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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C 20549


                                    FORM 8-K


                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



        Date of Report: (Date of earliest event reported): July 27, 2004




                           DAWSON GEOPHYSICAL COMPANY
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)




         TEXAS                         2-71058                   75-0970548
- ------------------------       ------------------------        -------------
(State of Incorporation)       (Commission File Number)        (IRS Employer
                                                            Identification No.)


                              508 W WALL, SUITE 800
                                MIDLAND, TX 79701
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                    (Address of Principle Executive Officers)



                                  432/684-3000
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              (Registrant's telephone number, including area code)




          -------------------------------------------------------------
          (Former name or former address, if changed since last report)


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ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (c) Exhibits

             99.1 - Press Release dated July 27, 2004.




ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 27, 2004, Dawson Geophysical Company, a Texas Corporation ("DWSN")
issued a release announcing its operating results for the third quarter ended
June 30, 2004. A copy of the press release is filed as an exhibit to this Form
8-K and is incorporated herein by reference.






























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                                    SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant duly caused this report to be signed by the undersigned hereunto duly
authorized.

Date: July 28, 2004                         DAWSON GEOPHYSICAL COMPANY

                                            By: /s/  L. Decker Dawson
                                                --------------------------------
                                                L. Decker Dawson
                                                CHIEF EXECUTIVE OFFICER



                                            By: /s/  Christina W. Hagan
                                                --------------------------------
                                                Christina W. Hagan
                                                CHIEF FINANCIAL OFFICER




























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                                  EXHIBIT INDEX

EXHIBIT NO.       EXHIBIT
- -----------       -------

   99.1           Press Release dated July 27, 2004.








































                                       4

                                                                    EXHIBIT 99.1
                                                                    ------------

Dawson Geophysical Reports Profitable Third Quarter
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MIDLAND, Texas, July 27, 2004/ PRNewswire/-The following was released by Dawson
Geophysical Company (NASDAQ DWSN-news)

Dawson Geophysical Company (NASDAQ DWSN) today reported continuing profitability
for the fourth consecutive quarter earning $1,989,000 ($0.35 per diluted share)
for the three months ending June 30, 2004, compared with a net loss in the prior
year period of $1,407,000 ($0.26 per share).

For the nine months ending June 30, 2004, the Company earned $4,494,000 ($0.80
per diluted share) compared to a net loss in the prior year period of $1,456,000
($0.27 per share).

Revenues for the June quarter of $17,112,000 represented a 52 percent increase
over the prior year period. For the nine months, revenues of $47,790,000
exceeded those of the prior year by 30 percent.

The Company's continued improved performance is due to increasing demand for the
Company's high-resolution 3-D seismic surveys, its expanded operations, modest
price increases along with increased payments for lost time due to weather.
Driving increased exploration efforts by the Company's client base are current
price levels for crude oil and natural gas along with the general belief that
such prices may stabilize.

The Company operated seven seismic data acquisition crews continuously
throughout the June quarter and fielded an eighth crew on July 12th of the
current quarter. Funding of approximately $10,000,000 during fiscal 2004 for the
deployment of two recording crews, energy sources, additional recording channels
for all eight crews, vehicles, and maintenance investment has been from
operating cash flow and existing cash reserves. These expansions have elevated
the Company to the position of number one provider of onshore seismic services
in the U.S. lower 48 states in terms of active crew count according to the July
1 issue of the World Geophysical News. Moreover, of greater measure of
capability, the Company's recording channel count now exceeds 32,000, enabling
performance of surveys of virtually all sizes and specifications required by
current state-of-the-industry high end standards.

The Company's order book currently exceeds six months of capacity operations,
largely attributable to its reputation as a quality provider offering
flexibility and adaptability to a complete range of operational requirements.
Establishment and enlargement of offices in Houston, Denver and Oklahoma City
has placed the Company conveniently near an expanded clientele.

Founded in 1952, Dawson Geophysical Company acquires and processes 2-D, 3-D and
multi-component seismic data used in analyzing subsurface geologic conditions
for the potential of oil and natural gas accumulation. Dawson's clients-major
and intermediate-sized oil and gas companies and independent oil
operators-retain exclusive rights to the information obtained.

