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 March 31, 1999

                                      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 IDENTIFICATION NO.)
    INCORPORATION OR ORGANIZATION)





     4500 N.E. EVANGELINE THRUWAY
          CARENCRO, LOUISIANA                             70520
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)               (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 May 13, 1999 there were 15,958,627 shares of the Registrant's common
stock, $0.01 par value per share, outstanding.


<PAGE>
ITEM 1.

                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 1999 AND DECEMBER 31, 1998
                            (Thousands of dollars)

<TABLE>
<CAPTION>
                                          March 31,   December 31,
                                            1999         1998
                                         ----------   ----------
                                               (Unaudited)
<S>                                      <C>          <C>
ASSETS
------

CURRENT ASSETS:
   Cash and cash equivalents             $    2,788   $    3,333
   Accounts receivable, net                   8,678        9,691
   Parts and supplies inventory               6,059        6,113
   Deferred tax asset                           851          851
   Prepaid expenses and other                 2,630        3,216
                                         ----------   ----------
      Total current assets                   21,006       23,204
                                         ----------   ----------

PROPERTY AND EQUIPMENT:
   Land                                       1,209        1,209
   Buildings and improvements                 5,547        5,542
   Drilling, field and support equipment     28,643       28,383
   Shop equipment                             1,176        1,140
   Office equipment                           1,435        1,443
   Aircraft                                  10,560       10,592
   Vehicles                                   3,169        3,956
   Construction in progress                     914          572
                                         ----------   ----------
                                             52,653       52,837
   Less:  accumulated depreciation            7,357        6,596
                                         ----------   ----------
      Total property and equipment           45,296       46,241
                                         ----------   ----------

OTHER ASSETS:
   Goodwill, net                             15,232       15,406
   Other                                        501          495
                                         ----------   ----------
      Total other assets                     15,733       15,901
                                         ----------   ----------
      Total assets                       $   82,035   $   85,346
                                         ==========   ==========
</TABLE>




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


<PAGE>
                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 1999 AND DECEMBER 31, 1998
                            (Thousands of dollars)

<TABLE>
<CAPTION>
                                                  March 31,      December 31,
                                                    1999             1998
                                                ------------     -----------
                                                         (Unaudited)
<S>                                              <C>              <C>
LIABILITIES AND EQUITY
----------------------

CURRENT LIABILITIES:
   Current maturities of long-term debt           $    15,730     $     9,917
   Accounts payable                                     3,980           6,276
   Accrued expense                                        718           1,204
                                                  -----------     -----------
      Total current liabilities                        20,428          17,397
                                                  -----------     -----------

LONG-TERM LIABILITIES:
   Long-term debt, less current maturities              6,981          14,371
   Line of credit                                       4,083           4,315
   Subordinated debt                                    2,312          ---
   Due to affiliates and shareholders                   1,000           1,000
   Deferred taxes                                       2,092           2,092
                                                  -----------     -----------
      Total long-term liabilities                      16,468          21,778
                                                  -----------     -----------

TOTAL LIABILITIES                                      36,896          39,175
                                                  -----------     -----------

MINORITY INTEREST                                         565             600
                                                  -----------     -----------

EQUITY:
   Common Stock, $.01 par value, 45,000,000
      sharess authorized; 15,958,627                
      issued and outstanding                              160             160
   Additional paid-in capital                          47,097          46,885
   Retained deficit                                    (2,639)         (1,414)
   Cumulative translation adjustment                      (44)            (60)
                                                  -----------     -----------
      Total equity                                     44,574          45,571
                                                  -----------     -----------

      Total liabilities and equity                $    82,035     $    85,346
                                                  ===========     ===========
</TABLE>




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


<PAGE>
                          OMNI ENERGY SERVICES CORP.
                       CONSOLIDATED STATEMENTS OF INCOME
              FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
               (THOUSANDS OF DOLLARS, EXCEPT PER SHARE AMOUNTS)




<TABLE>
<CAPTION>
                                       THREE MONTHS ENDED MARCH 31,
                                       ---------------------------
                                           1999            1998
                                       -----------     ----------
                                     (Unaudited)
<S>                                    <C>             <C>
Operating revenue                      $     9,601     $   18,329
Operating expenses                           8,443         12,728
                                       -----------     ----------
   Gross profit                              1,158          5,601

General and administrative expenses          2,624          2,272
                                       -----------     ----------

