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, 1999

           [ ] 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 office)

                                 (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 12, 1999,  Open Plan  Systems,  Inc. had
4,672,433 shares of Common Stock, no par value, outstanding.
<PAGE>
 
                             OPEN PLAN SYSTEMS, INC.

                                Table of Contents
<TABLE>
<CAPTION>


PART I.     FINANCIAL INFORMATION                                                                     Page
<S>        <C>                                                                                        <C> 

Item 1.    Financial Statements

           Consolidated Balance Sheets - March 31, 1999 (unaudited)                                    1
              and December 31, 1998
 
           Consolidated Statements of Operations- Three months                                         2
              ended March 31, 1999 and 1998 (unaudited)

           Consolidated Statements of Cash Flows - Three months                                        3
              months ended March 31, 1999 and 1998 (unaudited)

           Notes to Consolidated Financial Statements - March 31, 1999                                 5

Item 2.    Management's Discussion and Analysis of                                                     7
           Financial Condition and Results of Operations

Item 3.    Quantitative and Qualitative Disclosures about Market Risk                                 14


PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                                                          15

Item 2.    Changes in Securities and Use of Proceeds                                                  15

Item 3.    Defaults Upon Senior Securities                                                            15

Item 4.    Submission of Matters to a Vote of                                                         15
              Security Holders

Item 5.    Other Information                                                                          15

Item 6.    Exhibits and Reports on Form 8-K                                                           15


SIGNATURES

</TABLE>
<PAGE>

                             OPEN PLAN SYSTEMS, INC.
                                     PART I
                              FINANCIAL INFORMATION
                          Item 1: Financial Statements
                           Consolidated Balance Sheets
                             (amounts in thousands)

<TABLE>
<CAPTION>

<S>                                                             <C>                  <C>
 
                                                                    March 31         December 31
                                                                       1999              1998
                                                                ------------------------------------
Assets                                                              (unaudited)
Current assets:
   Cash and cash equivalents                                              $  34         $        2
   Accounts receivable, net                                               5,684              6,289
   Inventories                                                            7,102              6,908
   Prepaids and other                                                       957                672
   Refundable income taxes                                                  305                305
                                                                ------------------------------------
Total current assets                                                     14,082             14,176

Property and equipment, net                                               2,179              2,288
Goodwill, net                                                             3,032              3,075
Other                                                                       438                466
                                                                ------------------------------------
Total assets                                                            $19,731            $20,005
                                                                ====================================
                                                               

Liabilities and shareholders' equity
Current liabilities:
   Revolving line of credit                                              $1,023               $952
   Trade accounts payable                                                 2,057              1,995
   Accrued compensation                                                     236                263
   Other accrued liabilities                                                278                429
   Customer deposits                                                        748              1,000
   Notes payable                                                             17                 20
                                                                ------------------------------------
Total current liabilities                                                 4,359              4,659

Commitments and contingencies                                                 -                  -
                                                                ------------------------------------
Total liabilities                                                         4,359              4,659

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 - 4,672                               19,324             19,324
   Additional capital                                                       137                137
   Accumulated deficit                                                   (4,089)            (4,115)
                                                                ------------------------------------
Total shareholders' equity                                               15,372             15,346
                                                                ------------------------------------
Total liabilities and shareholders' equity                               $19,731            $20,005
                                                                ====================================
</TABLE>

See accompanying notes.


<PAGE>

                             OPEN PLAN SYSTEMS, INC.

                Consolidated Statements of Operations (Unaudited)
                    (amounts in thousands, except per share)

<TABLE>
<CAPTION>

                                                               Three Months ended March 31
                                                                1999              1998
                                                         ------------------------------------
<S>                                                      <C>                  <C>   

Net sales                                                  $     7,509        $     7,900

Cost of sales                                                    5,388              6,256
                                                         ------------------------------------
                                                         
Gross profit                                                     2,121              1,644

Operating expenses:
   Amortization of intangibles                                      53                 69
   Selling and marketing                                         1,525              1,972
   General and administrative                                      480                744
                                                         ------------------------------------
                                                                 2,058              2,785
                                                         ------------------------------------
                                                         
Operating income (loss)                                             63             (1,141)

Other (income) expense:
   Interest expense                                                 45                 66
   Other, net                                                       (8)                 -
                                                         ------------------------------------
                                                                    37                 66
                                                         ------------------------------------
Income (loss) before income taxes                                   26             (1,207)

Income taxes                                                         -                  -
                                                         ------------------------------------
Net income (loss)                                         $         26       $     (1,207)
                                                         ====================================

Basic and diluted income (loss) per common share
                                                         $         .01       $       (.27)
                                                         ====================================
Weighted average common shares outstanding                       4,673              4,472
                                                         ====================================

</TABLE>

       See accompanying notes.

