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): October 3, 1997


                                  ROLLINS, INC.
               (Exact name of registrant as specified in charter)


                          Commission File Number 1-4422


                Delaware                                 51-0068479
    (State or other jurisdiction of           (IRS Employer Identification No.)
             incorporation)


        2170 Piedmont Road, N.E.
           Atlanta, Georgia                                30324
                                                         (Zip Code)
    (Address of principal executive offices)



             Registrant's telephone number including area code  (404) 888-2000



   (Former name or former address, if changed since last report) Not Applicable











ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

         On October 3, 1997, Rollins, Inc., a Delaware corporation  ("Rollins"),
sold its security  monitoring  assets,  which were operated  through its Rollins
Protective Services division, to Ameritech Monitoring Services, Inc., a Delaware
corporation, for approximately $200,000,000 in cash and assumed liabilities. The
consideration  received  for the  sale of the  security  monitoring  assets  was
determined as a result of arms length negotiation between unrelated parties. The
description  of the sale  contained  herein  is  qualified  in its  entirety  by
reference to the Asset Purchase  Agreement,  dated as of October 1, 1997, by and
among Rollins,  Ameritech Monitoring Services, Inc. and Ameritech Corporation, a
Delaware corporation, incorporated herein by reference to Exhibit 2.1 hereto.

ITEM 7.  EXHIBITS

Exhibit
Number                              Description

2.1*      Asset  Purchase  Agreement  dated as of October 1, 1997,  by and among
          Rollins,  Inc.,  Ameritech  Monitoring  Services,  Inc. and  Ameritech
          Corporation.

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

* Filed  herewith.  In accordance  with Item  601(b)(2) of  Regulation  S-K, the
schedules  have been  omitted and a list  briefly  describing  the  schedules is
contained at the end of the Exhibit.  The Company will furnish  supplementally a
copy of any omitted schedule to the Commission upon request.


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                                   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.


                                            ROLLINS, INC.



Date:  October 16, 1997                     By:/s/ Gary W. Rollins
                                               _______________________   
                                                   Gary W. Rollins
                                                   President and Chief
                                                   Operating Officer



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