SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                   Form 10-QSB


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


     For Quarter ended: September 30, 1998   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 Identification Number)
         incorporation or
           organization)


 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 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 October 30,1998,  there were 10,539,809  shares of Common Stock,  $.01 par
value per share, outstanding.



<PAGE>


                              ARGUSS HOLDINGS, INC.


                                      INDEX




Part I - Financial Statements:

     Item 1 - Financial Statements


          Consolidated Balance Sheets (Unaudited)
          September 30, 1998 and December 31, 1997                             3

          Consolidated Statements of Operations (Unaudited)
          Three months and Nine Months Ended September 30, 1998
          and September 30, 1997                                               4

          Consolidated Statements of Cash Flows (Unaudited)
          Nine months Ended September 30, 1998
          and September 30, 1997                                               5

          Notes to Consolidated Financial Statements
          (Unaudited)                                                          7


     Item 2 - Management's Discussion and Analysis of Financial
              Condition and Results of Operations                             12

Part II - Other Information

         Items 1 through 6                                                    16

         Signatures                                                           17






                                       2
<PAGE>


                              ARGUSS HOLDINGS, INC.

                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)


                                                   Sept. 30, 1998   Dec. 31,1997
                                                   --------------   ------------
      Assets

Current assets:
     Cash                                            $  1,593,000   $  1,215,000
     Restricted cash from customer advances             3,189,000           --
     Accounts receivable trade, including
       retainage of $4,291,000 and $1,884,000,
       respectively                                    41,559,000     13,656,000
     Unbilled receivables for materials                 8,208,000        274,000
     Inventories                                        4,466,000      4,344,000
     Other assets, current                              1,393,000      1,898,000
                                                     ------------   ------------
          Total current assets                         60,408,000     21,387,000

Property, plant and equipment, net                     27,234,000     13,274,000
Goodwill, net                                          53,715,000     24,374,000
                                                     ------------   ------------
                                                     $141,357,000   $ 59,035,000
                                                     ============   ============

      Liabilities and Stockholders' Equity

Current liabilities:

     Current portion long-term debt                  $ 10,751,000   $  1,632,000
     Short-term borrowings                              9,470,000      4,294,000
     Accounts payable                                  16,907,000      4,141,000
     Customer advances                                  7,000,000           --
     Accrued expenses and other liabilities            10,092,000      4,212,000
                                                     ------------   ------------
          Total current liabilities                    54,220,000     14,279,000
                                                     ------------   ------------

Long-term debt, excluding current portion              21,715,000      6,995,000
Deferred income taxes                                   2,225,000        791,000
                                                     ------------   ------------
          Total liabilities                            78,160,000     22,065,000
                                                     ------------   ------------

Stockholders' equity:
     Common stock $.01 par value                          108,000         85,000
     Additional paid-in capital                        60,088,000     36,443,000
     Retained earnings                                  3,001,000        442,000
                                                     ------------   ------------
          Total stockholders' equity                   63,197,000     36,970,000
                                                     ------------   ------------
                                                     $141,357,000   $ 59,035,000
                                                     ============   ============



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




                                       3
<PAGE>


                              ARGUSS HOLDINGS, INC.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                            Three Months Ended           Nine Months Ended
                                        --------------------------  --------------------------

                                          Sept. 30,     Sept. 30,     Sept. 30,     Sept. 30,
                                            1998          1997          1998          1997
                                        ------------  ------------  ------------  ------------

<S>                                     <C>           <C>           <C>           <C>         
Net sales                               $ 45,908,000  $ 14,168,000  $104,741,000  $ 35,826,000
Cost of sales, excluding depreciation     34,543,000     9,610,000    78,578,000    24,375,000
                                        ------------  ------------  ------------  ------------
  Gross profit, excluding depreciation    11,365,000     4,558,000    26,163,000    11,451,000

Expenses:
Selling, general and administrative        3,889,000     2,374,000    11,247,000     5,943,000
Depreciation                               1,668,000       376,000     4,463,000       824,000
Goodwill amortization                        687,000       225,000     1,992,000       618,000
Engineering and development                  362,000       238,000       905,000       811,000
                                        ------------  ------------  ------------  ------------

Income from operations                     4,759,000     1,345,000     7,556,000     3,255,000

Interest expense, net                        691,000       104,000     1,963,000       250,000
                                        ------------  ------------  ------------  ------------

Income before income taxes                 4,068,000     1,241,000     5,593,000     3,005,000

Income tax expense                         1,902,000       631,000     3,034,000     1,003,000
                                        ------------  ------------  ------------  ------------

Net income                              $  2,166,000  $    610,000  $  2,559,000  $  2,002,000
                                        ============  ============  ============  ============



Income per share - basic                $        .20  $        .08  $        .24  $        .27
                                        ============  ============  ============  ============
Weighted average number
  of shares - basic                       10,697,000     7,643,000    10,493,000     7,395,000
                                        ============  ============  ============  ============
Income per share - diluted              $        .18  $        .08  $        .23  $        .26
                                        ============  ============  ============  ============

Weighted average number of shares
  - diluted                               12,068,000     8,017,000    11,359,000     7,671,000
                                        ============  ============  ============  ============
</TABLE>

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



                                       4
<PAGE>


                              ARGUSS HOLDINGS, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                Nine Months Ended
                                                                -----------------

                                                        Sept. 30, 1998      Sept. 30, 1997
                                                        --------------      --------------
<S>                                                      <C>                 <C>        
Cash flows from operating activities:
    Net income                                           $  2,559,000        $  2,002,000
Adjustments to reconcile net income to net
  Cash provided by (used in) operating activities:
    Depreciation                                            4,470,000             824,000
    Goodwill amortization                                   1,992,000             618,000
    Non cash stock compensation                             1,847,000             128,000
    Deferred income taxes                                        --               187,000

