FORM 4	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). (Print or Type Responses)		OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response. . . . . .0.5

1. Name and Address of Reporting Person * WATERS Brian M. (Last) (First) (Middle)	2. Issuer Name Healthcare Services Group, Inc. and Ticker or Trading Symbol HCSG		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) Other (specify below) Vice President of Operations
3220 Tillman Drive Suite 300	3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)	4. Statement for Month/Day/Year 0405/3001/2003
(Street) Bensalem, PA 19020		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person Form filed by More than One Reporting Person
(City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2.Transaction Date (Month/Day/ Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)

6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

Amount

(A) or (D)

Price

Common Stock

04/25/2003

04/30/2003

Yes

15000

7.67

Common stock

04/29/2003

05/02/2003

Yes

492

8.375

Common Stock

04/25/2003

04/30/2003

Yes

2908

8.375

Common stock

04/29/2003

05/02/2003

Yes

9508

6.75

Common Stock

04/28/2003

05/01/2003

Yes

6600

8.375

Common stock

04/29/2003

05/02/2003

Yes

492

13.1485

Common Stock

04/2529/2003

0405/3002/2003

Yes

~~15000~~9508

13.~~1757~~1485

5397

Common Stock

04/25/2003

04/30/2003

Yes

2908

13.1757

Common Stock

04/25/2003

05/01/2003

Yes

6600

13.1458

5092

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).		(Over)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Control Number.

Form 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conver- sion or Exer- cise Price of Deriva- tive Security

3. Trans- action Date (Month/ Day/ Year)

3A. Deemed Execu- tion Date, if any (Month/ Day/ Year)

4. Trans- action Code (Instr. 8)

5. Number of Deri- vative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

6. Date Exercis- able (DE) and Expiration Date (ED) (Month/ Day/ Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Deriv- ative Security (Instr. 5)

9. Number of Deri- vative Securi- ties Benefi- cially Owned Follow- ing Reported Trans- action(s) (Instr. 4)

10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Benefi- cial Owner- ship (Instr. 4)

Code

(A)

(D)

Title

AmountorNumberofShares

Stock Option

78.67375

04/2529/2003

0405/3002/2003

Yes

~~15000~~492

0206/2104/~~1998~~1999

0812/2104/~~2007~~2008

Common Stock

~~15000~~492

78.67375

Stock Option

86.~~375~~75

04/2529/2003

0405/3002/2003

Yes

~~2908~~9508

06/0416/~~1999~~2000

12/0416/~~2008~~2009

Common Stock

~~2908~~9508

86.~~375~~75

41492

Stock Option

8.375

04/28/2003

05/01/2003

Yes

6600

06/04/1999

12/04/2008

Common Stock

6600

8.375

51492

Explanation of Responses:

	Brian M. Waters		0405/3001/2003
	** Signature of Reporting Person		Date


**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.		Page 2

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