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, 2000

                                    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                       70520
       CARENCRO, LOUISIANA
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)           (ZIP CODE)





   Registrant's telephone number, including area code:   (337) 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 8, 2000  there  were  15,979,505  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, 2000 AND DECEMBER 31, 1999
                          (Thousands of dollars)

<TABLE>
<CAPTION>
ASSETS                                                 March 31,    December 31,
------                                                   2000           1999
                                                      ------------  -------------
<S>                                                    <C>          <C>
                                                              (Unaudited)
CURRENT ASSETS:
   Cash and cash equivalents                                   $21  $         104
   Accounts receivable, net                                  3,836          3,011
   Parts and supplies inventory                              2,343          2,438
   Prepaid expenses and other                                1,905          2,601
   Net assets of discontinued operations                       362          1,160
                                                      ------------  -------------
     Total current assets                                    8,467          9,314
                                                      ------------  -------------

PROPERTY AND EQUIPMENT:
   Land                                                      1,209          1,209
   Buildings and improvements                                4,992          5,047
   Drilling, field and support equipment                    27,643         27,776
   Shop equipment                                              698            698
   Office equipment                                          1,748          1,748
   Vehicles                                                  2,398          2,404
                                                      ------------  -------------
                                                            38,688         38,882
   Less:  accumulated depreciation                           9,182          8,277
                                                      ------------  -------------
     Total property and equipment                           29,506         30,605
                                                      ------------  -------------

OTHER ASSETS:
   Goodwill, net                                             7,722          7,853
   Other                                                       294            342
                                                      ------------  -------------
     Total other assets                                      8,016          8,195
                                                      ------------  -------------
     Total assets                                         $ 45,989  $      48,114
                                                      ============  =============
</TABLE>




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


                                    -2-

<PAGE>
                        OMNI ENERGY SERVICES CORP.
                        CONSOLIDATED BALANCE SHEETS
                   MARCH 31, 2000 AND DECEMBER 31, 1999
                (Thousands of dollars, except share data)

<TABLE>
<CAPTION>
LIABILITIES AND EQUITY                                  March 31,    December 31,
----------------------                                    2000         1999
                                                      ------------  -------------
                                                             (Unaudited)
<S>                                                    <C>         <C>
CURRENT LIABILITIES:
   Current maturities of long-term debt                    $11,168        $11,758
   Line of credit                                            3,412          1,949
   Accounts payable                                          3,025          3,326
   Accrued expenses                                          1,882          2,076
                                                      ------------  -------------
     Total current liabilities                              19,487         19,109
                                                      ------------  -------------

LONG-TERM LIABILITIES:
   Long-term debt, less current maturities                   1,054          1,186
   Subordinated debt                                         7,185          7,185
                                                      ------------  -------------
     Total long-term liabilities                             8,239          8,371
                                                      ------------  -------------

TOTAL LIABILITIES                                           27,726         27,480
                                                      ------------  -------------

MINORITY INTEREST                                              233            238
                                                      ------------  -------------

EQUITY:
   Common Stock, $.01 par value, 45,000,000
     shares authorized; 15,979,505 issued and
     outstanding                                               160            160
   Preferred Stock Subscribed                                1,500          1,000
   Additional paid-in capital                               47,597         47,597
   Accumulated deficit                                     (31,217)       (28,348)
   Cumulative translation adjustment                           (10)           (13)
                                                      ------------  -------------
     Total equity                                           18,030         20,396
                                                      ------------  -------------
     Total liabilities and equity                         $ 45,989     $   48,114
                                                      ============  =============
</TABLE>




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


                                    -3-


<PAGE>
                        OMNI ENERGY SERVICES CORP.
                     CONSOLIDATED STATEMENTS OF INCOME
            FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
             (Thousands of dollars, except per share amounts)




<TABLE>
<CAPTION>
                                                      THREE MONTHS ENDED MARCH 31,
                                                      ----------------------------
                                                          2000           1999
                                                      ------------  --------------
                                                              (Unaudited)
<S>                                                   <C>            <C>
Operating revenue                                     $      4,203  $        7,448
Operating expenses                                           4,917           6,440
                                                      ------------  --------------
   Gross profit (loss)                                        (714)          1,008

General and administrative expenses                          1,435           2,265
                                                      ------------  --------------
   Operating income (loss)                                  (2,149)         (1,257)

