As filed with the Securities and Exchange Commission on March 24, 2003

Registration No. 33-89934



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



 

Post Effective Amendment No. 1

To

Form S-8

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


SEITEL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

76-0025431

(State or other jurisdiction of incorporation or organization)

 

(I.R.S Employer

Identification No.)

     

10811 S. Westview Circle Drive, Suite 100, Bldg. C

Houston, Texas

 

 

 

77043

(Address of Principal Executive Offices)

 

(Zip Code)

Seitel, Inc. 401(k) Plan

Seitel, Inc. 1994 Warrant Plans

(Full title of the plans)


 

Marcia Kendrick

Seitel, Inc.

10811 S. Westview Circle Drive, Suite 100, Bldg. C

Houston, Texas 77043

(Name and address of agent for service)


(713) 881-8900

(Telephone number, including area code, of agent for service)


With Copy to:

Charles Strauss

Fulbright & Jaworski L.L.P.

1301 McKinney, Suite 5100

Houston, Texas 77010-3095

(713) 651-5151


 

Explanatory Note

     Seitel, Inc. ("Seitel") originally filed a Registration Statement on Form S-8 (Reg. No. 33-89934) with the Securities and Exchange Commission on March 2, 1995 (the "Original S-8"). The Original S-8 covered:

   -

100,000 shares of the common stock of Seitel, par value $.01 per share (the "Common Stock"), which was subsequently increased to 200,000 shares as a result of a two-for-one stock split of the Common Stock (the "Stock Split"), to be offered and sold under the Seitel, Inc. 401(k) Plan (the "401(k) Plan"),

     
   -

583,834 shares of Common Stock, which was subsequently increased to 1,167,668 shares as a result of the Stock Split, to be offered and sold under the Seitel, Inc. 1994 Warrant Plans, and

     
   -

an indeterminate amount of participation interests in the 401(k) Plan (the "Plan Interests") to be offered and sold under the 401(k) Plan.

     The 401(k) Plan no longer provides for the issuance of shares of Common Stock or other securities of Seitel. A total of 67,269 shares to which the Original S-8 relates have not yet been sold pursuant to the 401(k) Plan (the "Remaining Shares"). This Post-Effective Amendment No. 1 to Form S-8 is being filed to deregister the Remaining Shares and all Plan Interests that were registered under the Original S-8 and which remain unissued under the Plan.


 

SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe 

that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to 

Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on 

March 21, 2003.

SEITEL, INC.

By:

/s/    

Marcia H. Kendrick


Marcia H. Kendrick

Acting Chief Financial Officer

Date:

March

21,

2003

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Form S-8 has been signed 

by the following persons in the capacities and on the dates indicated.

Signature

Title

Date

/s/

Larry E. Lenig, Jr.

Chief Executive Officer and President

March

21,

2003


(Principal Executive Officer)

Larry E. Lenig, Jr.

/s/

Marcia H. Kendrick

Acting Chief Financial Officer

March

21,

2003


(Principal Accounting Officer)

Marcia H. Kendrick

/s/

Fred S. Zeidman

Chairman of the Board of Directors

March

21,

2003


Fred S. Zeidman

/s/

Walter M. Craig, Jr.

Director

March

21,

2003


Walter M. Craig, Jr.

/s/

William Lerner

Director

March

21,

2003


William Lerner

/s/

John Stieglitz

Director

March

21,

2003


John Stieglitz

/s/

Robert Knauss

Director

March

21,

2003


Robert Knauss


 

 

     Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to Form S-8

has been signed on behalf of the Seitel, Inc. 401(k) Plan by the undersigned, thereunto duly authorized, in the City of Houston, 

State of Texas, on March 21, 2003.

SEITEL, INC. 401(K) PLAN

By:

/s/

Monica K. Cross


Name:

Monica K. Cross

Title:

Accounting Manager