<TABLE>


                             OPEN PLAN SYSTEMS, INC.

                Consolidated Statements of Cash Flows (Unaudited)
                             (amounts in thousands)

<CAPTION>
                                                                   Three Months ended
                                                                      March 31
                                                               1999             1998
                                                         --------------------------------
<S>                                                        <C>             <C>          
Operating activities
Net income (loss)                                          $          26    $      (1,207)
Adjustments to reconcile net income (loss) to net
   cash provided by (used in) operating activities:
    Provision for losses on receivables                                9                -
   Depreciation and amortization                                     243              277
    Loss on sale of property                                           3               15
   Deferred income taxes                                               -                4
   Changes in operating assets and liabilities:
     Accounts receivable                                             596              389
     Inventories                                                    (194)           1,034
     Prepaids and other                                             (267)             (11)
     Trade accounts payable                                           62             (588)
     Customer deposits                                              (252)            (100)
     Accrued and other liabilities                                  (178)             (22)
                                                         ----------------------------------
Net cash provided by (used in) operating activities                   48             (217)

Investing activities
Purchases of property and equipment                                  (84)            (330)
                                                         ----------------------------------
Net cash used in investing activities                                (84)            (330)

Financing activities
Net borrowings on revolving line of credit                            71              616
Principal payments on long-term debt, and capital
   lease  obligations                                                 (3)             (31)
                                                         ----------------------------------
Net cash provided by financing activities                             68              585
                                                         ----------------------------------
                                                         ----------------------------------

Increase in cash and cash equivalents                                 32               38

Cash and cash equivalents at beginning of period                       2               73
                                                         ----------------------------------
Cash and cash equivalents at end of period               $            34   $          111
                                                         ==================================

Supplemental disclosures
Interest paid                                            $            45   $           66
                                                         ==================================
Income taxes paid                                         $            -   $           12
                                                         ==================================
</TABLE>

See accompanying notes.
<PAGE>
                             OPEN PLAN SYSTEMS, INC.

             Notes to Consolidated Financial Statements (Unaudited)
                                 March 31, 1999

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,  1999  are not  necessarily  indicative  of the  results  that may be
achieved for the entire year ending  December 31, 1999 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-KSB for the year ended
December 31, 1998.

2. Inventories

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

                                                            March 31         December 31
                                                              1999               1998
                                                        -------------------------------------
                                                           (Unaudited)
<S>                                                    <C>                   <C>

Components and fabric                                           $4,170             $4,221
Jobs in process and finished goods                               2,932              2,687
                                                       -------------------------------------
                                                                $7,102             $6,908
                                                       =====================================
</TABLE>


3. Income Taxes

The Company  recorded no income tax benefit for the first quarter of 1998 due to
the uncertainty of realization of potential tax benefits  associated with recent
operating losses. Utilization of net operating loss carryforwards resulted in no
income tax expenses for the first quarter of 1999.  Related  deferred income tax
assets have been offset by a valuation  allowance.  The Company will  reevaluate
the potential realizability of the deferred tax assets on a quarterly basis.

4. Indebtedness

At March 31, 1999, the Company had  outstanding  borrowings of $1,023,000 on its
$5,000,000 line of credit.

5. Commitments and Contingencies

A portion of the potential  consideration for the 1996 acquisition of Immaculate
Eagle, Inc. (d/b/a TFM Remanufactured Office Furniture)("TFM") was 87,500 shares
of common  stock of the Company,  which has been held in escrow,  with an agreed
upon value of $1.3 million, as security for  indemnification  obligations of the
former  shareholders  of TFM. In  addition,  under the terms of the TFM purchase
agreement,  if the closing sales price of the Company's  common stock on October
1, 1998 was less than $15 per share,  the Company was to make a cash  payment to
the former shareholders of TFM equal to the difference between the closing sales
price on that date and $15,  multiplied  by the 87,500  shares of common  stock,
(subject  to  certain   adjustments,   including   claims  by  the  Company  for
indemnification).  The  Company's  stock traded at $2.25 per share on October 1,
1998  and  accordingly  the  amount  potentially   payable  to  the  former  TFM
shareholders would be $1,115,625.

