UNITED STATES
                         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 June 30, 1998

                                      or

             Transition  Report  Pursuant  to  Section  13  or  15(d) of the
              Securities Exchange Act of 1934 for the transition period
                      to
              -------    --------


                             COMMISSION FILE NUMBER 0-23383
 

                                OMNI ENERGY SERVICES CORP.
                 (Exact name of registrant as specified in its charter)




                  LOUISIANA                                  72-1395273
       (State or other jurisdiction of                    (I.R.S. Employer
        incorporation or organization)                   Identification No.)
    


   4500 N.E. EVANGELINE THRUWAY
        CARENCRO, LOUISIANA
(Address of principal executive offices)                        70520
                                                             (Zip Code)


     Registrant's telephone number, including area code:   (318) 896-6664


      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 August 10, 1998 there were 15,791,867 shares of the Registrant's
common stock, $0.01 par value per share, outstanding.
<PAGE>
                               TABLE OF CONTENTS


Part I - Financial Information
      Item 1 - Financial Statements
            Consolidated Balance Sheets as of June 30, 1998 and December 31,
            1997...........................................................  1
            Consolidated Statements of Income for the three and six months
            ended June 30, 1998
                 and 1997..................................................  3
            Consolidated Statements of Cash Flows for the six months ended
                 June 30, 1998 and 1997....................................  4
            Notes to Financial Statements.................................   5

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

      Item 3 - Quantitative and Qualitative Disclosures About Market Risk.. 11

Part II - Other Information
      Item 2 - Changes in Securities and Use of Proceeds................... 11
      Item 4 - Submission of Matters to a Vote of Security Holders......... 12
      Item 6 - Exhibits and Reports on Form 8-K............................ 12

Signatures.................................................................S-1

Exhibit Index..............................................................E-1
<PAGE>
                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                      JUNE 30, 1998 AND DECEMBER 31, 1997
                            (Thousands of dollars)

<TABLE>
<CAPTION>
ASSETS                                       June 30,           December 31,
                                               1998                 1997
                                            ----------           ----------
<S>                                         <C>                  <C>
CURRENT ASSETS:
   Cash and cash equivalents                $    1,295           $    8,723
   Accounts receivable, net                     20,102               11,958
   Parts and supplies inventory                  6,566                2,988
   Deferred tax asset                              212                  212
   Prepaid expenses and other                    3,074                1,753
                                            ----------           ----------
      Total current assets                      31,249               25,634
                                            ----------           ----------
PROPERTY AND EQUIPMENT:
   Land                                            359                  359
   Building and improvements                     4,726                3,949
   Drilling, field and support equipment        27,251               21,940
   Shop equipment                                  707                  408
   Office equipment                                749                  582
   Aircraft                                      9,830                9,266
   Vehicles                                      4,078                3,448
   Construction in progress                      1,552                  800
                                            ----------           ----------
                                                49,252               40,752
   Less:  accumulated depreciation               4,808                2,909
                                            ----------           ----------
      Total property and equipment              44,444               37,843
                                            ----------           ----------
OTHER ASSETS:
   Goodwill, net                                12,214               10,680
   Other                                         1,696                  756
                                            ----------           ----------
      Total other assets                        13,910               11,436
                                            ----------           ----------
      Total assets                          $   89,603           $   74,913
</TABLE>                                    ==========           ==========

The accompanying  notes  are  an  integral  part of these financial
statements.
<PAGE>
                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                      JUNE 30, 1998 AND DECEMBER 31, 1997
                            (Thousands of dollars)

<TABLE>
<CAPTION>
LIABILITIES AND EQUITY                                 June 30,              December 31,
                                                         1998                    1997
                                                      -----------            ------------
<S>                                                   <C>                     <C>
CURRENT LIABILITIES:
   Current maturities of long-term debt               $     4,482            $      5,713
   Accounts payable                                         5,488                   5,998
   Accrued expenses                                         2,960                   1,772
   Unearned revenue                                             1                     637
                                                      -----------            ------------
      Total current liabilities                            12,931                  14,120
                                                      -----------            ------------
LONG-TERM LIABILITIES:
   Long-term debt, less current maturities                 15,705                  14,558
   Line of credit                                           8,547                     ---
   Deferred taxes                                           1,650                   1,650
                                                      -----------            ------------
      Total long-term liabilities                          25,902                  16,208
                                                      -----------            ------------
EQUITY:
   Common Stock, $.01 par value, 45,000,000                   
      shares authorized; 15,791,867 and 15,726,282
      issued and outstanding                                  158                     157
   Additional paid-in capital                              44,886                  44,038
   Retained earnings                                        5,746                     390
   Cumulative translation adjustment                          (20)                    ---
                                                      -----------            ------------
      Total equity                                         50,770                  44,585
                                                      -----------            ------------
      Total liabilities and equity                    $    89,603            $     74,913
                                                      ===========            ============
</TABLE>

The  accompanying  notes  are an integral part of  these  financial
statements.
<PAGE>
                          OMNI ENERGY SERVICES CORP.
                       CONSOLIDATED STATEMENTS OF INCOME
           FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
               (THOUSANDS OF DOLLARS, EXCEPT PER SHARE AMOUNTS)


