SECURITIES AND EXCHANGE COMMISSION
 
 WASHINGTON, D. C. 20549



FORM 10-Q

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



For Quarter Ended March 31, 2000 Commission File number
   000-25651



|OGLEBAY NORTON COMPANY                                     
|-----------------------------------------------------------
|                                                           
|(Exact name of registrant as specified in its
     charter)



|Delaware                                                              | 34-1888342                                 
|--------------------------------------------------------------------- | -------------------------------------------
|                                                                      |                                            
|(State or other jurisdiction of
   
   incorporation or organization) | (I.R.S. employer
   
   identification no.)



|1100 Superior Avenue Cleveland, Ohio     | 44114-2598
|---------------------------------------- | ----------
|                                        
|(Address of principal executive offices) | (Zip Code)

Registrant's telephone number, including area code (216)
   861-3300

|None                                                                                   
|---------------------------------------------------------------------------------------
|                                                                                       
|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, and (2) has been
   subject to such filing requirements for the past 90 days.

|Yes X | No ___
|----- | ------

Shares of Common Stock outstanding at April 30, 2000:
   4,965,136



OGLEBAY NORTON COMPANY AND SUBSIDIARIES
 
 INDEX



|PART I. FINANCIAL INFORMATION | Page Number                                                                                                          
|----------------------------- | ---------------------------------------------------------------------------------------------------------------------
|                              |                                                                                                                      
|                              |                                                                                                                      
|Item 1                        |                                                                                                                      
|                              | Condensed Consolidated Statement of
   
   Operations (Unaudited) - Three Months
   
   Ended March 31, 2000 and 1999
|                              |                                                                                                                      
|                              | Condensed Consolidated Balance Sheet (Unaudited) -
   
   March 31, 2000 and December 31, 1999                       
|                              |                                                                                                                      
|                              | Condensed Consolidated Statement of
   
   Cash Flows (Unaudited) - Three Months
   
   Ended March 31, 2000 and 1999
|                              |                                                                                                                      
|                              | Notes to Condensed Consolidated Financial
   
   Statements                                                          
|                              |                                                                                                                      
|Item 2                        |                                                                                                                      
|                              | Management's Discussion and Analysis of
   
   Financial Condition and Results of Operations                         
|                              |                                                                                                                      
|Item 3                        |                                                                                                                      
|                              | Quantitative and Qualitative Disclosures
   
   About Market Risk                                                    
|                              |                                                                                                                      
|PART II. OTHER INFORMATION    |                                                                                                                      
|                              |                                                                                                                      
|                              |                                                                                                                      
|Item 4                        |                                                                                                                      
|                              | Submission of Matters to a Vote of Security Holders                                                                  
|                              |                                                                                                                      
|Item 6                        |                                                                                                                      
|                              | Exhibits and Reports on Form 8-K                                                                                     



Part I. Item 1. FINANCIAL INFORMATION
 
 OGLEBAY NORTON COMPANY AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
 
 (In thousands, except per share amounts)

(UNAUDITED)

|                                                  | Three Months Ended
   
   March 31
|------------------------------------------------- | ----------------------------------
|                                                  | 2000                              
|                                                  |                                   
|NET SALES AND OPERATING
     REVENUES             | $                                 
|                                                  |                                   
|COSTS AND EXPENSES                                |                                   
|Cost of goods sold and operating
     expenses    |                                   
|Depreciation, depletion and
     amortization     |                                   
|General, administrative and
     selling expenses |                                   
|                                                  |                                   
|                                                  |                                   
|                                                  |                                   
|INCOME FROM
     OPERATIONS                       |                                   
|                                                  |                                   
|                                                  |                                   
|Gain (loss) on disposition of
     assets         |                                   
|Interest expense                                  |                                   
|Other (expense) income -
     net                 |                                   
|                                                  |                                   
|LOSS BEFORE INCOME
     TAXES                     |                                   
|Income tax benefit                                |                                   
|                                                  |                                   
|NET LOSS                                          | $                                 
|                                                  |                                   
|NET LOSS PER SHARE -
     BASIC                   | $                                 
|                                                  |                                   
|NET LOSS PER SHARE -
     ASSUMING DILUTION       | $                                 
|                                                  |                                   
|DIVIDENDS PER SHARE OF
     COMMON STOCK          | $                                 
|                                                  |                                   



See notes to condensed
   consolidated financial statements.



OGLEBAY NORTON COMPANY AND
   SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEET
 
