SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 10-Q



                   Quarterly Report under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934



For the quarterly period ended: March 31, 2000   Commission File Number: 0-19589
                                --------------                           -------



                              ARGUSS HOLDINGS, INC.
           ----------------------------------------------------------

             (Exact name of Registrant as specified in its Charter)


            Delaware                                       02-0413153
---------------------------------                -------------------------------
 (State or other jurisdiction of                        (I.R.S. Employer
 incorporation of organization)                      Identification Number)


One Church Street, Suite 302, Rockville, Maryland             20850
-------------------------------------------------       -----------------
    (Address of Principal Executive Offices)               (Zip Code)


Registrant's Telephone Number, including Area Code:        301-315-0027




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:
       ---           ---



As of May 4, 2000, there were 13,346,750 shares of Common Stock, $ .01 par value
per share, outstanding.


<PAGE>


                              ARGUSS HOLDINGS, INC.

                                      INDEX


Part I - Financial Information:                                            Page
                                                                           ----

     Item 1 - Financial Statements

          Consolidated Balance Sheets -
          March 31, 2000 (Unaudited) and December 31, 1999                  3

          Consolidated Statements of Operations (Unaudited)-
          Three Months Ended March 31, 2000 and March 31, 1999              4

          Consolidated Statements of Cash Flows (Unaudited)-
          Three Months Ended March 31, 2000 and March 31, 1999              5

          Notes to Consolidated Financial Statements
          (Unaudited)                                                       7


     Item 2 - Management's Discussion and Analysis of Financial
              Condition and Results of Operations                          11

     Item 3 - Quantitative and Qualitative Disclosure about Market Risk    14

Part II - Other Information                                                15

     Items 1 through 6

     Signatures

     Exhibits



                                       2
<PAGE>



                              ARGUSS HOLDINGS, INC.

                           CONSOLIDATED BALANCE SHEETS

                                                   March 31, 2000  Dec. 31, 1999
                                                   --------------  -------------
Assets                                               (Unaudited)

Current assets:
Cash                                                 $    386,000   $  5,498,000
Restricted cash from customer advances                    175,000      1,752,000
Accounts receivable trade, net of allowance
  for doubtful accounts of $112,000 and
  $263,000 in 2000 and 1999, respectively              45,681,000     37,775,000
Costs and earnings in excess of billings               14,470,000      6,825,000
Inventories                                             5,165,000      4,534,000
Other current assets                                    2,343,000      1,732,000
Deferred income taxes                                   1,829,000      1,829,000
                                                     ------------   ------------
  Total current assets                                 70,049,000     59,945,000

Property, plant and equipment, net                     37,614,000     37,048,000
Goodwill, net                                         106,565,000    102,208,000
                                                     ------------   ------------
                                                     $214,228,000   $199,201,000
                                                     ============   ============

Liabilities and Stockholders' Equity

Current liabilities:

Current portion of long-term debt                    $  7,314,000   $  7,340,000
Short-term borrowings                                  45,462,000     35,000,000
Accounts payable                                       20,955,000     18,551,000
Customer advances                                            --        1,201,000
Accrued expenses and other liabilities                 11,446,000      9,496,000
Due to former shareholders of acquired companies             --          650,000
                                                     ------------   ------------
  Total current liabilities                            85,177,000     72,238,000
                                                     ------------   ------------

Long-term debt, excluding current portion              17,718,000     19,423,000
Deferred income taxes                                   4,425,000      4,425,000
                                                     ------------   ------------
  Total liabilities                                   107,320,000     96,086,000
                                                     ------------   ------------

Stockholders' equity:
Common stock $.01 par value                               133,000        130,000
Additional paid-in capital                             96,241,000     92,598,000
Common stock issuable to former shareholders
  of acquired companies                                      --          500,000
Retained earnings                                      10,534,000      9,887,000
                                                     ------------   ------------
  Total stockholders' equity                          106,908,000    103,115,000
                                                     ------------   ------------
                                                     $214,228,000   $199,201,000
                                                     ============   ============


The accompanying notes are an integral part of these financial statements.