Interest expense                                               687             490
Other income (expense)                                         (36)             29
                                                      ------------  --------------
                                                               728             461
                                                      ------------  --------------
   Income (loss) before taxes                               (2,872)         (1,718)


Income tax expense (benefit)                                   ---            (613)
                                                      ------------  --------------
Net income (loss), before
    minority interest                                       (2,872)         (1,105)
Loss of minority interest                                       (5)            (35)
Income (loss) from continuing operations                    (2,866)         (1,070)
Income (loss) from discontinued operations                     ---            (155)
                                                      ------------  --------------
Net loss                                              $     (2,866) $       (1,225)
                                                      ============  ==============

Net loss per share:
   Continuing operations                              $      (0.18) $        (0.07)
   Discontinued operations                                     ---           (0.01)
                                                      ------------  --------------
                                                             (0.18)          (0.08)

Weighted average shares outstanding:
   Diluted                                                  15,979          15,979
</TABLE>



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


                                    -4-


<PAGE>
                        OMNI ENERGY SERVICES CORP.
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                          (Thousands of dollars)
<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED MARCH 31,
                                                        ----------------------------
                                                             2000           1999
                                                        ------------   -------------
                                                                (Unaudited)
<S>                                                     <C>            <C>

CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                               $     (2,866)  $      (1,225)
 Adjustments to reconcile net income to net cash
 used in operating activities-
  Depreciation                                                   911           1,217
  Amortization                                                   133             224
  Loss on fixed asset disposition                                 38             ---
  Deferred compensation                                          ---              24
  Provision for bad debts                                        ---             (75)
  Minority interest                                               (5)            (35)
Changes in operating assets and liabilities-
 Decrease (increase) in assets-
   Receivables-
    Trade                                                       (826)           (615)
    Other                                                        ---           1,707
   Inventory                                                      95              55
   Prepaid expenses                                            1,494             586
   Other                                                          44             (53)
 Increase (decrease) in liabilities-
   Accounts payable and accrued expenses                        (494)         (2,332)
                                                        ------------   -------------
    Net cash used in operating activities                     (1,476)           (522)
                                                        ------------   -------------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Proceeds from disposal of fixed assets                          149             253
 Purchase of fixed assets                                        ---            (969)
                                                        ------------   -------------
    Net cash provided by (used in) investing activities          149            (716)
                                                        ------------   -------------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Subordinated debt                                               ---           2,500
 Proceeds from preferred stock subscription                      500             ---
 Principal payments on long-term debt                           (722)         (1,577)
 Net borrowings (payments) on line of credit                   1,462            (232)
                                                        ------------   -------------
   Net cash provided by financing activities                   1,240             691
                                                        ------------   -------------

 Effect of exchange rate changes in cash                           1               2

NET DECREASE IN CASH                                             (84)           (545)
CASH, at beginning of period                                     104           3,333
                                                        ------------   -------------
CASH, at end of period                                  $         21   $       2,788
                                                        ============   =============
SUPPLEMENTAL CASH FLOW DISCLOSURES:
CASH PAID FOR INTEREST                                  $        453   $         467
                                                        ============   =============
CASH PAID FOR TAXES                                     $        ---             ---
                                                        ============   =============
</TABLE>


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


                                    -5-



<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,
1999 and "Management's Discussion  and  Analysis of Financial Condition and
Results of Operations."

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.

Certain reclassifications  have  been  made  to  the prior year's financial
statements  in  order  to  conform  with  the classifications  adopted  for
reporting in fiscal 2000.

The  Company  has  suffered recurring  losses from operations and has a net
working capital deficiency, including  significant current debt maturities,
that  raises  substantial  doubt  about  its ability to continue as a going
concern.  The terms of the  Company's  primary  secured credit  (see   Note
3) agreements contain, among other provisions, requirements for maintaining
defined levels  of  EBITDA, working capital and tangible net worth and cash
flow coverage.  Each agreement, including the Company's subordinated  notes
(see Note 3),  contains cross-default provisions for  these  covenants.  At
December  31,  1999  and  March 31, 2000  the  Company was  in violation of
certain of its covenants under these agreements.  The Company has  received
waivers  from  the creditors via amendments/waivers  which waived financial
covenant violations through  May 15, 2000.  Due to current  and anticipated
market  conditions  in  the near term, the  Company  believes  it  will  be
in  violation  of  these  covenants  after  May  15,  2000.   In  addition,
approximately  $13  million will be due on May 15, 2000.  The  Company does
not  have  sufficient resources available  to make the required payments on
May  15, 2000 should the creditors require the Company to repay the amounts
due.  On  May  11, 2000,  Hibernia  indicated its willingnes to extend  the
maturity  until  May  22,  2000  in  order  to  continue  negotiations of a
forbearance agreement with the Company.