 (In thousands)

|ASSETS                                          |                                                                           |              |         
|----------------------------------------------- | ------------------------------------------------------------------------- | ------------ | --------
|                                                |                                                                           | (UNAUDITED)  |         
|                                                |                                                                           | March 312000 |         
|CURRENT ASSETS                                  |                                                                           |              |         
|                                                | Cash and cash
     equivalents                                            | $            | -0-     
|                                                | Accounts receivable, less
     reserve for doubtful accounts              |              |         
|                                                | (2000-$1,250;
     1999-$1,200)                                           |              | 35,269  
|                                                | Income tax
     receivable                                                |              | 1,197   
|                                                | Inventories                                                               |              | 31,539  
|                                                | Deferred income
     taxes                                                |              | 2,384   
|                                                | Prepaid insurance and other
     expenses                                 |              | 13,587  
|                                                |                                                                           |              |         
|TOTAL CURRENT
     ASSETS                       |                                                                           | 83,976       |         
|                                                |                                                                           |              |         
|PROPERTY AND
     EQUIPMENT                     |                                                                           | 573,538      |         
|                                                | Less allowances for
     depreciation, depletion and amortization         |              | 216,420 
|                                                |                                                                           |              |         
|                                                |                                                                           |              | 357,118 
|GOODWILL (net of accumulated
     amortization  |                                                                           |              |         
|of $6,334 in 2000 and $3,711
     in 1999)      |                                                                           | 74,946       |         
|PREPAID PENSION
     COSTS                      |                                                                           | 35,870       |         
|OTHER ASSETS                                    |                                                                           | 17,793       |         
|                                                |                                                                           |              |         
|TOTAL
     ASSETS                               | $                                                                         | 569,703      |         
|                                                |                                                                           |              |         
|                                                |                                                                           |              |         
|                                                |                                                                           |              |         
|LIABILITIES AND STOCKHOLDERS' EQUITY            |                                                                           |              |         
|                                                |                                                                           | (UNAUDITED)  |         
|                                                |                                                                           | March 312000 |         
|CURRENT
     LIABILITIES                        |                                                                           |              |         
|                                                | Current portion of long-term
     debt                                    | $            | 4,879   
|                                                | Accounts payable                                                          |              | 14,444  
|                                                | Payrolls and other accrued
     compensation                              |              | 4,727   
|                                                | Accrued expenses                                                          |              | 9,128   
|                                                | Accrued interest
     expense                                             |              | 3,377   
|                                                | Income taxes
     payable                                                 |              | 1,530   
|                                                |                                                                           |              |         
|TOTAL CURRENT
     LIABILITIES                  |                                                                           | 38,085       |         
|                                                |                                                                           |              |         
|LONG-TERM DEBT, less current
     portion       |                                                                           | 311,838      |         
|POSTRETIREMENT BENEFITS
     OBLIGATIONS        |                                                                           | 25,870       |         
|OTHER LONG-TERM
     LIABILITIES                |                                                                           | 17,312       |         
|DEFERRED INCOME
     TAXES                      |                                                                           | 38,682       |         
|                                                |                                                                           |              |         
|STOCKHOLDERS'
     EQUITY                       |                                                                           |              |         
|                                                | Common stock, par value $1
     per share, authorized 10,000 shares;      |              |         
|                                                | issued 7,253
     shares                                                  |              | 7,253   
|                                                | Additional capital                                                        |              | 9,335   
|                                                | Retained earnings                                                         |              | 152,815 
|                                                | Accumulated other
     comprehensive expense                              |              | (124)   
|                                                |                                                                           |              |         
|                                                |                                                                           |              | 169,279 
|                                                | Treasury stock, at cost -
     2,290 and 2,434 shares at respective dates |              | (31,363)
|                                                |                                                                           |              |         
|                                                |                                                                           |              | 137,916 
|                                                |                                                                           |              |         
|TOTAL LIABILITIES AND
     STOCKHOLDERS' EQUITY | $                                                                         | 569,703      |         
|                                                |                                                                           |              |         



See notes to condensed
   consolidated financial statements.





OGLEBAY NORTON COMPANY AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
 
 (In thousands)
 
 (UNAUDITED)

|                                                                                      | Three Months
     EndedMarch 31 |        
|------------------------------------------------------------------------------------- | ------------------------------- | -------
|                                                                                      | 2000                            |        
|OPERATING ACTIVITIES                                                                  | $                               | (2,810 
|Net loss                                                                              |                                 |        
|Adjustments to reconcile net loss
     tonet
     cash used for operating activities: |                                 |        
|Depreciation, depletion and amortization                                              |                                 | 5,361  
|Deferred income taxes                                                                 |                                 | 878    
|(Gain) loss on disposition of assets                                                  |                                 | (144   
|(Increase) decrease in prepaid pension costs                                          |                                 | (975   
|Deferred vessel maintenance costs                                                     |                                 | (5,943 
|Decrease in accounts receivable                                                       |                                 | 10,819 
|Decrease in inventories                                                               |                                 | 1,165  
|Increase (decrease) in accounts payable                                               |                                 | 1,235  
|Decrease in payrolls and other accrued compensation                                   |                                 | (6,151 
|Decrease in accrued expenses                                                          |                                 | (1,333 
|Decrease in accrued interest                                                          |                                 | (2,476 
|(Decrease) increase in income taxes payable                                           |                                 | (2,244 
|Other operating activities                                                            |                                 | (2,824 
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|NET CASH
     USED FOR OPERATING ACTIVITIES                                           |                                 | (5,442 
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|INVESTING ACTIVITIES                                                                  |                                 |        
|Capital expenditures                                                                  |                                 | (8,169 
|Acquisition of businesses                                                             |                                 | (562   
|Proceeds from the disposition of assets                                               |                                 | 168    
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|NET CASH
     USED FOR INVESTING ACTIVITIES                                           |                                 | (8,563 
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|FINANCING ACTIVITIES                                                                  |                                 |        
|Repayments on long-term debt                                                          |                                 | (33,550
|Additional long-term debt                                                             |                                 | 48,561 
|Financing costs                                                                       |                                 | (1     
|Payments of dividends                                                                 |                                 | (992   
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|NET CASH
     PROVIDED BY FINANCING ACTIVITIES                                        |                                 | 14,018 
|                                                                                      |                                 |        
|Effect of exchange rate changes on cash and cash
     equivalents                     |                                 | (13    
|                                                                                      |                                 |        
|Decrease in cash and cash equivalents                                                 |                                 | -0-    
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|CASH AND CASH EQUIVALENTS,
     JANUARY1                                              |                                 | -0-    
|                                                                                      |                                 |        
|                                                                                      |                                 |        
|CASH AND CASH EQUIVALENTS,
     MARCH 31                                              | $                               | -0-    
|                                                                                      |                                 |        



