
<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

   
                                  FORM 10-Q/A
    
   
                               (Amendment No. 1)
    

(X)      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended June 30, 1995

                                       OR

( )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the transition period from ___ to ___

Commission File Number: 1-12154

                                _____________

                          USA WASTE SERVICES, INC.
           (Exact name of registrant as specified in its charter)

<TABLE>
         <S>                                                                 <C>
                 Delaware                                                       73-1309529
         (State or other jurisdiction of                                     (I.R.S. Employer
         incorporation or organization)                                      Identification No.)
</TABLE>

                               5000 Quorum Drive,
                                   Suite 300
                              Dallas, Texas  75240
                    (Address of principal executive offices)

                                 (214) 383-7900
              (Registrant's telephone number, including area code)

                                   No Change
            (Former name, former address, and former fiscal year, if
                          changed since last report)

                                  ____________

         Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                                Yes  X    No 
                                    ---      ---
         Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of August 11, 1995:

              Common Stock    $.01 par value    52,291,638 shares
<PAGE>   2
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits.

         3.1  -   Restated Certificate of Incorporation [Incorporated by
                  Reference to Exhibit 3.1 of the Registrant's Registration
                  Statement on Form S-4, File No. 33-60103].

         3.2  -   Bylaws [Incorporated by Reference to Exhibit 3.2 of the
                  Registrant's Registration Statement on Form S- 4, File No.
                  33-60103].

         4.1 -    Indenture dated September 25, 1992, between the Registrant
                  and The First National Bank of Boston, as Trustee, with
                  respect to the Registrant's 8 1/2% Convertible Subordinated
                  Debentures Due 2002 [Incorporated by reference to Exhibit 4.1
                  of the Registrant's Registration Statement on Form S-1, File
                  No. 33-50918].

         4.2 -    Specimen Stock Certificate [Incorporated by reference to
                  Exhibit 4.3 of the Registrant's Registration Statement on
                  Form S-3, File No. 33-76224].

   
        *4.3 -    Agreement by Registrant to file agreements omitted pursuant
                  to Regulation S-K, Item 601(b)(4)(iii)(A).
    

         10.1 -   1990 Stock Option Plan [Incorporated by reference to Exhibit
                  10.1 of the Registrant's Annual Report on Form 10-K for the
                  year ended December 31, 1990].

         10.2 -   1993 Stock Incentive Plan [Incorporated by reference to
                  Exhibit 4.4 of the Registrants Registration Statement on Form
                  S-8, File No. 33-72436].

         10.3 -   Envirofil, Inc. 1993 Stock Incentive Plan [Incorporated by
                  reference to Exhibit 10.3 of the Registrant's Annual Report
                  on Form 10-K for the year ended December 31, 1994].

         10.4 -   Asset Purchase Agreement dated August 12, 1993, between
                  Chambers of Indiana, Inc. and USA Waste of Indiana, Inc.
                  [Incorporated by reference to Exhibit 2.2 to Registrant's
                  Current Report on Form 8-K dated September 30, 1993].

         10.5 -   Stock Purchase Agreement dated August 12, 1993, between
                  Chambers Development Company, Inc. and USA Waste of Indiana,
                  Inc. [Incorporated by reference to Exhibit 2.1 to
                  Registrant's Current Report on Form 8-K dated September 30,
                  1993].

         10.6 -   Agreement of Merger dated as of September 29, 1993, among USA
                  Waste Services, Inc., USA Acquisition Co., Soil Remediation
                  of Philadelphia, Inc. and Louis D. Paolino, Jr. [Incorporated
                  by reference to Exhibit 2.3 to Registrant's Current Report on
                  Form 8-K dated September 30, 1993].
<PAGE>   3
         10.7 -   Agreement and Plan of Reorganization dated as of March 17,
                  1993, as amended on March 25, 1993, March 31, 1993, and
                  August 20, 1993, between Envirofil, Inc. and Environmental
                  Waste of America, Inc.  [Incorporated by reference to Exhibit
                  (c)(i) to Envirofil's Current Report on Form 8-K filed on
                  November 16, 1993, as amended by a Current Report in Form
                  8-K/A filed on January 18, 1994].