   Operating income (loss)                  (1,466)         3,329

Interest expense                               490            307
Other income                                    29             53
                                       -----------     ----------
                                               461            254
                                       -----------     ----------

   Income (loss) before taxes               (1,927)         3,075

Income tax expense (benefit)                  (667)         1,230
                                       -----------     ----------
Net income (loss), including
    minority interest                       (1,260)         1,845
Loss of minority interest                      (35)        ---
                                       -----------     ----------

Net income (loss)                      $    (1,225)    $    1,845



Net income (loss) per share:
   Basic                               $     (0.08)    $     0.12
   Diluted                             $     (0.08)    $     0.12

Weighted average shares outstanding:

   Basic                                    15,959         15,726
   Diluted                                  15,959         15,789
</TABLE>



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


<PAGE>
                          OMNI ENERGY SERVICES CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                            (THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
                                                              THREE MONTHS ENDED MARCH 31,
                                                                  1999             1998
                                                             -------------     ------------
                                                                        (Unaudited)
<S>                                                          <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                          $    (1,225)       $    1,845
  Adjustments to reconcile net income to net cash
   provided by (used in) operating  activities-
  Depreciation                                                     1,217               933
  Amortization                                                       224               141
  Loss on fixed asset disposition                                  ---                  21
  Deferred compensation                                               24                36
  Provision for bad debts                                            (75)              150
  Minority interest                                                  (35)            ---
Changes in operating assets and liabilities-
  Decrease (increase) in assets-
   Receivables-
     Trade                                                          (615)           (3,242)
     Other                                                         1,707               648
   Inventory                                                          55            (1,664)
   Prepaid expenses                                                  586                29
   Data held for sale                                              ---              (1,320)
   Other                                                             (53)             (436)
  Increase (decrease) in liabilities-
  Accounts payable and accrued expenses                           (2,332)              (82)
   Unearned revenue
                                                                   ---                (586)
                                                             -----------        ----------
     Net cash used in operating activities                          (522)           (3,527)
                                                             -----------        ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from disposal of fixed assets                             253               354
  Purchase of fixed assets                                          (969)           (4,709)
                                                             -----------        ----------
     Net cash used in investing activities                          (716)           (4,355)
                                                             -----------        ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of long-term debt                          ---                223
  Subordinated debt                                                2,500             ---
  Principal payments on long-term debt                            (1,577)           (2,657)
  Net borrowings (payments) on line of credit
                                                                    (232)            3,876
                                                             -----------        ----------
   Net cash provided by financing activities                         691             1,442
                                                             -----------        ----------

  Effect of exchange rate changes in cash                              2            ---
NET DECREASE IN CASH                                                (545)           (6,440)
CASH, at beginning of period                                       3,333             8,723
                                                             -----------        ----------
CASH, at end of period                                       $     2,788        $    2,283
                                                             ===========        ==========
SUPPLEMENTAL CASH FLOW DISCLOSURES:

CASH PAID FOR INTEREST                                       $       467        $      233
                                                             ===========        ==========
CASH PAID FOR TAXES                                          $     ---          $    ---
                                                             ===========        ==========
</TABLE>


        The  accompanying  notes  are  an  integral  part  of  these  condensed
consolidated 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,  1998  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 1999.

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, aviation flight hours decline 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.

NOTE 2.  EARNINGS PER SHARE
         ------------------

The Company follows Statement of Financial Accounting  Standards  ("SFAS")  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.
The Company had 19,098 options outstanding in the first  quarter  of  1999 that
were  excluded  from the calculation of diluted EPS as antidilutive considering
the first quarter  loss.  Dilutive common equivalent shares for the three month
period ended March 31, 1998 were 15,789,364, all attributable to stock options.

NOTE 3.  LONG-TERM DEBT
         --------------

The Company's primary  credit  facility  is  with  Hibernia  National Bank (the
"Hibernia Facility").  The Hibernia Facility, which was amended  in March 1999,
currently  provides  the Company with a $6.1 million term loan, a $7.0  million
revolving line of credit  to  finance  working  capital requirements and a $7.9
million line of credit to finance capital expenditures  and  acquisitions.  The
loans bear interest at prime plus 1%.  This facility, as amended, also provides
for a $2.9 million bridge loan, bearing interest at prime plus  2%.   The loans
under the Hibernia Facility have a final maturity of January 20, 2000.   As  of
March  31,  1999, the Company had approximately $20.7 million outstanding under
the Hibernia  Facility.   At  March  31,  1999,  the  Company  has committed to
refinance  $8.1  million  of  its  short-term  debt  with a long-term facility;
accordingly,  this  debt  has  been  reclassified as long-term.   However,  the
Company  intends  on extending the maturities  of  all  of  this  indebtedness,
partially through planned  refinancing  with  other lenders.  If the Company is
unable to extend its maturities and/or refinance  the Hibernia Facility, it may
be necessary for the Company to seek additional capital  and/or  sell operating
assets or divisions to raise funds to satisfy its debt obligations.  Management
believes that the Company will be able to obtain appropriate financing  for its
operations.