See notes to condensed
   consolidated financial statements.



OGLEBAY NORTON COMPANY AND SUBSIDIARIES
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
 (In thousands, except per share amounts)




1. The accompanying unaudited condensed consolidated financial
   statements have been prepared in accordance with the instructions to Form
   10-Q and, therefore, do not include all information and notes to the
   condensed consolidated financial statements necessary for a fair
   presentation of financial position, results of operations and cash flows in
   conformity with generally accepted accounting principles. Management of the
   Company, however, believes that all adjustments considered necessary for a
   fair presentation of the results of operations for such periods have been
   made. Additionally, certain amounts in the prior year have been reclassified
   to conform with the 2000 condensed consolidated financial statement
   presentation. For further information, refer to the consolidated financial
   statements and notes thereto included in the Company's 1999 Annual Report on
   Form 10-K. The condensed consolidated balance sheet at December 31, 1999 has
   been derived from the audited financial statements at that date, but does
   not include all the information and footnotes required by generally accepted
   accounting principles for complete financial statements.
2. Operating results are not necessarily indicative of the results
   to be expected for the year, due to the seasonal nature of certain aspects
   of the Company's business. The preparation of financial statements in
   conformity with generally accepted accounting principles requires management
   to make estimates and assumptions that affect the amounts reported in the
   Company's condensed consolidated financial statements. Actual results could
   differ from those estimates and assumptions.
3. In the second quarter of 2000, the Company acquired all of the
   partnership interests in Michigan Limestone Operations Limited Partnership
   ("Michigan Limestone") for: $53,000 in cash; $8,247 in assumed
   debt of which $6,314 was refinanced at closing; and contingent payments
   subject to achieving certain operating performance parameters over the next
   decade. The business has two facilities in Michigan that supply high calcium
   and dolomitic limestone to a wide variety of users including the
   construction, energy and steel industries. The assets and results of
   operations of Michigan Limestone will be included within the Company's Lime
   and Limestone segment. In conjunction with the Michigan Limestone acquisition, the
   Company entered into a new three-year $118,000 Term Loan with its banking
   group and extended its existing $232,000 Senior Credit Facility by two
   years. Both facilities expire on April 3, 2003 and do not require any
   amortization of principal. The pricing features and covenants of the new
   Term Loan are the same as the existing Senior Credit Facility. Both credit
   facilities are senior to the Company's $100,000 Senior Subordinated Notes
   issued in 1999.



> In the first quarter of 1999, the Company's Lime and
>    Limestone segment acquired the assets of the W.S. Frey Company ("Global
>    Stone Winchester") for $12,008 in cash and shares of the Company's
>    common stock, issued from treasury, having a guaranteed value of $1,500.
>    Consideration for the acquisition also included non-competition and royalty
>    payments of $3,500 of which $510 was paid at the date of acquisition with
>    the balance being deferred. Global Stone Winchester operates a high purity
>    limestone quarry and lime works and is located near two other of the
>    Company's operations. In the fourth quarter of 1999, the Company acquired
>    the assets of Franklin Industries' Mica business (renamed Oglebay Norton
>    Specialty Minerals, Inc. ("Specialty Minerals")) for $32,000 in
>    cash. The business has two operations in the United States (North Carolina
>    and New Mexico) and consists of mining reserves, production facilities,
>    equipment and other assets used in the mining, processing, and distribution
>    of mica.
>  All acquisitions were accounted for under the purchase method.
>    The results of operations for these acquired businesses are included in the
>    consolidated financial statements from the respective dates of acquisition.
>    The purchase prices have been or will be allocated based on estimated fair
>    values at the dates of acquisition. The purchase price allocations for
>    Specialty Minerals will be finalized during 2000 as the asset and liability
>    valuations are completed. Assuming the above acquisitions had taken place at
>    the beginning of 1999, proforma results for 2000 and 1999 would not be
>    materially different from the Company's actual results.
>  In the third quarter of 1999, the Company sold in separate
>    transactions the stock of its (i) Global Stone Detroit Lime Company
>    ("Detroit Lime") and (ii) Global Stone Ingersoll Ltd.
>    ("Ingersoll") subsidiaries. The sale of Detroit Lime was completed
>    in August 1999 with net proceeds of $15,250. The sale of Ingersoll was
>    completed in September 1999 with net proceeds of $45,700. (Ingersoll was a
>    non-guarantor subsidiary of the Company's Senior Subordinated Notes.)
>    Detroit Lime and Ingersoll combined for 1999 revenues of $20,564 and
>    operating income of $2,050. The net proceeds of $60,950 were used to reduce
>    amounts outstanding on the Company's Senior Credit Facility. In finalizing
>    the purchase price allocation in 1999 for the Global Stone acquisition, the
>    underlying assets and liabilities of Detroit Lime and Ingersoll were
>    adjusted to fair market value based upon the definitive sales agreements
>    entered into during the second quarter of 1999. The re-allocation of the
>    Global Stone purchase price resulted in a $23,300 reduction in
>    goodwill.
>  In the third quarter of 1999, the Company sold a dock located in
>    Detroit, Michigan for $1,985 in cash. The sale resulted in a pretax gain of
>    $1,642 (net gain of $1,067 or $0.22 per share, assuming dilution). In the
>    fourth quarter of 1999, the Company sold an inactive coal property for
>    $1,520 in cash. The sale resulted in a pretax and net gain of $1,836 (or
>    $0.37 per share, assuming dilution).