         10.8 -   Stock Purchase Agreement dated March 15, 1993, between
                  Environmental Waste of America, Inc. and Donald G. Lindgren,
                  as amended and assigned to Envirofil, Inc. as of November 5,
                  1993.  [Incorporated by reference to Exhibit (c)(i) to
                  Envirofil's Current Report on Form 8-K filed on November 16,
                  1993, as amended by a Current Report in Form 8-K/A filed on
                  January 18, 1994].

         10.9 -   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Meadowbrook Carting Co., Inc., and certain
                  shareholders of Meadowbrook Carting Co., Inc. [Incorporated
                  by reference to Exhibit (c)(ii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.10-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Mid-Jersey Disposal, Co., Inc., and certain
                  shareholders of Mid-Jersey Disposal Co., Inc. [Incorporated
                  by reference to Exhibit (c)(ii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.11-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Quality Recycling Co, Inc., and certain
                  shareholders of Quality Recycling Co., Inc. [Incorporated by
                  reference to Exhibit (c)(iii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.12-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Forcees, Inc., and certain shareholders of
                  Forcees, Inc. [Incorporated by reference to Exhibit (c)(iv)
                  to Envirofil's Current Report on Form 8-K filed February 28,
                  1994, as amended by Current Report on Form 8-K/A filed on May
                  11, 1994].

         10.13-   Amended and Restated Plan and Agreement of Reorganization
                  dated March 29, 1994, among the Registrant, Envirofil
                  Acquisition Corporation, a Delaware corporation and wholly
                  owned subsidiary of the Registrant, and Envirofil, Inc., a
                  Delaware corporation [Incorporated by reference to Exhibit
                  2.1 to the Registrant's Statement on Form S-4 (File No.
                  33-77110].





                                       3
<PAGE>   4
         10.14-   Amended and Restated Agreement and Plan of Merger dated as of
                  November 28, 1994, among the Registrant, Chambers Acquisition
                  Corporation, a Delaware corporation and wholly owned
                  subsidiary of the Registrant, and Chambers Development
                  Company, Inc., a Delaware corporation [Incorporated by
                  reference to Exhibit 2.1 of the Registrant's Statement on
                  Form S-4 (File No. 33-59259].

         10.15-   Form of Employment Agreement between the Registrant and each
                  of John E. Drury, Donald F. Moorehead, Jr., David
                  Sutherland-Yoest, and Charles A. Wilcox [Incorporated by
                  reference to Exhibit 10.18 of the Registrant's Annual Report
                  on Form 10-K for the year ended December 31, 1994].

         10.16-   Employment Agreement between the Registrant and Earl E.
                  DeFrates [Incorporated by reference to Exhibit 10.19 of the
                  Registrant's Annual Report on Form 10-K for the year ended
                  December 31, 1994].

         10.17-   Employment Agreement between the Registrant and Gregory T.
                  Sangalis [Incorporated by reference to Exhibit 10.17 to the
                  Registrant's Registration Statement on Form S-4, File No.
                  33-59259].

         10.18-   Amendment to Amended and Restated Agreement and Plan of
                  Merger dated June 27, 1995, among the Registrant, Chambers
                  Acquisition Corporation, and Chambers Development Company,
                  Inc. [Incorporated by reference to Exhibit 2.2 to the
                  Registrant's Current Report on Form 8-K dated June 30, 1995].

         10.19-   Revolving Credit and Term Loan Agreement dated as of June 30,
                  1995, among the Registrant, its subsidiaries, The First
                  National Bank of Boston, Bank of America Illinois, J.P.
                  Morgan Securities Inc., and Morgan Guaranty Trust Company of
                  New York.

   
*        10.20-   Shareholders Agreement dated June 25, 1995, among USA Waste
                  Services, Inc., Donald F. Moorehead, Jr., John E. Drury, John
                  G. Rangos, Sr., John G. Rangos, Jr., Alexander W. Rangos, and
                  John Rangos Development Corporation, inc.
    

   
*        10.21-   Consulting and Non-Compete Agreement dated June 25, 1995,
                  between the Registrant and John G. Rangos, Sr.
    

   
*        10.22-   Employment Agreement dated June 25, 1995, between the
                  Registrant and Alexander W. Rangos.
    

         27.1 -   Financial Data Schedule.
___________________________
*        Filed herewith.


         (b)      Reports of Form 8-K.