                                       3
<PAGE>



                              ARGUSS HOLDINGS, INC.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                   Three Months Ended March 31:
                                                       2000            1999
                                                       ----            ----

Net sales                                          $ 55,044,000    $ 41,735,000
Cost of sales, excluding depreciation                42,948,000      33,062,000
                                                   ------------    ------------
  Gross profit, excluding depreciation               12,096,000       8,673,000

Selling, general and administrative expenses          5,110,000       3,796,000
Depreciation                                          2,366,000       1,951,000
Goodwill amortization                                 1,427,000         948,000
Engineering and development expenses                    236,000         328,000
                                                   ------------    ------------
  Operating income                                    2,957,000       1,650,000
                                                   ------------    ------------

Other income (expense):
  Interest income and other                             202,000          33,000
  Interest expense                                   (1,227,000)       (906,000)
                                                   ------------    ------------

Income before income taxes                            1,932,000         777,000
Income taxes                                          1,285,000         676,000
                                                   ------------    ------------
  Net Income                                       $    647,000    $    101,000
                                                   ============    ============

Earnings per common share:
                - basic:                                   $.05            $.01
                                                           ====            ====
                - diluted:                                 $.05            $.01
                                                           ====            ====

Weighted average shares outstanding:

                - basic                              13,123,000      11,657,000
                                                   ============    ============
                - diluted                            13,549,000      12,668,000
                                                   ============    ============


The accompanying notes are an integral part of these financial statements.



                                       4
<PAGE>



                              ARGUSS HOLDINGS, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                    Three Months Ended March 31:
                                                        2000            1999
                                                        ----            ----
Cash flows from operating activities:
  Net income                                       $    647,000    $    101,000

Adjustments to reconcile net income to net
  Cash provided by (used in) operating
  activities:
    Depreciation                                      2,366,000       1,951,000
    Goodwill amortization                             1,427,000         948,000
    Non cash stock compensation                           4,000            --

Changes in assets and liabilities:
    Accounts receivable                              (6,743,000)      3,312,000
    Costs and earnings in excess of billings         (6,809,000)     (6,969,000)
    Inventories                                        (623,000)       (899,000)
    Other current assets                               (572,000)       (568,000)
    Accounts payable                                  2,086,000       1,685,000
    Billings in excess of costs and earnings               --          (709,000)
    Accrued expenses and other liabilities            1,351,000         631,000
                                                   ------------    ------------
      Net cash used in operating activities          (6,866,000)       (517,000)
                                                   ------------    ------------


Cash flows from investing activities:
    Additions to property, plant and equipment       (2,474,000)     (3,641,000)
    Additional payment to former shareholders
      of acquired companies                            (634,000)     (7,604,000)
    Purchase of telecom services companies, net      (4,064,000)           --
                                                   ------------    ------------
      Net cash used in investing activities          (7,172,000)    (11,245,000)
                                                   ------------    ------------


Cash flows from financing activities:
    Proceeds from lines of credit                    10,330,000      13,344,000
    Net repayments of lines of credit                (1,732,000)     (2,030,000)
    Issuance of common stock                            328,000         294,000
                                                   ------------    ------------
    Net cash provided by financing activities         8,926,000      11,608,000
                                                   ------------    ------------

    Net decrease in cash                             (5,112,000)       (154,000)
                                                   ------------    ------------

    Cash at beginning of period                       5,498,000       1,819,000
                                                   ------------    ------------

    Cash at end of period                          $    386,000    $  1,665,000
                                                   ============    ============


                                   (continued)



                                       5
<PAGE>



                              ARGUSS HOLDINGS, INC.
                                  CONSOLIDATED
                      STATEMENTS OF CASH FLOWS (CONTINUED)

                                                    Three Months Ended March 31:
                                                        2000            1999
                                                        ----            ----
Supplemental disclosures of cash paid for:
Interest                                            $ 1,343,000      $   895,000
Corporate income taxes                                1,447,000          297,000

Supplemental disclosure of
  investing and financing activities:

Fair value of assets acquired:

Accounts receivable                                 $ 1,163,000
Other current assets                                    499,000
Inventory                                                 8,000
Property and equipment                                  458,000
                                                    -----------
  Total non cash assets                               2,128,000


Liabilities                                            (938,000)
Long-term debt                                          (27,000)
                                                    -----------
Net non cash assets acquired                          1,163,000

Cash acquired                                              --
                                                    -----------
Fair value of net assets acquired                     1,163,000
Excess of costs over fair value
  of net assets acquired                              6,211,000
                                                    -----------
Purchase price                                      $ 7,374,000
                                                    ===========

Common stock issued                                 $ 3,310,000
Cash paid                                             4,064,000
Cash acquired                                              --
                                                    -----------
Purchase price                                      $ 7,374,000
                                                    ===========



The accompanying notes are an integral part of these consolidated financial
statements.



