UNITED STATES
                           SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.  20549


                                      FORM 10-Q



         *   Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934
            For the Quarterly period ended March 31, 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   *    No

      As of May 13, 1998 there were 15,789,867 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 March 31, 1998 (unaudited) and
            December 31, 1997..............................................  1
            Consolidated Statements of Income for the three months ended March
            31, 1998 and 1997 (unaudited)..................................  3
            Consolidated Statements of Cash Flows for the three months ended
            March 31, 1998 and 1997 (unaudited)............................  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................................................................. 10

Part II - Other Information
      Item 6 - Exhibits and Reports on Form 8-K............................ 10

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

Exhibit Index.............................................................. E-1


<PAGE>
                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 1998 AND DECEMBER 31, 1997
                           (Thousands of dollars)

<TABLE>
<CAPTION>
ASSETS                                       March 31,          December 31,
                                               1998                 1997
                                            (Unaudited)
<S>                                         <C>                  <C>                                          
CURRENT ASSETS:
   Cash and cash equivalents                $ 2,283              $ 8,723
   Accounts receivable, net                  16,979               11,958
   Parts and supplies inventory               4,652                2,988
   Data held for sale                         1,320                   0
   Deferred tax asset                           212                  212
   Prepaid expenses and other                 2,276                1,753
      Total current assets                   27,722               25,634

PROPERTY AND EQUIPMENT:
   Land                                         359                  359
   Building and improvements                  4,459                3,949
   Drilling, field and support equipment     23,572               21,940
   Shop equipment                               465                  408
   Office equipment                             610                  582
   Aircraft                                   8,455                9,266
   Vehicles                                   3,764                3,448
   Construction in progress                     711                  800
                                             42,395               40,752
   Less:  accumulated depreciation            3,728                2,909
      Total property and equipment           38,667               37,843

OTHER ASSETS:
   Goodwill, net                             10,669               10,680
   Other                                      1,062                  756
      Total other assets                     11,731               11,436
      Total assets                       $   78,120           $   74,913
</TABLE>



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


<PAGE>
                          OMNI ENERGY SERVICES CORP.
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 1998 AND DECEMBER 31, 1997
                           (Thousands of dollars)


<TABLE>
<CAPTION>
<S>                                                   <C>                <C>
LIABILITIES AND EQUITY                                 March 31,          December 31,
                                                         1998                1997
                                                      (Unaudited)
CURRENT LIABILITIES:
   Current maturities of long-term debt               $ 4,687             $ 5,713
   Accounts payable                                     4,896               5,998
   Accrued expenses                                     2,965               1,772
   Unearned revenue                                        51                 637
      Total current liabilities                        12,599              14,120
LONG-TERM LIABILITIES:
   Long-term debt, less current maturities             13,529              14,558
   Line of credit                                       3,876                 0
   Deferred taxes                                       1,650               1,650
      Total long-term liabilities                      19,055              16,208
EQUITY:
   Common Stock, $.01 par value, 45,000,000               157                 157
      shares authorized; 15,726,282 issued and
      outstanding
   Additional paid-in capital                          44,074              44,038
   Retained earnings                                    2,235                 390
      Total equity                                     46,466              44,585
      Total liabilities and equity                   $ 78,120            $ 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 MONTHS ENDED MARCH 31, 1998 AND 1997
               (Thousands of dollars, except per share amounts)


<TABLE>
<CAPTION>
                                                      SUCCESSOR            PREDECESSOR
                                                     (Unaudited)           (Unaudited)
<S>                                                <C>                    <C>
                                                    Three Months           Three Months
                                                        Ended                  Ended
                                                      March 31,              March 31,
                                                        1998                   1997
Operating revenue                                    $   18,329             $   5,420
Operating expenses                                       12,728                 4,328
   Gross profit                                           5,601                 1,092
General and administrative expenses                       2,272                   731
   Operating income                                       3,329                   361
Interest expense                                            307                   278
Other income (expense)                                       53                     5
                                                          (254)                  (273)
   Income before taxes                                    3,075                    88
Income tax expense(a)                                     1,230                    35
Net income                                           $    1,845              $     53

Weighted average shares outstanding(b):
   Basic                                                 15,726                10,709
   Dilutive                                              15,789                10,709

Net income per share(b):
   Basic                                             $     0.12             $    0.01
   Dilutive(c)                                       $     0.12             $   (0.01)
</TABLE>




(a)At March 31, 1997 the Company was exempt  from  income  tax,  and  thus  the
   historical  financial statements reflect no provision for income taxes.  The
   pro forma adjustment reflects a provision for income taxes at a combined 40%
   federal and state income tax rate.