In  February  1999,  the  Company privately placed $2.5 million in subordinated
debentures with an affiliate  of  the Company.  The proceeds were used for cash
reserves and general corporate purposes.   The  notes  bear interest at 12% per
annum, and mature on March 1, 2004.  In connection with  these  debentures, the
Company  issued  warrants  to  purchase  up  to 800,000 shares of the Company's
common  stock  at  an exercise price of $5.00 per  share.   The  warrants  vest
equally over the next  four years until 2002, unless the debentures are paid in
full, in which case, those  warrants  that  have  not  become  exercisable will
become  void.   All  warrants that become exercisable will expire on  March  1,
2004.  The fair value  of the warrants issued was approximately $188,000, which
is included as paid-in capital.   The  effective interest rate over the term of
the debt is approximately 14%.

NOTE 4.  COMPREHENSIVE INCOME
         --------------------

In 1998, the Financial Accounting Standards Board ("FASB") issued SFAS No. 130,
"Reporting  Comprehensive Income", which  requires  an  entity  to  report  and
display comprehensive  income  and  its components.  Comprehensive income is as
follows (thousands of dollars):

<TABLE>
<CAPTION>
                                        Three months ended March 31,
                                             1999            1998
                                          ----------     ----------
<S>                                       <C>            <C>
Net Income (Loss)                         $   (1,225)    $    1,845
Other Comprehensive Income:
Foreign currency translation sdjustments          16           ---
                                          ----------     ----------
Comprehensive Income (Loss)               $   (1,209)    $    1,845
                                          ==========     ==========
</TABLE>


NOTE 5.  ACQUISITIONS
         ------------

Subsequent  to  March  31,  1998,  the  Company completed acquisitions of Eagle
Surveys International, Inc., Coastal Turbines,  Inc., and Hamiltion Drill Tech,
Inc., and entered into a joint venture with Edwin  Waldman  Attie  of  Bolivia.
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.

NOTE 6.  ASSET IMPAIRMENT AND OTHER NON-RECURRING CHARGES
         ------------------------------------------------

In the third quarter of 1998, the Company  evaluated  certain of its assets for
realizability  due to the reduced market activity and the  related  decline  in
asset utilization  of  certain  categories  of  the  Company's  equipment.  The
Company recorded an asset impairment charge of $1.8 million, primarily  related
to  nine  drilling units and 15 trucks which had become impaired due to reduced
demand and environmental impact factors which have restricted their future use.
The Company  wrote-off  $1.3  million  for seismic data held for sale which was
impaired due to recent price declines.  The Company also recorded an additional
$0.6 million in provision for uncollectible accounts receivable.

In addition, in response to anticipated future market conditions, the Company's
senior management and its Board of Directors  approved  a plan to reduce future
operating costs and improve operating efficiencies.  The  plan involves several
factors including the restructuring of senior management and  the relocation of
certain  of  its operational facilities. Accordingly, the Company  recorded  an
accrual for severance  and  lease exit costs of $0.3 million in September 1998.
As of March 31, 1999, the Company had paid $0.2 million in severance costs.  In
addition, the Company revised  its  remaining  lease  exit  and  severance cost
estimate to $44,000, which is accrued at March 31, 1999 and will be paid during
the year.

Currently, the Company has sold all of the trucks which were considered  to  be
impaired,  and  plans  to  sell  the  nine drilling units within the year.  The
Company has restructured its senior management  compensation plans and sold its
office located in Thibodeaux, Louisiana.

