SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


           [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                  For the quarterly period ended March 31, 2000

          [ ] Transition Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                 For the transition period from ______ to ______

                         Commission file number 0-20743


                             OPEN PLAN SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)


          Virginia                                         54-1515256
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

         4299 Carolina Avenue,                              23222
    Building C, Richmond, Virginia                        (Zip Code)
(Address of principal executive offices)

                                 (804) 228-5600
                        (Telephone number of registrant)


     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 the close of business on May 10, 2000,  Open Plan  Systems,  Inc. had
4,402,891 shares of Common Stock, no par value, outstanding.
<PAGE>


                             Open Plan Systems, inc.

                                Table of Contents

<TABLE>
<CAPTION>
PART I.     FINANCIAL INFORMATION                                                                     Page


Item 1.    Financial Statements

<S>        <C>                                                                                        <C>

           Consolidated Balance Sheets - March 31, 2000 (unaudited)                                    1
              and December 31, 1999

           Consolidated Statements of Income - Three months                                            2
              ended March 31, 2000 and 1999 (unaudited)

           Consolidated Statements of Cash Flows - Three months                                        3
              months ended March 31, 2000 and 1999 (unaudited)

           Notes to Consolidated Financial Statements - March 31, 2000 (unaudited)                     4

Item 2.    Management's Discussion and Analysis of                                                     6
           Financial Condition and Results of Operations

Item 3.    Quantitative and Qualitative Disclosures about Market Risk                                  9


PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                                                          10

Item 2.    Changes in Securities and Use of Proceeds                                                  10

Item 3.    Defaults Upon Senior Securities                                                            10

Item 4.    Submission of Matters to a Vote of                                                         10
              Security Holders

Item 5.    Other Information                                                                          10

Item 6.    Exhibits and Reports on Form 8-K                                                           11


SIGNATURES
</TABLE>
<PAGE>



                             Open Plan Systems, Inc.
                                     Part I
                              Financial Information
                          Item 1: Financial Statements
                           Consolidated Balance Sheets
                             (amounts in thousands)

<TABLE>
<CAPTION>
                                                                     March 31         December 31
                                                                       2000              1999
                                                                ------------------------------------
<S><C>                                                                   <C>              <C>

Assets                                                              (unaudited)
Current assets:
   Cash and cash equivalents                                            $    79            $    13
   Accounts receivable, net                                               7,656              7,144
   Inventories                                                            8,138              7,862
   Prepaids and other                                                       649                638
   Refundable income taxes                                                  193                188
   Deferred income taxes                                                    400                385
                                                                ------------------------------------
Total current assets                                                     17,115             16,230

Property and equipment, net                                               2,203              2,272
Goodwill, net                                                             3,840              3,898
Deferred income taxes                                                       976              1,093
Other                                                                       187                126
                                                                ------------------------------------
Total assets                                                            $24,321            $23,619
                                                                ====================================


Liabilities and shareholders' equity
Current liabilities:
   Revolving line of credi                                               $3,245             $2,419
   Trade accounts payable                                                 3,302              3,464
   Accrued compensation                                                     118                238
   Other accrued liabilities                                                861                813
   Customer deposits                                                      1,006              1,005
   Current portion of long-term debt                                         60                 62
                                                                ------------------------------------
Total current liabilities                                                 8,592              8,001

Long-term debt                                                              149                163
                                                                ------------------------------------
Total liabilities                                                         8,741              8,164

Shareholders' equity:
    Preferred stock, no par value:
     Authorized shares - 5,000
     Issued and outstanding shares - none                                     -                  -
   Common stock, no par value:
     Authorized shares - 50,000
     Issued and outstanding shares - 4,403                               18,651             18,651
   Additional capital                                                       137                137
   Accumulated comprehensive income                                           1                  -
   Accumulated deficit                                                   (3,209)            (3,333)
                                                                ------------------------------------
Total shareholders' equity                                               15,580             15,455
                                                                ------------------------------------
Total liabilities and shareholders' equity                              $24,321            $23,619
                                                                ====================================
</TABLE>

See accompanying notes.
<PAGE>

                             Open Plan Systems, Inc.

