-----------------------------
OMB Approval
OMB Number: 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response....14.90
-----------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Grant Geophysical, Inc.
- ---------------------------------------------------------------------
(Name of Issuer)
$2.4375 Convertible Exchangeable Preferred Stock,
- ---------------------------------------------------------------------
(Title of Class of Securities)
388085201
----------------------
(CUSIP Number)
*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 the disclosures provided
in a prior cover page.
The information required in 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>
- ----------------------------- ----------------------------
CUSIP No. 388085201 13G Page 2 of 6 Pages
- ----------------------------- ----------------------------
- -------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Salomon Inc
22-1660266
- -------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
- -------------------------------------------------------------------------
3 SEC USE ONLY
- -------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF ---
---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 433
---------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON ---
---------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
433
- -------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
433
- -------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* |_|
- -------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
- -------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
HC, CO
- -------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
Grant Geophysical, Inc. ("Grant")
Item 1(b). Address of Issuer's Principal Executive Offices:
10615 Shadow Wood Drive
Houston, Texas 77043
Item 2(a). Name of Person Filing:
Salomon Inc
Item 2(b). Address or Principal Office or, if none, Residence:
Seven World Trade Center
New York, New York 10048
Item 2(c). Citizenship or Place of Organization:
Delaware
Item 2(d). Title of Class of Securities:
$2.4375 Convertible Exchangeable Preferred Stock par
value $.01 per share (the "Preferred Stock").
Item 2(e). CUSIP Number:
388085201
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15
of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19)
of the Act;
(d) [ ] Investment Company registered under Section 8
of the Investment Company Act;
(e) [ ] Investment Adviser registered under Section 203
of the Investment Advisers Act of 1940;
Page 3
of 6 Pages
<PAGE>
(f) [ ] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F);
(g) [X] Parent Holding Company, in accordance with
ss. 240.13d-1(b)(1)(ii)(G);
(h) [ ] Group, in accordance with ss. 240.13d-1(b)(1)
(ii)(H).
Item 4. Ownership.
(a) Amount Beneficially Owned as of December 31, 1996:
433 shares.
(b) Percent of Class: 0.0%.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: --
(ii) shared power to vote or to direct the vote:
433
(iii) sole power to dispose or to direct the
disposition of: --
(iv) shared power to dispose or to direct the
disposition of: 433
As a result of a missed dividend payment on March
31, 1994 that constituted the sixth consecutive missed
quarterly dividend on the Preferred Stock, holders of
the Preferred Stock became entitled, until such time
if any that such arrearage is eliminated, to elect two
additional directors to the Board of Directors of
Grant. As of December 31, 1996, such arrearage had not
been eliminated. As a result, the Preferred Stock may
be viewed as a class of "equity security" within the
meaning of Rule 13d-1(d) separate from the common
stock, par value $.002 per share (the "Common Stock"),
of Grant. As of December 31, 1996, Salomon Brothers
Inc ("SBI"), an indirect, wholly owned subsidiary of
Salomon Inc, held directly 433 shares of Preferred
Stock, representing 0.02% of the 2,300,000 shares of
Preferred Stock reported to be outstanding in Grant's
Quarterly Report on Form 10-Q for the period ended
September 30, 1996. SBI acts as a market maker for the
Preferred Stock, which is registered on the NASDAQ
National Market System.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [X].
Page 4
of 6 Pages
<PAGE>
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company
Salomon Inc is filing this amendment to its Statement
on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G)
and Rule 13d-2(b) under the Securities Exchange Act of
1934, as amended. See Exhibit 1.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.
Signature.
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: February 13, 1997
SALOMON INC
By /s/ Arnold S. Olshin
------------------------------
Name: Arnold S. Olshin
Title: Secretary
Page 5
of 6 Pages
<PAGE>
EXHIBIT 1
Salomon Brothers Inc ("SBI"), a broker-dealer
registered under Section 15 of the Securities Exchange Act of
1934, as amended (the "1934 Act"), is a Delaware corporation that
is a wholly owned subsidiary of Salomon Brothers Holding Company
Inc ("SBHC"), which in turn is a Delaware corporation that is a
wholly owned subsidiary of Salomon Inc. The principal places of
business of SBI and SBHC are located at Seven World Trade Center,
New York, New York 10048. Salomon Inc is filing this amendment to
its Statement on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G)
and Rule 13d-2(b) under the 1934 Act as a "parent holding
company" of SBI and SBHC in order to report (x) the direct
beneficial ownership by SBI of the $2.4375 Convertible
Exchangeable Preferred Stock, par value $.01 per share (the
"Preferred Stock") of Grant Geophysical, Inc. and (y) the
indirect beneficial ownership by SBHC and Salomon Inc of the
Preferred Stock directly beneficially owned by SBI.