NOTE 7.  SEGMENT INFORMATION
         -------------------

The  following  shows  industry segment information  for  its  three  operating
segments, Drilling, Survey  and  Aviation,  for  the  three month periods ended
March 31, 1999 and March 31, 1998 (All amounts are unaudited):

<TABLE>
<CAPTION>
                             Three months ended March 31,
                                 1999            1998
<S>                           <C>             <C>
Operating revenues: (1)(2)
Drilling                      $     6,153    $    13,993
Survey                              1,296          2,194
Aviation                            2,152          2,142
                              -----------    -----------
Total                         $     9,601    $    18,329
                              ===========    ===========
</TABLE>

(1)  Net  of  inter-segment  revenues  of $0.2 million and $0.5 million for the
     three months ended March 31, 1999 and 1998, respectively.

(2)  Includes $0.6 million of integrated services in South America.

<TABLE>
<CAPTION>
                                     Three months ended March 31,
                                         1999            1998
                                      ----------      ----------
<S>                                   <C>             <C>
Gross profit (loss):
  Drilling                            $    1,068      $    3,522
  Survey                                     (27)          1,017
  Aviation                                   150           1,062
  Other                                      (33)          ---
                                      ----------      ----------
    Total                                  1,158           5,601
                                      ----------      ----------

General and administrative expenses        2,624           2,272
Other expense, net                           461             254
                                      ----------      ----------
Income (loss) before  taxes           $   (1,927)     $    3,075
                                      ==========      ==========

Identifiable Assets:
  Drilling                            $   35,401      $   40,672
  Survey                                   5,481           4,844
  Aviation                                21,814          19,835
  Other                                   19,339          12,768
                                      ----------      ----------
    Total                             $   82,035      $   78,119
                                      ==========      ==========

Capital Expenditures:
  Drilling                            $      770      $    1,464
  Survey                                      18             417
  Aviation                                    61           2,232
  Other                                      120             596
                                      ----------      ----------
    Total                             $      969      $    4,709
                                      ==========      ==========
</TABLE>


NOTE 8.  RECENT PRONOUNCEMENTS
         ---------------------

In  June  1998,  the  FASB  issued  SFAS  No.  133,  "Accounting for Derivative
Instruments and Hedging Activities," which established accounting and reporting
standards that every derivative instrument be recorded  in the balance sheet as
either an asset or a liability measured at its fair value.   The  statement  is
effective  for fiscal years beginning after June 15, 1999.  Management believes
the implementation  of  SFAS  No.  133  will  not have a material effect on its
results  of  operations  or  financial  statement disclosures  as  the  Company
historically has not used these investments.




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

      Management's Discussion  and  Analysis of Financial Condition and Results
of Operations contains certain "forward  looking statements" within the meaning
of Section 27A of the Securities Act of 1933 (the "Securities Act") and Section
21E of the Securities Exchange Act of 1934  (the "Exchange Act"), which reflect
management's best judgment based on factors currently  known.   Actual  results
could  differ  materially  from  those  anticipated  in  these "forward looking
statements" as a result of a number of factors, including  but  not  limited to
those  discussed  under  the heading "Cautionary Statements."  "Forward looking
statements" provided by the  Company pursuant to the safe harbor established by
the  federal securities laws should  be  evaluated  in  the  context  of  these
factors.

      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, 1998.

GENERAL

      DEMAND.  Demand for the Company's  services  is  principally  impacted by
conditions  affecting geophysical companies engaged in the acquisition  of  3-D
seismic data.   The  level of activity among geophysical companies is primarily
influenced by the level  of  capital  expenditures by oil and gas companies for
seismic data acquisition activities.  A  number  of factors affect 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.

      Within   the   last  decade,  improvements  in  drilling  and  production
techniques and the acceptance of 3-D imaging as an exploration tool resulted in
significantly increased  seismic  activity throughout the Transition Zone.  Due
to this increased demand, the Company  significantly  increased its capacity as
measured  by drilling units, support equipment and employees.   The  additional
capacity and related increase in work force led to significant increases in the
Company's revenue  and  generally  commensurate increases in operating expenses
and selling, general and administrative  expenses through the second quarter of
1998.   Beginning in mid-1998, seismic activity  in  the  areas  in  which  the
Company operates decreased substantially, resulting in corresponding reductions
in demand  for  the  Company's  services  and  adversely  affected  results  of
operations.  As described in Note 6 to the financial statements, management has
taken  a  number  of  steps to reduce its excess capacity and related operating
expenses in response to the recent sales levels.

RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                                            THREE MONTHS ENDED MARCH 31,
                                                1999            1998
                                            -----------      ----------
<S>                                         <C>              <C>
Operating revenue                           $     9,601      $   18,329
Operating expense                                 8,443          12,728
                                            -----------      ----------
Gross profit                                      1,158           5,601
General and administrative expenses               2,624           2,272
                                            -----------      ----------
Operating income (loss)                          (1,466)          3,329
Interest expense                                    490             307
Other income                                         29              53
                                            -----------      ----------
Income (loss) before income taxes                (1,927)          3,075
Income tax expense (benefit)                       (667)          1,230
                                            -----------      ----------
Net income (loss), including minority            
   interest                                      (1,260)          1,845
Loss of minority interest                           (35)         ---
                                            -----------      ----------
Net income (loss)                           $    (1,225)     $    1,845
                                            ===========      ==========
</TABLE>


<PAGE>
      Operating revenues decreased 48%, or $8.7 million, from $18.3 million for
the three months ended  March  31,  1998  to  $9.6 million for the three months
ended March 31, 1999.  As a result of the decline  in  seismic  activity during
the last nine months, drilling and survey revenues decreased $7.8  million  and
$1.5 million, respectively, to $6.2 million and $0.7 million, respectively, for
the  three  months ended March 31, 1999.  These decreases were partially offset
by international  revenues of $0.6 million, generated by the Company's recently
formed South American  joint  venture.   Aviation  revenues remained relatively
constant at $2.1 million for the three month periods  ended  March 31, 1998 and
1999.

      Operating  expenses decreased 34%, or $4.3 million, to $8.4  million  for
the three months ended  March  31, 1999 from $12.7 million for the three months
ended March 31, 1998.  Declines  in  payroll  costs  accounted  for 56% of this
decrease  as  operating  payroll  expense decreased from $6.3 million  to  $3.9
million for the quarters ended March  31,  1998  and  1999,  respectively.  The
significant  decrease  in  seismic  activity  has  resulted  in a corresponding
decrease in the amount of personnel employed by the Company, as  the  number of
field employees has declined to 255 at March 31, 1999 compared to 609 at  March
31,  1998.   Also as a result of the lower activity levels in the first quarter
of 1999 as compared to the first quarter of 1998, contract services, explosives
costs, repairs  and  maintenance expenses and other decreased $2.2 million from
$5.5 million to $3.3 million  for  the  three  months  ended March 31, 1998 and
1999, respectively.  These decreases were partially offset  by  an  increase in
depreciation  expense  from  $0.9 million for the three months ended March  31,
1998 to $1.2 million for the three  months ended March 31, 1999.  This increase
was due to the growth of the Company's  drilling  fleet from 171 units at March
31, 1998 to 299 units at March 31, 1999.

      General  and  administrative expenses were $2.6  million  for  the  three
months ended March 31,  1999,  compared  to  $2.3  million for the three months
ended  March 31, 1998, a 15% increase.  Payroll and insurance  costs  increased
$0.4 million  from  $1.1  million for the first quarter of 1998 to $1.5 million
for the first quarter of 1999.   These increases are due primarily to additions
in executive management and other  administrative personnel to meet the demands
imposed  by  the  rapid  growth in prior  periods.   The  Company  employed  93
administrative personnel at  March  31,  1999,  a  24%  increase  over  the  75
administrative  personnel  employed  at  March 31, 1998.  As of April 30, 1999,
administrative personnel have been reduced  to  90.   Advertising,  travel  and
entertainment  and  professional  services expense decreased $0.1 million, from
$0.4 million for the three months ended  March 31, 1998 to $0.3 million for the
three months ended March 31, 1999, due to the decreased activity levels.

      Interest expense increased $0.2 million,  or  67%,  from $0.3 million for
the three month period ended March 31, 1998 to $0.5 million for the three month
period ended March 31, 1999, due to higher average levels of  debt  outstanding
during the periods.

      Income tax expense for the first quarter of 1998 was $1.2 million.  There
was an income tax benefit for the first quarter of 1999 of $0.7 million, due to
the loss for the quarter.

LIQUIDITY AND CAPITAL RESOURCES

     At March 31, 1999, the  Company  had  approximately $2.8  million in  cash
compared  to  approximately  $3.3  million at  December 31, 1998.  The  Company
had  working  capital  of  approximately  $0.6  million   at   March  31, 1999,
compared  to  $5.7  million  at December 31, 1998.   The  decrease  in  working
capital was primarily due to  the  reclassification  of  a  significant portion
of the Company's long-term debt  to  current debt, which was  partially  offset
by decreases in accounts payable and accrued expenses.