                  Consolidated Statements of Income (Unaudited)
                    (amounts in thousands, except per share)
<TABLE>
<CAPTION>

                                                                       Three Months ended
                                                                            March 31
                                                                      2000              1999
                                                               ------------------------------------
<S>                                                              <C>                <C>

Net sales                                                        $     9,333        $     7,509
Cost of sales                                                          6,420              5,388
                                                               ------------------------------------
Gross profit                                                           2,913              2,121

Operating expenses:
   Amortization of intangibles                                            68                 53
   Selling and marketing                                               1,927              1,525
   General and administrative                                            594                480
                                                               ------------------------------------
                                                                       2,589              2,058
                                                               ------------------------------------
Operating income                                                         324                 63

Other (income) expense:
   Interest expense                                                       98                 45
   Minority interest                                                      (4)                 -
   Other, net                                                              2                 (8)
                                                               ------------------------------------
                                                                          96                 37
                                                               ------------------------------------
Income before income taxes                                               228                 26

Income taxes                                                             104                  -
                                                               ------------------------------------
Net income                                                      $        124       $         26
                                                               ====================================

Basic and diluted income per common share                       $        .03       $        .01
                                                               ====================================
Diluted weighted average common shares outstanding                     4,405              4,673
                                                               ====================================

</TABLE>

       See accompanying notes.
<PAGE>


                             Open Plan Systems, Inc.

                Consolidated Statements of Cash Flows (Unaudited)
                             (amounts in thousands)
<TABLE>
<CAPTION>

                                                                   Three Months ended
                                                                      March 31
                                                               2000             1999
                                                         ----------------------------------
<S>                                                        <C>              <C>
Operating activities
Net income                                                 $         124    $          26
Adjustments to reconcile net income to net cash (used
   in) provided by operating activities:
    Provision for losses on receivables                               29                9
   Depreciation and amortization                                     301              243
    Loss on sale of property                                           -                3
   Deferred income taxes                                             102                -
   Changes in operating assets and liabilities:
     Accounts receivable                                            (541)             596
     Inventories                                                    (276)            (194)
     Prepaids and other                                              (88)            (267)
     Trade accounts payable                                         (162)              62
     Customer deposits                                                 1             (252)
     Accrued and other liabilities                                   (71)            (178)
                                                         ----------------------------------
Net cash (used in) provided by operating activities                 (581)              48

Investing activities
Purchases of property and equipment                                 (163)             (84)
                                                         ----------------------------------
Net cash used in investing activities                               (163)             (84)

Financing activities
Net borrowings on revolving line of credit                           826               71
Principal payments on long-term debt and capital
   lease  obligations                                                (16)              (3)
                                                         ----------------------------------
Net cash provided by financing activities                            810               68
                                                         ----------------------------------
Increase in cash and cash equivalents                                 66               32

Cash and cash equivalents at beginning of period                      13                2
                                                         ----------------------------------
Cash and cash equivalents at end of period               $            79    $          34
                                                         ==================================

Supplemental disclosures
Interest paid                                            $            87  $            45
                                                         ==================================
Income taxes paid                                         $           42   $            -
                                                         ==================================
</TABLE>

See accompanying notes.
<PAGE>

                             OPEN PLAN SYSTEMS, INC.

             Notes to Consolidated Financial Statements (Unaudited)
                                 March 31, 2000

1. Principles of Presentation

The  accompanying  unaudited  consolidated  financial  statements  of Open  Plan
Systems,  Inc. and  subsidiaries  (the Company) have been prepared in accordance
with generally accepted accounting principles for interim financial information.
The interim  financial  statements  included herein are unaudited.  Accordingly,
they do not include all of the information  and footnotes  required by generally
accepted   accounting   principles  for  complete  financial   statements.   All
significant   intercompany   balances  and   transactions   are   eliminated  in
consolidation.  In the opinion of management, these financial statements reflect
all  adjustments  of a normal  recurring  nature  which  the  Company  considers
necessary for a fair presentation. The results for the three month period ending
March  31,  2000  are not  necessarily  indicative  of the  results  that may be
achieved for the entire year ending  December 31, 2000 or for any other  interim
period. For further information,  refer to the consolidated financial statements
and footnotes  thereto  included in the  Company's  Form 10-K for the year ended
December 31, 1999.