The  Company  is  attempting  to  refinance  its  current credit agreements
through a combination of new agreements with its current creditors or other
parties, which appropriately matches  principal  amortization with the cash
flow  capabilities  of the assets pledged.  In addition  to  attempting  to
refinance the outstanding  amounts  due,  the  Company  is evaluating other
capital  raising  alternatives,  including  additional debt,  the  sale  of
operating assets or divisions, and other alternatives.   In this regard, on
April 7, 2000, the Company signed a term sheet which outlines the following
transaction.  The Company would acquire the common stock of another seismic
related company in return for the issuance of shares of common stock of the
Company and the  issuance of  a  new  junior  convertible  preferred stock.
Contemporaneously therewith, the Company would receive a substantial amount
of cash from new investors through the issuance of additional shares of its
senior  convertible  preferred  stock.    The  Company's  $7.5  million  of
outstanding subordinated debt would be converted  to  shares  of  the newly
issued junior convertible preferred stock.  The final terms, including  the
number  of  common  and  preferred  shares  to  be issued, the terms of the
preferred stock including conversion features, and the amount of cash to be
received, are subject to the completion of negotiations between the parties
to  the  term  sheet, the new investors, and the Company's secured lenders.
In addition, final completion of this transaction will be  subject to Board
of Directors and  shareholder approval.  The Company expects to restructure
all  or  substantially  all  of  its  remaining  existing  indebtedness  in
connection with this transaction.  Management  believes the Company will be
able  to  successfully  complete  these  negotiations or obtain appropriate
financing for its operations.  However, there can be no assurances that the
Company can complete these negotiations or obtain appropriate financing for
its operations.

                                    -6-

<PAGE>

The accompanying financial statements have been prepared assuming  that the
Company will continue as a going concern.  The financial statements  do not
include  any  adjustments relating to the recoverability and classification
of asset carrying  amounts  or the amount and classification of liabilities
that might result should the  Company  be  unable  to  continue  as a going
concern.

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

Basic  Earnings  Per Share (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 periods presented.
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 and 1,429,650  options outstanding  in the quarters
ended March 31, 1999  and  2000,  respectively, that were excluded from the
calculation  of  diluted  EPS as antidilutive considering the net loss.  In
addition, warrants to purchase up to 1,937,500 shares of  common stock were
also excluded for the quarter ended March 31, 2000.

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 March 31,
2000, currently provides the Company with a $6.1 million term loan, a  $6.0
million  revolving line of credit to finance working  capital  requirements
and  a  $2.9   million  note  used  to  finance  capital  expenditures  and
acquisitions.  The  loans  bear  interest at prime plus 3% and have a final
maturity  of  May  15,  2000.   As  of March  31,  2000,  the  Company  had
approximately  $13.3  million  outstanding under the Hibernia Facility.  On
May  11, 2000,  Hibernia  indicated its willingness to extend  the maturity
until May 22, 2000  in order to continue  the negotiations of a forbearance
agreement with the Company.

At  March 31, 2000, the Company also  has  approximately  $2.9  million  in
outstanding   debt  pursuant  to  agreements  with  The  CIT  Group  (CIT),
consisting of two  asset-based  financing  loans (the "CIT Loans").  Of the
principal outstanding under the CIT Loans, approximately $2.3 million bears
interest at LIBOR plus 3.75% and matures on  July  19, 2001.  The remaining
portion of the CIT Loans bear  interest at  LIBOR plus 3.0%  and matures in
September 2000.  These loans are collateralized by various seismic drilling
units, support equipment and aircraft.

See  Note  1  for  discussion of the Company's compliance with certain loan
covenants  under  these  agreements.