4.  The following table sets forth the reconciliation of the
   Company's net loss to its comprehensive loss:

|Three Months Ended
   March 31                                 |        
|-------------------------------------------------------------- | -------
|                                                               |        
|                                                               |        
|                                                               |        
|Net Loss                                                       | $(2,810
|Other comprehensive (loss) income:                             |        
|                                                               |        
|Foreign currency
   
             translation
     adjustments | (13    
|                                                               |        
|Comprehensive Loss                                             | $(2,823
|                                                               |        



> The calculation of net loss per share follows:

|                                                           | Three Months Ended
   March 31
|---------------------------------------------------------- | ------------------------------
|                                                           |                               
|                                                           | 2000                          
|                                                           |                               
|                                                           |                               
|Net loss per share-basic:                                  |                               
|                                                           |                               
|Net loss                                                   | $(2,810                       
|                                                           |                               
|Average number of
   
             shares
     outstanding | 4,959                         
|                                                           |                               
|Net loss per share-basic                                   | $  (0.57                      
|                                                           |                               



|                                                                    | Three Months Ended
   March 31
|------------------------------------------------------------------- | ------------------------------
|                                                                    |                               
|                                                                    | 2000                          
|                                                                    |                               
|                                                                    |                               
|Net loss per share-assuming dilution:                               |                               
|                                                                    |                               
|Net loss                                                            | $(2,810                       
|                                                                    |                               
|Average number of
   
             shares
     outstanding          | 4,959                         
|Dilutive effect of stock plans                                      | -0-                           
|                                                                    |                               
|Adjusted average number
   
             of shares
     outstanding | 4,959                         
|                                                                    |                               
|Net loss per share-
   
             assuming
     dilution         | $  (0.57                      
|                                                                    |                               

The Company supplies essential natural resources to industrial
   and commercial customers. Through its three operating segments  Lime
   and Limestone, Industrial Sands and Marine Services  the Company
   serves customers, through a direct sales force, in a wide range of
   industries, including metallurgy, building materials, energy, environmental
   and industrial.

The following table sets forth the operating segment information
   as of and for the three months ended March 31, 2000 and 1999:

|Lime and
   
   Limestone                        | Industrial
   
   Sands |         |  | Marine Services | Total
   
   Segments | Corporate& Other
|------------------------------------------------ | ----------------------- | ------- |  | --------------- | --------------------- | ----------------
|                                                 |                         |         |  |                 |                       |                 
|2000                                             |                         |         |  |                 |                       |                 
|Identifiable assets                              | $                       | 287,412 |  | $               | 60,215                |                 
|Depreciation, depletion and amortization expense |                         | 3,470   |  |                 | 1,245                 |                 
|Capital expenditures                             |                         | 4,873   |  |                 | 1,369                 |                 
|                                                 |                         |         |  |                 |                       |                 
|Net sales andoperating revenues                  | $                       | 29,299  |  | $               | 12,619                |                 
|                                                 |                         |         |  |                 |                       |                 
|Operating income (loss)                          | $                       | 2,901   |  | $               | 1,554                 |                 
|Gain on disposition of assets                    |                         |         |  |                 |                       |                 
|Interest expense                                 |                         |         |  |                 |                       |                 
|Other expense- net                               |                         |         |  |                 |                       |                 
|                                                 |                         |         |  |                 |                       |                 
|Income (loss) before income taxes                | $                       | 2,901   |  | $               | 1,554                 |                 
|                                                 |                         |         |  |                 |                       |                 
|                                                 |                         |         |  |                 |                       |                 
|                                                 |                         |         |  |                 |                       |                 
|1999                                             |                         |         |  |                 |                       |                 
|Identifiable assets                              | $                       | 341,714 |  | $               | 53,625                |                 
|Depreciation, depletion and amortization expense |                         | 3,705   |  |                 | 1,154                 |                 
|Capital expenditures                             |                         | 4,765   |  |                 | 784                   |                 
|                                                 |                         |         |  |                 |                       |                 
|Net sales and operating revenues                 | $                       | 32,040  |  | $               | 10,471                |                 
|                                                 |                         |         |  |                 |                       |                 
|Operating income (loss)                          | $                       | 2,800   |  | $               | 1,381                 |                 
|Gain (loss) on disposition of assets             |                         |         |  |                 | 22                    |                 
|Interest expense                                 |                         |         |  |                 |                       |                 
|Other income- net                                |                         |         |  |                 |                       |                 
|                                                 |                         |         |  |                 |                       |                 
|Income (loss) before  income taxes               | $                       | 2,800   |  | $               | 1,403                 |                 
|                                                 |                         |         |  |                 |                       |                 