Management of the Company has reviewed the  circumstances of the TFM acquisition
and  determined  that  the   indemnification   obligations  of  the  former  TFM
shareholders  exceed the $1.3 million  agreed value of the stock in escrow.  The
Company has requested the escrow agent retain all of the stock and served notice
of the  indemnification  claims to the former TFM shareholders.  As a result, no
cash payment is due on any of the stock in escrow.  The former  shareholders  of
TFM have  disputed  the  indemnification  claims and  pursuant  to the  purchase
agreement, the matter has gone to arbitration.

If the Company prevails on all of its claims in arbitration, the escrowed shares
will be  returned  to the  Company.  Should the  Company  not prevail on all its
claims, the Company may be required to make cash payments to the shareholders in
amounts  designated  by the  arbitrator.  The  aggregate  $1,115,625  difference
between the stock's market price on October 1, 1998 and the $15 value assumed in
the TFM  purchase  agreement  has been  recorded as a reduction  in goodwill and
shareholders' equity.

Two  former  officers  of the  Company  have  filed  suit  against  the  Company
asserting,  among other things,  non-compliance  with the  contractual  terms of
certain employment agreements,  claiming damages of approximately  $400,000. The
Company  believes  these claims are without  merit and is contesting  them.  The
Company filed suit against the two former officers claiming, among other things,
improper  use of Company  assets.  The Company is unable to predict the ultimate
outcome of these actions.


<PAGE>
                             OPEN PLAN SYSTEMS, INC.




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

              THREE MONTHS ENDED MARCH 31, 1999 COMPARED WITH 1998

Results of Operations

     Sales.  Sales for the three months ended March 31, 1999 were $7,509,000,  a
decrease of  approximately  $391,000 or 4.9% versus the same period in 1998. The
decrease in the first  quarter sales was  principally  due to several large jobs
that were  ordered in the latter  part of 1997  through the  Company's  National
Accounts group,  but not shipped until early 1998. In the branch office network,
revenue increased by approximately $400,000.

     The Company also  increased its sales order volume during the first quarter
of 1999.  The Company  received  orders of $7.7 million in the first  quarter of
1999 which compares  favorably with the $6.3 million in orders booked during the
first quarter of 1998.  Additionally,  the Company's order backlog at the end of
March 1999 of $2.7 million was almost double the backlog at the end of the first
quarter of 1998.

     The Company was subject to less  discounting  pressure in the first quarter
of 1999.  This was the  result of sales  office  initiatives  as well as reduced
sales to dealers and large national  companies  served by the National  Accounts
Group. The Company is in the process of implementing  new marketing  initiatives
around its  traditional  core customer  market of small to medium-size end users
where,  historically,  there has been less discounting  pressure.  However,  the
Company believes that the National  Accounts Group can contribute  significantly
to operating  results of the Company and has also implemented  initiatives aimed
at increasing sales in this market group.

     Cost of Sales. The Company's cost of sales includes costs of raw materials,
labor, supplies,  freight,  utilities, and other manufacturing related expenses.
Cost of sales  decreased by $868,000 in the first  quarter of 1999 to $5,388,000
from the $6,256,000  reported in the first quarter of 1998. The decrease in cost
of sales is primarily  attributable to reduced  manufacturing  costs as well the
decrease in sales volume.

     The gross margin increased to 28.2% in the first quarter of 1999 from 20.8%
reported in the first  quarter of 1998.  The  Company's  gross margin during the
first  quarter  of 1999  benefited  from  the  operational  restructuring  which
occurred in the second  quarter of 1998 which  reduced  the amount of  warehouse
space and eliminated certain inefficient  production capacity.  During the first
quarter of 1998,  the  Company  began  reducing  inventory  levels  and  reduced
production  volumes which  resulted in higher per unit  production  costs due to
spreading fixed costs over fewer production units.

     The Company believes that it has set in place the structure to increase its
margin  to  pre-1997  levels of 30%+.  The  Company  looks  forward  to  further
increases  in  gross  margin  percentages  as its  sales  volume  increases  and
operational improvement programs continue to produce results.

     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 and rents.  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.

     Selling and marketing  expenses for the first quarter of 1999  decreased to
$1,525,000  from the  $1,972,000  reported  in the first  quarter  of 1998.  The
decreases  were  primarily  related to the  reduction in sales offices and sales
trainee  staffing  that  occurred  in the  second  quarter  of  1998  as well as
increased focus on cost controls and reductions in marketing overhead.
 
