SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
GRANT GEOPHYSICAL, INC.
(Name of Issuer)
$2.4375 CONVERTIBLE EXCHANGEABLE PREFERRED STOCK, $.01 PER SHARE
(Title of Class of Securities)
388085201
(CUSIP Number)
Jodi S. Brodsky, Esq.
Sills Cummis Zuckerman Radin Tischman Epstein & Gross, P.A.
One Riverfront Plaza
Newark, New Jersey 07102
TEL: (201) 643-7000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
DECEMBER 20, 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 <square>.
<PAGE>
<TABLE>
<CAPTION>
CUSIP NO. 388085201 13D PAGE 2 of 8 PAGES
<S> <C> <C>
(1) NAMES OF REPORTING PERSONS.
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Yakil Polak
###-##-####
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
(3) SEC USE ONLY
(4) SOURCE OF FUNDS
PF
(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED <square>
PURSUANT TO ITEMS 2(d) or 2(e)
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
</TABLE>
<TABLE>
<CAPTION>
(7) SOLE VOTING POWER
NUMBER OF
SHARES 200,000
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
<S> <C> <C>
(8) SHARED VOTING POWER
-0-
(9) SOLE DISPOSITIVE POWER
200,000
(10) SHARED DISPOSITIVE POWER
-0-
</TABLE>
<TABLE>
<CAPTION>
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,000
<S> <C>
(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES <square>
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.7%
(14) TYPE OF REPORTING PERSON
IN
</TABLE>
<PAGE>
Item 1. SECURITY AND ISSUER.
This statement relates to the $2.4375 Convertible Exchangeable
Preferred Stock, par value $.01 per share (the "Shares") of Grant Geophysical,
Inc., a Delaware corporation (the "Company"). The Company's principal
executive offices are located at 16850 Park Row, Houston, Texas 77084.
Item 2. IDENTITY AND BACKGROUND.
(a) The name of the person filing this statement is Mr. Yakil
Polak.
(b) The residence address of Mr. Polak is 993 Morvan Road,
Shelburne, Nova Scotia, Canada BOT 1WO.
(c) Mr. Polak is a private investor.
(d) Mr. Polak has not during the last five years been convicted in
a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Mr. Polak has not during the last five years been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction, as a result of which he was or is
subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation
with respect to such laws.
(f) Mr. Polak is a citizen of the United States.
Page 3 of 8
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Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Polak spent $148,626.40 from his personal funds to consummate
the transactions described in Item 5 below.
Item 4. PURPOSE OF TRANSACTION.
All of the Shares to which this statement relates were acquired for
investment purposes only.
Mr. Polak intends to review on a continuing basis his investment in the
Shares of the Company and may in the future purchase additional Shares or
dispose of Shares now held.
Except as set forth herein, Mr. Polak does not presently have plans or
proposals which relate to or would result in (a) the acquisition by any person
of additional securities of the Company, or the disposition of securities of
the Company; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Company or any of its subsidiaries; (d) any change in the present board of
directors or management of the Company, 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 Company; (f) any other material change in the Company's business or
corporate structure; (g) changes in the Company's Certificate of Incorporation
or By-Laws or other actions which may impede the acquisition of control of the
Company by any person; (h) causing a class of securities of the Company 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 Company becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or (j) any action similar to any of those
enumerated above.
Page 4 of 8
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) After giving effect to the transactions described below, Mr.
Polak beneficially owned 200,000 Shares, all of which he held directly,
representing 8.7% of the Company's outstanding Shares.
(b) Mr. Polak has the sole power to vote and sole power to dispose
of all such Shares.
Page 5 of 8
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(c) The following is a description of the transactions in the
Shares that were effected by Mr. Polak during the past sixty days:
Date of Number of Price Per Where and How
TRANSACTION SHARES SHARE TRANSACTION WAS EFFECTED
<TABLE>
<CAPTION>
<S> <C> <C> <C>
December 5, 1996 1,000 $1.25 open market through broker
December 6, 1996 5,000 $ .875 open market through broker
December 6, 1996 3,000 $ .8125 open market through broker
December 6, 1996 21,000 $1.00 open market through broker
December 16, 1996 14,000 $ .75 open market through broker
December 16, 1996 3,000 $ .6975 open market through broker
December 16, 1996 3,000 $ .6938 open market through broker
December 17, 1996 7,000 $ .75 open market through broker
December 17, 1996 35,000 $ .77 open market through broker
December 18, 1996 5,000 $ .70 open market through broker
December 18, 1996 13,000 $ .73 open market through broker
December 20, 1996 20,000 $ .64 open market through broker
December 20, 1996 70,000 $ .67 open market through broker
</TABLE>
(d) No other person is known by the reporting person to have the
right to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the securities described in this Item 5 above.
(e) Not Applicable.
Page 6 of 8
<PAGE>
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
ISSUER.
None.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
Page 7 of 8
<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.
Date: December 26, 1996
Signature: /S/ YAKIL POLAK
-------------------
Yakil Polak
Page 8 of 8