<TABLE>
<CAPTION>
                                        THREE MONTHS ENDED JUNE 30,              SIX MONTHS ENDED JUNE 30,
                                      ------------------------------          ------------------------------
                                         1998                1997                1998                1997
                                      ----------          ----------          ----------          ----------
<S>                                   <C>                 <C>                 <C>                 <C>
Operating revenue                     $   24,250          $   11,594          $   42,579          $   17,014
Operating expenses                        15,632               8,175              28,360              12,503
                                      ----------          ----------          ----------          ----------
   Gross profit                            8,618               3,419              14,219               4,511
General and administrative expenses        2,565                 544               4,836               1,274
                                      ----------          ----------          ----------          ----------
   Operating income                        6,053               2,875               9,383               3,237
Interest expense                             429                 344                 736                 622
Other income                                 229                  12                 281                  16
                                      ----------          ----------          ----------          ----------
                                             200                 332                 455                 606
                                      ----------          ----------          ----------          ----------
   Income before taxes                     5,853               2,543               8,928               2,631
Income tax expense                         2,342                 ---               3,572                 ---
                                      ----------          ----------          ----------          ----------
Net income                            $    3,511               2,543          $    5,356               2,634
                                      ==========                              ==========          
Pro forma tax provision                                        1,017                                   1,052
                                                          ----------                              ----------
Pro forma net income                                      S    1,526                              $    1,579
                                                          ==========                              ==========
Net income per share:                                     
   Basic                              $     0.22          $     0.24          $     0.34          $     0.25
   Diluted (a)                        $     0.22          $     0.24          $     0.34          $     0.25
Pro forma income per share:
   Basic                                                  $     0.14                              $     0.15
   Diluted (a)                                            $     0.13                              $     0.12
Weighted average shares outstanding:
   Basic                                  15,769              10,709              15,748              10,709
   Diluted                                16,163              10,750              15,991              10,729
</TABLE>
--------------
(a)Gives effect to the payment of dividends  on the outstanding preferred units
   of  OMNI  Geophysical,  L.L.C.  of  approximately   $137,500  and  $275,000,
   respectively, for the three and six month periods ended June 30, 1997.

  The accompanying notes are an integral part of these financial statements.
<PAGE>
                          OMNI ENERGY SERVICES CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                            (THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
                                                                           SIX MONTHS ENDED JUNE 30,
                                                                       --------------------------------
                                                                          1998                   1997
                                                                       ---------              ---------
<S>                                                                    <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                           $   5,356              $   2,631
  Adjustments to reconcile net income to net cash provided by (used
   in) operating  activities-
  Depreciation                                                             2,044                    845
  Amortization                                                               319                     35
  Loss on fixed asset disposition                                             42                     10
  Deferred compensation                                                       72                    ---
  Provision for bad debts                                                    275                    ---
Changes in operating assets and liabilities-
  Decrease (increase) in assets-
   Receivables-
     Trade                                                                (7,525)                (3,716)
     Other                                                                   210                    (61)
   Inventory                                                              (2,553)                  (901)
   Prepaid expenses                                                          320                    206
   Other                                                                  (2,540)                  (196)
  Increase (decrease) in liabilities-
   Accounts payable                                                         (277)                 2,269
   Unearned revenue                                                         (637)                   ---
   Due to affiliates and stockholders/members                                ---                      3
                                                                       ---------              ---------
     Net cash provided by (used in) operating activities                  (4,894)                 1,125
                                                                       ---------              ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from disposal of fixed assets                                   2,984                    ---
  Purchase of fixed assets                                               (10,472)                (5,768)
  Acquisitions, net of cash received                                      (2,856)                   ---
                                                                       ---------              ---------
     Net cash used in investing activities                               (10,344)                (5,768)
                                                                       ---------              ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of long-term debt                                 6,754                  3,255
  Principal payments on long-term debt                                    (7,491)                (1,378)
  Net borrowings on line of credit                                         8,547                  3,942
  Capital contributions                                                      ---                  1,078
  Distributions to members                                                   ---                   (321)
                                                                       ---------              ---------
   Net cash provided by financing activities                               7,810                  6,576
NET INCREASE (DECREASE) IN CASH                                           (7,428)                 1,933
CASH, at beginning of period                                               8,723                     39
                                                                       ---------              ---------
CASH, at end of period                                                 $   1,295              $   1,972
SUPPLEMENTAL CASH FLOW DISCLOSURES:                                    =========              =========
CASH PAID FOR INTEREST                                                 $     769              $     558
                                                                       =========              =========
CASH PAID FOR TAXES                                                    $   1,911              $     ---
                                                                       =========              =========
</TABLE>

  The accompanying notes are an integral part of these financial statements.
<PAGE>
                          OMNI ENERGY SERVICES CORP.
                         NOTES TO FINANCIAL STATEMENTS

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

These financial statements have been prepared without audit as permitted by the
rules  and  regulations  of  the  Securities and Exchange Commission.   Certain
information  and  footnote  disclosures  normally  included  in  the  financial
statements  have  been  condensed   or  omitted  pursuant  to  such  rules  and
regulations.   However, the management  of  OMNI  Energy  Services  Corp.  (the
"Company") believes that this information is fairly presented.  These unaudited
condensed consolidated financial statements and notes thereto should be read in
conjunction with  the  financial  statements  contained in the Company's Annual
Report  on Form 10-K for the year ended December  31,  1997  and  "Management's
Discussion and Analysis of Financial Condition and Results of Operations."