                                       6
<PAGE>



                              ARGUSS HOLDINGS, INC.
                              NOTES TO CONSOLIDATED
                              FINANCIAL STATEMENTS
                                   (UNAUDITED)

     A)   Organization
          ------------

     The Company conducts its operations through its wholly owned  subsidiaries,
Arguss   Communications    Group,   Inc.   ("ACG")   and   Conceptronic,    Inc.
("Conceptronic"). ACG is a leading provider of telecommunications infrastructure
services including project  management,  design,  engineering,  construction and
maintenance for Internet,  telecommunications  and broadband service  providers.
Conceptronic   manufactures  and  sells  highly  advanced,   computer-controlled
equipment  used in the  surface  mount  electronics  circuit  assembly  industry
("SMT").


     B)   Basis for Presentation
          ----------------------

     As permitted by the rules of the  Securities and Exchange  Commission  (the
"Commission")  applicable  to  quarterly  reports on Form 10-Q,  these notes are
condensed  and do not contain all  disclosures  required by  generally  accepted
accounting principles.  Reference should be made to the financial statements and
related notes included in the Company's  Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the Commission on March 16, 2000.

     In the  opinion  of  the  Company,  the  accompanying  unaudited  financial
statements  contain all adjustments  considered  necessary to present fairly the
financial  position  of the  Company  as of March 31,  2000 and the  results  of
operations and cash flows for the periods  presented.  The Company  prepares its
interim financial  information  using the same accounting  principles as it does
for its annual financial statements.

     The Company's  telecom services  operations are expected to have seasonally
weaker  results in the first and fourth  quarters  of the year,  and may produce
stronger results in the second and third quarters. This seasonality is primarily
due to the effect of winter weather on outside plant  activities in the northern
areas served by ACG, as well as reduced  daylight  hours and customer  budgetary
constraints.  Certain customers tend to complete  budgeted capital  expenditures
before  the end of the year,  and  postpone  additional  expenditures  until the
subsequent fiscal period.

     Certain amounts in the 1999 financial statements have been reclassified for
comparability with the 2000 presentation.


     C)   Goodwill
          --------

     Goodwill is calculated using a twenty-year amortization period. The Company
continually  evaluates  whether  events  or  circumstances  have  occurred  that
indicate that the remaining useful life of goodwill may warrant revision or that
the  remaining  balance  may not be  recoverable.  When  factors  indicate  that
goodwill  should be  evaluated  for  possible  impairment,  the Company uses the
estimated  undiscounted cash flow of the business  enterprise over the remaining
life of the asset in determining whether the asset is recoverable.


     D)   Earnings per Share
          ------------------

     Basic  earnings  per  common  share are  computed  by  dividing  net income
available to common stockholders by the weighted average number of common shares
outstanding  for the  period.  Diluted  earnings  per common  share  reflect the
maximum dilution that would have resulted from the exercise of stock options and
warrants and contingently issuable shares. Diluted earnings per common share are
computed by dividing net income by the weighted  average number of common shares
and all dilutive securities.



                                       7
<PAGE>



<TABLE>
<CAPTION>
                                            For the Three Months Ended March 31:
                                          2000                                1999
                                          ----                                ----

                             Income                     Net      Income                     Net
                            per Share    Shares        Income   per Share     Shares       Income
                            ---------    ------        ------   ---------     ------       ------
<S>                           <C>      <C>            <C>          <C>      <C>           <C>
Basic                         $.05     13,123,000     $647,000     $.01     11,657,000    $101,000
Effect of stock options
  and warrants                 --         426,000         --        --         609,000        --
Effect of additional shares
  to be issued for purchase
  of telecom services
  company                      --            --           --        --         402,000        --
                              ----     ----------     --------     ----     ----------    --------
Diluted                       $.05     13,549,000     $647,000     $.01     12,668,000    $101,000
                              ====     ==========     ========     ====     ==========    ========
</TABLE>


     E)   Contract Accounting
          -------------------

     The  retainage  included  in  accounts  receivable,   representing  amounts
withheld by contract with respect to ACG accounts receivable, was $4,540,000 and
$3,973,000  at March 31, 2000 and December 31, 1999,  respectively.  The Company
expects to collect substantially all the retainage within one year.

