UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ______ )*
SEAL FLEET, INC.
_________________________________________________
(Name of Issuer)
CLASS A COMMON STOCK and CLASS B COMMON STOCK
___________________________________________________
(Title of Class of Securities)
812068104
_______________________
(CUSIP Number)
JAMES S. GOODNER, PO BOX 1168, GALVESTON TEXAS 77553, 409-763-8878
_______________________________________________________________________
(Name, address & telephone number of person authorized to receive
notices and communications)
August 14, 1996
__________________________________________________________
(Date of event which requires filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [].
Check the following box if a fee is being paid with the statement [x].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1; and (2) has filed
no amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
<PAGE>
SCHEDULE 13-D
CUSIP NO. 812068104 Page 2 of 6
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Magnum Corporation
65-0664262
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS: WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e).
[ ]
6. CITIZENSHIP OR PLACE OR ORGANIZATION
Florida
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
315,378 shares Class A
50,000 shares Class B
8. SHARED VOTING POWER
9. SOLE DISPOSITIVE POWER
315,378 shares Class A
50,000 shares Class B
10. SHARED DISPOSITIVE POWER
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
315,378 shares Class A
50,000 shares Class B
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.9% Class A
100% Class B
14. TYPE OF REPORTING PERSON*
CO
<PAGE>
SCHEDULE 13-D
CUSIP NO. 812068104 Page 3 of 6
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Class A Common Stock and Class B Common
Stock, par value $.10 per share of Seal Fleet, Inc. (the "Issuer"). The
principal executive offices of the Issuer are located at 3305 Avenue S,
Galveston, Texas 77553.
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13-D is filed on behalf of First Magnum Corporation. First
Magnum Corporation is wholly owned by Thomas M. Ferguson.
Name of Corporation: First Magnum Corporation
State of Incorporation: Florida
Principal Business: Holding Company
Business Address: 125 Worth Avenue, Suite 318
Palm Beach, FL 33480
During the last five years, First Magnum Corporation was not convicted in
any criminal proceeding (excluding traffic violations or similar
misdemeanors). During the last five years, First Magnum Corporation was
not a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
All shares of Seal Fleet, Inc. Class A Common stock and Class B Common
stock were purchased with funds of First Magnum Corporation. 50,000
shares of Class B Common stock were purchased from Hvide Marine
Incorporated for a nominal cost. 37,600 shares of Class A Common stock
were purchased from Hvide Marine Incorporated for a nominal cost.
277,778 shares of Class A Common stock were purchased from Seal Fleet,
Inc. shares held in treasury at the prevailing market prices as published
on the National Daily Quotation Service ("Pink Sheets") during the 60-day
period of February 1 through March 29, 1996. The total amount paid for
277,778 shares of Class A Common stock was $100,000.
ITEM 4. PURPOSE OF TRANSACTION.
The shares of common stock referred to herein have been acquired for
investment purposes. The undersigned may acquire additional shares of
beneficial interest of the Issuer, or may dispose of shares of the
Issuer, based upon his investment decision.
The undersigned has no plans or proposals at the present time which
relate to or would result in:
(a) The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer;
<PAGE>
Page 4 of 6
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the issuer or
any of its subsidiaries;
(d) Any change in the present board of directors or management of the
issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy
of the issuer;
(f) Any other material change in the issuer's business or corporate
structure;
(g) Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of
the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
(i) A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated above.
ITEM 5. Interest in Securities of the Issuer.
(a) The undersigned hereby reports beneficial ownership in the manner
described below of 315,378 shares of Class A Common stock and 50,000
shares of Class B Common stock of the Issuer.
<TABLE>
<CAPTION>
Percent of
Number of Shares Outstanding
Shares held in name of and Class Security
---------------------- ---------------- -----------
<S> <C> <C>
First Magnum Corporation 315,378 shares 13.9%*
Class A
First Magnum Corporation 50,000 shares 100.0%
Class B
</TABLE>
*Outstanding Class A Common shares of Seal Fleet, Inc. assumed to be
2,262,351 shares.
<PAGE>
PAGE 5 OF 6
(b) First Magnum Corporation has sole voting power and sole dispositive
power over the number of shares enumerated in paragraph (a).
(c)
<TABLE>
<CAPTION>
Price/share
(in dollars-
Number of commissions Transactions
Purchaser Date shares/class not included) made through
- ------------- --------- -------------- ------------- -------------
<S> <C> <C> <C> <C>
First Magnum
Corporation 8/14/96 37,600/Class A $.00 private
8/14/96 50,000/Class B $.00 private
8/19/96 277,778/Class A $.36 private
</TABLE>
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable.
Page 6 of 6
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement in true,
complete and correct.
Date: October 7, 1996 FIRST MAGNUM CORPORATION
By: /s/Thomas M. Ferguson
President