Changes in assets and liabilities:
    Accounts receivable                                   (18,387,000)         (2,941,000)
    Unbilled receivables for materials                     (7,934,000)               --
    Inventories                                              (122,000)            (80,000)
    Other current assets                                      996,000            (624,000)
    Accounts payable                                        7,763,000          (1,595,000)
    Accrued expenses and other liabilities                  5,318,000           2,228,000
                                                         ------------        ------------
    Net cash (used in) provided by operating
      activities                                           (1,498,000)            747,000
                                                         ------------        ------------


Cash flows from investing activities:
    Net additions to property, plant and equipment        (10,619,000)         (3,898,000)
    Purchase of cable construction companies              (17,441,000)         (8,936,000)
                                                         ------------        ------------
    Net cash used for investing activities                (28,060,000)        (12,834,000)


Cash flows from financing activities:
    Proceeds from lines of credit                          33,015,000           4,930,000
    Repayments of financing debt                           (4,000,000)               --
    Issuance of common stock                                  921,000                --
                                                         ------------        ------------
    Net cash provided by financing activities              29,936,000           4,930,000
                                                         ------------        ------------
    Net increase (decrease) in cash and
      restricted cash                                         378,000          (7,157,000)
                                                         ------------        ------------

    Cash at beginning of period                             1,215,000          10,318,000
                                                         ------------        ------------

    Cash at end of period                                $  1,593,000        $  3,161,000
                                                         ============        ============
</TABLE>



                                       5
<PAGE>


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


<TABLE>
<CAPTION>
                                                                Nine Months Ended
                                                                -----------------

                                                        Sept. 30, 1998      Sept. 30, 1997
                                                        --------------      --------------

<S>                                                      <C>                 <C>         
Supplemental disclosures of cash paid for:
Interest                                                 $  2,275,000        $    121,000
Corporate income taxes                                        923,000             190,000

Supplemental disclosure of
  investing and financing activities:

Fair value of assets acquired:

Accounts receivable                                      $  9,513,000        $  6,766,000
Inventory                                                        --                  --
Other current assets                                          491,000             748,000
Property and equipment                                      7,546,000           5,512,000
                                                         ------------        ------------
    Total non cash assets                                  17,550,000          13,026,000
                                                         ------------        ------------

Liabilities                                                (6,437,000)         (5,620,000)
Long-term debt                                             (2,455,000)         (2,782,000)
                                                         ------------        ------------

Net non cash assets acquired                                8,658,000           4,624,000

Cash acquired                                               1,725,000             278,000
                                                         ------------        ------------

Fair value of net assets acquired                          10,383,000           4,902,000

Excess of costs over fair value
  of net assets acquired                                   31,332,000          22,703,000
                                                         ------------        ------------

Purchase price                                           $ 41,715,000        $ 27,605,000
                                                         ============        ============

Common stock issued                                      $ 24,274,000        $ 18,669,000
Cash paid                                                  19,166,000           9,214,000
Cash acquired                                              (1,725,000)           (278,000)
                                                         ------------        ------------

Purchase price                                           $ 41,715,000        $ 27,605,000
                                                         ============        ============
</TABLE>



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")  (formerly  White  Mountain  Cable
Construction Corp.) and Conceptronic,  Inc. ("Conceptronic").  ACG is engaged in
the  construction,   reconstruction,   maintenance,   repair  and  expansion  of
communications  systems, cable television and data systems,  including providing
aerial and underground construction and splicing of both fiber optic and coaxial
cable to major telecommunications  customers. ACG operates through its divisions
- White  Mountain,  Can-Am,  TCS,  Rite,  Schenck and  Underground  Specialties.
Conceptronic   manufactures  and  sells  highly  advanced,   computer-controlled
equipment used in the SMT circuit assembly industry.


     B)   BASIS FOR PRESENTATION

As  permitted  by the  rules of the  Securities  and  Exchange  Commission  (the
"Commission")  applicable to quarterly  reports on Form 10-QSB,  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-KSB for the
year ended December 31, 1997, filed with the Commission on March 24, 1998.

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 September  30, 1998 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  cable  construction  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.

Research and  development  expenses,  a component of engineering and development
expenses,  incurred and expensed were $308,000 and $295,000,  respectively,  for
the three months ended September 30, 1998 and 1997.

In June 1997, the Financial Accounting Standards Board ("FASB") issued Statement
No. 130, "Reporting  Comprehensive Income". This Statement establishes standards
for reporting and display of comprehensive income and its components  (revenues,
expenses,  gains  and  losses)  in  a  full  set  of  general-purpose  financial
statements.  This  Statement  requires that an enterprise  (a) classify items of
other  comprehensive  income by their  nature in a financial  statement  and (b)
display the accumulated  balance of other  comprehensive  income separately from
retained  earnings  and  additional  paid in capital in the equity  section of a
statement of financial  position.  The impact of this statement on the Company's
financial  statements is not significant  because the Company has no elements of
comprehensive income at this time.

In June 1997, the FASB issued Statement No. 131, "Disclosures about Segments and
Related  Information".  This  Statement  establishes  standards for the way that
public business  enterprises  report  information  about  operating  segments in
annual financial  statements and requires that those enterprises report selected
information  about  operating  segments in interim  financial  reports issued to
shareholders.  It  also  establishes  standards  for  related  disclosures.  The
adoption  of  this  statement  has  no  impact  on  the  consolidated  financial
statements.

In February 1998, the Financial  Accounting Standards Board issued SFAS No. 132,
"Employers' Disclosure about Pensions and Other Post-retirement Benefits," which
revises employers'  disclosures about pension and other post-retirement  benefit
plans.  It does not change the  measurement or  recognition of those plans.  The
statement is effective for fiscal years  beginning  after December 15, 1997. The
adoption  of  this  statement  has  no  impact  on  the  consolidated  financial
statements.