Certain  reclassifications  have  been  made  to  the  prior  year's  financial
statements  in  order to conform with the classifications adopted for reporting
in fiscal 1998.

In the opinion of management, the accompanying unaudited condensed consolidated
financial statements  contain  all  adjustments,  consisting  of  only  normal,
recurring  adjustments,  necessary to fairly present the financial results  for
the interim periods presented.

SEASONALITY AND WEATHER RISKS

Results of operations for interim periods are not necessarily indicative of the
operating results that may be expected for the full fiscal year.  The Company's
operations  are  subject to  seasonal  variations  in  weather  conditions  and
daylight hours.  Since the Company's activities take place outdoors, on average
fewer hours are worked  per  day  and  fewer  holes  are  generally  drilled or
surveyed per day in winter months than in summer months, due to an increase  in
rainy,   foggy,   and  cold  conditions  and  a  decrease  in  daylight  hours.
Furthermore, demand  for  seismic  data  acquisition  activity  by  oil and gas
companies  in the first quarter is generally lower than at other times  of  the
year.  As a  result,  the  Company's  revenue and gross profit during the first
quarter of each year are typically low as compared to the other quarters.

USE OF ESTIMATES

The preparation of financial statements  in  conformity with generally accepted
accounting  principles requires management to make  estimates  and  assumptions
that affect the  reported  amounts of assets and liabilities and the disclosure
of contingent assets and liabilities  at  the  date of the financial statements
and the reported amounts of revenue and expenses  during  the reporting period.
Actual results could differ from those estimates.

NOTE 2.  EARNINGS PER SHARE

In  1997, the Company adopted Statement of Financial Accounting  Standards  No.
128,  "Earnings  Per  Share,"  which  simplifies  the  standards required under
existing  accounting rules for computing earnings per share  and  replaces  the
presentation of primary earnings per share and fully diluted earnings per share
with basic  earnings  per  share  ("basic  EPS") and diluted earnings per share
("diluted EPS"), respectively.  Basic EPS excludes  dilution  and is determined
by  dividing  income  available to common stockholders by the weighted  average
number of shares of common  stock  outstanding  during the period.  Diluted EPS
reflects the potential dilution that could occur if options and other contracts
to issue shares of common stock were  exercised or converted into common stock.
Dilutive common  equivalent shares  for the three  and six month  periods ended
June 30, 1998  and 1997 are 16,163,329;  15,991,435; 10,750,016 and 10,729,404,
respectively, all attributable to stock options.


NOTE 3.  LONG-TERM DEBT

On  January  20, 1998, the Company restructured its  credit  arrangements  with
Hibernia  National   Bank.    Under  the  restructured  facility  (the  "Credit
Facility"), the Company refinanced  an  $11.0  million  loan,  obtained a $10.0
million  revolving line of credit to finance working capital requirements,  and
obtained a  $9.0  million  line  of  credit to finance capital expenditures and
acquisitions.  As of June 30, 1998, the Company had approximately $22.1 million
outstanding  under  the Credit Facility.   The  Credit  Facility  has  a  final
maturity of January 20,  2000,  and  bears interest at LIBOR plus an applicable
margin, ranging from 1.25% to 2.25% (7.125% at June 30, 1998).

NOTE 4.  ACQUISITIONS

In  April  1998,  the Company acquired Eagle  Surveys  International,  Inc.,  a
seismic survey support company, headquartered in Houston, Texas.  The aggregate
purchase price was  $1.8  million consisting of $1.1 million in cash and 53,039
shares of common stock.

In April 1998, the Company  acquired  the  assets  of Coastal Turbines, Inc., a
helicopter  support  company,  based  in Lafayette, Louisiana.   The  aggregate
purchase price was approximately $1.2 million  consisting  of  $1.1  million in
cash and 4,546 shares of common stock.

In  May  1998,  the  Company  acquired  Hamilton  Drill Tech, Inc., a specialty
seismic drilling support company, headquartered in  Canada.  The purchase price
was approximately $0.9 million in cash.

These acquisitions were accounted for using the purchase  method of accounting.
The  excess  of cost over the estimated fair value of the net  assets  acquired
resulted in goodwill  of  approximately $1.6 million.  The operating results of
each  of  the  acquired  companies  have  been  included  in  the  consolidated
statements of income from the date of acquisition.  The pro forma effect of the
acquisitions as though they  occurred  as  of  the  beginning  of  each  period
presented is not material.