(b)Pro forma common  shares at March 31, 1997 reflect the exchange of interests
   in the Company's predecessor,  OMNI  Geophysical,  L.L.C., pursuant to which
   holders   of  such  interests  exchanged  101,263  common  units   of   OMNI
   Geophysical, L.L.C. for 10,708,562 shares of the Company's common stock.

(c)Gives effect  to the payment of dividends on the outstanding preferred units
   of OMNI Geophysical,  L.L.C.  of  approximately $117,000 for the three month
   period ended March 31, 1997.






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



<PAGE>
                          OMNI ENERGY SERVICES CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                           (Thousands of dollars)

<TABLE>
<CAPTION>
                                                      SUCCESSOR            PREDECESSOR
                                                     (Unaudited)           (Unaudited)
<S>                                                  <C>                    <C>
                                                      Three Months           Three Months
                                                        Ended                  Ended
                                                       March 31,              March 31,
                                                          1998                  1997
CASH FLOWS FROM OPERATING ACTIVITIES                       
   Net income                                           $ 1,845               $  88
   Adjustments to reconcile net income to net cash
   provided by (used in)operating activities-
   Depreciation                                             933                 393
   Amortization                                             141                  16
   Loss on fixed asset disposition                           21                   0
   Deferred compensation                                     36                   0
   Provision for bad debts                                  150                   0
Changes in operating assets and liabilities-
   Decrease (increase) in assets-
      Receivables-
         Trade                                           (3,242)                132
         Other                                              648                 (57)
      Inventory                                          (1,664)               (312)
      Prepaid expenses                                       29                 147
      Data held for sale                                 (1,320)                  0
      Other                                                (436)               (203)
   Increase (decrease) in liabilities-
      Accounts payable                                   (1,102)              1,284
      Accrued expenses                                    1,020                 350
      Unearned revenue                                     (586)                  0
      Due to affiliates and stockholders/members              0                   5
        Net cash provided by (used in) operating 
         activities                                      (3,527)              1,843
CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from disposal of fixed assets                   354                   0
   Purchase of fixed assets                              (4,709)             (3,179)
         Net cash used in investing activities           (4,355)             (3,179)
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of long-term debt                 223               1,451
   Principal payments on long-term debt                  (2,657)               (632)
   Net borrowings/(payments) on line of credit            3,876                (188)
   Capital contributions                                      0               1,000
   Distributions to members                                   0                (321)
         Net cash provided by financing
            activities                                    1,442               1,310
NET DECREASE IN CASH                                     (6,440)                (26)
CASH, at beginning of period                              8,723                  39
CASH, at end of period                                  $ 2,283              $   13
SUPPLEMENTAL CASH FLOW DISCLOSURES:
CASH PAID FOR INTEREST                                  $   233              $  237
CASH PAID FOR TAXES                                     $     0              $    0    
</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,  OMNI  Energy  Services  Corp.  (the  "Company"  or  the
"Successor")  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."  Information  with respect to the three months ended March 31,
1997,  reflects  the  results  of  operations  of OMNI Geophysical, L.L.C., the
Company's Predecessor (the "Predecessor").

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

The  Company's  operations  are  subject  to  seasonal  variations  in  weather
conditions and daylight hours.   Since  the  Company's  activities  take  place
outdoors,  the average number of hours worked per day, and therefore the number
of holes drilled  or  surveyed per day, generally is less 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.  Therefore, the  results  of operations for interim periods
are not necessarily indicative of the operating  results  that  may be expected
for the full fiscal year.

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  securities and other
contracts  to  issue  shares of common stock were exercised or  converted  into
common stock.

NOTE 3.  LONG-TERM DEBT

On January 20, 1998, the  Company  restructured  its  credit  arrangements with
Hibernia National Bank.  Under the restructured facility (the "New  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  March 31, 1998, the Company had approximately $14.8 million outstanding
under the  New  Facility.  The New 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 March 31, 1998).

NOTE 4.  SALE OF FIXED WING DIVISION

On March 31, 1998,  the  Company sold the assets of its fixed wing division for
approximately $2.9 million.   This transaction had no significant impact on the
Company's quarterly operating results.

NOTE 5.  SUBSEQUENT EVENTS

Effective  April 1, 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.

Effective April 20, 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.

Effective  May  1,  1998,  the  Company acquired Hamilton Drill Tech,  Inc.,  a
specialty drilling support company,  headquartered  in  Canada.   The  purchase
price was approximately $0.9 million in cash.



<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.  The additional capacity and related increase in work force have led
to significant increases in the  Company's  revenue  and generally commensurate
increases  in  operating  expenses  and  selling,  general  and  administrative
expenses.    If   anticipated  increases  in  seismic  activity  are  realized,
management would also expect these expenses to continue to increase as a direct
correlation.