                                       7
<PAGE>


In June 1998,  the  Financial  Accounting  Standards  Board issued SFAS No. 133,
"Accounting for Derivative  Instruments and Hedging  Activities."  The statement
requires companies to recognize all derivatives as either assets or liabilities,
with the instruments  measured at fair value. The accounting for changes in fair
value,  gains or losses,  depends on the intended use of the  derivative and its
resulting  designation.  The statement is effective  for all fiscal  quarters of
fiscal years  beginning after June 15, 1999. The Company will adopt SFAS No. 133
by January 1, 2000.  Adoption of SFAS No. 133 is not expected to have a material
impact on the consolidated financial statements.

Certain  amounts in the 1997 financial  statements  have been  reclassified  for
comparability with the 1998 presentation.

     C)   EARNINGS PER SHARE

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


<TABLE>
<CAPTION>
                                                         For the Three Months Ended
                                           Sept. 30, 1998                          Sept. 30, 1997
                                           --------------                          --------------

                                 Income                       Net         Income                      Net
                                per Share      Shares        Income      per Share     Shares        Income
                                ---------      ------        ------      ---------     ------        ------

<S>                             <C>          <C>           <C>            <C>        <C>            <C>     
Basic                           $   .20      10,697,000    $2,166,000     $   .08    7,643,000      $610,000
Effect of stock options                                                            
    and warrants                   (.01)        625,000          --          --        374,000          --
Effect of estimated                                                                
   additional shares to be                                                         
   issued for Schenck                                                              
   purchase                        (.01)        746,000          --          --           --            --
                                --------     ----------    ----------     -------    ---------      --------
Diluted                         $   .18      12,068,000    $2,166,000     $   .08    8,017,000      $610,000
                                ========     ==========    ==========     =======    =========      ========
</TABLE>


<TABLE>
<CAPTION>
                                                          For the Nine Months Ended
                                           Sept. 30, 1998                          Sept. 30, 1997
                                           --------------                          --------------

                                 Income                       Net        Net Income                  Net
                                per Share      Shares        Income      per Share     Shares       Income
                                ---------      ------        ------      ---------     ------       ------

<S>                             <C>          <C>           <C>            <C>        <C>          <C>     
Basic                           $   .24      10,493,000    $2,559,000     $   .27    7,395,000    $2,002,000
Effect of stock options
    and warrants                   (.01)        620,000          --          (.01)     276,000          --
Effect of estimated
    additional shares to be
    issued for Schenck
    purchase                        --          246,000          --           --           --           --
                                --------     ----------    ----------     -------    ---------    ----------
Diluted                         $   .23      11,359,000    $2,559,000     $   .26    7,671,000    $2,002,000
                                ========     ==========    ==========     =======    =========    ==========
</TABLE>


     D)   ACCOUNTS RECEIVABLE

The retainage included in accounts receivable, which represents amounts withheld
by contract with respect to ACG accounts receivable, was $4,291,000 at September
30, 1998. The Company expects to collect substantially all such retainage within
one year.  Further,  costs  incurred in excess of billings  included in accounts
receivable is expected to be billed and collected currently.






                                       8
<PAGE>


     E)   ACQUISITIONS

In the first quarter of 1998, the Company  acquired  Can-Am  Construction,  Inc.
("Can-Am") and Schenck  Communications,  Inc. ("Schenck"),  which provide aerial
and  underground  construction  and  splicing  services for both fiber optic and
coaxial cable to major telecommunications customers.

The  purchase  price was  approximately  $35 million and  consisted of 1,809,000
shares of common stock of the Company and approximately $15 million in cash. The
Company has classified as goodwill approximately $27.4 million, which represents
the cost in excess of the fair value of the net  assets  acquired.  Goodwill  is
being  amortized  using the  straight-line  method  over 20 years.  The  Schenck
purchase agreement contains provision for additional  payments by the Company to
Schenck  shareholders  to be satisfied by the issuance of the  Company's  common
stock and cash,  if  certain  adjusted  EBITDA  thresholds  are met for the year
ending  December  31,  1998.  There  is no cap for  such  provisional  payments.
One-half of the additional payment to Schenck  shareholders will be satisfied by
the  issuance of shares of common  stock  valued at $9.75 per share.  The second
half of the payment will be in cash.  Any additional  payments  earned under the
terms of the agreement will be recorded as an increase in goodwill.  The Company
has included  746,000 shares and 246,000  shares as common stock  equivalents in
its  calculation  of diluted  earnings  per share for the three and nine  months
ended  September 30, 1998,  respectively,  as an estimate of the average  shares
outstanding  for  additional  shares  projected to be issued with respect to the
Schenck purchase agreement.

In the third quarter of 1998, the Company acquired Underground Specialties, Inc.
("USI")  which  provides  underground  building  services  for fiber optic cable
construction projects to major telecommunications customers.

The  purchase  price was  approximately  $7.3  million and  consisted of 242,000
shares of common  stock of the Company and  approximately  $3.6 million in cash.
The Company  has  classified  as  goodwill  approximately  $4.0  million,  which
represents  the cost in excess  of the fair  value of the net  assets  acquired.
Goodwill is being amortized using the  straight-line  method over 20 years.  The
USI purchase agreement contains provision for additional payments by the Company
to USI  shareholders  to be satisfied by the  issuance of the  Company's  common
stock and cash,  if  certain  adjusted  EBITDA  thresholds  are met for the year
ending July 31, 1999. There is no cap for such provisional payments. One-half of
the additional  payment to USI shareholders will be satisfied by the issuance of
shares for common  stock  valued at the lesser of $15.50 per share or the market
value with a minimum price of $13.625. The second half of the payment will be in
cash.  Any additional  payments  earned under the terms of the agreement will be
recorded as an increase in goodwill.