In the year ended December 31, 1999, the Company  privately  placed a total
of  $7.5  million  in  subordinated  debentures  with  an affiliate of  the
Company.  Notes with a principal of $5.0 million bear interest  at  12% per
annum  and  mature  on  March 1, 2004.  An additional $2.5 million of notes
bear interest at 12.5% per annum until December 31, 1999, at which time the
rate increased by 0.5% per month not to exceed 20% per annum.  This portion
of the notes mature on March 1, 2005, with interest payable March 1 of each
year.  In connection with these debentures, the Company issued  warrants to
purchase  up  to  1,937,500  shares  of  the  Company's  common stock at an
exercise  price  of  $5.00, $3.00 and $2.00 per share for 1,600,000 shares,
300,000  shares  and 37,500 shares, respectively.  The warrants in relation
to  the  1,600,000 shares  vest equally over four  years commencing in 1999
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 warrants for the
remaining 337,500 shares vest immediately and expire on March 1, 2005.  The
fair value of all warrants is included as paid-in-capital and the effective
interest  rate  over  the  term  of  the debt, including the coupon and the
amortization of the fair value of  the warrants, is approximately 19%.  The
amount of the three  notes included  in  subordinated debt in the Company's
balance sheet at March 31, 2000 is  $7.2 million.

NOTE 4. PREFERRED STOCK SUBSCRIPTION
        ----------------------------

In  December 1999,  February and April 2000,  the Company  received from an
affiliate of the Company $1,000,000, $500,000, and  $350,000, respectively,
pursuant to three preferred stock subscription agreements for an aggregate of

                                    -7-

<PAGE>

1,850 shares of preferred stock.  The preferred  stock, which was issued on
April 26, 2000, has an 8%  cumulative  dividend rate,  is convertible  into
common stock with an initial conversion rate of $2.50, is redeemable at the
option of the Company at par plus unpaid dividends,  contains a liquidation
preference of $1,000 per share and has voting rights only  with  respect to
matters that  would  reduce  the  ranking of  the  stock compared to  other
classes  of  stock.   The  Company  issued an  additional 300 shares of the
preferred stock to the affiliate in May 2000 for  $300,000.  The funds were
used for debt service and to fund operations.

NOTE 5.  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,
                                               2000             1999
                                               ----             ----
<S>                                       <C>              <C>
Net Income (Loss)                          $   (2,866)      $   (1,225)
Other Comprehensive Income:
Foreign currency translation adjustments           (5)              16
                                           ----------       ----------
Comprehensive Income (Loss)                $   (2,872)      $   (1,209)
                                           ==========       ==========
</TABLE>


NOTE 6.  SEGMENT INFORMATION
         -------------------

The  following shows industry segment information  for  its  two  operating
segments,  Drilling and Survey, for the three month periods ended March 31,
2000 and 1999:

<TABLE>
<CAPTION>
                           Three months ended March 31,
                               2000        1999
                               ----        ----
<S>                        <C>          <C>
Operating revenues:(1)(2)
Drilling                   $      2,973 $     6,152
Survey                            1,230       1,296
                           ------------ -----------
Total                      $      4,203 $     7,448
                           ============ ===========
</TABLE>

1)  Net of inter-segment revenues of  $0.2 million for the three month period
    ended March 31, 1999.

(2) Includes $0.6 million of integrated services in South America for the three
    month period ended March 31, 1999.


<TABLE>
<CAPTION>
                                    Three months ended March 31,
                                        2000            1999
                                        ----            ----
<S>                                 <C>             <C>
Gross profit (loss):
 Drilling                            $      (549)   $      1,068
 Survey                                      (38)            (27)
 Other                                      (127)            (33)
                                     -----------    ------------
Total                                $      (714)   $      1,008

General and administrative expenses        1,435           2,265
Other expense, net                           723             461
                                     -----------    ------------
Income (loss) before taxes           $    (2,872)   $     (1,718)
                                     ===========    ============

                                    -8-
<PAGE>

Identifiable Assets:

Drilling                             $    29,121    $     35,401
Survey                                     5,883           5,481
Other                                     10,985          19,339
                                     -----------    ------------
Total                                $    45,989    $     60,221
                                     ===========    ============
Capital Expenditures:
Drilling                             $       ---    $        770
Survey                                       ---              18
Other                                        ---             120
                                     -----------    ------------
Total                                $       ---    $        969
                                     ===========    ============
</TABLE>

NOTE 7.  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.
In June 1999, the FASB delayed SFAS No. 133's effective date by one year to
fiscal  years  beginning  after  June  15, 2000, with  earlier  application
permitted. 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 instruments.