                                                     March 31,      December 31,
                                                       2000             1999
                                                   ------------     ------------

Costs incurred on uncompleted contracts            $ 52,781,000     $ 90,798,000
Estimated earnings                                    6,766,000       15,338,000
                                                   ------------     ------------
                                                     59,547,000      106,136,000
Less: Billings to date                               45,077,000       99,311,000
                                                   ------------     ------------
                                                   $ 14,470,000     $  6,825,000
                                                   ============     ============

Included in accompanying balance sheets
  under the following caption:
Costs and earnings in excess of billings           $ 14,470,000     $  6,825,000
                                                   ============     ============


     F)   Acquisitions
          ------------

     The Company,  through ACG,  actively  pursues  acquisitions  in the telecom
infrastructure  services  industry.  During the first three months of 2000,  the
Company made one acquisition.  The purchase price was approximately $4.1 million
in cash and 257,000 shares of the Company's common stock, plus the assumption of
debt.  The  acquisition  was  accounted  for as a  purchase,  and the results of
operations of the acquired company are included in the  consolidated  results of
the Company from effective date of the acquisition.  Approximately  $6.2 million
of goodwill  was  recorded by the Company in  connection  with the  acquisition,
which reflects the  adjustments  necessary to allocate the  individual  purchase
price to the fair value of assets acquired and liabilities  assumed.  During the
first three  months of 2000,  the  Company  also made an  additional  payment to
former  shareholders of an acquired  telecom  services  company of approximately
$634,000 in cash and 1,000 shares of the  Company's  common stock in  accordance
with the provisions of the purchase agreement.


     G)   Segment Information
          -------------------

     SFAS No. 131,  "Disclosures  about  Segments of an  Enterprise  and Related
Information"  establishes  standards for reporting  information  about operating
segments  in  interim  financial   reports  issued  to  stockholders.   It  also
establishes  standards for related  disclosures  about products and services and
geographic areas.  Operating segments are defined as components of an enterprise
about which  separate  financial  information  is  available  that is  evaluated
regularly by the chief  operating  decision  maker, or decision making group, in
deciding how to allocate resources and assessing performance.



                                       8
<PAGE>



     The   Company's   two   reportable   segments  are  telecom   services  and
manufacturing.  The Company  conducts  its  operations  through its wholly owned
subsidiaries,  Arguss Communications Group, Inc. ("ACG") and Conceptronic,  Inc.
("Conceptronic"). ACG is a leading provider of telecommunications infrastructure
services including project  management,  design,  engineering,  construction and
maintenance for Internet,  telecommunications  and broadband service  providers.
Conceptronic   manufactures  and  sells  highly  advanced,   computer-controlled
equipment  used in the  surface  mount  electronics  circuit  assembly  industry
("SMT").

     Because the telecom system projects are fully integrated undertakings,  the
Company does not capture  individually  each component of the service  functions
performed for revenue reporting purposes. The manufacturing segment manufactures
and sells highly advanced, computer-controlled equipment used in the SMT circuit
assembly industry.  The "All Other" column includes the Company's  corporate and
unallocated expenses.

     The Company's  reportable segments are organized in separate business units
with  different  management,  technology and services.  The respective  segments
account for their respective  businesses using the same accounting policies used
in the  consolidated  financial  statements.  Summarized  financial  information
concerning the Company's  reportable segments net of inter-company  transactions
is shown in the following table.

<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                            ------------------
                                                              March 31, 2000
                                                              --------------
                                        Telecom
                                        Services      Manufacturing      All Other           Total
                                        --------      -------------      ---------           -----

<S>                                  <C>              <C>              <C>              <C>
External sales                       $  49,570,000    $   5,474,000             --      $  55,044,000
Cost of sales, excluding
  depreciation                          38,702,000        4,246,000             --         42,948,000
                                     -------------    -------------    -------------    -------------
Gross profit, excluding
  depreciation                          10,868,000        1,228,000             --         12,096,000
Operating expenses,
  excluding depreciation                 3,768,000        1,340,000           (2,000)       5,106,000
Goodwill amortization                    1,427,000             --               --          1,427,000
Depreciation                             2,324,000           40,000            2,000        2,366,000
Engineering and development                   --            236,000             --            236,000
Non cash compensation expense                3,000             --              1,000            4,000

Interest and other income                  200,000            2,000             --            202,000
Interest expense                        (1,160,000)         (67,000)            --        (1,227,000)
                                     -------------    -------------    -------------    -------------
Pretax income (loss)                 $   2,386,000    ($    453,000)   ($      1,000)   $   1,932,000
                                     =============    =============    =============    =============

Capital expenditures                 $   2,469,000    $       3,000    $       2,000    $   2,474,000
                                     =============    =============    =============    =============
Property, plant and equipment, net   $  36,356,000    $   1,237,000    $      21,000    $  37,614,000
                                     =============    =============    =============    =============

Total assets                         $ 200,302,000    $  11,394,000    $   2,532,000    $ 214,228,000
                                     =============    =============    =============    =============