The following  unaudited pro forma results of operations give effect to the 1998
purchase  of USI as if it  occurred  as of  January  1,  1998.  Such  pro  forma
information  reflects certain adjustments,  including  amortization of goodwill,
accrual of income taxes,  interest expense,  additional shares issued and salary
expense consistent with Arguss' compensation program:

         Pro Forma (unaudited)
         ---------------------

         Sales                                         $122,378,000
                                                       ============
         Net Income                                    $  4,965,000
                                                       ============
         Income per share - basic                      $        .46
                                                       ============
         Weighted average number of shares - basic       10,735,000
                                                       ============
         Income per share - diluted                    $        .43
                                                       ============
         Weighted average number of shares - diluted     11,601,000
                                                       ============



                                       9
<PAGE>


     F)   ENTERPRISE SEGMENT INFORMATION


The Company's operations have been classified into two business segments for the
three  months and nine months  ended  September  30,  1998,  Communications  and
Manufacturing,  respectively. Summary financial information for the two segments
is as follows:


<TABLE>
<CAPTION>
                                                         Sept. 30, 1998
                                                         --------------
                                       Three Months Ended               Nine Months Ended
                                       ------------------               -----------------

                                 Manufacturing   Communications   Manufacturing   Communications
                                 -------------   --------------   -------------   --------------
<S>                              <C>              <C>             <C>              <C>         
Net sales                        $  3,456,000     $ 42,452,000    $ 13,233,000     $ 91,508,000

Cost of sales,
  excluding depreciation            2,324,000       32,219,000       8,841,000       69,737,000
                                 ------------     ------------    ------------     ------------
Gross profit,
  excluding depreciation            1,132,000       10,233,000       4,392,000       21,771,000
                                 ------------     ------------    ------------     ------------

Operating expenses,
  excluding depreciation            1,417,000        2,090,000       4,447,000        5,858,000
Goodwill amortization                    --            687,000            --          1,992,000
Non cash stock compensation              --            742,000            --          1,806,000
Depreciation expense                   55,000        1,613,000         164,000        4,299,000

Net interest and other income          46,000          658,000         138,000        1,855,000
                                 ------------     ------------    ------------     ------------
Pretax income (loss)             ($   386,000)    $  4,443,000    ($   357,000)    $  5,961,000
                                 ============     ============    ============     ============

Capital expenditures             $     64,000     $  3,523,000    $    106,000     $ 10,943,000
                                 ============     ============    ============     ============
Property, plant and
  equipment, net                 $  1,318,000     $ 25,885,000    $  1,318,000     $ 25,885,000
                                 ============     ============    ============     ============

Total assets                     $  9,155,000     $131,360,000    $  9,155,000     $131,360,000
                                 ============     ============    ============     ============

Total liabilities                $  4,149,000     $ 70,072,000    $  4,149,000     $ 70,072,000
                                 ============     ============    ============     ============
</TABLE>

(1)  Segment  information  does not reconcile to consolidated  net income before
     tax due to net unallocated corporate expense of $11,000 which is the net of
     $29,000 in interest income and $40,000 in stock option expense for the nine
     months ended  September 30, 1998. For the three months ended  September 30,
     1998, the net corporate difference was income of $11,000, which is a net of
     $14,000 in interest income and $3,000 in stock option expense.

(2)  Excludes   inter-company  payables  of  $1,222,000  for  manufacturing  and
     $1,780,000 for communications segments, respectively at September 30, 1998.


     G)   LONG-TERM DEBT

On January 2, 1998, the Company expanded its credit facilities with NationsBank,
NA. In  connection  with its  acquisition  of Can-Am and  Schenck,  the  Company
entered  into  an  aggregate  of  $15,016,000  in  new   acquisition   financing
facilities.  The facilities have a five-year  amortization rate for repayment of
the principal and include a balloon payment of  approximately  $4 million due on
March 31, 1999. The  acquisition  financing bears an interest rate of LIBOR plus
275 basis  points  which is subject to a  reduction  in rate to LIBOR,  plus 175
basis points if certain cash flow objectives are achieved.

In October 1998, the Company  expanded its credit  facilities with  NationsBank,
NA. In  connection  with its  acquisition  of USI,  the Company  entered into an
aggregate of $3.5 million in a new acquisition financing facility. The financing
has a  five-year  amortization  rate for  repayment  of  principal  and bears an
interest rate of LIBOR plus 175 basis points.

During the nine months ended  September 30, 1998, the Company  expanded both its
ACG  revolving  credit  facility  from $4 million to $15 million,  and equipment
financing  facility from $3.5 million to $13 million,  generally  under the same
interest rates and covenants as the original lines of credit.



                                       10
<PAGE>


Further,  on January 2, 1998,  the Company  consummated a term loan to refinance
existing equipment financing  facilities at Can-Am and Schenck.  The proceeds of
this line were $2,400,000, are payable over 48 months, and bear an interest rate
at LIBOR, plus 165 basis points.

To hedge the variable  term loan  interest rate risk for $10 million in notional
amount of the acquisitions  financing facilities,  $3,700,000 in notional amount
of equipment financing and $2,400,000 in notional amount of the refinancing term
loan,  during the nine months ended September 30, 1998, the Company entered into
various  interest rate swaps  pursuant to which it pays fixed interest rates and
receives  variable  interest rates on the same notional amount.  During the nine
months  ended  September  30,  1998,  the  Company  payment  under the three new
interest rate swaps aggregated $34,000.  The Company had no receipts pursuant to
the new interest rate swaps.

     H)   LITIGATION


On December 13,  1991,  the Company was served with a complaint  from  Vitronics
Corporation  ("Vitronics"),  one of the Company's  competitors,  alleging patent
infringement   involving  its  reflow  soldering  ovens.   Vitronics  sought  an
injunction,  together with unspecified damages and costs. The claim was filed in
the United States Federal District Court, District of New Hampshire.