NOTE 8.  CONCENTRATION OF CREDIT RISK
         ----------------------------

The   Company's   accounts   receivable   includes   unsecured  amounts  of
approximately  $3.0 million  from two customers who have recently filed for
Chapter 11  bankruptcy.    The  Company  currently  has  specific  reserves
totaling approximately $3.0 million related to those receivables.

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, 1999.

GENERAL

     DEMAND.   Demand  for  the  Company's services is principally impacted
by   conditions   affecting    geophysical   companies   engaged   in   the
acquisition o  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

                                    -9-
<PAGE>

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,  primarily  through  acquisitions, 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.  For the three months ended March 31, 1999
and 2000,  the  Company's  operating  revenues  and  loss  from  continuing
operations  were $7.5  million and $1.1 million,  and $4.2 million and $2.9
million, respectively.

   The  Company  curtailed  its expansion strategy in the last half of 1998
in   response  to  industry  conditions   and   the   short-term   outlook.
Management   is  continuing  its  efforts  to  adjust  its   operations  to
current  market conditions   by  downsizing  its  operations.  During 1999,
the  Company  requested  and  received  from its primary  secured creditors
reductions  in principal  payments  and  extension of maturities, initially
until  March 31, 2000  and  subsequently until May 15, 2000.   In addition,
as  of  March  31, 2000 and  December  31, 1999, the  Company  was  not  in
compliance with certain financial covenants of the Company's long-term debt
agreements.  The Company obtained waivers through May 15, 2000.  Management
is continuing to explore opportunities for  restructuring its  indebtedness
and alternative financing and capital opportunities.

     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.

<TABLE>
<CAPTION>
RESULTS OF OPERATIONS                                  THREE MONTHS ENDED MARCH 31,
                                                               2000     1999
                                                               ----     ----
<S>                                                         <C>      <C>
Operating revenue ......................................    $  4,203 $  7,448
Operating expense ......................................       4,917    6,440
                                                            -------- --------
Gross profit ...........................................        (714)   1,008
General and administrative expenses ....................       1,435    2,265
                                                            -------- --------
Operating income (loss) ................................      (2,149)  (1,257)
Interest expense .......................................         687      490
Other income (expense) .................................         (36)      29
                                                            -------- --------
Income (loss) before income taxes ......................      (2,872)  (1,718)
Income tax expense (benefit) ...........................         ---     (613)
                                                            -------- --------
Net income (loss), including minority interest .........      (2,872)  (1,105)
Minority interest ......................................          (5)     (35)
                                                            -------- --------
Income (loss) from continuing operations ...............      (2,866)  (1,070)
Income (loss) from discontinued operations .............         ---     (155)
                                                            -------- --------
Net income (loss) ......................................    $ (2,866)$ (1,225)
                                                            ======== ========
</TABLE>

       THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THREE MONTHS
                        ENDED MARCH 31, 1999

     Operating  revenues  decreased   43%,  or  $3.2   million,  from  $7.4
million  for  the  three  months  ended  March 31,  1999  to  $4.2  million
for  the  three  months  ended  March  31,  2000.   As  a  result  of   the
decline  in seismic activity,  drilling  revenues  decreased  $3.4  million
to $3.0  million  for  the  three  months  ended  March  31,  2000.  Survey

                                    -10-

<PAGE>

revenues increased  71%  from the three  months  ended  March  31,  1999 to
$1.2  million  for  the  three months  ended March 31, 2000.  The Company's
South American joint  venture  had revenues  of  $0.6 million for the three
months ended March 31, 1999; there were no similar  revenues  for the three
months ended March 31, 2000.