|ITEM 2. |  | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
     AND RESULTS OF OPERATIONS
|------- |  | ------------------------------------------------------------------------------------------

Management's Discussion and
   Analysis of Financial Condition and Results of Operations may contain
   statements concerning certain trends and other forward-looking information,
   within the meaning of the federal securities laws. Such forward-looking
   statements are subject to uncertainties and factors relating to the
   Company's operations and business environment, all of which are difficult to
   predict and many of which are beyond the control of the Company. The Company
   believes that the following factors, among others, could affect its future
   performance and cause actual results to differ materially from those
   expressed or implied by forward-looking statements made by or on behalf of
   the Company: (1) unfavorable weather conditions and/or water levels; (2)
   fluctuations in oil prices; (3) a decline in steel production; (4) changes
   in the demand for the Company's products or services due to changes in
   technology; (5) a decline in Great Lakes, Mid-Atlantic and California
   construction activity; (6) the outcome of negotiations of labor agreements;
   (7) the loss or bankruptcy of major customers;, and (8) changes in
   environmental laws. Fluctuations in oil prices have both a positive and
   negative impact on the Company. High oil prices generally result in more
   drilling activity, positively impacting our Industrial Sands business
   segment, while at the same time increasing the Marine Services fleet's
   operating costs.

Due to the seasonal nature of
   certain aspects of the Company's business, the operating results and cash
   flows for the first three months of the year are not necessarily indicative
   of the results to be expected for the full year.

FINANCIAL CONDITION

In the second quarter of 2000, the
   Company acquired all of the partnership interests in Michigan Limestone
   Operations Limited Partnership ("Michigan Limestone") for:
   $53,000,000 in cash; $8,247,000 in assumed debt of which $6,314,000 was
   refinanced at closing; and contingent payments subject to achieving certain
   operating performance parameters over the next decade. The business has two
   facilities in Michigan that supply high calcium and dolomitic limestone to a
   wide variety of users including the construction, energy and steel
   industries. The assets and results of operations of Michigan Limestone will
   be included within the Company's Lime and Limestone segment.

In conjunction with the Michigan
   Limestone acquisition, the Company entered into a new three-year
   $118,000,000 Term Loan with its banking group and extended its existing
   $232,000,000 Senior Credit Facility by two years. Both facilities expire on
   April 3, 2003 and do not require any amortization of principal. The pricing
   features and covenants of the new Term Loan are the same as the existing
   Senior Credit Facility. Both credit facilities are senior to the Company's
   $100,000,000 Senior Subordinated Debentures issued in 1999.

In December of 1999 the Company
   acquired the assets of Franklin Industries' Mica business (subsequently
   renamed Oglebay Norton Specialty Minerals Inc. ("Specialty
   Minerals")) for a purchase price of $32,000,000. Specialty Minerals is
   grouped with Corporate and Other. Also in 1999 the Company acquired the
   assets of the W.S. Frey Company ("Global Stone Winchester") for
   $12,008,000 in cash and shares of the Company's common stock, issued from
   treasury, having a guaranteed value of $1,500,000. Consideration for the
   Global Stone Winchester acquisition also included non-compete and royalty
   payments of $3,500,000, of which $510,000 was paid at the acquisition date
   and the balance deferred.



Global Stone Winchester is part of
   the Lime and Limestone segment. The above acquisitions were accounted for as
   business combinations applying the purchase method of accounting. Assuming
   the above acquisitions had taken place at the beginning of 1999, proforma
   results for 2000 and 1999 would not be materially different from the
   Company's actual results. The purchase price allocations for Specialty
   Minerals will be finalized in 2000 after the asset and liability valuations
   are completed.

During 1999, the Company sold in
   separate transactions the stock of its (i) Global Stone Detroit Lime Company
   ("Detroit Lime") and (ii) Global Stone Ingersoll Ltd.
   ("Ingersoll") subsidiaries to affiliates of Carfin S. A., a
   Belgian corporation and member of the Carmeuse Group. The sale of Detroit
   Lime netted proceeds of $15,250,000 in August 1999, while net proceeds of
   $45,700,000 were received on the sale of Ingersoll in September 1999. The
   combined net proceeds of $60,950,000 were used to reduce amounts outstanding
   on the Company's Senior Credit Facility. The sales of Detroit Lime and
   Ingersoll were agreed to in principle within one year of their respective
   acquisition dates thus allowing the Company to record the transaction as an
   adjustment to the purchase price of Global Stone and reduce goodwill by
   $23,300,000 for the difference between the sale proceeds and the net book
   values of Detroit Lime and Ingersoll.