In  July  1997,  the  Company  acquired  substantially  all  of  the assets and
liabilities  of  American  Aviation  Incorporated  ("American  Aviation")   for
approximately  $7.9 million in cash, stock and assumed debt (approximately $6.7
million).  In October  1997, the company acquired American Helicopter Drilling,
Inc. ("American Helicopter")  for approximately $3.6 million in cash and stock.
The following summarized unaudited income statement data reflects the Company's
results  of operations as if the  American  Aviation  and  American  Helicopter
transactions had taken place on January 1, 1997:

                                              UNAUDITED PRO FORMA RESULTS
                                             ------------------------------
                                             SIX MONTHS ENDED JUNE 30, 1997
                                             ------------------------------
                                                 (Thousands of dollars)
Revenue                                      $       21,353
Net income                                   $        2,369
Basic income per share                       $         0.22   

NOTE 5.  RECENT PRONOUNCEMENTS

In  June  1998,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments  and  Hedging  Activities,"  which  is  effective  for fiscal years
beginning after June 15, 1999.  Management believes the implementation  of this
statement  will  not  have  a  material  effect on its results of operations or
financial statement disclosures.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

      This  discussion  should  be  read  in  conjunction  with  the  financial
statements and the accompanying notes and "Management's Discussion and Analysis
of Financial Condition and Results of Operations"  included  in  the  Company's
Annual Report on Form 10-K for the year ended December 31, 1997.

GENERAL

      Demand.   Demand  for  the Company's services is principally affected  by
conditions affecting geophysical  companies  engaged  in the acquisition of 3-D
seismic data.  The level of activity among geophysical  companies  is primarily
affected  by  the  level  of capital expenditures by oil and gas companies  for
seismic  data  acquisition activities.   A  number  of  factors  influence  the
decision of oil  and  gas  companies to pursue the acquisition of seismic data,
including (i) prevailing and  expected  oil and gas demand and prices; (ii) the
cost of exploring for, producing and developing oil and gas reserves; (iii) the
discovery rate of new oil and gas reserves;  (iv)  the availability and cost of
permits and consents from landowners to conduct seismic activity; (v) local and
international political and economic conditions; (vi) governmental regulations;
and (vii) the availability and cost of capital.  The  ability  to  finance  the
acquisition  of  seismic data in the absence of oil and gas companies' interest
in obtaining the information  is  also  a  factor as some geophysical companies
will acquire seismic data on a speculative basis.   Onshore  3-D  seismic  data
acquisition  activity  has  substantially  increased  over  the past few years;
however, any significant reduction in seismic exploration activity in the areas
where the Company operates would result in a reduction in the  demand  for  the
Company's  services  and  could have a material adverse effect on the Company's
financial condition and results of operations.

      Within  the  last  decade,   improvements   in  drilling  and  production
techniques  and  the  acceptance  of 3-D imaging as an  exploration  tool  have
resulted in significantly increased  seismic activity throughout the Transition
Zone (the marsh, swamp, shallow water  and  contiguous  dryland areas along the
U.S. Gulf Coast).  Due to this increased demand, the Company  has significantly
increased  its capacity, as measured by drilling units, support  equipment  and
employees.   In  addition, the Company has expanded the geographic scope of its
operations to Alaska,  the  Rocky  Mountain region and Western states, the U.S.
plains areas and Canada.  Recently, the Company also announced its intention to
expand into the South American market,  initially  in  Bolivia.  This expansion
has  led  to  significant  increases  in  the Company's revenue  and  generally
commensurate  increases  in  operating  expenses   and   selling,  general  and
administrative   expenses.   If  anticipated  expansion  plans  are   realized,
management would expect  these  expenses  to  continue  to increase as a direct
correlation to the growth in its operations.

      Backlog.   Most  of the Company's seismic drilling projects  are  awarded
pursuant to a competitive  bidding  process.   Once  the  Company's  bid  on  a
particular  project has been accepted and a start date for the project has been
scheduled, the Company will include the project in its backlog.  As of June 30,
1998, the Company's  backlog  was  $87.8  million, compared to $70.0 million at
December 31, 1997.  Typically, the Company's  backlog  is  higher at the end of
the  first and fourth quarters as the Company's customers tend  to  plan  their
exploration  budgets  for the coming year and award projects accordingly during
the first and fourth quarters of each year.  Projects currently included in the
Company's backlog are subject to rescheduling or termination without penalty at
the option of the customer,  which  could  substantially  reduce  the amount of
backlog  currently  reported  and  the  revenue  generated  from  the  backlog.
Historically, the Company has not experienced a large volume of project  delays
or  terminations,  and those projects that have been delayed or terminated have
typically  been replaced  by  unscheduled  projects.   Nevertheless,  delay  or
termination  of  a  number  of large projects in the Company's existing backlog
could have a material adverse  effect  on the Company's revenue, net income and
cash flow.

      Seasonality  and  Weather.   The  Company's  operations  are  subject  to
seasonal  variations  in weather conditions  and  daylight  hours.   Since  the
Company's activities take place outdoors, on average fewer hours are worked per
day and fewer holes are  generally  drilled  or  surveyed per day in the winter
months than in summer months.  Furthermore, demand for seismic data acquisition
activity by oil and gas companies in the first quarter  is generally lower than
at other times of the year.  In addition, the Company's operations in the Rocky
Mountain  area  and in Alaska and Canada are subject to the  seasonal  climatic
conditions of those areas.  As a result, the Company's revenue and gross profit
during the first  quarter  of  each  year are typically less as compared to the
other quarters.

RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                                         THREE MONTHS ENDED JUNE 30,            SIX MONTHS ENDED JUNE 30,
                                        ------------------------------         ---------------------------
                                            1998               1997               1998             1997
                                        -----------        -----------         ---------         ---------
<S>                                     <C>                <C>                 <C>               <C>
Operating revenue                       $    24,250        $    11,594         $  42,579         $  17,014
Operating expense                            15,632              8,175            28,360            12,503
                                        -----------        -----------         ---------         ---------
Gross profit                                  8,618              3,419            14,219             4,511
General and administrative expenses           2,565                544             4,836             1,274
                                        -----------        -----------         ---------         ---------
Operating income                              6,053              2,875             9,383             3,237
Interest expense                                429                344               736               622
Other income                                    229                 12               281                16
                                        -----------        -----------         ---------         ---------
Income before taxes                           5,853              2,543             8,928             2,631
Income tax expense                            2,342                ---             3,572               ---
                                        -----------        -----------         ---------         ---------
Net income                              $     3,511        $     2,543         $   5,356         $   2,631
                                        ===========        ===========         =========         =========
</TABLE>

Three Months Ended June 30, 1998 Compared to Three Months Ended June 30, 1997

      Operating revenues increased 109%, from $11.6 million for the three month
period ended June 30, 1997 to $24.3 million  for  the  three month period ended
June 30, 1998.  Internal growth resulting from the increase  in industry demand
for 3-D seismic data accounted for approximately $4.9 million,  or 39%, of this
increase.   The remaining increase was due to the acquisition of six  companies
in 1997 and three  in  the  second quarter of 1998 and an increase in the rates
charged by the Company on selected drilling projects.  In the second quarter of
1998, the Company's aviation division contributed approximately $2.9 million in
revenues,  while  the  Company's   survey   division   generated   revenues  of
approximately  $5.1 million, a $4.9 million increase over June 30, 1997  survey
revenues of $0.2  million.   The  Company employed 760 employees for both field
and administrative operations at June  30,  1998  compared  to  455 at June 30,
1997, a 67% increase.  As of June 30, 1998, the Company's drilling capacity, as
measured  by  drilling  units, had increased 132% to 202 units compared  to  87
units at June 30, 1997.  At June 30, 1997, the Company operated one helicopter,
compared to 20 at June 30, 1998, of which 19 were owned by the Company.

      Operating expenses  increased  90%,  from $8.2 million in the three month
period ended June 30, 1997 to $15.6 million  in  the  three  month period ended
June 30, 1998, due to both the internal growth of the Company  in  1997  and in
the first six months of 1998 and the expanded scope of the Company's operations
that  resulted  from  the  acquisitions described above.  Total payroll expense
increased 81% from $3.7 million  in  the second quarter of 1997 to $6.7 million
in the second quarter of 1998, due to  the  significant increase in the size of
the Company's workforce.  Repairs and maintenance  costs  were  $1.7 million in
the three month period ended June 30, 1998, a 70% increase over the three month
period ended June 30, 1997 costs of $1.0 million, primarily due to the increase
in   the   number  and  utilization  of  the  Company's  seismic  drilling  and
transportation  equipment.   The  Company's  surveying  division  incurred $1.9
million  in contract service expenses from third party survey companies  during
the second quarter of 1998, an increase of $1.8 million over the second quarter
of 1997.   Explosives costs increased from $1.1 million to $1.6 million for the
three month  periods  ended  June  30,  1997 and 1998, respectively, due to the
increased  number  of  projects  for  which the  Company  provided  explosives.
Depreciation expense increased 120% to  $1.1  million  in the second quarter of
1998,  from $0.5 million in the second quarter of 1997, primarily  due  to  the
increased  number  of seismic drilling and support equipment units owned by the
Company, and the substantial  increase  in  the number of aircraft owned by the
Company.

      Gross profit increased 153%, from $3.4  million  to  $8.6  million in the
three  months  ended  June  30,  1997  and  1998,  respectively.  Gross margins
increased from 29% in the second quarter of 1997 to  35%  in the second quarter
of 1998.  The lower margins in the second quarter of 1997 were  a  result  of a
decreased  utilization  of  assets, which was not matched with decreases in the
Company's workforce.

      General and administrative  expenses  were  $2.6  million  for  the three
months ended June 30, 1998, compared to $0.5 million for the three months ended
June  30, 1997, a 420% increase.  Increases in office personnel, payroll  taxes
and insurance  accounted for $1.1 million of this increase.  Demands of being a
public company and  expanded  operations  contributed  to this increase.  Other
components   of   general  and  administrative  expenses,  including   business
promotions, travel  and  entertainment, utilities, office and rentals increased
$0.7 million from $0.3 million in the second quarter of 1997 to $1.0 million in
the second quarter of 1998.   Additionally,  bad  debt and amortization expense
totaled $0.3 million for the three month period ended  June  30, 1998, compared
to a negligible amount in the second quarter of 1997.