Page 6
of 6 Pages
<PAGE>
-----------------------------
OMB Approval
OMB Number: 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response....14.90
-----------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No.2)*
Grant Geophysical, Inc.
- -----------------------------------------------------------------------------
(Name of Issuer)
$2.4375 Convertible Exchangeable Preferred Stock, par value $.01 per share
- -----------------------------------------------------------------------------
(Title of Class of Securities)
388085201
-------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing 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).
*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 the disclosures provided
in a prior cover page.
The information required in 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>
- --------------------------- ---------------------------
CUSIP No. 388085201 13G Page 2 of 6 Pages
- --------------------------- ---------------------------
- --------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Salomon Inc
22-1660266
- --------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
- --------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------
5 SOLE VOTING POWER
---
NUMBER OF
--------------------------------------------------------
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
128,933
OWNED BY
--------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING ---
PERSON
--------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
128,933
- --------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
128,933
- --------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
- --------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.98%
- --------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
HC, CO
- --------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
Grant Geophysical, Inc. ("Grant")
Item 1(b). Address of Issuer's Principal Executive Offices:
10615 Shadow Wood Drive
Houston, Texas 77043
Item 2(a). Name of Person Filing:
Salomon Inc
Item 2(b). Address or Principal Office or, if none, Residence:
Seven World Trade Center
New York, New York 10048
Item 2(c). Citizenship or Place of Organization:
Delaware
Item 2(d). Title of Class of Securities:
$2.4375 Convertible Exchangeable Preferred Stock par
value $.01 per share (the "Preferred Stock").
Item 2(e). CUSIP Number:
388085201
Item 3. If this statement is filed pursuant to Rules 13d-1(b)
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940;
Page 3
of 6 Pages
<PAGE>
(f) [ ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F);
(g) [X] Parent Holding Company, in accordance with
ss. 240.13d-1(b)(1)(ii)(G);
(h) [ ] Group, in accordance with
ss. 240.13d-1(b)(1)(ii)(H).
Item 4. Ownership.
(a) Amount Beneficially Owned as of December 31, 1995:
128,933 shares.
(b) Percent of Class: 5.98%.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
--
(ii) shared power to vote or to direct the
vote: 128,933
(iii) sole power to dispose or to direct the
disposition of: --
(iv) shared power to dispose or to direct the
disposition of: 128,933
As a result of a missed dividend payment on
March 31, 1994 that constituted the sixth consecutive
missed quarterly dividend on the Preferred Stock,
holders of the Preferred Stock became entitled,
until such time if any that such arrearage is
eliminated, to elect two additional directors to
the Board of Directors of Grant. As of December
31, 1995, such arrearage had not been eliminated.
As a result, the Preferred Stock may be viewed as
a class of "equity security" within the meaning
of Rule 13d-1(d) separate from the common stock,
par value $.002 per share (the "Common Stock"),
of Grant. As of December 31, 1995, Salomon
Brothers Inc ("SBI"), an indirect, wholly owned
subsidiary of Salomon Inc, held directly 128,933
shares of Preferred Stock, representing 5.98% of
the 2,157,000 shares of Preferred Stock reported
to be outstanding in Grant's Quarterly Report on
Form 10-Q for the period ended September 30,
1995. SBI acts as a market maker for the
Preferred Stock, which is registered on the
NASDAQ National Market System.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class securities, check the following
[ ].
Page 4
of 6 Pages
<PAGE>
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Salomon Inc is filing this amendment to its Statement
on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G)
and Rule 13d-2(b) under the Securities Exchange Act
of 1934, as amended. See Exhibit 1.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.
Signature.
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: February 13, 1996
SALOMON INC
By /s/ Arnold S. Olshin
------------------------
Name: Arnold S. Olshin
Title: Secretary
Page 5
of 6 Pages
<PAGE>
EXHIBIT 1
---------
Salomon Brothers Inc ("SBI"), a broker-dealer
registered under Section 15 of the Securities Exchange Act of
1934, as amended (the "1934 Act"), is a Delaware corporation that
is a wholly owned subsidiary of Salomon Brothers Holding Company
Inc ("SBHC"), which in turn is a Delaware corporation that is a
wholly owned subsidiary of Salomon Inc. The principal places of
business of SBI and SBHC are located at Seven World Trade Center,
New York, New York 10048. Salomon Inc is filing this amendment to its
Statement on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G) and
Rule 13d-2(b) under the 1934 Act as a "parent holding company" of
SBI in order to report (x) the direct beneficial ownership by SBI
of the $2.4375 Convertible Exchangeable Preferred Stock, par
value $.01 per share (the "Preferred Stock"), of Grant
Geophysical, Inc. and (y) the indirect beneficial ownership by
SBHC and Salomon Inc of the Preferred Stock beneficially owned by
SBI.