      The Company's primary credit facility is with Hibernia National Bank (the
"Hibernia Facility").  The Hibernia  Facility, which was amended in March 1999,
currently provides the Company with a  $6.1  million  term loan, a $7.0 million
revolving  line of credit to finance working capital requirements  and  a  $7.9
million line  of  credit to finance capital expenditures and acquisitions.  The
loans bear interest at prime plus 1%.  This facility, as amended, also provides
for a $2.9 million  bridge  loan, bearing interest at prime plus 2%.  The loans
under the Hibernia Facility have  a  final maturity of January 20, 2000.  As of
March 31, 1999, the Company had approximately  $20.7  million outstanding under
the  Hibernia  Facility.   At  March  31, 1999, the Company  has  committed  to
refinance  $8.1  million of its short-term  debt  with  a  long-term  facility;
accordingly, this  debt  has  been  reclassified  as  long-term.   However, the
Company  intends  on  extending  the  maturities  of  all of this indebtedness,
partially through planned refinancing with other lenders.   If  the  Company is
unable to extend its maturities and/or refinance the Hibernia Facility,  it may
be  necessary  for the Company to seek additional capital and/or sell operating
assets or divisions to raise funds to satisfy its debt obligations.  Management
believes that the  Company will be able to obtain appropriate financing for its
operations.

      As of March 31,  1999, the Company also had approximately $9.5 million in
other loans outstanding,  the majority of which (approximately $4.5 million) is
owed  pursuant  to agreements  with  CIT,  consisting  of  several  asset-based
financing loans (the  "CIT Loans").  Of the principal outstanding under the CIT
Loans, approximately $3.2  million  bears  interest  at  LIBOR  plus 3.75% (the
"Variable Rate") and matures on July 19, 2001. The proceeds of this  portion of
the loans were used to finance a portion of the OGC Acquisition, and the assets
acquired  serve  as  collateral.   The  remaining portion of the CIT Loans  was
borrowed  pursuant  to  an additional commitment  from  the  lender  of  up  to
$4,000,000 or 90% of the cost of the collateral securing amounts advanced under
this commitment.  As of March  31,  1999,  $1.8  million of this commitment had
been advanced.  Amounts advanced under this commitment  bear  interest at LIBOR
plus 3.0% and are collateralized by various seismic drilling, support equipment
and aircraft.

      In   February  1999,  the  Company  privately  placed  $2.5  million   in
subordinated  debentures  with  an affiliate of the Company.  The proceeds were
used for cash reserves and general corporate purposes.  The notes bear interest
at  12% per annum, and mature on March  1,  2004.   In  connection  with  these
debentures, the Company issued warrants to purchase up to 800,000 shares of the
Company's  common  stock at an exercise price of $5.00 per share.  The warrants
vest equally over the  next  four  years  until 2002, unless the debentures are
paid in full, in which case, those warrants  that  have  not become exercisable
will become void.  All warrants that become exercisable will expire on March 1,
2004.  The fair value of the warrants issued was approximately  $188,000, which
is included as paid-in capital.  The effective interest rate over  the  term of
the debt is approximately 19.5%.

      As of March 31, 1999, remaining indebtedness includes:  (i) $40,000  owed
to Delta Surveys, Inc. (8.5% interest rate; March 31, 2000 maturity date), (ii)
$72,000 incurred in connection with the formation of OMNI Geophysical (March 1,
2001  maturity  date),  (iii)  approximately  $1,500,000  owed  to  finance and
insurance  companies  incurred  to  finance  certain of the Company's insurance
premiums,  and  (iv) $900,000 owed to an affiliate  incurred  to  purchase  two
operating facilities (non-interest bearing).

      The  Company   currently   expects   to   make  capital  expenditures  of
approximately $1.5 million in 1999.  As of February  28,  1999,  the Company is
committed to $0.2 million of the estimated capital expenditures for 1999.

IMPACT OF YEAR 2000 COMPLIANCE

      The  Year  2000  (Y2K) issue is the result of computerized systems  being
written to store and process  the year portion of dates using two digits rather
than four.  Date-aware systems  (i.e.,  any  system  or component that performs
calculations, comparisons, sequencing, or other operations involving dates) may
fail or produce erroneous results on or before January 1, 2000 because the year
2000 will be interpreted as the year 1900.