     Operating  expenses  decreased 23%, or $1.5 million, from $6.4 million
for the three months ended  March  31,  1999  to $4.9 million for the three
months ended March 31, 2000.  Declines in payroll  costs  accounted for 53%
of this decrease as operating payroll expense decreased from  $3.2  million
to   $2.4  million  for  the  quarters  ended  March  31,  1999  and  2000,
respectively.  The significant decrease in seismic activity has resulted in
a corresponding  decrease  in  the  amount  of  personnel  employed  by the
Company,  as the average number of field employees has declined to 181  for
the three months  ended March 31, 2000 compared to 204 for the three months
ended March 31, 1999.  Also as a result of the lower activity levels in the
first quarter of 2000  as compared to the first quarter of 1999, explosives
and fuel costs, repairs  and  maintenance expenses, rentals and leases, and
insurance expenses decreased $0.6 million from $1.8 million to $1.2 million
for the three months ended March 31, 1999 and 2000, respectively.

     Gross profit margins were  14%  and  (17)%  for the three months ended
March  31, 1999 and 2000, respectively.  The variance  is  attributable  to
substantially  lower  domestic  revenues relative to the fixed costs of the
Company's  Drilling segment, as well as limited activity from the Company's
South American operations.

     General and administrative expenses decreased  $0.9  million from $2.3
million for the three months ended March 31, 1999 to $1.4 million  for  the
three months ended March 31, 2000, a 37% decrease.  Payroll costs decreased
$0.5  million  from  $1.2  million  for  the  first quarter of 1999 to $0.7
million for the first quarter of 2000.  These decreases  are  due primarily
to lower personnel levels as the average number of administrative employees
declined to 32 for the three months ended March 31, 2000, from  77  for the
three  months  ended March 31, 1999. Travel and entertainment, rentals  and
leases, and office  and supplies expenses decreased $0.3 million, from $0.4
million for the three  months  ended March 31, 1999 to $0.1 million for the
three months ended March 31, 2000, due to the decreased activity levels.

     Interest expense increased  $0.2  million  from  $0.5  million for the
three month period ended March 31, 1999 to $0.7 million for the three month
period  ended  March  31,  2000,  due  to  higher  average  levels of  debt
outstanding during the periods, as well as increased interest rates charged
by the Company's primary lender.

     Due  to  the  loss  for  the period ended March 31, 1999, the  Company
recorded an income  tax benefit of $0.6 million.  The Company continued  to
record a valuation allowance during the period ended March 31, 2000 against
the Company's net operating loss carryforwards.

LIQUIDITY AND CAPITAL RESOURCES

     The Company has  suffered  recurring losses from  operations and has a
net   working  capital  deficiency,   including  significant  current  debt
maturities, that  raises substantial doubt about its ability to continue as
a  going  concern.   The terms of  the  Company's  credit  facilities  with
Hibernia National Bank (the "Hibernia Facility") and the CIT Group  ("CIT")
contain, among  other  provisions,  requirements  for  maintaining  defined
levels of EBITDA, working  capital  and tangible net worth  and  cash  flow
coverage.   Each agreement, including  the  Company's  subordinated  notes,
contains cross-default provisions  for these covenants.  At March 31, 2000,
the  Company  was  in  violation  of  certain of  its covenants under these
agreements.  The Company has received waivers from  Hibernia  and  CIT  via
amendments/waivers which waived  financial covenant violations through May,
15,  2000  and extended maturities through May 15, 2000.   The Company does
not have sufficient  resources  available to  make the required payments on
May 15, 2000 should its creditors require the Company to repay the  amounts
due upon maturity.

     The  Company  is   attempting   to   refinance  its   current   credit
agreements  through  a   combination   of    new    agreements   with   its
current creditors or other parties, which  appropriately  matches principal
amortization  with  the  cash  flow  capabilities  of  the assets  pledged.
In    addition    to    attempting    to   refinance    the     outstanding
amounts   due,   the   Company   is   evaluating   other   capital  raising
alternatives, including  additional debt, the  sale of operating assets  or