The Company operates highly mobile, land-based acquisition crews throughout the
lower 48 states. Data processing is performed by geophysicists at Dawson's
computer center in the Midland, Texas headquarters. The Company also provides
data processing services through the Houston, Texas office.

In accordance with the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995, Dawson Geophysical Company cautions that
statements in this press release which are forward-looking and which provide
other than historical information involve risks and uncertainties that may
impact the Company's actual results of operations. Please see the Company's Form
10-K for the fiscal year ended September 30, 2003 for a more complete discussion
of such risk factors.


STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended June 30, Nine Months Ended June 30, ------------------------------ ------------------------------ 2004 2003 2004 2003 ------------ ------------ ------------ ------------ Operating revenues $ 17,112,000 $ 11,291,000 $ 47,790,000 $ 36,897,000 Operating costs: Operating expenses 13,504,000 11,046,000 38,457,000 33,762,000 General and administrative 648,000 580,000 1,867,000 1,775,000 Depreciation 1,156,000 1,148,000 3,381,000 3,271,000 ------------ ------------ ------------ ------------ 15,308,000 12,774,000 43,705,000 38,808,000 Income (loss) from operations 1,804,000 (1,483,000) 4,085,000 (1,911,000) Other income: Interest income 58,000 73,000 175,000 256,000 Gain (loss) on disposal of assets (1,000) -- (4,000) 21,000 Gain (loss) on sale of short-term investments (15,000) -- (15,000) 52,000 Other 143,000 3,000 253,000 126,000 ------------ ------------ ------------ ------------ Income (loss) before income tax 1,989,000 (1,407,000) 4,494,000 (1,456,000) Income tax (expense) benefit: -- -- -- -- Net income (loss) $ 1,989,000 $ (1,407,000) $ 4,494,000 $ (1,456,000) ============ ============ ============ ============ Net income (loss) per common share $ 0.36 $ (0.26) $ 0.81 $ (0.27) ============ ============ ============ ============ Net income (loss) per common share-assuming dilution $ 0.35 $ (0.26) $ 0.80 $ (0.27) ============ ============ ============ ============ Weighted average equivalent common shares outstanding 5,584,442 5,487,794 5,535,741 5,483,514 ============ ============ ============ ============ Weighted average equivalent common shares outstanding- assuming dilution 5,681,372 5,487,794 5,601,703 5,483,514 ============ ============ ============ ============
BALANCE SHEETS
June 30, September 30, 2004 2003 ------------ ------------ (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 3,153,000 $ 3,389,000 Short-term investments 4,155,000 8,623,000 Accounts receivable, net of allowance for doubtful accounts of $127,000 in each period 16,769,000 9,713,000 Prepaid expenses 503,000 287,000 ------------ ------------ Total current assets 24,580,000 22,012,000 PROPERTY, PLANT AND EQUIPMENT 88,867,000 81,585,000 Less accumulated depreciation (63,033,000) (60,805,000) ------------ ------------ Net property, plant and equipment 25,834,000 20,780,000 ------------ ------------ $ 50,414,000 $ 42,792,000 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 3,077,000 $ 1,237,000 Accrued liabilities: Payroll costs and other taxes 941,000 478,000 Other 621,000 415,000 ------------ ------------ Total current liabilities 4,639,000 2,130,000 ------------ ------------ STOCKHOLDERS' EQUITY: Preferred stock-par value $1.00 per share; 5,000,000 shares authorized, none outstanding -- -- Common stock-par value $.33 1/3 per share; 10,000,000 shares authorized, 5,597,544 and 5,487,794 shares issued and outstanding in each period 1,866,000 1,829,000 Additional paid-in capital 39,661,000 38,931,000 Other comprehensive income, net of tax (111,000) 37,000 Retained earnings (deficit) 4,359,000 (135,000) ------------ ------------ Total stockholders' equity 45,775,000 40,662,000 ------------ ------------ $ 50,414,000 $ 42,792,000 ============ ============
For additional information, please contact: L. Decker Dawson, CEO Christina W. Hagan, CFO At: 1-800-332-9766