                                       4
<PAGE>   5
         The Company filed a Current Report on Form 8-K dated June 30, 1995.
Such Current Report reported on Item 1.  Changes in Control of Registrant, Item
2.  Acquisition or Disposition of Assets, and Item 7.  Financial Statements and
Exhibits.  The financial statements filed included Supplemental Consolidated
Financial Statements of the Company at December 31, 1994, and for the three
years ended December 31, 1994, and Supplemental Condensed Consolidated
Financial Statements at March 31, 1995, and for the three months ended March
31, 1995.

                                   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 thereunto duly authorized.



                                     USA WASTE SERVICES, INC.
                                     Registrant
                                    
                                    
September 29, 1995                   By: /s/ EARL E. DEFRATES
                                        ----------------------------
                                        Earl E. DeFrates,
                                        Executive Vice President
                                        Chief Financial Officer
                                    
                                    
September 29, 1995                   By: /s/ BRUCE E. SNYDER
                                        ----------------------------
                                        Bruce E. Snyder,
                                        Vice President - Controller,
                                        Chief Accounting Officer





                                       5
<PAGE>   6
                                EXHIBIT INDEX

   
<TABLE>
<CAPTION>
      EXHIBIT
      NUMBER                 DESCRIPTION
      -------                -----------
      <S>         <C>
         3.1  -   Restated Certificate of Incorporation [Incorporated by
                  Reference to Exhibit 3.1 of the Registrant's Registration
                  Statement on Form S-4, File No. 33-60103].

         3.2  -   Bylaws [Incorporated by Reference to Exhibit 3.2 of the
                  Registrant's Registration Statement on Form S- 4, File No.
                  33-60103].

         4.1 -    Indenture dated September 25, 1992, between the Registrant
                  and The First National Bank of Boston, as Trustee, with
                  respect to the Registrant's 8 1/2% Convertible Subordinated
                  Debentures Due 2002 [Incorporated by reference to Exhibit 4.1
                  of the Registrant's Registration Statement on Form S-1, File
                  No. 33-50918].

         4.2 -    Specimen Stock Certificate [Incorporated by reference to
                  Exhibit 4.3 of the Registrant's Registration Statement on
                  Form S-3, File No. 33-76224].

        *4.3 -    Agreement by Registrant to file agreements omitted pursuant
                  to Regulation S-K, Item 601(b)(4)(iii)(A).

         10.1 -   1990 Stock Option Plan [Incorporated by reference to Exhibit
                  10.1 of the Registrant's Annual Report on Form 10-K for the
                  year ended December 31, 1990].

         10.2 -   1993 Stock Incentive Plan [Incorporated by reference to
                  Exhibit 4.4 of the Registrants Registration Statement on Form
                  S-8, File No. 33-72436].

         10.3 -   Envirofil, Inc. 1993 Stock Incentive Plan [Incorporated by
                  reference to Exhibit 10.3 of the Registrant's Annual Report
                  on Form 10-K for the year ended December 31, 1994].

         10.4 -   Asset Purchase Agreement dated August 12, 1993, between
                  Chambers of Indiana, Inc. and USA Waste of Indiana, Inc.
                  [Incorporated by reference to Exhibit 2.2 to Registrant's
                  Current Report on Form 8-K dated September 30, 1993].

         10.5 -   Stock Purchase Agreement dated August 12, 1993, between
                  Chambers Development Company, Inc. and USA Waste of Indiana,
                  Inc. [Incorporated by reference to Exhibit 2.1 to
                  Registrant's Current Report on Form 8-K dated September 30,
                  1993].

         10.6 -   Agreement of Merger dated as of September 29, 1993, among USA
                  Waste Services, Inc., USA Acquisition Co., Soil Remediation
                  of Philadelphia, Inc. and Louis D. Paolino, Jr. [Incorporated
                  by reference to Exhibit 2.3 to Registrant's Current Report on
                  Form 8-K dated September 30, 1993].

         10.7 -   Agreement and Plan of Reorganization dated as of March 17,
                  1993, as amended on March 25, 1993, March 31, 1993, and
                  August 20, 1993, between Envirofil, Inc. and Environmental
                  Waste of America, Inc.  [Incorporated by reference to Exhibit
                  (c)(i) to Envirofil's Current Report on Form 8-K filed on
                  November 16, 1993, as amended by a Current Report in Form
                  8-K/A filed on January 18, 1994].