     The Company  anticipates  that it will add sales  people in certain  branch
offices  consistent  with its plan to  manage  sales  growth  and  productivity.
Additionally,  the Company recently completed a new marketing  brochure,  direct
mail advertisements and price lists. These marketing pieces are being positively
received  by both the sales staff and  customers  as the  Company  continues  to
further professionalize its sales efforts. However, the Company anticipates that
selling expenses will increase  somewhat as the Company amortizes these expenses
over the period to which they relate.

     General  and  administrative  expenses  decreased  to $480,000 in the first
quarter of 1999 from the  $744,000  reported in the first  quarter of 1998.  The
primary  reasons for the  decrease  were  reduced  expenses  resulting  from the
operational restructuring that occurred in the second quarter of 1998 as well as
cost  controls  instituted  over  the  past  six to  nine  months.  The  Company
anticipates that these expenses may increase  moderately during the next several
periods due to the  litigation  with the former  officers of the Company.  For a
discussion of such litigation, see Part II, Item 1 of this report.

     Other Non-Operating Income and Expense.  Total other expense decreased from
$66,000 for the first  quarter of 1998 to $37,000 for the first quarter of 1999.
The  primary  reason  for  the  decrease  is  due to the  Company  reducing  its
borrowings on the line of credit facility.

     Income  Taxes.  The  Company  recorded  no income tax benefit for the first
quarter of 1998 due to the  uncertainty of realization of potential tax benefits
associated  with recent  operating  losses.  Utilization  of net operating  loss
carryforwards  resulted in no income tax expenses for the first quarter of 1999.
Related  deferred  income tax assets have been offset by a valuation  allowance.
The Company will  reevaluate  the  potential  realizability  of the deferred tax
assets on a quarterly basis.

Liquidity and Capital Resources
  
     Cash  Flows  from  Operating  Activities.  Net cash  provided  by (used in)
operating  activities  was $48,000 for the three  months ended March 31, 1999 as
compared to ($217,000)  for the three months ended March 31, 1998.  The increase
in cash  provided  by  operating  activities  for the first  quarter of 1999 was
primarily  due to the  Company's  net  income  for the  quarter.  The  Company's
inventory  increased  at the end of the first  quarter of 1999 due  primarily to
several  orders  being  prepared  for  shipment  in the early part of the second
quarter.  In 1998, the Company  decreased  inventories as part of its program to
reduce its stock of raw materials and finished goods to more closely match sales
volumes.  Trade accounts receivable  decreased by approximately  $605,000 during
the first  quarter of 1999 as the  Company  continues  to make  progress  in the
collection  of its  past  due  accounts.  The  Company  continues  to  focus  on
decreasing  the number of days sales  outstanding  and would  expect that future
changes  in  sales  volume  will not have a direct  correlation  to  changes  in
accounts receivable.

     Cash Flows from Investing Activities. Net cash used in investing activities
was  $84,000 for the three  months  ended March 31, 1999 as compared to $330,000
for the three  months  ended  March 31,  1998.  The cash used  during  the first
quarter of 1999 is due to the purchase of certain capital  equipment  related to
improving the productivity of its  remanufacturing  activities.  These purchases
are consistent  with the Company's focus on producing  high-quality,  affordable
office systems.  The Company  anticipates that capital spending for 1999 will be
less than $500,000. The source of funds for anticipated capital spending will be
funds from operations as well as borrowings on the Company's line of credit.  At
March 31,  1999,  the Company had  borrowings  of  $1,023,000  under its line of
credit.

     Cash  Flows from  Financing  Activities.  Net cash  provided  by  financing
activities  was $68,000 during the first quarter of 1999 as compared to $585,000
in the first quarter of 1998.  This decrease in cash flows provided by financing
activities for the first quarter of 1999 represented  reduced principal payments
on  outstanding  long-term  debt and capital leases offset by a reduced need for
short-term  borrowings  on the  Company's  line of credit  due to the  increased
profitability of the Company and an improved working capital position.
 
     Expected  Future  Cash  Flows.  The  Company  expects  that  cash flow from
operating activities will increase over the next several quarters as the Company
continues to reduce its past due  receivables  and  inventories and improves its
financial performance.