In  August  1995,  the  U.S.   District  Court  issued  a  directed  verdict  of
non-infringement  in the Company's  favor  regarding  method patent  #4,654,502.
Additionally,  a decision was reached on the  apparatus  patent  #4,833,301 by a
jury which found  non-infringement  on all past and current  Conceptronic ovens.
Vitronics  appealed the  directed  verdict on patent  #4,654,502  and the United
States Court of Appeals for the First Circuit ("Court of Appeals")  subsequently
reversed and  remanded the case for further  proceeding.  In October  1997,  the
Court of Appeals administratively dismissed the case.

In related  actions,  in April 1997,  the United States  Patent  Office  ("PTO")
rejected certain claims of Vitronics' patent  #4,654,502 as being  unpatentable.
This  decision by the PTO,  if upheld on appeal,  should  terminate  the pending
lawsuit. In December 1996, the Company named Vitronics and its Chairman and CEO,
James  Manfield  in a  lawsuit,  filed in  Superior  Court  of the  State of New
Hampshire,  citing malicious  prosecution and abuse of process.  The suit claims
that  Vitronics,  when it initiated  the 1991 patent  infringement  case against
Conceptronic, knew or should have known that the suit was without merit and that
claim  1  of  U.S.  Patent  #4,883,301  was  invalid,  unenforceable  and,  as a
consequence,  the patent was not infringed.  In November 1997,  Dover Industries
purchased Vitronics and succeeded in their interest.

In the  opinion of  counsel,  the  ultimate  outcome of this  litigation  cannot
presently be  determined.  Management of the Company  believes  that  Vitronics'
claim  is  without  merit  and  that  the  Company  will   ultimately   prevail.
Accordingly, no provision has been made in the accompanying financial statements
for any potential liability that might result.



                                       11
<PAGE>


                              ARGUSS HOLDINGS, INC.

                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")  (formerly  White  Mountain  Cable
Construction Corp.) and Conceptronic,  Inc. ("Conceptronic").  ACG is engaged in
the  construction,   reconstruction,   maintenance,   repair  and  expansion  of
communications  systems, cable television and data systems,  including providing
aerial and underground construction and splicing of both fiber optic and coaxial
cable to major telecommunications  customers. ACG operates through its divisions
- White  Mountain,  Can-Am,  TCS,  Rite,  Schenck and  Underground  Specialties.
Conceptronic   manufactures  and  sells  highly  advanced,   computer-controlled
equipment  used  in  the  Surface  Mount  Technology  ("SMT")  circuit  assembly
industry.

THREE MONTHS ENDED SEPTEMBER 30, 1998 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 1997

The  Company had net income of  approximately  $2,166,000  for the three  months
ended  September  30,  1998,  compared to net income of  $610,000  for the three
months ended  September  30, 1997.  During the three months ended  September 30,
1998 improvement in earnings was due primarily to the profitable  results of ACG
whose pretax income was  $4,443,000,  compared to  $1,269,000 in the  comparable
period in 1997.  The  increase in pretax  income is due  primarily to the strong
quarterly performance of the TCS, Schenck and Underground Specialties divisions,
which had strong  performances  in their  respective  construction  projects  in
Denver and the Pacific  Northwest.  Schenck  and  Underground  Specialties  with
$3,161,000 in pretax income are included in results only in 1998.

Net sales for the three months ended September 30, 1998 increased $31,740,000 or
more than three-fold to approximately $45,908,000 from approximately $14,168,000
for the three months ended  September 30, 1997 due primarily to the  acquisition
of  Schenck,  Can-Am,  USI and  Rite  (collectively  "Acquisitions")  which  had
combined  sales  of  $18,973,000  and  also  due to  strong  sales  increase  of
$14,228,000  at White  Mountain  and TCS  divisions.  Conceptronic's  sales were
$1,461,000  below the levels  achieved for the three months ended  September 30,
1997 due primarily to the industry-wide softening of activity in the SMT circuit
assembly  equipment  industry.  The  Company  expects a continued  softening  in
activity  in the SMT  circuit  assembly  equipment  industry  during  the fourth
quarter, which may have a negative impact on Conceptronic's operating results.

Consolidated gross profit margin,  excluding depreciation,  was 25% of sales for
the three months ended  September  30, 1998  compared to 32% for the  comparable
period in 1997.  ACG's gross  profit  margin was 24% for the three  months ended
September  30, 1998,  compared to 30% for the three months ended  September  30,
1997. The decline in margins is due to the White Mountain division's  transition
costs  incurred in  commencing a project in  Charlotte,  North  Carolina,  which
should generate improved margins beginning in the fourth quarter. White Mountain
division has reduced its involvement with its Dallas, Texas project and does not
expect significant  contribution to gross profit from this project in the fourth
quarter.  Further,  the underground  construction mix of business has historical
profit margins  typically less than the gross profit margin levels of the aerial
construction's mix of business.  Conceptronic's  gross profit margin was 33% for
the three months ended  September 30, 1998 which,  although  below the 36% gross
profit margin  achieved for the  comparable  period in 1997, is consistent  with
historical operating levels.

Selling,  general  and  administrative  expenses  for  the  three  months  ended
September 30, 1998 were  $3,889,000  compared to $2,374,000  for the  comparable
period one year ago.  The  increase  was largely due to the  Acquisitions  which
accounted for $1,560,000 in expenses of which $634,000 was non-cash stock option
expense.

Depreciation  expense was  $1,668,000  for the three months ended  September 30,
1998  compared to $376,000  for the three months  ended  September  30, 1997 due
primarily  to ACG,  which had  $1,613,000  of  depreciation  expense  due to new
equipment  acquisitions to perform large construction projects, and Acquisitions
which had depreciation  expense of $819,000 for the three months ended September
30, 1998.