The Company's operating activities
   used cash of $5,442,000 in the first three months of 2000 compared with
   $11,399,000 used in the same period in 1999. The decrease in operating cash
   used resulted primarily from an increase in cash from the collection of
   accounts receivable. Because of higher revenues at the end of 1999, the
   Company collected $13,500,000 in cash on Marine Services' receivables in the
   first quarter of 2000, almost $3,000,000 more than in the same period of
   1999. The Company also benefited from receivable collections from Industrial
   Sands related to an increase in first quarter 2000 sales. Because of lower
   average borrowings, interest paid was $600,000 lower in the first three
   months of 2000 compared to the same period in 1999. The operating results of
   the Company's business segments are discussed in more detail under
   "RESULTS OF OPERATIONS".

Capital expenditures totaled
   $8,169,000 in the first three months of 2000 compared with $7,126,000 for
   the same period in 1999. Expenditures in the first three months of 2000 and
   1999 included Marine Services vessel inspection costs of $1,126,000 and
   $357,000, respectively. Inspections were required on three vessels in 2000,
   compared with one in 1999. Other increases in capital expenditures are in
   Industrial Sands and include replacement of mobile equipment at their Ohio
   operations. Capital expenditures for 2000 are now expected to approximate
   $30,000,000.

In the first three months of 2000
   the Company's additional borrowings exceeded debt repayments by $15,011,000
   compared with the first three months of 1999 in which additional borrowings
   exceeded debt repayments by $32,494,000. Additional borrowings exceeded debt
   repayments in both years because of working capital requirements resulting
   from the seasonality of Marine Services' segment and certain Lime and
   Limestone operations. The borrowings were higher in the first quarter of
   1999 than 2000 because of the additional debt used to fund the Global Stone
   Winchester acquisition. The interest rate on the Senior Credit Facility,
   which approximated 8.4% at March 31, 2000, is based on LIBOR interest rates,
   plus an applicable margin.



The Company's Senior Subordinated
   Notes, privately placed with multiple purchasers in February 1999, mature in
   February 2009 and have a fixed interest rate of 10%. The notes were
   subsequently publicly registered in June 1999. The Company paid $531,000 of
   financing costs in the first three months of 1999 related to the private
   placement of these notes and an amendment to the Senior Credit Facility.

The Company declared a dividend of
   $0.20 per share in the first quarter of  both 2000 and 1999. Dividends
   paid were $992,000 in the first quarter of 2000 compared with $953,000 for
   the same three months in 1999.

In conjunction with the Michigan
   Limestone acquisition, the Company increased its borrowing capacity by
   adding a $118,000,000 term loan with its existing banking group in the
   second quarter of 2000. This new term loan, existing financial resources and
   anticipated cash flows from operations are expected to meet the Company's
   needs during 2000. All financing alternatives are under constant review to
   determine their ability to provide sufficient funding at the lowest possible
   cost.

RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 2000 COMPARED TOTHREE MONTHS ENDED MARCH 31, 1999

The Company's net sales and
   operating revenues of $48,300,000 in the first quarter of 2000 were 7%
   greater than net sales and operating revenues of $45,088,000 for the same
   quarter in 1999. Operating income for the first quarter of 2000 was
   $2,567,000 or 13% less than the $2,947,000 for the same quarter in 1999. The
   Company reported a net loss of $2,810,000 ($0.57 per share, assuming
   dilution) for the three months ended March 31, 2000, compared with a net
   loss of $3,015,000 ($0.63 per share, assuming dilution) for the same period
   in 1999. The increase in net sales and operating revenues is attributable to
   the December 1999 acquisition of Specialty Minerals and growth in existing
   minerals operations, as discussed below. The $380,000, or 13%, decrease in
   operating income can be primarily attributed to lower operating income in
   the Marine Services business, as discussed later, and non-recurring higher
   general, administrative and selling expenses. The $205,000 or 7% decrease in
   net loss was primarily the result of a higher effective tax rate in
   2000.

Operating results of the Company's
   business segments for the three months ended March 31, 2000 and 1999 are
   discussed below.

Net Sales and Operating Revenues

Lime and Limestone: Net
   sales for the Company's Lime and Limestone segment totaled $29,299,000 for
   the three months ended March 31, 2000, compared with $32,040,000 in the same
   quarter of 1999, a decrease of $2,741,000 or 9%. The 1999 sales include
   Detroit Lime and Ingersoll with combined sales of $6,991,000. This is offset
   by the Global Stone Winchester acquisition and increases in sales in
   decorative stone at the Buchanan, Virginia operations and industrial fillers
   at both the Buchanan, Virginia and Chatsworth, Georgia operations.



Industrial Sands: Net sales for the Company's Industrial
   Sands segment totaled $12,619,000 in the three months ended March 31, 2000,
   an increase of 21% from $10,471,000 for the same quarter of 1999. The
   increase in net sales is attributable to: the greater demand for and sands
   provided to the oilfield by the Brady, Texas operation resulting from the
   increase in oil prices; and the continued increased demand in the segment's
   Orange County, California operations resulting from the strong construction
   market in the southwestern United States.