Total liabilities                    $  89,883,000    $   9,200,000    $   8,237,000    $ 107,320,000
                                     =============    =============    =============    =============
</TABLE>



                                       9
<PAGE>



<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                            ------------------
                                                              March 31, 1999
                                                              --------------
                                        Telecom
                                        Services      Manufacturing      All Other           Total
                                        --------      -------------      ---------           -----

<S>                                  <C>              <C>              <C>              <C>
External sales                       $  37,806,000    $   3,929,000             --      $  41,735,000
Cost of sales, excluding
  depreciation                          30,581,000        2,481,000             --         33,062,000
                                     -------------    -------------    -------------    -------------
Gross profit, excluding
  depreciation                           7,225,000        1,448,000             --          8,673,000
Operating expenses,
  excluding depreciation                 2,644,000        1,111,000           41,000        3,796,000
Goodwill amortization                      948,000             --               --            948,000
Depreciation                             1,898,000           53,000             --          1,951,000
Engineering and development                   --            328,000             --            328,000

Interest and other income                   23,000             --             10,000           33,000

Interest expense                          (854,000)         (48,000)          (4,000)        (906,000)
                                     -------------    -------------    -------------    -------------
Pretax income (loss)                 $     904,000    ($     92,000)   ($     35,000)   $     777,000
                                     =============    =============    =============    =============

Capital expenditures                 $   3,639,000    $       2,000             --      $   3,641,000
                                     =============    =============    =============    =============
Property, plant and equipment, net   $  31,571,000    $   1,238,000    $      25,000    $  32,834,000
                                     =============    =============    =============    =============

Total assets                         $ 145,508,000    $   9,985,000    $   2,884,000    $ 158,377,000
                                     =============    =============    =============    =============

Total liabilities                    $  68,332,000    $   5,072,000    $   7,302,000    $  80,706,000
                                     =============    =============    =============    =============
</TABLE>


     H)   BANK FINANCING

     In  March  2000,  the  Company  increased  its  availability  under  credit
facilities  with banks.  The Company  expanded the revolving  credit facility to
$120 million from $70 million. The Company continues to pledge the capital stock
of its wholly owned  subsidiaries  and the majority of the  Company's  assets to
secure the credit  facility.  The Company  intends to use the credit facility to
provide working capital to finance acquisitions,  the purchase of capital assets
and for other  corporate  purposes.  The  credit  facility  also  contains a $30
million, in original notional amount,  amortizing five-year term facility. Under
the provisions of the credit agreement,  borrowings are limited to a multiple of
the Company's  adjusted  EBITDA.  Amounts  borrowed under the line bear interest
either as a relationship to the London  Interbank  Offered Rate ("LIBOR"),  plus
1.25% to 2.25%,  or to the Prime  Rate plus up to 1.00%,  as  determined  by the
ratio of the  Company's  total funded debt to EBITDA.  The Company also incurs a
commitment fee on the  unused  portion of the loan at a rate of up to 0.50%,  as
determined  by the ratio of the  Company's  total  funded  debt to  EBITDA.  The
revolving line of credit has an initial term, maturing on March 19, 2003, and is
renewable for up to one additional year.

     In the  ordinary  course of  business,  the  Company is exposed to floating
interest rate risk. In March 1999,  the Company  terminated  interest rate swaps
entered into as a hedge  against  variable-term  loan  interest  rate risk.  The
aggregate  loss of  approximately  $330,000 on  termination of the interest rate
swaps is being  amortized  over the remaining life of the related term loan that
was hedged.

     To hedge the  variable-term  loan  interest  rate risk for $30  million  in
original notional amount,  five-year,  term financing facility,  the Company has
entered into an interest rate swap pursuant to which it pays fixed interest at a
rate of 5.78% and receives  variable  interest on the same notional  amount.  At
March 31, 2000, the market value of the swap, which expires with the maturity of
the debt on March 1, 2004, was approximately  $316,000.  During the three months
ended March 31,  2000,  the  Company's  receipts  under the  interest  rate swap
aggregated approximately $20,000.



                                       10
<PAGE>



                              ARGUSS HOLDINGS, INC.

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

RESULTS OF OPERATIONS

     The Company conducts its operations through its wholly owned  subsidiaries,
Arguss   Communications    Group,   Inc.   ("ACG")   and   Conceptronic,    Inc.
("Conceptronic"). ACG is a leading provider of telecommunications infrastructure
services including project  management,  design,  engineering,  construction and
maintenance for Internet,  telecommunications  and broadband service  providers.
Conceptronic   manufactures  and  sells  highly  advanced,   computer-controlled
equipment  used in the  surface  mount  electronics  circuit  assembly  industry
("SMT").