      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 March
31, 1998, the Company's backlog was $76.0 million, compared to $70.0 million at
December 31, 1997.  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, the average number of  hours  worked
per day, and  therefore  the  number  of  holes drilled or surveyed per day, is
generally less 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 are subject to the seasonal
climatic conditions of that area.  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>
                                                      QUARTER ENDED                    QUARTER ENDED
                                                      March 31, 1998                   March 31, 1997
<S>                                                  <C>                              <C>
                                                       (unaudited)                       (unaudited)
Operating revenue                                        $18,329                           $5,420
Operating expense                                         12,728                            4,328
Gross profit                                               5,601                            1,092
General and administrative expenses                        2,272                              731
Operating income                                           3,329                              361
Interest expense                                             307                              278
Other income                                                  53                                5
Income before taxes                                        3,075                               88
Income tax expense                                         1,230                                0
Net income                                              $  1,845                            $  88
</TABLE>

      Operating revenues increased 239%,  from $5.4 million for the three month
period ended March 31, 1997 to $18.3 million  for  the three month period ended
March 31, 1998.  Internal growth resulting from the increase in industry demand
for 3-D seismic data accounted for approximately $8.6  million, or 67%, of this
increase.  The remaining increase was due to the acquisition  of  six companies
completed   during   1997.    The   Company's   aviation  division  contributed
approximately  $2.1 million in revenues, while the  Company's  survey  division
generated revenues  of  approximately  $2.2  million.  The Company employed 684
employees  for  both  field and administrative operations  at  March  31,  1998
compared to 347 at March  31,  1997, a 97% increase.  As of March 31, 1998, the
Company had increased its number  of  drilling units 141% to 171 units compared
to 71 total drilling units at March 31, 1997.  At  March 31, 1997, the  Company
owned  one  helicopter,  compared  to eighteen helicopters at March 31, 1998 of
which seventeen were owned.

      Operating expenses increased 195%,  from  $4.3 million in the three month
period ended March 31, 1997 to $12.7 million in the  three  month  period ended
March 31, 1998, due to both the internal growth of the Company in 1997  and the
expanded  scope of the Company's operations that resulted from the acquisitions
described above.  Total payroll expense increased 232% from $1.9 million in the
first quarter  of 1997 to $6.3 million in the first quarter of 1998, due to the
significant increase  in  the  size  of  the  Company's workforce.  Repairs and
maintenance costs were $1.8 million in the three  month  period ended March 31,
1998, a 125% increase over the three month period ended March 31, 1997 costs of
$0.8 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 $1.3 million  in  contract  service  expenses  from
third  party  survey  companies  during  the  first quarter of 1998; there were
generally no similar expenses in the first quarter  of  1997.  Explosives costs
increased from $0.3 million to $1.1 million for the three  month  periods ended
March 31, 1997 and 1998, respectively, due to the increased number  of projects
for which the Company provided explosives.  Depreciation expense increased 125%
to  $0.9  million in the first quarter of 1998, from $0.4 million in the  first
quarter of  1997, primarily due to the increased number of seismic drilling and
support equipment  units owned by the Company, and the addition of the aircraft
acquired in July 1997.

      Gross profit increased  409%,  from  $1.1  million to $5.6 million in the
three  months  ended  March  31,  1997 and 1998, respectively.   Gross  margins
increased from 20% in the first quarter  of 1997 to 31% in the first quarter of
1998.  The lower margins in the first quarter  of  1997  were  a  result  of  a
decreased  utilization  of  assets, which was not matched with decreases in the
Company's workforce.  In contrast,  during  the  first  quarter of 1998, due to
higher demand for the Company's services, the Company was  able  to utilize its
employees at a higher rate.

      General and administrative expenses were $2.3 million for the first three
months of 1998, compared to $0.7 million for the first three months  of 1997, a
229%  increase.   Increases  in  office  personnel, payroll taxes and insurance
accounted for $0.6 million of this increase.   Other  components of general and
administrative   expenses,   including   business   promotions,    travel   and
entertainment, utilities, office and rentals increased $0.7 million  from  $0.2
million  in  the  first quarter of 1997 to $0.9 million in the first quarter of
1998.  Additionally, bad debt and amortization expense totaled $0.3 million for
the three month period  ended March 31, 1998, with generally no similar expense
in the first quarter of 1997.   Although  general  and  administrative expenses
increased significantly, due to the increase in the size  and  the scope of the
Company's  operations,  as  a percentage of revenue, general and administrative
expenses  decreased  from  14%  to  12% for the first quarter of 1997 and 1998,
respectively.

