "city": "BETHESDA", "state": "MD", "zip": "20817"}}
As filed with the Securities and Exchange Commission on June 30, 1998
                                                 Registration No. 333-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                              THE SECURITIES ACT OF
                                      1933

                       HOST MARRIOTT SERVICES CORPORATION

             (Exact name of registrant as specified in its charter)

                   Delaware                              52-1938672
      -------------------------------                 ------------------
      (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)                  Identification No.)

                              6600 Rockledge Drive
                            Bethesda, Maryland 20817
                -------------------------------------------------
               (Address of principal executive offices) (zip code)

                       Host Marriott Services Corporation
                            Comprehensive Stock Plan
                            ------------------------
                              (Full title of plan)

                                  Joe P. Martin
                    Senior Vice President and General Counsel
                              6600 Rockledge Drive
                            Bethesda, Maryland 20817
                    ----------------------------------------
                     (Name and address of agent for service)
                                 (301) 380-7000
                    ----------------------------------------
                     (Telephone number of agent for service)
                                    Copy to:
                               Cary J. Meer, Esq.
                           Kirkpatrick & Lockhart LLP
                         1800 Massachusetts Avenue, N.W.
                             Washington, D.C. 20036
CALCULATION OF REGISTRATION FEE

------------------------------------------------------------------------------------------------
                                             Proposed       Proposed             
                                             maximum        maximum              
                                             offering       aggregate               Amount of
Title of securities        Amount to         price per      offering                registration
to be registered          be registered      share          price                   fee
------------------------------------------------------------------------------------------------
Common stock, no par       3,500,000       $14.53125(1)   $50,859,375.00(1)         $15,003.52
value per share            shares                                                
------------------------------------------------------------------------------------------------
--------------------                                                          

(1)   Inserted  solely  for the  purpose of  calculating  the  registration  fee
      pursuant to Rule 457(h). The fee is calculated on the basis of the average
      of the  high  and low  sales  prices  for the  Registrant's  Common  Stock
      reported on the New York Stock Exchange on June 26, 1998.

                                       2
DOCUMENTS INCORPORATED BY REFERENCE

      Host Marriott Services  Corporation's  earlier  Registration  Statement on
Form S-8  ("Original  Registration  Statement"),  filed with the  Securities and
Exchange Commission on December 28, 1995 (File No. 33-80943),  pertaining to the
Host Marriott  Services  Corporation  Comprehensive  Stock Plan is  incorporated
herein by reference.  This incorporation is made pursuant to General Instruction
E of Form S-8 regarding the  registration  of additional  securities of the same
class as  other  securities  for  which  there  has  been  filed a  Registration
Statement on Form S-8 relating to the same plan.

                                       3
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 8.      EXHIBITS.

     The following are filed herewith as part of this Registration Statement:

     EXHIBIT NO.                   EXHIBIT
     -----------                   -------

            5.1   Opinion of Joe P.  Martin,  Esq.,  Senior Vice  President  and
                  General  Counsel,  as to the legality of the securities  being
                  registered

            23.1  Consent of Arthur Andersen LLP

            23.2  The consent of Joe P. Martin,  Esq., Senior Vice President and
                  General  Counsel,  to the use of his  opinion as an exhibit to
                  this  Registration  Statement is included in his opinion filed
                  herewith as Exhibit 5.1

            24    Power of Attorney (see page 5)

                                       4
SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Bethesda,  State of  Maryland,  on this 29th day of
June, 1998.

                                   HOST MARRIOTT SERVICES CORPORATION

                                   /s/ William W. McCarten
                             By:   ----------------------------------
                                   William W. McCarten
                                   President and
                                   Chief Executive Officer

      KNOW ALL  PERSONS BY THESE  PRESENTS,  that each  person  whose  signature
appears below  constitutes and appoints Joe P. Martin and Timothy H. Pease,  and
each of them, his or her attorney-in-fact,  with power of substitution,  for him
or her in any and all  capacities,  to sign any amendments to this  Registration
Statement  on Form S-8,  and to file  same,  with  exhibits  thereto,  and other
documents in connection therewith,  with the Securities and Exchange Commission,
hereby  ratifying and confirming all that said  attorney-in-fact,  or his or her
substitute or substitutes, may do or cause to be done by virtue hereof.

      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

SIGNATURE                   TITLE                             DATE
---------                   -----                             ----

/s/ William J. Shaw
------------------------    Director and Chairman of       June 24, 1998
William J. Shaw             the Board

/s/ William W. McCarten
------------------------    President, Chief Executive     June 29, 1998
William W. McCarten         Officer and Director
                            (Principal Executive Officer)

/s/ Brian W. Bethers
------------------------    Senior Vice President,         June 26, 1998
Brian W. Bethers            Chief Financial Officer and
                            Treasurer
                            (Principal Financial Officer)

                                       5
SIGNATURE                   TITLE                             DATE
---------                   -----                             ----

/s/ Timothy H. Pease
-----------------------     Vice President, Controller     June 29, 1998
Timothy H. Pease            and Chief Accounting Officer
                            (Principal Accounting Officer)

------------------------    Director                       June __, 1998
J. Willard Marriott, Jr.

/s/ Richard E. Marriott
------------------------    Director                       June 25, 1998
Richard E. Marriott

/s/ R. Michael McCullough
-------------------------   Director                       June 29, 1998
R. Michael McCullough

/s/ Rosemary M. Collyer
-------------------------   Director                       June 25, 1998
Rosemary M. Collyer

/s/ Gilbert T. Ray
-------------------------   Director                       June 29, 1998
Gilbert T. Ray

-------------------------   Director                       June __, 1998
Andrew J. Young

                                       6
EXHIBIT INDEX

      The  following  exhibits are filed  herewith as part of this  Registration
Statement:

EXHIBIT NO.          DESCRIPTION
-----------          -----------
5.1                  Opinion of Joe P. Martin, Esq.,  Senior Vice  President and
                     General Counsel, as to the legality of the securities being
                     registered

23.1                 Consent of Arthur Andersen LLP

23.2                 The consent  of  Joe P. Martin, Esq., Senior Vice President
                     and  General  Counsel,  to the  use  of  his opinion  as an
                     exhibit to this Registration  Statement  is included in his
                     opinion filed herewith as Exhibit 5.1

24                   Power of Attorney (see page 5)

                                       7