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

     The Company had consolidated earnings before interest, taxes, depreciation,
amortization  and non cash stock  compensation  (EBITDA) of  $6,956,000  for the
three months ended March 31, 2000,  compared to  $4,582,000  for the same period
one year ago. For the three months ended March 31, 2000, EBITDA, as a percentage
of consolidated net sales (EBITDA margin), was 12.6%,  compared to 11.0% for the
comparable  period in 1999.  ACG had EBITDA of  $7,299,000  for the three months
ended March 31, 2000,  compared to $4,605,000  for the same period in 2000.  ACG
achieved an EBITDA margin of 14.7% for the three months ended March 31, 2000 and
12.2% for the three  months ended March  31, 1999.  ACG's  strong EBITDA  margin
performance was combined with continued strong revenue growth and improved gross
margin results as discussed below.

     The Company had  consolidated  net income of $647,000  for the three months
ended March 31, 2000,  compared to $101,000 for the three months ended March 31,
1999. The Company's results were favorably impacted by the maturation of telecom
services projects started in Portland, OR and Denver, CO.

     Consolidated  net sales  for the three  months  ended  March 31,  2000 were
approximately  $55,044,000,  compared to approximately $41,735,000 for the three
months ended March 31, 1999, an increase of 32% due, in part,  to  acquisitions.
Operations owned for at least one year had a net sales increase of $9,950,000 or
24% for the three months ended March 31, 2000.

     Consolidated gross profit margin, excluding depreciation,  was 22% of sales
for the three months ended March 31, 2000,  compared to 21% for the three months
ended March 31, 1999. The improvement in margins is due to ACG, whose Denver, CO
project  achieved  greater  sales  volume and margins for the three months ended
March 31, 2000 as it has matured.

     Consolidated  selling,  general and  administrative  expenses for the three
months  ended March 31, 2000 were  $5,110,000,  compared to  $3,796,000  for the
three months ended March 31, 1999 or 9% of net sales in both years. The increase
in expense is consistent with revenue growth.

     Depreciation  expense  increased to  $2,366,000  for the three months ended
March 31, 2000, compared to $1,951,000 for the three months ended March 31, 1999
due  primarily  to ACG which  made  significant  equipment  acquisitions  during
calendar  year 1999,  and during the three  months  ended  March 31,  2000.  The
equipment is depreciated over sixty months.  Depreciation expense from companies
acquired  after March 31, 1999  was $54,000 during the three  months ended March
31, 2000.

     Goodwill amortization, which is calculated using a twenty-year amortization
period,  increased to $1,427,000  from $948,000 from the  comparable  period one
year ago due primarily to an additional  payment made to former  shareholders of
an acquired  company made in November 1999. The additional  payment earned under
the terms of the  purchase  agreement  was  approximately  $23  million  and was
recorded as an increase in goodwill. The increased goodwill,  amortized over the
remaining amortization period,  increased goodwill amortization during the three
months ended March 31, 2000 by $283,000. The Company also recorded approximately
$8 million in  additional  goodwill  during the three months ended  December 31,
1999 related to an acquisition.  Amortization expense of the goodwill related to
this acquisition was $101,000 for the three months ended March 31, 2000.



                                       11
<PAGE>



     Interest  expense for the three months ended March 31, 2000 was $1,227,000,
compared to $906,000 for the comparable period in 1999. The ACG interest expense
increased  for the three  months  ended March 31,  2000,  due  primarily  to the
purchase of, and additional  payments to, telecom  service  companies which were
partially  financed  through  bank lines of credit and due to  increased  use of
financing  lines for the capital  assets  purchased in support of ACG's  revenue
growth.  Higher  interest rates related to the revolving  credit line during the
three months ended March 31, 2000,  compared to the three months ended March 31,
1999 also  contributed to higher interest  expense.  (See discussion of expanded
bank credit facilities in LIQUIDITY AND CAPITAL RESOURCES.)

     Income tax  expense was  $1,285,000  for the three  months  ended March 31,
2000,  compared to $676,000  in income tax  expense for the three  months  ended
March 31,  1999.  The  effective  income  tax rate was 67% and 87% for the three
months ended March 31, 2000 and 1999, respectively. Goodwill amortization, which
is nondeductible for income tax purposes,  impacts the effective income tax rate
creating an unusual  relationship  of the expected  effective tax rate to pretax
income. During the three months ended March 31, 2000, the Company utilized a 38%
effective  income tax rate prior to giving effect to the impact of nondeductible
goodwill amortization on pretax income,  compared to a 39% estimated tax rate in
the comparable period of one year ago.