Page 6
of 6 Pages
-----------------------------
OMB Approval
OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
hours per response....14.90
-----------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Grant Geophysical, Inc.
- ------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.002 per share
- ------------------------------------------------------------------------
(Title of Class of Securities)
388085102
-------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing 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).
*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 the disclosures provided
in a prior cover page.
The information required in 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>
- --------------------------- ---------------------------
CUSIP No. 388085102 13G Page 2 of 7 Pages
- --------------------------- ---------------------------
- --------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Salomon Inc
22-1660266
- --------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
- --------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------
5 SOLE VOTING POWER
---
NUMBER OF
--------------------------------------------------------
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
863,422
OWNED BY
--------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING ---
PERSON
--------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
863,422
- --------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
863,422
- --------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
- --------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7%
- --------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
HC, CO
- --------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
Grant Geophysical, Inc. ("Grant")
Item 1(b). Address of Issuer's Principal Executive Offices:
10615 Shadow Wood Drive
Houston, Texas
Item 2(a). Name of Person Filing:
Salomon Inc
Item 2(b). Address or Principal Office or, if none, Residence:
Seven World Trade Center
New York, New York 10048
Item 2(c). Citizenship or Place of Organization:
Delaware
Item 2(d). Title of Class of Securities:
Common Stock, par value $.002 per share
(the "Common Stock")
Item 2(e). CUSIP Number:
388085102
Item 3. If this statement is filed pursuant to Rules 13d-1(b)
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940;
Page 3 of 7 Pages
<PAGE>
(f) [ ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F);
(g) [X] Parent Holding Company, in accordance with
ss. 240.13d-1(b)(1)(ii)(G);
(h) [ ] Group, in accordance with
ss. 240.13d-1(b)(1)(ii)(H).
Item 4. Ownership
(a) Amount Beneficially Owned as of December 31, 1993:
863,422 shares.
(b) Percent of Class: 6.7%.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
--
(ii) shared power to vote or to direct the
vote: 863,422
(iii) sole power to dispose or to direct the
disposition of: --
(iv) shared power to dispose or to direct the
disposition of: 863,422
As of December 31, 1993, Salomon Brothers Inc
("SBI"), an indirect, wholly owned subsidiary of
Salomon Inc, held directly (x) 309,320 shares of
$2.4375 Convertible Exchangeable Preferred Stock,
par value $.01 per share (the "Preferred Stock"),
of Grant, representing the right to receive, upon
conversion at the rate of 2.739726 shares of
Common Stock per share of Preferred Stock,
847,452 shares of Common Stock and (y) 15,970
shares of Common Stock. Such holdings represent
in the aggregate 6.7% of the 12,959,818 shares of
Common Stock outstanding (including the shares
issuable upon the conversion of the Preferred
Stock held by SBI).
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
Page 4 of 7 Pages
<PAGE>
percent of the class securities, check the following
[ ].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Salomon Inc is filing this Statement on Schedule 13G
pursuant to Rule 13d-1(b)(1)(ii)(G) under the
Securities Exchange Act of 1934, as amended. See
Exhibit 1.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purpose or effect.
Page 5 of 7 Pages
<PAGE>
Signature.
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: April 21, 1994
SALOMON INC
By /s/ Arnold S. Olshin
------------------------
Name: Arnold S. Olshin
Title: Secretary
Page 6 of 7 Pages
<PAGE>
EXHIBIT 1
Salomon Brothers Inc ("SBI"), a broker-dealer
registered under Section 15 of the Securities Exchange Act of
1934, as amended (the "1934 Act"), is a Delaware corporation that
is a wholly owned subsidiary of Salomon Brothers Holding Company
Inc ("SBHC"), which in turn is a Delaware corporation that is a
wholly owned subsidiary of Salomon Inc. The principal places of
business of SBI and SBHC are located at Seven World Trade Center,
New York, New York 10048. Salomon Inc is filing this Statement on
Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G) under the 1934
Act as a "parent holding company" of SBI in order to report (x)
the direct beneficial ownership by SBI of the Common Stock, par
value $.002 per share (the "Common Stock"), and the $2.4375
Convertible Exchangeable Preferred Stock, par value $.01 per
share (the "Preferred Stock"), of Grant Geophysical, Inc. and (y)
the indirect beneficial ownership by SBHC and Salomon Inc of the
Common Stock and the Preferred Stock beneficially owned by SBI.