                                    -11-

<PAGE>

divisions, and other alternatives.  In this regard, on April  7,  2000, the
Company reached an  agreement in principle on a term  sheet  which outlines
the following transaction.  The Company would acquire the  common  stock of
another  seismic  related company in return for  the  issuance of shares of
common stock  of the Company and  the  issuance of a new junior convertible
preferred stock.   Contemporaneously therewith, the Company would receive a
substantial  amount  of cash  from  new investors through the  issuance  of
additional shares of its senior convertible preferred stock.  The Company's
$7.5  million of outstanding subordinated debt would be converted to shares
of the newly issued junior convertible preferred stock.   The  final terms,
including the number of common and preferred shares to be issued, the terms
of the preferred stock including conversion futures, and the amount of cash
to be received, are subject to the  completion  of negotiations between the
parties  to  the  term sheet, the  new investors  and the Company's secured
lenders.  In addition, final completion of this transaction will be subject
to  Board  of Directors and shareholder  approval.  The Company expects  to
restructure all or substantially all of its remaining existing indebtedness
in connection with this transaction.  Management believes the Company  will
be able to successfully complete  these negotiations  or obtain appropriate
financing for its operations.  However, there can be no assurances that the
Company can complete these negotiations or obtain appropriate financing for
its operations.

     At  March 31, 2000, the Company had approximately  zero  cash  balance
compared to  approximately  $0.1 million at December 31, 1999.  The Company
had a $(11.0) million working  capital  deficit at March 31, 2000, compared
to   $(9.8) million at December 31, 1999 due  primarily  to  the  Company's
secured  debt  being  classified  as  a current liability.  The decrease in
working  capital  is  due  to  decreases in  accounts  receivable,  prepaid
expenses and net assets of discontinued operations.

     The Company's  primary  credit  facility is the Hibernia Facility. The
Hibernia Facility, which was amended March 31, 2000, currently provides the
Company  with  a  $6.1  million term loan, a $6.0 million revolving line of
credit to finance working capital requirements and a $2.9 million note used
to finance capital expenditures  and acquisitions.  The loans bear interest
at  prime  plus 3%  and have a final maturity of May 15, 2000.  As of March
31, 2000, the Company had approximately $13.3 million outstanding under the
Hibernia Facility.   On  May  11, 2000, Hibernia  indicated its willingness
to extend  the  maturity  until  May  22, 2000  in  order  to  continue the
negotiations of a forbearance agreement with the Company.

     At March 31, 2000, the Company  also has approximately $2.9 million in
outstanding  debt pursuant to agreements with CIT, consisting of two asset-
based financing loans.  Of the principal outstanding under  the  CIT Loans,
approximately $2.3 million bears interest at LIBOR plus  3.75% and  matures
on July 19, 2001.  The remaining portion of  the CIT Loans bear interest at
LIBOR   plus  3.0%  and  mature  in  September   2000.    These  loans  are
collateralized  by  various  seismic  drilling units, support equipment and
aircraft.

     In the year ended December 31, 1999, the  Company privately  placed  a
total of $7.5 million in subordinated  debentures  with an affiliate of the
Company.  Notes with a principal of $5.0  million bear interest at 12%  per
annum and mature  on  March 1, 2004.   An  additional $2.5 million of notes
bear interest  at  12.5% per annum until December 31, 1999, at  which  time
the  rate  increased  by  0.5% per month not to exceed 20% per annum.  This
portion of the notes mature on  March 1,  2005, with interest payable March
1 of each year.  In connection with these debentures,  the  Company  issued
warrants  to purchase  up to 1,937,500 shares of the Company's common stock
at an exercise price  of$5.00,   $3.00  and  $2.00  per share for 1,600,000
shares,  300,000  shares and 37,500 shares, respectively.  The  warrants in
relation to the 1,600,000 shares vest equally over four years commencing in
1999  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
warrants for the remaining  337,500 shares vest  immediately  and expire on
March 1, 2005.  The proceeds of all of  these  notes were used for  current
working capital purposes.  The fair value  of  all  warrants is included as
paid-in-capital  and  the  effective interest rate over  the  term  of  the
debt,  including  the  coupon and the amortization of the fair value of the
warrants, is approximately 19%.   The amount of the three notes included in
subordinated debt is $7.2 million.

     In December  1999, February 2000  and April 2000, the Company received
from  an  affiliate of  the  Company  $1,000,000,  $500,000  and  $350,000,
respectively, pursuant to three preferred stock subscription agreements for
an aggregate  of  1,850  shares  of preferred stock.  The  preferred stock,
which was issued on April 26, 2000, has an 8%  cumulative dividend rate, is
convertible into common stock  with an initial conversion rate of $2.50, is
redeemable  at  the  option  of  the  Company at par plus unpaid dividends,
contains  a  liquidation  preference  of  $1,000  per  share and has voting
rights  only  with  respect to matters  that   would   reduce  the  ranking

                                    -12-

<PAGE>

of the stock compared to  other  classes of stock.   The Company  issued an
additional 300 shares of the preferred stock to the affiliate  in  May 2000
for $300,000.  The funds were used for debt service and to fund operations.