Seasonality and Impact of Inflation

     In prior years,  the Company noted a seasonal  trend of lower sales volumes
in the second and third  quarters but for the past two years the Company has had
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 1999 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 6 of the  Company's  Form  10-KSB for the fiscal year ended
December 31, 1998, 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

          A portion of the potential  consideration  for the 1996 acquisition of
          Immaculate    Eagle,   Inc.   (d/b/a   TFM    Remanufactured    Office
          Furniture)("TFM")  was 87,500  shares of common  stock of the Company,
          which  has been held in  escrow,  with an  agreed  upon  value of $1.3
          million,  as security for  indemnification  obligations  of the former
          shareholders of TFM. In addition,  under the terms of the TFM purchase
          agreement, if the closing sales price of the Company's common stock on
          October 1, 1998 was less than $15 per share, the Company was to make a
          cash payment to the former shareholders of TFM equal to the difference
          between the closing  sales price on that date and $15,  multiplied  by
          the 87,500  shares of common stock,  (subject to certain  adjustments,
          including  claims by the Company for  indemnification).  The Company's
          stock traded at $2.25 per share on October 1, 1998 and accordingly the
          amount  potentially  payable to the former TFM  shareholders  would be
          $1,115,625.

          Management  of the Company has reviewed the  circumstances  of the TFM
          acquisition and determined that the indemnification obligations of the
          former TFM  shareholders  exceed the $1.3 million  agreed value of the
          stock in escrow. The Company has requested the escrow agent retain all
          of the stock and served  notice of the  indemnification  claims to the
          former TFM shareholders. As a result, no cash payment is due on any of
          the stock in escrow. The former  shareholders of TFM have disputed the
          indemnification  claims and  pursuant to the purchase  agreement,  the
          matter has gone to arbitration.

          If the  Company  prevails  on all of its  claims in  arbitration,  the
          escrowed  shares will be returned to the  Company.  Should the Company
          not  prevail on all its  claims,  the  Company may be required to make
          cash  payments  to  the  shareholders  in  amounts  designated  by the
          arbitrator.  The aggregate  $1,115,625  difference between the stock's
          market  price on October 1, 1998 and the $15 value  assumed in the TFM
          purchase  agreement  has been  recorded as a reduction in goodwill and
          shareholders' equity.

          On  November  6, 1998,  two former  officers  of the  Company  filed a
          lawsuit in the State of Michigan, 30th Judicial Court, asserting among
          other things,  non-compliance  with the  contractual  terms of certain
          employment agreements.  The plaintiffs assert damages of approximately
          $400,000 in the aggregate.  The Company believes that these claims are
          without merit. On the November 9, 1998, the Company filed suit against
          the two former  officers in the United States  District  Court for the
          Eastern  District of Virginia,  claiming among other things,  improper
          use of Company assets. Due to the recent nature of these actions,  the
          Company is unable to predict the ultimate outcome of these actions.

<PAGE>
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

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>   


                      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 12, 1999                             /s/ John L. Hobey
                              --------------------------------------------------
                                                         John L. Hobey
                                                     Chief Executive Officer



Date:      May 12, 1999                            /s/ William F. Crabtree
                              --------------------------------------------------
                                                       William F. Crabtree
                                                     Chief Financial Officer



Date:      May 12, 1999                               /s/ Neil F. Suffa
                              --------------------------------------------------
                                                          Neil F. Suffa
                                                       Corporate Controller



<PAGE>

                             OPEN PLAN SYSTEMS, INC.

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>

             Exhibit No.       Description
             ----------------- ------------------------------------------------------------------------
            
<S>          <C>               <C>
             11                Statement Re: Computation of Per Share Earnings

             27                Financial Data Schedule (filed electronically only)

</TABLE>
<PAGE>
                             OPEN PLAN SYSTEMS, INC.

          EXHIBIT 11 - Statement Re: Computation of Per Share Earnings

<TABLE>
<CAPTION>
                                                             Three Months Ended
                                                                  March 31
                                                          1999                1998
                                                   ---------------------------------------
<S>                                                <C>                        <C>  
Weighted average shares outstanding during the
   period                                                    4,672               4,472

Assumed exercise of options less assumed                         1                   -
   acquisition of shares
                                                   ---------------------------------------
Total                                                        4,673               4,472
                                                   =======================================


Net income (loss) used in computation                $          26       $      (1,207)
                                                   =======================================

Income (loss) per common share                       $         .01       $        (.27)
                                                   =======================================
</TABLE>