      Income tax expense was  $1.2  million for the first three months of 1998.
The Company converted to a taxable entity  on  December  4, 1997.  Accordingly,
no provision for income taxes were paid during the first quarters 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.

LIQUIDITY AND CAPITAL RESOURCES

      At March 31, 1998, the Company had approximately $2.3  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  three  month  period
ended  March  31,  1998,  totaling  approximately $4.7 million and the increase
in accounts receivable.  The Company's cash position at December 31, 1997,  was
also  higher  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 $15.1 million at March 31, 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 "New 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 March 31, 1998, the Company  had
approximately  $14.8  million  outstanding  under  the New Facility.  The loans
under  the  New  Facility  bear  interest at LIBOR plus an  applicable  margin,
ranging from 1.25% to 2.25% (7.125% at March 31, 1998).  The New Facility has a
final maturity of January 20, 2000,  is required to be guaranteed by all of the
Company's  subsidiaries, requires the Company  to  maintain  certain  financial
ratios, imposes  certain  limitations  in  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 $7.3 million in outstanding indebtedness in
addition to outstanding indebtedness under the  New Facility at March 31, 1998.
The  majority  of this debt (approximately $6.3 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% (the "Variable Rate") and matures on July 19, 2001.   Prior to August 19,
1998, the Company may elect to pay interest on this portion of  the  loan  at a
fixed  rate  equal  to  the  interest  rate  on  U.S.  Treasury securities of a
comparable maturity to the loan at the time of election  plus 4.25% (the "Fixed
Rate").  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 March 31, 1998  was  approximately  $1.0
million,  including  approximately  $0.8  million  owed  to  finance  companies
incurred to finance certain of the Company's insurance premiums.

      In the first quarter  of  1998,  the Company made capital expenditures of
approximately  $4.7  million,  including  $1.7  million  for  the  purchase  or
construction of seismic drilling and support  equipment,  $2.1  million for the
purchase  of  four helicopters and one airplane (which was subsequently  sold),
$0.4 million for the purchase of support vehicles and $0.5 for various building
and leasehold improvements.   Currently, the Company is committed to additional
estimated capital expenditures  for the remainder of 1998 totaling $9.1 million
(in addition to the acquisitions  described  below), including $6.7 million for
additional  drilling,  survey and other support  equipment,  $1.7  million  for
helicopters, $0.4 million  for  vehicles  and  $0.3  million  for computers and
leasehold improvements.

      On  March 31, 1998, the Company sold all of its fixed-wing  airplane  and
related assets  for  approximately  $2.9  million.   This  transaction  had  no
significant impact on the Company's quarterly operating results.

      Effective   April   1,   1998,   the   Company   acquired  Eagle  Surveys
International,  Inc.,  a  seismic  survey  support  company,  headquartered  in
Houston, Texas.  The purchase price was $1.1 million in cash and  $0.7  million
in common stock.  Effective April 20, 1998, the Company acquired the assets  of
Coastal  Turbines,  Inc.,   a  helicopter  support company, based in Lafayette,
Louisiana.  The purchase price was approximately  $1.1 million in cash and $0.1
million in common stock.  Effective May 1, 1998, the  Company acquired Hamilton
Drill  Tech,  Inc.,  a  specialty  drilling support company,  headquartered  in
Canada.  The purchase price was approximately $0.9 million in cash.

      Management believes that cash generated from operations and the Company's
New  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 operation 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 New
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 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:  May 15, 1998                      /s/ David A. Jeansonne
                                          David A. Jeansonne
                                          Chief Executive Officer


Dated:  May 15, 1998                     /s/ David E. Crays
                                         David E. Crays
                                         Vice  President and Chief Financial
                                            Officer
                                         (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                    Sales Agreement, dated March 31, 1998, by and between American
                          Aviation, L.L.C. and American Aviation Charters, L.L.C.
  10.2                    Aircraft  Lease  and Services Agreement, dated March 31, 1998,
                          by and between American Aviation, L.L.C. and American Aviation
                          Charters, L.L.C.
  10.3                    Asset  Purchase  Agreement  dated April 17, 1998, by and among
                          the Company, Coastal Turbines,  Inc.,  Paul E. Graham and Tina
                          Taylor Graham.
  10.4                    Agreement  and Plan of Merger, dated May 5, 1998, by and among
                          the Company,  Eagle Surveys International, Inc. and Timothy O.
                          Flaman.
  10.5                    Stock Purchase Agreement, dated May 13, 1998, by and among the
                          Company, Burt Hamilton and Hamilton Drill Tech Inc.
  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).