     The  Company currently expects  minimal capital expenditures  for  the
remainder of 2000.

YEAR 2000 UPDATE

     By the  end of 1999, the Company completed its remediation and testing
of critical information  technology and non-information technology systems.
As  a  result of those efforts,  the  Company  experienced  no  significant
disruptions  in those systems and it is believed those systems successfully
responded to the year 2000 date change.  The Company expended appropriately
in connection with remediating its systems.  Management is not aware of any
material problems  resulting  from year 2000 issues, either with product or
service offerings, internal systems  or the  products and services of third
parties.   The  Company  will  continue to monitor  its  critical  computer
applications and those of its suppliers  and  vendors  throughout  the year
2000  to  ensure  that  any  latent  year  2000  matters that may arise are
addressed promptly.

FORWARD-LOOKING STATEMENTS

     This  Quarterly  Report contains certain "forward-looking  statements"
within in the meaning of  Section 27A of the Securities Act and Section 21E
of the Exchange Act.  All statements  other  than  statements of historical
fact included in this report regarding the Company's financial position and
liquidity,  its  strategic  alternatives,  future capital  needs,  business
strategies and other plans and objectives of  management of the Company for
future  operations and activities, are forward-looking  statements.   These
statements  are  based  on  certain  assumptions  and  analyses made by the
Company's  management  in  light  of its experience and its  perception  of
historical trends, current conditions,  expected  future  developments  and
other  factors  it  believes are appropriate under the circumstances.  Such
forward-looking statements  are  subject  to uncertainties that could cause
the  Company's actual results to differ materially  from  such  statements.
Such uncertainties  include  but are not limited to:  the volatility of the
oil  and  gas  industry,  including  the  level  of  offshore  exploration,
production  and  development   activity;  changes  in  competitive  factors
affecting  the  Company's  operations;  operating  hazards,  including  the
significant possibility of accidents resulting in personal injury, property
damage or environment damage;  the  effect  on the Company's performance of
regulatory programs and environmental matters;  seasonality of the offshore
industry  in the Gulf of Mexico; and the Company's  dependence  on  certain
customers.  These and other uncertainties related to the Company's business
are described  in  detail  in the Company's other public filings.  Although
the  Company believes that the  expectations  reflected  in  such  forward-
looking  statements  are  reasonable,  it  can  give no assurance that such
expectations  will  prove to be correct.  You are cautioned  not  to  place
undue reliance on these  forward-looking statements, which speak only as of
the date hereof.  The Company undertakes no obligation to update any of its
forward-looking statements for any reason.

                                    -13-

<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, 2000                /S/  John H. Untereker
                                   ---------------------------------------
                                             John H. Untereker
                                    President and Chief Executive Officer


         May 15, 2000                    /S/  Peter H. Nielsen
                                   ---------------------------------------
                                              Peter H. Nielsen
                                         Executive Vice President,
                                    Chief Financial Officer and Treasurer




                                    S-1



<PAGE>
                          OMNI ENERGY SERVICES CORP.


                                 EXHIBIT INDEX

      EXHIBIT
      NUMBER

        2.1     Exchange  Agreement  between  the  members of OMNI
                Geophysical, L.L.C. and OMNI Energy Services Corp. (the
                "Company")(1)

        2.2     Exchange Agreement by and among American  Aviation
                Incorporated,   American   Aviation   L.L.C.  and  OMNI
                Geophysical, L.L.C., dated as of July 1, 1997.(2)

        3.1     Amended and Restated Articles of Incorporation  of
                the Company(2)

        3.2     Bylaws of the Company, as amended.(1)

        4.1     See  Exhibits  3.1  and  3.2 for provisions of the
                Company's   Articles  of  Incorporation   and   By-laws
                defining the rights of holders of Common Stock.

        4.2     Specimen Common Stock Certificate.(2)

        27.1    Financial Data Schedule


________________________

(1) Incorporated by reference to the Company's  Annual Report on Form 10-K  for
    the fiscal year ended December 31, 1997

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

                                        E-1