2. Mexican Subsidiaries

In January 2000,  the Company  entered into a Joint Venture  Agreement to open a
new sales  office in Mexico  City,  Mexico.  The  Company  agreed to  contribute
approximately  455,000 Pesos, or approximately  $50,000,  for an 80% interest in
the  venture.  The Joint  Venture  Agreement  called for the creation of two new
companies,  Open Plan Systems, S. de R.L. de C.V. and Open Plan Servicios, S. de
R.L.  de C.V.,  each of  which is 80%  owned by the  Company.  The  Company  has
reported  minority  interest  related  to the  earnings  and the  equity  of the
minority partner in the accompanying financial statements.

3. Inventories

Inventories  are in two main stages of completion and consisted of the following
(amounts in thousands):
<TABLE>
<CAPTION>

                                                            March 31         December 31
                                                              2000               1999
                                                       -------------------------------------
                                                            (Unaudited)
<S>                                                             <C>                <C>

Components and fabric                                           $5,566             $5,243
Jobs in process and finished goods                               2,572              2,619
                                                       -------------------------------------
                                                                $8,138             $7,862
                                                       =====================================
</TABLE>


4. Income Taxes

The Company  reported an  effective  tax rate of 45.6% for the first  quarter of
2000. The difference between the Company's  effective tax rate and the statutory
income tax rate for the first  quarter of 2000 is due to  permanent  differences
related to amortization of non-deductible intangible assets.  Utilization of net
operating  loss  carryforwards  resulted  in no income tax expense for the first
quarter of 1999.  Related  deferred income tax assets were offset by a valuation
allowance in the first quarter of 1999.

5. Indebtedness

At March 31, 2000, the Company had  outstanding  borrowings of $3,245,000 on its
$5,000,000 line of credit.

In April 2000, the Company  entered into an agreement with a bank for a new line
of credit to replace  its former line of credit.  This line of credit  closed on
May 1, 2000 and is  secured  by  substantially  all  assets of the  Company.  It
provides for  availability of up to 80% of eligible  accounts  receivable  along
with up to $2  million  in  eligible  inventory  and  maximum  borrowings  of $5
million.  Borrowings  will bear interest at a floating rate,  which is linked to
either LIBOR or prime, at the Company's  request.  At the same time, the Company
entered into a  commitment  with the bank to provide a letter of credit for $2.5
million of Industrial Revenue Bonds that may be issued by the Michigan Strategic
Fund. The Company expects those bonds to be issued in the second quarter of 2000
the proceeds of which will be used for building a new  construction  facility in
Michigan.   The   letter   of   credit   and  the   line  of   credit   will  be
cross-collateralized.

6. Comprehensive Income

Comprehensive  income for the quarter  ended March 31,  2000 was  $125,000.  The
difference  between  net  income  and  comprehensive  income  is due to  foreign
currency translation gains.

7. Commitments and Contingencies

On April 30, 2000,  the Company  signed a letter of intent with a contractor for
the construction of a new production facility in Lansing,  Michigan. The Company
plans to purchase a 5 acre building site and construct an  approximately  70,000
square-foot  facility  in  Lansing  Michigan.  This  project is  expected  to be
completed in the fourth quarter of 2000. Total  construction costs are estimated
to be approximately $2.5 million.

<PAGE>
                             OPEN PLAN SYSTEMS, INC.