      Income tax expense was $2.3 million for the second quarter  of 1998.  The
Company  converted  to  a taxable entity on December 4, 1997.  Accordingly,  no
provision was made for income  taxes  during the first six months of 1997.  The
proforma adjustment included in the Company's  statement  of  income reflects a
provision for income taxes at a combined 40% federal and state income tax rate.

Six Months Ended June 30, 1998 Compared to Six Months Ended June 30, 1997

      Operating revenues increased 151% from $17.0 million for  the  six  month
period ended June 30, 1997 to $42.6 million for the six month period ended June
30,  1998.   Drilling  revenues  increased  $13.5  million,  or 80%, from $16.8
million  to  $30.3 million for the six month periods ended June  30,  1997  and
1998, respectively.   Survey  revenues increased $7.1 million from $0.2 million
in the six month period ended June  30,  1997 to $7.3 million for the six month
period ended June 30, 1998.  Aviation revenues  were  $5.0  million for the six
months ended June 30, 1998; there were no similar revenues for  the  first  six
months  of  1997.  The acquisition of six companies in 1997 and three companies
in 1998 is the  primary  factor contributing to the significant increase in the
Company's revenues.  These  acquisitions  contributed  $0.2 million in revenues
for the six months ended June 30, 1997, compared to $15.4  million  in  the six
months  ended  June  30,  1998,  a  $15.2  million  increase.   Internal growth
resulting  from  increased  industry demand for 3-D seismic data accounted  for
$10.4 million, or 41%, of the increase in revenues.

      Operating expenses increased  $15.9  million, or 127%, from $12.5 million
to $28.4 million in the six months ended June  30, 1997 and 1998, respectively.
Total payroll expense increased $7.5 million to $13.1 million in the six months
ended June 30, 1998.  Contract services increased  from  $0.2  million  in  the
first  six  months  of  1997  to  $3.1 million in the first six months of 1998.
Repairs and maintenance costs were  $3.4  million in the six month period ended
June 30, 1998, a 100% increase over the six  month  period  ended June 30, 1997
costs of $1.7 million.  Explosives costs increased $1.3 million,  or  93%, from
$1.4  million  to $2.7 million in the first six months ended June 30, 1997  and
1998, respectively.   Depreciation  expense increased 150% from $0.8 million in
the first six months of 1997 to $2.0  million in the first six months of  1998.
These increases were the result of increases  in  the  size  of  the  Company's
workforce,  increases  in  the number and utilization of the Company's drilling
and support equipment, and the  expanded  scope of the Company's operations due
primarily  to the acquisitions described above.   Although  operating  expenses
increased  significantly,   as  a  percentage  of  revenue  operating  expenses
decreased from 74% to 67% for  the  first  six  months  ended June 30, 1997 and
1998, respectively.

      Gross  profit increased 216% from $4.5 million in the  first  six  months
ended June 30,  1997  to  $14.2  million in the first six months ended June 30,
1998.  The nine acquired companies contributed $5.9 million in gross profit and
had gross margins of 38% for the six  months  ended  June  30,  1998.  Combined
gross  margins  for  the  Company  increased from 26% to 33% for the six  month
periods ended June 30, 1997 and 1998.

      General and administrative expenses  were $4.8 million for the six months
ended June 30, 1998, a 269% increase over the  six  months  ended June 30, 1997
expenses  of  $1.3 million.  Increases in office personnel, payroll  taxes  and
insurance accounted  for  $1.6  million,  or  46%,  of  this  increase.   Other
components  of  general  and  administrative  expenses,  including  office  and
supplies,  travel and entertainment, business promotions, rent and professional
services increased  $1.3  million from $0.5 million for the first six months of
1997 to $1.8 million for the  first six months of 1998.  Additionally, bad debt
and amortization expense totaled  $0.6  million  for the six month period ended
June 30, 1998, with generally no similar expense in  the first six months ended
June 30, 1997.

      Income tax expense was $3.6 million for the first  six  months  of  1998.
The Company converted to a taxable entity on December 4, 1997.  Accordingly, no
provision was made for income taxes during the first six months of 1997.

LIQUIDITY AND CAPITAL RESOURCES

      At  June  30,  1998,  the Company had approximately $1.3 million in cash,
compared to approximately $8.7  million  at December 31, 1997.  The decrease in
cash was primarily due to capital expenditures in the first six months of 1998,
totaling  approximately  $13.3  million, including  the  cash  portion  of  the
consideration paid for the three  acquisitions  completed in the second quarter
of  1998, which totaled approximately $2.9 million.   Expenditures  during  the
first  six  months  of  1998 were partially offset by the sale of the Company's
fixed-wing charter division  for  approximately $2.9 million in cash and by net
cash provided by financing activities  of $7.8 million.  The remaining decrease
in cash is attributable to the increase  in  accounts  receivable  for  the six
month period ended June 30, 1998.  The Company's cash position at December  31,
1997  was also higher than normal due to the receipt of the net proceeds of the
Company's  initial  public  offering  of  common  stock  that  was completed in
December 1997.  The Company had working capital of $18.3 million  at  June  30,
1998  compared  to  approximately  $11.5  million  at  December 31, 1997.  This
increase  was  primarily  due to increased accounts receivable  generated  from
operations.