Goodwill amortization increased to $687,000 for the three months ended September
30,  1998 from  $225,000  for the three  months  ended  September  30,  1997 due
primarily to the Acquisitions.



                                       12
<PAGE>


Net interest  expense for the three months ended September 30, 1998 was $691,000
compared  to  $104,000  for the  comparable  period  one year  ago.  The ACG net
interest  expense for the third  quarter of 1998 was  $658,000.  The increase in
amounts  outstanding  under bank credit  facilities with respect to financing of
the Acquisitions,  equipment  acquisition lines and the revolving line of credit
resulted in increased aggregate net interest expense.  See Liquidity and Capital
Resources for a discussion of the Company's debt facilities.

Income tax expense  increased to  $1,902,000  from $631,000 due primarily to the
profitable operations of ACG.

NINE MONTHS ENDED SEPTEMBER 30, 1998, COMPARED TO NINE MONTHS ENDED SEPTEMBER
30, 1997

The Company had consolidated net income of approximately $2,559,000 for the nine
months ended  September 30, 1998,  compared to net income of $2,002,000  for the
nine months ended  September  30, 1997.  The increase in net income for the nine
months in 1998 when  compared to 1997 is  primarily  due to  Acquisitions  which
offset the impact of severe  winter  weather on cable  construction  operations,
primarily in the  northeastern  United  States,  and lower profit margins at the
commencement  of several  significant,  regional,  multiple-year  contracts with
major telecommunications  companies.  During the nine months ended September 30,
1998, ACG incurred  transition  costs to relocate crews and equipment and set up
operations in several new locations,  as well as reducing its involvement in its
Dallas,  Texas project.  TCS realized  improved net sales,  as well as operating
cost  efficiencies,  during the third quarter for contracts in Orlando,  Florida
and Denver,  Colorado.  (See  discussion  of gross profit  below.) In the fourth
quarter,  the Company  expects to continue to realize  increasing  profitability
from maturing  regional  contracts,  but will also continue to incur  transition
costs  during the start-up  phases of certain  large  contracts  and its reduced
activity in its Dallas, Texas project.

For ACG,  pretax  income  for the  nine  months  ended  September  30,  1998 was
$5,961,000,  compared to $3,371,000  for the  comparable  period in 1997.  ACG's
pretax net income for the nine months ended September 30, 1998 was significantly
effected by goodwill  amortization  of $1,992,000  and non cash stock expense of
$1,806,000  due  primarily  to  stock  options  granted  below  market  value to
employees of the  Acquisitions and the TCS division.  In contrast,  for the nine
months ended September 30, 1997, goodwill amortization was $618,000 and non-cash
stock option expense was approximately $128,000.

Consolidated  net  sales  for the nine  months  ended  September  30,  1998 were
$104,741,000,  compared to $35,826,000  for the  comparable  period in 1997 - an
increase of nearly three-fold due primarily to the Acquisitions, which accounted
for  $38,985,000  of the increase and TCS,  acquired in  September  1997,  which
contributed  $19,842,000 to the sales increase.  Operations of ACG, owned for at
least one year,  had a net sales  increase  of  $13,607,000  or 61% for the nine
months ended September 30, 1998. For all ACG operations,  net sales for the nine
months ended September 30, 1998 were $91,508,000.  For  Conceptronic,  net sales
for the nine months ended  September  30, 1998 were  $13,233,000,  compared to a
$13,646,000 for the comparable period in 1997.

Consolidated gross profit margin,  excluding depreciation,  was 25% of sales for
the nine months  ended  September  30, 1998  compared to 32% for the nine months
ended  September 30, 1997.  The decrease in margins is attributed to ACG,  which
was  in the  start-up  phase  for  several  large  regional  cable  construction
contracts. The impact of adverse weather conditions,  in comparison to mild 1997
weather  conditions,  also reduced ACG's gross profit  margins.  With respect to
White  Mountain  which is commencing  significant,  multiple-year  projects,  it
experienced reduced gross profit margins from historical  percentages due to the
costs associated with starting the large projects, as well as from its reduction
in  activity  in its  Dallas,  Texas  project.  The  reduced  margins  from  the
communications   segment   were  offset  in  part  by   consistent   margins  at
Conceptronic, which had 33% in the nine months ended September 30, 1998.

Consolidated  selling,  general and administrative  expenses for the nine months
ended  September  30,  1998 were  $11,247,000,  compared to  $5,943,000  for the
comparable  period in 1997.  The increase  was largely due to the  Acquisitions,
which had  $3,973,000 in selling,  general and  administrative  expenses for the
nine months ended September 30, 1998, and from TCS,  acquired in September 1997,
which had increased expenses of $1,138,000 in 1998.

Depreciation expense increased to $4,463,000 for the nine months ended September
30, 1998,  compared to $824,000 for the nine months ended September 30, 1997 due
primarily  to ACG which made  fixed  asset  acquisitions  of  $6,967,000  during
calendar year 1997, and  $10,943,000  during the nine months ended September 30,
1998.  The  capital  assets  are  amortized  over  sixty  months.  Further,  the
Acquisitions  had $2,050,000 in depreciation for the nine months ended September
30, 1998.  Goodwill  amortization  increased to $1,992,000  from $618,000 in the
comparable  period  one year ago due to the  Acquisitions  and  TCS,  which  was
acquired in September 1997.



                                       13
<PAGE>


Net  interest  expense  for  the  nine  months  ended  September  30,  1998  was
$1,963,000,  compared to $250,000 for the comparable period in 1997. The ACG net
interest expense increased to $1,855,000 for the nine months ended September 30,
1998,  compared  to  $190,000  in the  comparable  period  in  1997,  due to the
Acquisitions  whose purchases were partially financed through bank financing and
due  to  equipment  financing  lines  for  the  above  expanded  capital  assets
acquisition  program.  (See  discussion  of expanded  bank credit  facilities in
LIQUIDITY and CAPITAL RESOURCES.)