Marine Services:Operating
   revenues for the Company's Marine Services segment decreased by $98,000 or
   4%, to $2,479,000 for the first quarter of 2000 from $2,577,000 for the
   first quarter of 1999. The reduction in operating revenues was primarily
   because of 22 fewer sailing days in the first quarter of 2000 compared with
   1999. This was offset by fuel surcharges included in vessel revenues and a
   60% increase in revenues from the Bulk Terminal in Cleveland, Ohio. First
   quarter revenues for Marine Services are historically not material to the
   total year because of the curtailed winter operations.

Corporate and Other:Net
   sales include the operations of Specialty Minerals, acquired in December
   1999, and totaled $3,903,000.

Cost of Goods Sold and Operating Expenses

Lime and Limestone: Cost of
   goods sold for the Lime and Limestone segment totaled $20,399,000 during the
   three months ended March 31, 2000, compared with $22,494,000 in the three
   months ended March 31, 1999, a decrease of 9%. Cost of goods sold declined
   in 2000 because the dispositions the Detroit Lime and Ingersoll were only
   partially offset by the acquisition of Global Stone Winchester. Cost of
   goods sold as a percentage of net sales were 70% in the first quarter of
   both 2000 and 1999.

Industrial Sands: Cost of
   goods sold for the Industrial Sands segment increased $1,402,000, or 21%, to
   $8,233,000 in the first quarter of 2000 from $6,831,000 for the same period
   in 1999. Cost of goods sold as a percentage of net sales were 65% for the
   first quarter of 2000 and 1999. The increase in total cost of sales dollars
   is the direct result of the demand increases at the Brady, Texas operations,
   and Orange County, California operations.



Marine Services: Operating expenses for the Marine
   Services segment totaled $1,583,000 for the three months ended March 31,
   2000, compared with $1,679,000 for the same period in 1999, a decrease of
   $96,000, or 6%. Operating expenses as a percentage of operating revenues
   were 64% in the first quarter of 2000 and 65% in the first quarter of 1999.
   The decrease in operating expenses as a percentage of operating revenues
   resulted from an improvement in the Bulk Terminal operation in Cleveland,
   Ohio due to an increase in shuttle business on the Cuyahoga river in the
   first quarter of 2000.

Corporate and Other:Cost of
   goods sold for the operations of Specialty Minerals totaled $2,533,000, 65%
   as a percentage of net sales, and was included in this category.

Depreciation, Depletion and Amortization

Depreciation, depletion and
   amortization expense increased 9% to $5,361,000 for the first quarter of
   2000 compared with $4,916,000 for the same period of 1999. The increase in
   depreciation is primarily attributable to the added depreciation from the
   Specialty Minerals acquisition. This increase is tempered only slightly by
   the net reduction in depreciation in Lime and Limestone resulting from the
   dispositions of Detroit Lime and Ingersoll offset by the addition of Global
   Stone Winchester.

General, Administrative and Selling Expenses

Total general, administrative and
   selling expenses were $7,624,000 for first quarter of 2000, compared with
   $6,221,000 for 1999, an increase of $1,403,000 or 23%. The percentage of
   general, administrative and selling expenses to total net sales and
   operating revenues increased to 16% in the first quarter of 2000 compared
   with 14% in the first quarter of 1999. General and administrative expenses
   were higher because of the initial start up of Specialty Minerals, hiring at
   Industrial Sands to handle growth in this business segment, and
   non-recurring charges at the corporate office.

Operating Income

Lime and Limestone: The Lime
   and Limestone segment contributed $2,901,000 to operating income for the
   three months ended March 31, 2000, compared with $2,800,000 in 1999. The 4%
   increase in operating income in first quarter 2000 is the result of
   increased sales of decorative stone at the Buchanan, Virginia operation and
   industrial fillers at both the Buchanan, Virginia and Chatsworth, Georgia
   operations. This increase more than offset the net reduction in operating
   income caused from the third quarter 1999 dispositions of Detroit Lime and
   Ingersoll, partially offset by the March, 1999 acquisition of the Global
   Stone Winchester.



Industrial Sands:Operating income for the Industrial
   Sands segment was $1,554,000 for the first quarter of 2000 compared with
   $1,381,000 for the same period of 1999. The increase of $173,000 or 13% in
   operating income was principally the result of increased demand for frac
   sands, used in oil field drilling, from the Brady, Texas operation plus the
   continued strong performance at the Orange County, California operations
   resulting from the strong construction market in the southwestern United
   States. This was slightly offset by the increased general, administrative
   and selling expenses, the result of personnel additions in response to the
   growth within the business segment.

Marine Services: The
   Company's Marine Services segment had an operating loss of $211,000 for the
   first quarter of 2000, compared with operating income of $24,000 for the
   same quarter of 1999. The loss in first quarter 2000 is the result of fewer
   vessel sailing days and increased labor costs.