         10.8 -   Stock Purchase Agreement dated March 15, 1993, between
                  Environmental Waste of America, Inc. and Donald G. Lindgren,
                  as amended and assigned to Envirofil, Inc. as of November 5,
                  1993.  [Incorporated by reference to Exhibit (c)(i) to
                  Envirofil's Current Report on Form 8-K filed on November 16,
                  1993, as amended by a Current Report in Form 8-K/A filed on
                  January 18, 1994].

         10.9 -   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Meadowbrook Carting Co., Inc., and certain
                  shareholders of Meadowbrook Carting Co., Inc. [Incorporated
                  by reference to Exhibit (c)(ii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.10-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Mid-Jersey Disposal, Co., Inc., and certain
                  shareholders of Mid-Jersey Disposal Co., Inc. [Incorporated
                  by reference to Exhibit (c)(ii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.11-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Quality Recycling Co, Inc., and certain
                  shareholders of Quality Recycling Co., Inc. [Incorporated by
                  reference to Exhibit (c)(iii) to Envirofil's Current Report
                  on Form 8-K filed February 28, 1994, as amended by Current
                  Report on Form 8-K/A filed on May 11, 1994].

         10.12-   Stock Purchase Agreement dated March 19, 1993, among
                  Envirofil, Inc., Forcees, Inc., and certain shareholders of
                  Forcees, Inc. [Incorporated by reference to Exhibit (c)(iv)
                  to Envirofil's Current Report on Form 8-K filed February 28,
                  1994, as amended by Current Report on Form 8-K/A filed on May
                  11, 1994].

         10.13-   Amended and Restated Plan and Agreement of Reorganization
                  dated March 29, 1994, among the Registrant, Envirofil
                  Acquisition Corporation, a Delaware corporation and wholly
                  owned subsidiary of the Registrant, and Envirofil, Inc., a
                  Delaware corporation [Incorporated by reference to Exhibit
                  2.1 to the Registrant's Statement on Form S-4 (File No.
                  33-77110].

         10.14-   Amended and Restated Agreement and Plan of Merger dated as of
                  November 28, 1994, among the Registrant, Chambers Acquisition
                  Corporation, a Delaware corporation and wholly owned
                  subsidiary of the Registrant, and Chambers Development
                  Company, Inc., a Delaware corporation [Incorporated by
                  reference to Exhibit 2.1 of the Registrant's Statement on
                  Form S-4 (File No. 33-59259].

         10.15-   Form of Employment Agreement between the Registrant and each
                  of John E. Drury, Donald F. Moorehead, Jr., David
                  Sutherland-Yoest, and Charles A. Wilcox [Incorporated by
                  reference to Exhibit 10.18 of the Registrant's Annual Report
                  on Form 10-K for the year ended December 31, 1994].

         10.16-   Employment Agreement between the Registrant and Earl E.
                  DeFrates [Incorporated by reference to Exhibit 10.19 of the
                  Registrant's Annual Report on Form 10-K for the year ended
                  December 31, 1994].

         10.17-   Employment Agreement between the Registrant and Gregory T.
                  Sangalis [Incorporated by reference to Exhibit 10.17 to the
                  Registrant's Registration Statement on Form S-4, File No.
                  33-59259].

         10.18-   Amendment to Amended and Restated Agreement and Plan of
                  Merger dated June 27, 1995, among the Registrant, Chambers
                  Acquisition Corporation, and Chambers Development Company,
                  Inc. [Incorporated by reference to Exhibit 2.2 to the
                  Registrant's Current Report on Form 8-K dated June 30, 1995].

         10.19-   Revolving Credit and Term Loan Agreement dated as of June 30,
                  1995, among the Registrant, its subsidiaries, The First
                  National Bank of Boston, Bank of America Illinois, J.P.
                  Morgan Securities Inc., and Morgan Guaranty Trust Company of
                  New York.

*        10.20-   Shareholders Agreement dated June 25, 1995, among USA Waste
                  Services, Inc., Donald F. Moorehead, Jr., John E. Drury, John
                  G. Rangos, Sr., John G. Rangos, Jr., Alexander W. Rangos, and
                  John Rangos Development Corporation, inc.

*        10.21-   Consulting and Non-Compete Agreement dated June 25, 1995,
                  between the Registrant and John G. Rangos, Sr.

*        10.22-   Employment Agreement dated June 25, 1995, between the
                  Registrant and Alexander W. Rangos.

         27.1 -   Financial Data Schedule.
</TABLE>
    
___________________________
*        Filed herewith.