      STATE OF READINESS.  The Company has been pursuing  a  strategy to ensure
all  its  significant computer systems will be able to process dates  from  and
after January  1,  2000, including leap years, without critical systems failure
(Y2K Compliant or Y2K  Compliance).   Computerized  systems are integral to the
operations of the Company, particularly for accounting  and operations control.
Progress of the Y2K plan is being monitored by senior management.   The Company
believes all critical components of the plan are on schedule for completion  by
the end of the second quarter of 1999.

      The   majority  of  computerized  date-sensitive  hardware  and  software
components used  by  the  Company are covered by maintenance contracts with the
vendors who originally implemented them.  Almost all of these vendors have been
contacted  regarding  Y2K  Compliance  of  their  products.   Where  necessary,
software modifications to ensure compliance will be provided by the appropriate
vendors under their maintenance contracts.

      INFORMATION TECHNOLOGY  AND NON-INFORMATION TECHNOLOGY SYSTEMS.  The bulk
of computerized business systems  processing  is  provided  through  commercial
third  party  software licensed by the Company.  This software has been  tested
for  compliance   and   the   Company   believes  that  it  is  Y2K  Compliant.
Additionally, the Company is currently in  the  process  of  investigating more
sophisticated  accounting  software  packages  to  meet  their  reporting   and
operational  needs.  The software conversion is scheduled for completion during
the third quarter  of 1999.  An assessment of all embedded systems contained in
the Company's buildings, equipment and other infrastructure has been completed.
These assessments revealed  the need to upgrade the current phone system.  This
process will be completed by the second quarter of 1999.

      THIRD  PARTY  RISKS.  The  Company's  computer  systems  are  not  widely
integrated  with the systems  of  its  suppliers  or  customers.   The  primary
potential Y2K  risk  attributable  to  third  parties would be from a temporary
disruption in certain material and services provided  by  third  parties.   The
Company  has  contacted all significant vendors regarding the vendor's state of
readiness and contingency  plans.  To date, no material adverse information has
been  received.  Additionally,  effective  November  1,  1998,  Y2K  Compliance
requirements have been included in all purchasing contracts.

      COSTS  TO  ADDRESS  THE  Y2K  ISSUES.   Based on current information, the
Company believes that the cost of Y2K Compliance  will  not  be significant and
will be provided for through its normal operating and capital  budgets.   These
estimates  are  management's  best  estimates, which are derived using numerous
assumptions of future events including  the  continued  availability of certain
resources,  third  party  modifications and other factors.   There  can  be  no
assurance that the systems  of  other  companies  will be converted on a timely
basis or that failure to convert will not have a material adverse effect on the
Company.

      RISKS  OF  THE  Y2K ISSUES.  Based on preliminary  risk  assessment  work
conducted thus far, the  Company  believes the most likely Y2K related failures
would  probably be temporary disruptions  in  certain  materials  and  services
provided  by  third  parties,  which  would  not be expected to have a material
adverse effect on the Company's financial condition or results of operations.

      CONTINGENCY PLANS.  Although the Company  believes  the likelihood of any
or  all of the above risks occurring to be low, specific contingency  plans  to
address  certain risk areas will be developed as needed beginning in the second
quarter of  1999.  However, there can be no assurance that the Company will not
be materially adversely affected by Y2K problems or related costs.

CAUTIONARY STATEMENTS

      This  Annual   Report   contains   "forward-looking   statements".   Such
statements  include,  without  limitation, statements regarding  the  Company's
expectations regarding revenue levels,  profitability  and  costs, the expected
results of the Company's business strategy, and other plans and  objectives  of
management of the Company for future operations and activities.

      Important  factors  that  could cause actual results to differ materially
from  the Company's expectations include,  without  limitation,  the  Company's
dependence  on  activity in the oil and gas industry, risks associated with the
Company's rapid growth,  the  absence  of  a  combined operating history of the
Company and the companies it has recently acquired  whose  operations differ in
many  cases  from  the  Company's traditional Transition Zone seismic  drilling
operations,  risks  associated   with   the   Company's  acquisition  strategy,
dependence on a relatively small number of significant  customers,  seasonality
and weather risks, the hazardous conditions and difficult terrain in which  the
Company operates, risks associated with the Company's  international expansion,
and risks arising from year 2000 information technology issues.  Many of  these
factors are beyond the control of the Company.

<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:  May 14, 1998                                ---------------------------
                                                    John H. Untereker
                                                    Executive Vice President