Corporate and Other: Certain
   cost of goods sold and general and administrative expenses are not allocated
   to the business segments. Moreover, the acquisition of Specialty Minerals is
   also included in this category. Accordingly, Corporate and Other recognized
   an operating loss of $1,677,000 in the first quarter of 2000, which was
   $419,000 or 33% more than the $1,258,000 operating loss for the three months
   ended March 31, 1999. The increase in operating loss was primarily the
   result of non-recurring general and administrative expenses.

Other

Interest expense decreased 6% to
   $6,909,000 in the first quarter of 2000 compared with $7,339,000 for the
   same period of 1999. The decrease in interest expense is principally the
   result of lower debt levels from net cash flow from operations and from
   proceeds received on the dispositions of Ingersoll and Detroit Lime. The
   December 1999 acquisition of Specialty Minerals and the March 1999 Global
   Stone Winchester acquisition partially offset the reduction in debt. Also,
   the Company has been able to partially offset the increase in interest rates
   on its Senior Credit Facility through the benefit of favorable fixed rate
   interest rate swaps and the reduction of the premium over the libor base
   rate charged the Company.



|ITEM 3. |  | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
     RISK
|------- |  | ---------------------------------------------------------------

Information regarding the Company's
   financial instruments that are sensitive to changes in interest rates was
   disclosed in the Form 10-K filed by the Company on March 14, 2000. The
   information disclosed has not changed materially in the interim period since
   December 31, 1999.



PART II. OTHER INFORMATION

|ITEM 4. |  | SUBMISSION OF MATTERS TO A VOTE OF SECURITY
     HOLDERS
|------- |  | --------------------------------------------------------

On April 26, 2000, the Company held its 2000 Annual Meeting of
   Stockholders at which time J. T. Bartlett, A.C. Bersticker and W.G. Pryor
   were elected directors to serve in the Class of 2003. The other directors of
   the Company whose terms continue are M.E. Bank, W.G. Bares, J.N. Lauer, M.W.
   Ludlow, and J.D. Weil. In addition, the stockholders approved Proposal 2,
   the 1999 Long-Term Incentive Plan (LTIP). Voting for the election of
   directors and the LTIP was as follows:



|                         | J.T. Bartlett |  | A.C. Bersticker |  | W.G. Pryor |  | 1999 LTIP | 
|------------------------ | ------------- |  | --------------- |  | ---------- |  | --------- | 
|                         |               |  |                 |  |            |  |           | 
|For:                     | 4,428,275     |  | 4,424,840       |  | 4,420,710  |  | 3,596,432 | 
|                         |               |  |                 |  |            |  |           | 
|Against:                 | -0-           |  | -0-             |  | -0-        |  | 290,978   | 
|                         |               |  |                 |  |            |  |           | 
|Abstentions:             | 51,288        |  | 55,257          |  | 59,387     |  | 23,581    | 
|                         |               |  |                 |  |            |  |           | 
|Broker
   
   Non-Votes: | -0-           |  | -0-             |  | -0-        |  | 596,106   | 

Proxies were solicited on behalf of the company by Georgesson and
   Company, as set forth in the Company's definitive proxy statement dated
   March 14, 2000.



PART II. OTHER INFORMATION
   (CONTINUED)

|ITEM 6. |  | EXHIBITS AND REPORTS ON FORM 8-K
|------- |  | --------------------------------

(a) Exhibits



|4.1 Supplemental Indenture dated April 3, 2000 among Registrant
     and Norwest Bank Minnesota, National Association                                                            |  | Filed herewith as Exhibit 4.1 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------
|                                                                                                                                                                                 |  |                               
|4.2 Supplemental Indenture dated April
     26, 2000 among Registrant and Norwest Bank Minnesota, National
     Association                                                      |  | Filed herewith as Exhibit 4.2 
|                                                                                                                                                                                 |  |                               
|10.1 Amended and Restated Credit
     Agreement dated as of April 3, 2000 by and among Registrant and Keybank
     National Association, as administrative agent and other banks |  | Filed herewith as Exhibit 10.1
|                                                                                                                                                                                 |  |                               
|10.2 Loan Agreement dated as of April
     3, 2000 by and among Registrant and Keybank National Association, as
     administrative agent and other banks                        |  | Filed herewith as Exhibit 10.2
|                                                                                                                                                                                 |  |                               
|27 Financial Data Schedule                                                                                                                                                       |  | Filed herewith as Exhibit 27  

(b) On April 27, 2000 the Company filed a current report on Form 8-K with
   respect to its acquisition of Michigan Limestone Operations Limited
   Partnership.



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.

|                   |     | OGLEBAY NORTON COMPANY                                                                                          
|------------------ | --- | ----------------------------------------------------------------------------------------------------------------
|                   |     |                                                                                                                 
|DATE: May 12, 2000 | By: | /s/ David H. Kelsey                                                                                             
|                   |     | David H. KelseyVice President andChief Financial OfficerOn behalf of the Registrantas Principal FinancialOfficer
|                   |     |                                                                                                                 
|                   | By: | /s/ Michael F. Biehl                                                                                            
|                   |     | Michael F. BiehlVice President- FinanceAnd TreasurerOn behalf of the Registrantas Principal AccountingOfficer