UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 3--AMENDMENT
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of
1934, Section 17(a) of the Public Utility Holding Company Act of
1935 or Section 30(f) of the Investment Company Act of 1940
1. NAME AND ADDRESS OF REPORTING PERSON
Goodner, James S.
P O Box 1168
Galveston, Texas 77553
2. DATE OF EVENT REQUIRING STATEMENT
August 14, 1996
3. IRS OR SOCIAL SECURITY NUMBER OF REPORTING PERSON (VOLUNTARY)
###-##-####
4. ISSUER NAME AND TICKER OR TRADING SYMBOL
Seal Fleet, Inc. and SEALA
5. RELATIONSHIP OF REPORTING PERSON(S) TO ISSUER
Officer, Chief Financial Officer, Secretary and Treasurer
6. IF AMENDMENT, DATE OF ORIGINAL (MONTH/DAY/YEAR)
August 26, 1996
7. INDIVIDUAL OR JOINT/GROUP/FILING
Form filed by One Reporting Person.
TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
1. TITLE OF SECURITY
None.
2. AMOUNT OF SECURITIES BENEFICIALLY OWNED
None.
3. OWNERSHIP FORM: DIRECT (D) OR INDIRECT (I)
Not Applicable.
4. NATURE OF INDIRECT BENEFICIAL OWNERSHIP
Not Applicable.
TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., PUTS,
CALLS WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
1. TITLE OF DERIVATIVE SECURITY
Seal Fleet, Inc. stock options.
2. DATE EXERCISABLE AND EXPIRATION DATE
Date Exercisable: August 15, 1997
Expiration Date: August 14, 2006
3. TITLE AND AMOUNT OF SECURITIES UNDERLYING DERIVATIVE SECURITY
Title: Class A Common Stock
Amount of Number of Shares: 80,000
4. CONVERSION OR EXERCISE PRICE OF DERIVATIVE SECURITY
$.50
5. OWNERSHIP FORM OF DERIVATIVE SECURITY: DIRECT (D) OR
INDIRECT (I)
Direct
6. NATURE OF INDIRECT BENEFICIAL OWNERSHIP
Not Applicable
/s/James S. Goodner
Signature of Reporting Person
Date: September 10, 1996
