SEITEL INC
8-K, 1996-01-11
OIL & GAS FIELD EXPLORATION SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION


                              Washington, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                                 Date of Report
                                 January 2, 1996
                        (Date of Earliest Event Reported)


                                  SEITEL, INC.
             (Exact name of registrant as specified in its charter)


                                    Delaware
                 (State or other jurisdiction of incorporation)


             0-14488                                        76-0025431
           (Commission File Number)            (IRS Employer Identification No.)

            50 Briar Hollow Lane, West 7th Floor
            Houston, Texas                                      77027
           (Address of principal executive offfices)         (Zip code)



               Registrant's telephone number, including area code

                                 (713) 627-1990














                                 Page -1- of -4-
                          Index to Exhibits at Page -3-

                                                                     Page 1 of 4
<PAGE>

Item 5.           OTHER EVENTS

         On January 2, 1996,  the Company  released the press  release  attached
hereto as an exhibit,  which is hereby  incorporated  herein by reference.  This
press release is being filed pursuant to rule 135c(d).

Item 7.           FINANCIAL STATEMENTS AND EXHIBITS

         (C)      Exhibits

                  99       Press release dated January 2, 1996




                                    SIGNATURE

         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.

Date:  January 11, 1996


                                 SEITEL, INC.

                                 BY:   /s/ Paul A. Frame
                                    --------------------------------------------
                                           PAUL A. FRAME
                                           President and Chief Executive Officer

                                                                     Page 2 of 4
<PAGE>


                                INDEX TO EXHIBITS


         Exhibits                                                       Page No.


         99                   Press release dated January 2, 1996          4
- -------------------------------------------------------------------------------

                                                                     Page 3 of 4


<PAGE>


                                   SEITEL NEWS
- --------------------------------------------------------------------------------


CONTACT: Jay M. Green, V.P. & Director of Investor Relations
                  (203)629-0633

                                                           FOR IMMEDIATE RELEASE

                      SEITEL COMPLETES PRIVATE PLACEMENT OF
                   $75 MILLION "INVESTMENT GRADE" SENIOR NOTES


         HOUSTON, TX, January 2, 1996 -- Seitel, Inc. (NYSE: SEI), a diversified
niche-energy  company,  today  announced it has completed a private  offering to
institutional   investors  of  unsecured   Senior  Notes,   which   received  an
investment-grade  rating of Triple B ("BBB") from Duff and Phelps  Credit Rating
Co.  The  Senior  Notes  will be issued in three  series,  which  will total $75
million.
         On December  28,  1995,  Seitel  issued its Series A Notes and Series B
Notes, which total $52.5 million and bear interest at a fixed rate of 7.17%. The
company will issue its Series C Notes,  in the amount of $22.5  million,  within
the next six months to the purchasers of the Series B Notes.  The Series C Notes
will bear  interest at 1.45% above the yield of 5-year  maturity  U.S.  Treasury
securities  at  the  time  of  issuance.   Interest  on  the  Notes  is  payable
semi-annually.
         The Series A Notes mature on December 30,  2001,  with equal  principal
payments of $8.33 million due annually beginning December 30, 1999. The Series B
and Series C Notes mature on December 30, 2002,  with equal  principal  payments
aggregating $10 million and due annually beginning December 30, 1998.
         Seitel  intends to use the net proceeds  from the Senior Notes to repay
existing  secured bank  financing,  to repay other debt,  to fund the  petroleum
exploration  and  production  activities  of its  wholly-owned  subsidiary,  DDD
Energy, Inc., and for other working capital or general corporate purposes.
         The Senior Notes have not been  registered  under the Securities Act of
1933 and may not be offered or sold in the United States absent  registration or
an applicable exemption from registration. This announcement does not constitute
an offer or solicitation for the sale of Senior Notes.

                                     # # # #

                                                                     Page 4 of 4


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