Income tax expense  increased to $3,034,000 for the nine months ended  September
30, 1998 from $1,003,000 in the comparable  period one year ago. The nine months
ended September 30, 1997 reflect the reversal of valuation  allowances primarily
recorded against deferred tax assets.

LIQUIDITY AND CAPITAL RESOURCES

On January 2, 1998, the Company acquired Can-Am and Schenck which provide aerial
and  underground  construction  and  splicing  services for both fiber optic and
coaxial cable to major telecommunications customers.

The  purchase  price was  approximately  $35 million and  consisted of 1,809,000
shares of common stock of the Company and approximately $15 million in cash. The
Company has classified as goodwill  approximately $27.4 million which represents
the cost in excess of the fair value of the net  assets  acquired.  Goodwill  is
being  amortized  using the  straight-line  method  over 20 years.  The  Schenck
purchase agreement contains provision for additional  payments by the Company to
Schenck  shareholders  to be satisfied by the issuance of the  Company's  common
stock and cash,  if  certain  adjusted  EBITDA  thresholds  are met for the year
ending  December  31,  1998.  One-half  of the  additional  payment  to  Schenck
shareholders  will be satisfied by the issuance of shares of common stock valued
at $9.75  per  share.  The  second  half of the  payment  will be in  cash.  Any
additional  payments earned under the terms of the agreement will be recorded as
an increase in goodwill.

In the third quarter of 1998, the Company acquired Underground Specialties, Inc.
("USI")  which  provides  underground  building  services  for fiber optic cable
construction projects to major telecommunications  customers. The purchase price
was  approximately  $7.3 million and consisted of 242,000 shares of common stock
of the  Company  and  approximately  $3.6  million  in  cash.  The  Company  has
classified as goodwill  approximately  $4.0 million which represents the cost in
excess of the fair value of the net assets acquired. Goodwill is being amortized
using  the  straight-line  method  over 20  years.  The USI  purchase  agreement
contains provision for additional payments by the Company to USI shareholders to
be satisfied by the issuance of the Company's  common stock and cash, if certain
adjusted EBITDA  thresholds are met for the year ending July 31, 1999.  There is
no cap for such provisional payments.  One-half of the additional payment to USI
shareholders  will be satisfied by the issuance of shares of common stock valued
at the lesser of $15.50 per share or the  market  value with a minimum  price of
$13.625. The second half of the payment will be in cash. Any additional payments
earned  under the terms of the  agreement  will be  recorded  as an  increase in
goodwill.

Consolidated net cash used by operations for the nine months ended September 30,
1998 was $1,498,000,  compared to net cash provided by operations of $747,000 in
the nine  months  ended  September  30,  1997.  The  change  in cash  flow  from
operations is due to the greater  sales volume of  construction  activity  which
caused an increase in ACG  receivables  and unbilled  receivables for materials.
Net cash used for  investing  activities  in 1998 was  $28,060,000,  compared to
$12,834,000  in the  comparable  period  in  1997.  The  increase  in  investing
activities was primarily due to the Acquisitions,  which required $17,441,000 in
net cash, as well as significant  expenditures  for capital assets for new cable
construction  contracts which used  $10,619,000 in cash. Net cash flows provided
by financing  activities was $29,936,000 for the nine months ended September 30,
1998, compared to $4,930,000 for the same period in 1997 which reflects advances
from  TCI  for  contract  funding  and  bank  financing  used  to  purchase  the
Acquisitions,  as well as to expand the capital  asset base for new contracts in
1998.

The  Acquisitions  significantly  impacted various balance sheet accounts during
1998.  Accounts  receivable   increased   $27,903,000,   primarily  due  to  the
consolidation  of  Acquisitions,  as well as due to new large  projects at White
Mountain and TCS divisions. Accounts payable increased by $12,766,000 due to the
Acquisitions  and costs of new contracts.  Long-term debt increased  $14,720,000
due primarily to the use of $15,016,000 in bank acquisition financing to acquire
Can-Am and  Schenck.  Unbilled  receivables  for  materials  which  increased by
$8,208,000,  relate to cable system component  equipment  acquired in connection
with TCI turn key contracts in Dallas, Denver and Portland.



                                       14
<PAGE>


On January 2, 1998, the Company expanded its credit facilities with NationsBank,
NA. In  connection  with its  acquisition  of Can-Am and  Schenck,  the  Company
entered  into  an  aggregate  of  $15,016,000  in  new   acquisition   financing
facilities.  The facilities have a five-year  amortization rate for repayment of
the  principal  of the  acquisition  financing  facility  and  include a balloon
payment of  approximately  $4 million of the  facilities in March 31, 1999.  The
acquisition  financing  bears an interest  rate of LIBOR,  plus 275 basis points
which is  subject  to a  reduction  in rate to LIBOR,  plus 175 basis  points if
certain cash flow objectives are achieved.

During the nine months ended  September 30, 1998, the Company  expanded both its
ACG  revolving  credit  facility  from $4 million to $15 million,  and equipment
financing  facility  from $3.5  million to $13 million  under the same  interest
rates and covenants as the original lines of credit.

Further,  the Company  consummated a term loan to refinance  existing  equipment
financing  facilities  at Can-Am and  Schenck.  The  proceeds  of this line were
$2,400,000, are payable over 48 months, and bear an interest rate at LIBOR, plus
165 basis points.

To hedge the variable  term loan  interest rate risk for $10 million in notional
amount of the acquisitions  financing  facilities and the $2,400,000 in notional
amount of the  refinancing  term loan,  the  Company has  entered  into  various
interest rate swaps  pursuant to which it pays fixed interest rates and receives
variable  interest  rates on the same  notional  amount.  During the nine months
ended  September 30, 1998,  the  Company's  payment under the three new interest
rate swaps  aggregated  $34,000.  The Company  had no  receipts  pursuant to the
interest rate swaps.