      On January 20, 1998,  the  Company  restructured  its credit arrangements
with  its  commercial lender, Hibernia National Bank.  Under  the  restructured
facility (the  "Credit Facility"), the Company refinanced an $11.0 million term
loan, obtained a  $10.0  million  revolving  line  of credit to finance working
capital requirements, and obtained a $9.0 million line  of  credit  to  finance
capital  expenditures  and acquisitions.  As of June 30, 1998, the Company  had
approximately  $22.1 million  of  indebtedness  outstanding  under  the  Credit
Facility.  Outstanding indebtedness under the Credit Facility bears interest at
LIBOR plus an applicable  margin,  ranging  from 1.25% to 2.25% (7.125% at June
30, 1998).  The Credit Facility has a final maturity  of  January  20, 2000, is
required  to be guaranteed by all of the Company's U.S. subsidiaries,  requires
the Company  to  maintain certain financial ratios, imposes certain limitations
on the Company's ability  to  pay  cash  dividends  and  is collateralized by a
mortgage on the Company's land and buildings and by substantially  all  of  the
Company's assets not used as collateral for the Company's asset-based loans.

      The Company had approximately $6.6 million in outstanding indebtedness in
addition  to  outstanding  indebtedness  under  the Credit Facility at June 30,
1998.   The  majority  of this debt (approximately $5.9  million)  consists  of
several asset-based financing  loans  with  another  lender.   Of the principal
outstanding  under these loans,  approximately $4.9 million bears  interest  at
LIBOR plus 3.75%  and  matures on July 19, 2001.  The remaining portion of this
loan bears interest at LIBOR plus 3.0% and is collateralized by various seismic
drilling, support equipment  and  aircraft.  Remaining indebtedness at June 30,
1998 was approximately $0.7 million,  including approximately $0.5 million owed
to finance companies incurred to finance  certain  of  the  Company's insurance
premiums.

      In the second quarter of 1998, the Company made capital  expenditures  of
approximately  $5.8  million,  including  $3.8  million  for  the  purchase  or
construction  of  seismic  drilling and support equipment, $1.4 million for the
purchase  of three helicopters,  $0.2  million  for  the  purchase  of  support
vehicles and  $0.4 for various building and leasehold improvements.  Currently,
the Company is  committed  to additional estimated capital expenditures for the
remainder of 1998 totaling approximately  $11.0 million, including $7.1 million
for additional drilling, survey and other support  equipment,  $2.2 million for
helicopters,  $0.5  million  for vehicles, $0.5 million for the acquisition  of
currently leased property and $0.4 million for computers and improvements.

      In addition to the capital  expenditures  mentioned  above,  the  Company
spent  approximately  $2.9  million  in  cash  (net  of  cash received) for the
acquisition  of three companies during the second quarter of  1998.   In  April
1998, the Company  acquired  by  merger  Eagle  Surveys  International, Inc., a
seismic  survey  support  company  headquartered  in Houston, Texas,  for  $1.1
million in cash and $0.7 million in common stock.   In  April 1998, the Company
acquired  the assets of Coastal Turbines, Inc.,  a helicopter  support  company
based in Lafayette,  Louisiana, for approximately $1.1 million in cash and $0.1
million in common stock.   In  May  1998,  the  Company acquired Hamilton Drill
Tech, Inc., a specialty drilling support company  headquartered  in Canada, for
approximately $0.9 million in cash.  These acquisitions added total revenues of
$1.9  million during the second quarter of 1998, consisting primarily  of  $1.8
million in survey revenue.

      In  June 1998, the Company executed a letter of intent with Edwin Waldman
Attie  outlining  a  potential  joint  venture  with  Mr.  Waldman  that  would
facilitate  the Company's expansion into the South American Market.  The letter
of intent provides  that  the  Company and Mr. Waldman would establish a Cayman
Islands corporation (the "JV Company"), which would be owned 60% by the Company
and 40% by Mr. Waldman.  In exchange  for a 40% interest in the JV Company, Mr.
Waldman would transfer to the JV Company  (i)  all  of  the  physical assets of
Liderco,  Ltda.  ("Liderco"),  a  Bolivian-based  seismic support company  that
primarily conducts line-cutting and survey operations,  and  (ii)  40%  of  the
goodwill  and  executory  contracts  of  Liderco.   Mr.  Waldman would sell the
remaining 60% of Liderco's goodwill and executory contracts  to the Company for
approximately  $2.3 million in cash and shares of the Company's  common  stock,
which the Company  would  then contribute to the JV Company.  The Company would
also contribute $0.5 million  in cash to the JV Company and agree to contribute
an additional $2.0 million in cash  or  equipment  by  the end of the year.  In
addition,  the  Company  would  provide  a $525,000 line of credit  to  the  JV
Company.  This transaction is subject to the Company's entering into definitive
agreements with Mr. Waldman with respect to  these  matters,  completion of the
Company's  due diligence review of Liderco and its operations and  approval  of
these transactions  of  the  Company's  Board  of  Directors.   There can be no
assurance that the Company will consummate this transaction or that  its  final
terms, if consummated, will be the same as those disclosed herein.