LIQUIDITY AND CAPITAL RESOURCES

     Net cash used by  operations  for the three months ended March 31, 2000 was
$6,866,000  compared with $517,000 for the three months ended December 31, 1999.
The  increase  in cash  used in  operating  activities  is due to the  increased
revenue generated by a greater volume of ACG projects that caused an increase in
accounts  receivable and costs and earnings in excess of billings.  In addition,
ACG improved  its timely  collection  of accounts  receivable  during 1999.  ACG
collected many of its 1998 receivables in the three months ended March 31, 1999.

     Net cash used for investing activities for the three months ended March 31,
2000 was $7,172,000,  compared to $11,245,000 in the comparable  period of 1999.
Of the 2000  investing  activities,  $4,064,000  was  used to make  acquisitions
compared to none in 1999 when no  acquisitions  were made. In 2000,  pursuant to
the  provisions  of  the  purchase  agreements,  $634,000  was  paid  to  former
shareholders  of acquired  companies,  compared to  $7,604,000 in 1999. In 2000,
$2,474,000 was spent on capital equipment acquisitions compared to $3,641,000 in
1999.  The decrease from 1999 reflects  timing  differences in the capital asset
purchases.  The Company has budgeted a similar level of expenditure  for 2000 as
for  1999,  when  the  Company  had  approximately   $13.5  million  in  capital
expenditures.

     Net cash  provided by financing  activities  was  $8,296,000  for the three
months  ended  March  31,  2000,  compared  to net cash  provided  by  financing
activities  of  $11,608,000  for the  comparable  period in 1999.  The financing
activity in 2000 reflects  that the proceeds  from the Company's  credit line in
1999 to pay former  shareholders of acquired  companies was greater than amounts
paid in 2000.

     In  March  2000,  the  Company  increased  its  availability  under  credit
facilities  with banks.  The Company  expanded the revolving  credit facility to
$120 million from $70 million. The Company continues to pledge the capital stock
of its wholly owned  subsidiaries  and the majority of the  Company's  assets to
secure the credit  facility.  The Company  intends to use the credit facility to
provide  working  capital to finance  acquisitions  and the  purchase of capital
assets and for other corporate purposes. The credit facility also contains a $30
million, in original notional amount,  amortizing five-year term facility. Under
the provisions of the credit agreement,  borrowings are limited to a multiple of
the Company's  adjusted  EBITDA.  Amounts  borrowed under the line bear interest
either as a relationship to the London  Interbank  Offered Rate ("LIBOR"),  plus
1.25% to 2.25%,  or to the Prime  Rate plus up to 1.00%,  as  determined  by the
ratio of the  Company's  total funded debt to EBITDA.  The Company also incurs a
commitment  fee on the  unused portion of the loan at a rate of up to 0.50%,  as
determined  by the ratio of the  Company's  total  funded  debt to  EBITDA.  The
revolving line of credit has an initial term, maturing on March 19, 2003, and is
renewable for up to one additional year.

     To hedge the  variable-term  loan  interest  rate risk for $30  million  in
original notional amount,  five-year,  term financing facility,  the Company has
entered into an interest rate swap pursuant to which it pays fixed interest at a
rate of 5.78% and receives  variable  interest on the same notional  amount.  At
March 31, 2000, the market value of the swap, which expires with the maturity of
the debt on March 1, 2004, was approximately  $316,000.  During the three months
ended March 31,  2000,  the  Company's  receipts  under the  interest  rate swap
aggregated approximately $20,000.



                                       12
<PAGE>



     At March 31, 2000 the Company has entered  into three  letters of intent to
purchase  telecommunications services companies. The aggregate purchase price of
these three acquisitions will be approximately $60,000,000,  plus the assumption
of debt. Half of that amount, or $30,000,000, will be paid in cash and half will
be satisfied by issuance of the Company's common stock. The Company will finance
the cash portion of the purchase  price  utilizing the existing lines of credit.
The Company  expects to close these  purchases by the end of the second  quarter
2000.  At March 31,  2000,  the  Company  had  $76,000,000  available  under its
existing credit facility.

     The Company's  telecom services  operations are expected to have seasonally
weaker  results in the first and fourth  quarters  of the year,  and may produce
stronger results in the second and third quarters. This seasonality is primarily
due to the effect of winter weather on outside plant  activities in the northern
areas served by ACG, as well as reduced  daylight  hours and customer  budgetary
constraints.  Certain customers tend to complete  budgeted capital  expenditures
before the end of the year, and are slow to return to expected production levels
in the first quarter of the subsequent fiscal period.