Page 7 of 7 Pages
<PAGE>
-----------------------------
OMB Approval
OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
hours per response....14.90
-----------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Grant Geophysical, Inc.
- ---------------------------------------------------------------------
(Name of Issuer)
$2.4375 Convertible Exchangeable Preferred Stock,
par value $.01 per share
- ---------------------------------------------------------------------
(Title of Class of Securities)
388085201
---------------------
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [X]. (A fee is not required only if the filing 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).
*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 the disclosures provided
in a prior cover page.
The information required in 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>
- --------------------------- ---------------------------
CUSIP No. 388085201 13G Page 2 of 7 Pages
- --------------------------- ---------------------------
- --------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Salomon Inc
22-1660266
- --------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
- --------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------
5 SOLE VOTING POWER
---
NUMBER OF
--------------------------------------------------------
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
249,088
OWNED BY
--------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING ---
PERSON
--------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
249,088
- --------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
249,088
- --------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
- --------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
- --------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
HC, CO
- --------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
Grant Geophysical, Inc. ("Grant")
Item 1(b). Address of Issuer's Principal Executive Offices:
10615 Shadow Wood Drive
Houston, Texas
Item 2(a). Name of Person Filing:
Salomon Inc
Item 2(b). Address or Principal Office or, if none, Residence:
Seven World Trade Center
New York, New York 10048
Item 2(c). Citizenship or Place of Organization:
Delaware
Item 2(d). Title of Class of Securities:
$2.4375 Convertible Exchangeable Preferred Stock, par
value $.01 per share (the "Preferred Stock").
Item 2(e). CUSIP Number:
388085201
Item 3. If this statement is filed pursuant to Rules 13d-1(b)
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940;
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(f) [ ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F);
(g) [X] Parent Holding Company, in accordance with
ss. 240.13d-1(b)(1)(ii)(G);
(h) [ ] Group, in accordance with
ss. 240.13d-1(b)(1)(ii)(H).
Item 4. Ownership
(a) Amount Beneficially Owned as of March 31, 1993:
249,088 shares.
(b) Percent of Class: 11.5%.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
--
(ii) shared power to vote or to direct the
vote: 249,088
( iii) sole power to dispose or to direct the
disposition of: --
(iv) shared power to dispose or to direct the
disposition of: 249,088
As a result of a missed dividend payment on March
31, 1994 that constituted the sixth consecutive missed
quarterly dividend on the Preferred Stock, holders of
the Preferred Stock became entitled, until such time
if any that such arrearage is eliminated, to elect two
additional directors to the Board of Directors of
Grant. As a result, the Preferred Stock may be viewed
as a class of "equity security" within the meaning of
Rule 13d-1(d) separate from the common stock, par
value $.002 per share (the "Common Stock"), of Grant.
As of March 31, 1994, Salomon Brothers Inc ("SBI"), an
indirect, wholly owned subsidiary of Salomon Inc, held
directly 249,088 shares of the Preferred Stock,
representing 11.5% of the 2,157,000 shares of
Preferred Stock outstanding. SBI acts as a market
maker for the Preferred Stock, which is registered on
Page 4 of 7 Pages
<PAGE>
the NASDAQ National Market System. SBI's holdings of
the Common Stock are the subject of a separate filing
on Schedule 13G.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Salomon Inc is filing this Statement on Schedule 13G
pursuant to Rule 13d-1(b)(1)(ii)(G) under the
Securities Exchange Act of 1934, as amended. See
Exhibit 1.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
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Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.
Signature.
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: April 21, 1994
SALOMON INC
By /s/ Arnold S. Olshin
--------------------------
Name: Arnold S. Olshin
Title: Secretary
Page 6 of 7 Pages
<PAGE>
EXHIBIT 1
---------
Salomon Brothers Inc ("SBI"), a broker-dealer
registered under Section 15 of the Securities Exchange Act of
1934, as amended (the "1934 Act"), is a Delaware corporation that
is a wholly owned subsidiary of Salomon Brothers Holding Company
Inc ("SBHC"), which in turn is a Delaware corporation that is a
wholly owned subsidiary of Salomon Inc. The principal places of
business of SBI and SBHC are located at Seven World Trade Center,
New York, New York 10048. Salomon Inc is filing this Statement on
Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G) under the 1934
Act as a "parent holding company" of SBI in order to report (x)
the direct beneficial ownership by SBI of the $2.4375 Convertible
Exchangeable Preferred Stock, par value $.01 per share (the
"Preferred Stock"), of Grant Geophysical, Inc. and (y) the
indirect beneficial ownership by SBHC and Salomon Inc of the
Preferred Stock beneficially owned by SBI.
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