      Management believes that cash generated from operations and the Company's
Credit  Facility  will  be sufficient to meet the Company's anticipated capital
expenditures for 1998.  However,  part  of the Company's strategy is to acquire
companies with operations related or complementary  to  the  Company's  current
operations.  Depending on the size of such future acquisitions, the Company may
require  additional  debt  financing,  possibly  in excess of the limits of the
Credit Facility, or equity financing.

FORWARD-LOOKING STATEMENTS AND ASSUMPTIONS

      This  quarterly report on Form 10-Q may contain  certain  forward-looking
statements, including  by way of illustration and not of limitation, statements
relating to the Company's  liquidity,  revenues,  expenses  and  margins.   Any
statement  made  herein  that  is  not  a  historical fact is a forward-looking
statement.   The  Company  strongly  encourages   readers  to  note  that  such
statements  are  based  on  assumptions  made  about  the  Company's  financial
position, operations and industry which management considers reasonable at this
time.  Most of the factors upon which such assumptions  are made are beyond the
Company's ability to control or estimate precisely, and may  in  some  cases be
subject to rapid and material changes.


ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      Not applicable.

                          PART II - OTHER INFORMATION

ITEM 2.CHANGES IN SECURITIES AND USE OF PROCEEDS

      Sales  of Unregistered Securities.  As part of the consideration paid  by
the Company for  the  assets  of  Coastal  Turbines, Inc. ("Coastal Turbines"),
which were acquired on April 17, 1998, the Company  issued  4,546 shares of its
common  stock,  $0.01  par  value  per  share (the "Common Stock")  to  Coastal
Turbines.  In addition, on May 5, 1998, the  Company  issued  53,039  shares of
Common  Stock  to  Timothy  J.  Flaman,  the  sole shareholder of Eagle Surveys
International, Inc. ("Eagle"), as part of the consideration  for  the merger of
Eagle with and into the Company.

      All  of  these  shares  of  Common  Stock  were  offered and sold without
registration  under  the  Securities Act of 1933, as amended  (the  "Securities
Act"),  inasmuch  as  they  were   deemed   not  subject  to  the  registration
requirements thereof pursuant to the exception  provided in Section 4(2) of the
Securities Act for securities sold in transactions  not  involving  any  public
offering.

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

      The  Annual  Meeting  of  Shareholders of the Company was held on May 28,
1998 (the "Annual Meeting").  Proxies  for  the  Annual  Meeting were solicited
pursuant  to  Regulation  14A  under the Securities Exchange Act  of  1934,  as
amended.

      At the Annual Meeting, David  A.  Jeansonne,  Roger  E.  Thomas, Allen R.
Woodard,  David  E.  Crays, Steven T. Stull, Crichton W. Brown and  William  W.
Rucks, IV were elected  to  serve  as  directors  of the Company until the next
annual meeting of the Company's shareholders.  The  votes  cast for or withheld
for each of the foregoing by the Company's shareholders are set forth below:

      NAME                  FOR          WITHHELD
-----------------        ----------      --------
David A. Jeansonne       14,212,462      3,300
Roger E. Thomas          14,212,462      3,300
Allen R. Woodard         14,212,462      3,300
David E. Crays           14,212,462      3,300
Steven T. Stull          14,212,462      3,300
Crichton W. Brown        14,212,462      3,300
William W. Rucks, IV     14,212,462      3,300


ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K

      (a)   EXHIBITS.  See Exhibit Index on Page E-1
      (b)   REPORTS ON FORM 8-K.  None.
<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.

                                          OMNI ENERGY SERVICES CORP.



Dated:   August 14, 1998                         /S/ DAVID A. JEANSONNE
                                                 ----------------------
                                                   David A. Jeansonne
                                                 Chief Executive Officer



Dated:   August 14, 1998                          /S/ JOHN H. UNTEREKER
                                                  ---------------------
                                                    John H. Untereker
                                                Executive Vice President
                                                (Principal Financial and 
                                                   Accounting Officer)



<PAGE>
                                 EXHIBIT INDEX


<TABLE>
<CAPTION>
                                                                                         SEQUENTIALLY
EXHIBIT NO.                                                                              NUMBERED PAGE
<S>                       <C>                                                            <C>
   3.1                    Amended and Restated Articles of Incorporation of the
                          Company.(1)
   3.2                    By-laws of the Company.(1)
  10.1                    Second Amendment to Amended and Restated Loan Agreement, by
                          and among the  Company, certain of its subsidiaries and
                          Hibernia National Bank.
  10.2                    Employment Agreement and Non-Competition Agreement between
                          John H. Untereker and the Company.
  27.1                    Financial Data Schedule
</TABLE>

(1)   Incorporated by reference to the Company's Registration Statement on Form
      S-1 (Registration Statement No. 333-36561).