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

              THREE MONTHS ENDED MARCH 31, 2000 COMPARED WITH 1999

Results of Operations

     Sales. Sales for the three months ended March 31, 2000 were $9,333,000,  an
increase of  approximately  $1,824,000  or 24.3% versus the same period in 1999.
The Company's sales offices and the National  Accounts Group  contributed to the
sales increases in the first quarter. Sales benefited from the Company's quality
management  process and the Company's new  marketing  initiatives  instituted in
1999.

     The Company also  increased its sales order volume during the first quarter
of 2000.  It received  orders of $10.1  million in the first  quarter of 2000 up
31.2% from the $7.7 million in orders  booked  during the first quarter of 1999.
Additionally,  the  Company's  order  backlog  at the end of March  2000 of $5.6
million was almost double the backlog at the end of the first quarter of 1999.

     The Company  believes that its  marketing  initiatives,  including  revised
training  and  compensation  programs,  have  improved the  professionalism  and
performance of the sales force. These have resulted in productivity gains in the
various sales offices.  The National  Accounts business has been strengthened by
repeat business from several  Fortune 500 companies.  The Company expects to see
improved productivity in its existing offices and sales increases from new sales
offices and new product offerings during the remainder of 2000.

     Cost of Sales. The Company's cost of sales includes costs of raw materials,
labor,  supplies,  freight,   installation,   and  other  manufacturing  related
expenses.  Cost of sales increased by $1,032,000 in the first quarter of 2000 to
$6,420,000  from the  $5,388,000  reported  in the first  quarter  of 1999.  The
increase in cost of sales is  attributable  to increased  sales volume offset in
part by reduced production costs.

     The gross margin increased to 31.2% in the first quarter of 2000 from 28.2%
reported in the first  quarter of 1999.  The  Company's  gross margin during the
first quarter of 2000 benefited  from efforts to reduce  material and production
costs.  Importantly,  the Company's installation and other services increased in
profitability  in the first  quarter of 2000 as  compared  to 1999.  The Company
continues  to  pursue  avenues  to  streamline  its  production  and  purchasing
activities  to reduce  product  costs and its  overhead  structure.  The Company
anticipates  further margin  improvements as sales volume  increases  during the
year and once the Company completes  construction on its new building in Lansing
Michigan in the fourth quarter of 2000.

     Operating  Expenses.  The Company's most significant  operating  expense is
selling and marketing expense.  These costs are primarily related to salesperson
compensation,  advertising and other marketing expenses. The Company compensates
its salespeople through a combination of salaries and commissions. While most of
these expenses are directly  related to the current year's sales,  certain other
marketing  expenses are incurred to build brand  recognition  and generate sales
leads that may contribute to sales in later periods.

     The  Company's  selling and  marketing  expenses  increased  by $402,000 to
$1,927,000  from the  $1,525,000  reported  in the first  quarter  of 1999.  The
increase was driven by higher levels of spending  associated  with the Company's
new marketing  brochures and programs  introduced  during the second  quarter of
1999,  along with  investments in two new sales  offices,  trade shows and other
sales  growth  initiatives.  The  bulk of the  transitional  portions  of  these
programs  and  changes  were  completed  during the first  quarter of 2000.  The
Company  believes  that selling  expenses as a percentage of sales will decrease
during the remainder of 2000.

     General  and  administrative  expenses  increased  to $594,000 in the first
quarter of 2000 from the $480,000 reported in the first quarter of 1999. This is
still well below the  approximately  $744,000 in expenses  reported in the first
quarter of 1998.  The primary  reasons for the increase  were  additional  costs
required  to  support  the larger  network  of sales  offices as well as certain
expenses  incurred to reduce costs in future  periods.  The level of general and
administrative  expenses equaled budgeted amounts and is expected to decrease as
a percentage of sales during 2000.