YEAR 2000 DATE CONVERSION

     The Year 2000 issue relates to the inability of certain  computer  software
programs to properly recognize and process  date-sensitive  information relative
to the year 2000 and beyond. Without corrective measures, this issue could cause
computer  applications  to fail or to create  erroneous  results.  Incomplete or
untimely resolution of the Year 2000 issue by the Company or by its key vendors,
customers  suppliers or by other third parties  could have a materially  adverse
impact on the  Company's  business,  operations  or  financial  condition in the
future.

     To date, the Company has not  experienced any material Year 2000 issues and
has been informed by our material  suppliers and vendors that they have also not
experienced  material  Year 2000  issues.  The  Company has not spent a material
amount on Year  2000  compliance  issues.  Most  expenses  have  related  to the
operating  costs  associated with time spent by employees and consultants in the
evaluation  and   implementation   process  and  Year  2000  compliance  matters
generally.

FORWARD LOOKING STATEMENTS

     Statements made in the quarterly  report that are not historical or current
facts  are  "forward-looking  statements"  made  pursuant  to  the  safe  harbor
provisions of the Private  Securities  Litigation Reform Act of 1995.  Investors
are  cautioned   that  actual  results  may  differ   substantially   from  such
forward-looking statements. Forward looking statements may be subject to certain
risks and uncertainties, including -- but not limited to -- continued acceptance
of  the  Company's  products  and  services  in the  marketplace,  uncertainties
surrounding  new  acquisitions,  floating rate debt,  risks of the  construction
industry,  including  weather and an  inability  to plan and  schedule  activity
levels,  doing business overseas and risks inherent in concentration of business
in certain  customers.  All of these risks are detailed from time to time in the
Company's filings with the Securities and Exchange Commission.  Accordingly, the
actual results of the Company could differ materially from such  forward-looking
statements.



                                       13
<PAGE>



ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     In the ordinary course of business, the Company is exposed to interest rate
risk. To reduce  variable-term  loan interest rate risk, the Company has entered
into an interest rate swap in the same notional  amount,  term and interest rate
relationship  to LIBOR as the  Company's  $24,750,000  variable  rate term loan.
Arguss pays a fixed  interest rate of 5.78%  pursuant to the interest rate swap.
The  Company  continues  to incur  interest  expense  for the bank's  applicable
margins  ranging from 1.25% to 2.25% above LIBOR as  determined  by the ratio of
the Company's total funded debt to EBITDA.

     Interest  rate  swaps  are  entered  into as a  hedge  of  underlying  debt
instruments  to  effectively  change the  characteristics  of the interest  rate
without  actually  changing the debt instrument.  For fixed rate debt,  interest
rate  changes  affect the fair value,  but do not impact  earnings or cash flow.
Conversely,  for floating  rate debt,  interest  rate  changes  generally do not
affect the fair market value, but do impact future earnings and cash flow. A one
percentage  point  decrease in interest  rates would  decrease the fair value of
interest rate swaps by approximately $316,000. The earnings and cash flow impact
for the next year  resulting  from a one  percentage  point increase in interest
rates would be neutral because of the cash flow received from the swaps.  All of
the  principal of the variable rate debt subject to the interest rate swap would
be repaid  over the next four  years  thereby  diminishing  the impact of market
valuations on hedges.



                                       14
<PAGE>



                              ARGUSS HOLDINGS, INC.

                                     PART II

                                Other Information

Items 1, 2, 3, 4 and 5:   Not Applicable.

Item 6: Exhibits and Reports on form 8-K


10(x)     Amendment and Restated Credit Agreement dated as of March 22, 2000
          among Arguss Holdings, Inc., Crestar Bank, Fleet Bank, N.A., Keybank,
          National Association, Union Bank of California, N.A., National City
          Bank and Bank of America, NA, as agent, and Bank of America
          Securities, LLC, as syndication agent and manager, and related
          promissory notes, pledge agreements and security agreements.

     (a)  27 Financial Data Schedule

     (b)  Reports on Form 8-K

     None.




                                       15
<PAGE>



                                   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.

                                       Arguss Holdings, Inc.



         May 4, 2000               By: /s/ Rainer H. Bosselmann
                                       -----------------------------------------
                                           Rainer H. Bosselmann
                                           Chief Executive Officer

         May 4, 2000               By: /s/ Arthur F. Trudel
                                       -----------------------------------------
                                           Arthur F. Trudel
                                           Principal Financial Officer and
                                             Principal Accounting Officer



                                       16