The Company had $16,500,000 in revolving  lines of credit with commercial  banks
of which  $9,470,000  was drawn down as of September 30, 1998 to fund  increased
inventories, capital equipment purchases and working capital.

The Company continues to actively pursue acquisitions in the  telecommunications
construction  and  other   industries.   Subject  to  due  diligence  and  other
considerations,   the  Company's  commercial  credit  facilities  for  equipment
financing, revolving lines of credit and acquisition financing facilities may be
expanded. In the event that one or more satisfactory  acquisition candidates are
located,  the Company may seek to expand its existing credit facilities or issue
additional equity or subordinated debt.

The Company believes it has sufficient cash flow from  operations,  cash on hand
and availability under its credit line to meet its liquidity needs.

The Company's  cable  construction  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.

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.

During 1998,  ACG commenced the  upgrading of its business  information  systems
through common  integrated  computer and software  systems  throughout ACG. As a
by-product  of the  implementation  of the  new  integrated  business  reporting
system,  ACG expects to remediate Year 2000 compliance  issues at certain of its
divisions  which were not already Year 2000  compliant.  All ACG  divisions  are
expected to be operating  on the new  integrated  business  system by the second
quarter of 1999 with most ACG  divisions  completed  during the first quarter of
1999.

In  conjunction  with  Arguss'  review of its Year 2000  compliance  issue,  the
Company has  conducted  an inventory of its  information  technology  ("IT") and
non-IT,  as well  as its  telecommunications  systems.  This  inventory  will be
reconfirmed  during the fourth  quarter of 1998 with the objective of finalizing
Year 2000  remediation  plans.  ACG has addressed its Year 2000 compliance issue
for IT and non-IT systems  within the framework of its new  integrated  business
reporting system.  Conceptronic expects to complete steps necessary to remediate
significant Year 2000 compliance issues by the second quarter of 1999. The total
cost with respect to systems and other  modifications  to Company IT, non-IT and
telecommunications  systems is not expected to be material to Arguss'  financial
position.


                                       15
<PAGE>

At  September  30,  1998,  Arguss  was also in the  process of  identifying  and
prioritizing  critical suppliers and customers and communicating with them about
their  plans  and  progress  in  Addressing  the  Year  2000  problem.  Detailed
evaluations of the most critical third parties have been initiated.  Contingency
plans will be developed in the first quarter of 1999 in response to the detailed
evaluations.

Based upon currently available information,  the Company expects that all phases
of its Year 2000 project  will be completed by the end of the second  quarter of
1999. With the completed and planned Year 2000  modifications  to its IT systems
and  non-IT  systems  and  telecommunications  systems,  the  Company  currently
believes  that the Year  2000  issue  should  not pose  significant  operational
problems to the Company. There can be no assurance, however, that the systems of
other  parties upon which the  Company's  business  relies,  including,  but not
limited to, the  Company's  key vendors,  customers,  suppliers  and other third
parties  will be  converted  on a  timely  basis.  If the  Company's  Year  2000
remediation  is  not  completed  in a  timely  manner,  or if  the  systems  and
applications  of key third  parties  are  materially  impacted  by the Year 2000
issue, the Company could lose certain of its abilities to efficiently  engage in
normal  business  activities  which could have a material  adverse effect on the
Company's business, financial condition or results of operations.  Although some
business  disruption in the Company's business may be likely as a result of Year
2000  failures  by  third  parties,  the  Company  is not  able at this  time to
ascertain the extent of any such disruption. Contingency plans will be developed
in the first  quarter of 1999 in response to the  Company's  evaluation  of Year
2000 business  exposures.  Arguss believes that, with the  implementation of new
business  systems  and  contingency  planning  with  respect to key  vendors and
customers,  the  possibility of  significant  business  interruptions  of normal
operations should be reduced.

The  dates on  which  the  Company  believes  it will  complete  its  Year  2000
modifications  and initiatives and the project costs are based upon management's
best estimates will be achieved and actual results could differ  materially from
those  anticipated.  In addition to the  Company's  reliance on third parties to
remediate  their own Year 2000  issues,  specific  factors that might cause such
material differences include, but are not limited to, the continued availability
and cost of trained personnel and the ability to locate and correct all relevant
computer codes.

In  addition  to  its  internal  systems  and  external  supplier  and  customer
relationships,  Arguss has exposure to Year 2000 compliance  issues with respect
to potential  acquisitions.  The Company  includes  Year 2000  compliance in its
evaluation  of  acquisition  candidates,  as  well as in its  due  diligence  in
progress.  At October 31,  1998,  the Company had no  acquisition  in  progress.
Non-compliance  with Year 2000  could have an adverse  impact on  valuations  of
potential acquisitions or reduce Arguss' programs of making acquisitions.

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.


                              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

(a)

         27    Financial  Data Schedule

(b)  Reports on Form 8-K

In a Report on Form 8-K/A dated  September 4, 1998,  the Company  reported under
Item 2 "Acquisition  or  Disposition of Assets," the  acquisition by the Company
through a wholly owned subsidiary of Underground Specialties, Inc. ("USI")

         Financial  statements of business  acquired:  Audited balance sheets of
         USI as of July 31,  1998 and 1997 and  related  statements  of  income,
         retained earnings and cash flow for the years then ended.


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<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.



November 12, 1998                      By:  /s/ Rainer H. Bosselmann
                                            ------------------------------------
                                                Rainer H. Bosselmann
                                                Chief Executive Officer



November 12, 1998                      By:  /s/ Arthur F. Trudel
                                            ------------------------------------
                                                Arthur F. Trudel
                                                Principal Financial Officer and
                                                Principal Accounting Officer




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