     Other  Non-Operating  Income and Expense.  Total other expense increased to
$96,000 for the first  quarter of 2000 versus  $37,000 for the first  quarter of
1999. The primary  reason for the increase is related to the Company  increasing
its borrowings on the line of credit  facility during the fourth quarter of 1999
and early  2000 to pay for the stock  repurchased  from a former  officer of the
Company and settlement of legal matters with former officers of the Company. The
Company  expects  that  these  expenses  would  decrease  over the next  several
quarters until the Lansing  facility is completed,  at which time these expenses
would increase.

     Income  Taxes.  In the first  quarter of 2000,  the  Company  recorded  tax
expense at a rate equal to its  expected tax rate for the year.  Utilization  of
net operating loss carryforwards resulted in no income tax expense for the first
quarter of 1999. In 1999,  related  deferred  income tax assets were offset by a
valuation allowance.

Liquidity and Capital Resources

     Cash Flows  from  Operating  Activities.  Net cash  (used in)  provided  by
operating activities was ($581,000) for the three months ended March 31, 2000 as
compared to $48,000 for the three months  ended March 31, 1999.  The decrease in
cash  provided  by  operating  activities  for the  first  quarter  of 2000  was
primarily due to increases in accounts receivable and inventories. The Company's
accounts  receivable  increased  primarily due to increased volume as well as an
increase  in  days  sales  outstanding  due  from  governmental  customers.  The
Company's inventory increased at the end of the first quarter of 2000 due to the
shipment of a large order being  delayed  until the second  quarter of the year.
The  Company  continues  to  focus  on  decreasing  the  number  of  days  sales
outstanding and streamlining inventory management processes.

     Cash Flows from Investing Activities. Net cash used in investing activities
was  $163,000  for the three  months ended March 31, 2000 as compared to $84,000
for the three months ended March 31,  1999.  The Company  continues to invest in
additional   equipment  to  improve  the  productivity  of  its  remanufacturing
activities. These purchases are consistent with the Company's focus on producing
high-quality,  affordable  office  systems.  During the  remainder of 2000,  the
Company  anticipates  commencing  construction  of a new production  facility in
Lansing,  Michigan market to replace the Company's rented facility.  The Company
anticipates  borrowing  under  Industrial  Revenue  Bonds issued by the State of
Michigan in order to facilitate  construction  of this  facility.  The source of
funds for other  anticipated  capital  spending will be funds from operations as
well as  borrowings  on the  Company's  line of credit.  At March 31, 2000,  the
Company had borrowings of approximately $3,200,000 under its line of credit.

     Cash  Flows from  Financing  Activities.  Net cash  provided  by  financing
activities was $810,000  during the first quarter of 2000 as compared to $68,000
in the first quarter of 1999.  This increase in cash flows provided by financing
activities  for the first quarter of 2000 was  principally  due to the Company's
higher accounts receivable and inventory.

     Expected  Future  Cash  Flows.  The  Company  expects  that cash flows from
operating activities will increase over the next several quarters as the Company
continues to improve its financial performance and that such cash flow, together
with  borrowings  under  its  line of  credit,  will be  sufficient  to meet the
Company's short- and long-term financing needs.

     Stock  Repurchase  Program.  During the first quarter of 2000,  the Company
announced a stock  repurchase  program for up to 100,000 shares of the Company's
stock.  As of May 12,  2000,  the Company had not acquired any shares under this
program.
<PAGE>

Seasonality and Impact of Inflation

     The Company has no discernable pattern of seasonality.  Because the Company
recognizes revenues upon shipment and typically ships Work Stations within three
weeks of an order,  a  substantial  portion of the  Company's  revenues  in each
quarter  results  from orders  placed by  customers  during that  quarter.  As a
result, the Company's sales may vary from quarter to quarter.

     Inflation  has not had a  material  impact  on the  Company's  net sales or
income to date. However,  there can be no assurances that the Company's business
will not be affected by inflation in the future.

Forward-Looking Statements

     The foregoing discussion contains certain forward-looking statements, which
may be identified  by phrases such as "the Company  expects" or words of similar
effect.  The Private  Securities  Litigation  Reform Act of 1995 provides a safe
harbor for  forward-looking  statements.  The  Company  has  identified  certain
important  factors  that in some cases have  affected,  and in the future  could
affect,  the  Company's  actual  results  and could cause the  Company's  actual
results for fiscal 2000 and any interim period to differ  materially  from those
expressed or implied in any forward-looking statements made by, or on behalf of,
the  Company.  These  factors are set forth  under the caption  "Forward-Looking
Statements"  in Item 7 of the  Company's  Form 10-K for the  fiscal  year  ended
December 31, 1999, a copy of which is on file with the  Securities  and Exchange
Commission.  The  Company  assumes no duty to update any of the  forward-looking
statements of this report.

       Item 3: Quantitative and Qualitative Disclosures about Market Risk

     The Company  believes  that its  exposure to market  risk  associated  with
transactions  involving  derivative  and  other  financial  instruments  is  not
material.

<PAGE>

                             OPEN PLAN SYSTEMS, INC.

Item 1.       Legal Proceedings

               The Company continues to be party to certain  arbitration matters
               related  to the  finalization  of the  purchase  price  for Total
               Facilities  Management ("TFM").  The Company believes that it has
               established  adequate provision in it's financial  statements for
               any amounts which might become due to the former  shareholders of
               TFM as a result of the  finalization  of these  proceedings.  The
               Company expects these proceedings and findings to be completed in
               the second quarter of 2000.


Item 2.       Changes in Securities and Use of Proceeds

               Not Applicable


Item 3.       Defaults upon Senior Securities

               Not Applicable

Item 4.       Submission of Matters to a Vote of Security Holders

               Not Applicable

Item 5.       Other Information

               Not Applicable

<PAGE>

Item 6.       Exhibits and Reports on Form 8-K

              (a)   Exhibits:

               The  registrant has included the following  exhibits  pursuant to
               Item 601 of Regulation S-K.
<TABLE>
<CAPTION>

                 Exhibit No.     Description
              ------------------ --------------------------------------------------------------
<S>                   <C>       <C>

                      10.1       Open  Plan  Systems,  Inc.  1996  Stock  Incentive  Plan,  as
                                 amended on May 12, 2000

                      10.2       Open  Plan   Systems,   Inc.   2000  Stock  Option  Plan  for
                                 Non-Employee Directors, as amended on May 12, 2000

                      10.3       Note and  Security  Agreement by and between  Wachovia  Bank,
                                 N.A. and the Registrant dated April 17, 2000

                      11         Statement Re: Computation of Per Share Earnings

                      27         Financial Data Schedule (filed electronically only)

</TABLE>


(b)      Reports on Form 8-K

                  None



<PAGE>

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.



                                                        OPEN PLAN SYSTEMS, INC.
                                                     ---------------------------

                                                           (Registrant)



Date:      May 15, 2000                                 /s/ John L. Hobey
                                                     ---------------------------
                                                            John L. Hobey
                                                       Chief Executive Officer



Date:      May 15, 2000                                /s/ William F. Crabtree
                                                     ---------------------------
                                                           William F. Crabtree
                                                        Chief Financial Officer



Date:      May 15, 2000                                /s/ Neil F. Suffa
                                                      --------------------------
                                                           Neil F. Suffa
                                                       Corporate Controller


<PAGE>

                             OPEN PLAN SYSTEMS, INC.

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>

           Exhibit No.         Description
           ------------------- ------------------------------------------------------------------------
<S>        <C>                 <C>

           10.1                Open Plan Systems,  Inc. 1996 Stock  Incentive  Plan, as amended on May
                               12, 2000

           10.2                Open  Plan  Systems,  Inc.  2000  Stock  Option  Plan for  Non-Employee
                               Directors, as amended on May 12, 2000

           10.3                Note and Security  Agreement by and between Wachovia Bank, N.A. and the
                               Registrant, dated April 17, 2000

           11                  Statement Re: Computation of Per Share Earnings

           27                  Financial Data Schedule (filed electronically only)

</TABLE>