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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): April 27, 2004


                           DAWSON GEOPHYISICAL 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
                    (Address of Principle Executive Officers)


                                  432/684-3000
              (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 April 27, 2004




ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         On April 27, 2004, Dawson Geophysical Company, a Texas Corporation
("DWSN") issued a release announcing its operating results for the second
quarter ended March 31, 2004. A copy of the press release is filed as an exhibit
to this Form 8-K and is incorporated herein by reference. The information
contained in this report on Form 8-K is being furnished to the U.S. Securities
and Exchange Commission (the "Commission") under Item 12 of Form 8-K as directed
by the Commission in Release No. 34-47583.





























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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: April 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 April 27, 2004








































                                       4

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

Dawson Geophysical Reports Positive Results for Second Quarter

MIDLAND, Texas, April 27, 2004/ PRNewswire/-The following was released by Dawson
Geophysical Company (NASDAQ DWSN-news)

Dawson Geophysical Company (NASDAQ DWSN) today reported net income for the
quarter ended March 31, 2004 of $1,999,000 ($0.36 per share) which represents
the highest net income quarter since the third quarter of fiscal year 1998. The
March 31, 2004 quarter is the third consecutive quarter for the Company to
report positive earnings, a first since fiscal year 1998, a peak year for
worldwide seismic services demand.

Earnings for the six months of the current fiscal year were $2,505,000 ($0.45
per share). Revenues of $30,678,000 for the first six months of its 2004 fiscal
year compared to revenues of $25,606,000 in the same period of the prior year,
an increase of 19.8 percent. For the quarter ended March 31, 2004, the Company
reported revenues of $15,203,000 as compared to $14,196,000 for the comparable
quarter in the prior year, an increase of 7.1 percent.

The Company's continued improved performance is due to increased demand for the
Company's high resolution 3-D seismic surveys, favorable weather conditions in
the Company's areas of operation for the quarter, and increased utilization
rates with modest price gains. In addition, demand for the Company's services
includes the application of high resolution techniques over previously surveyed
areas and the implementation of multi-component seismic surveys.

The Company's order book continues on a trend of approximately six months of
operations. The stability in the order book is the result of improved market
conditions, the Company's operational flexibility with the types of recording
equipment utilized, and continued geographic expansion through its offices in
Midland, Denver, Oklahoma City, and Houston. The Company's growing reputation
throughout the industry as a quality provider of leading edge technology,
technical expertise and experience in the field of geophysics creates
opportunities with increases in the number of requests for quotations. Six data
acquisition crews have operated continuously throughout the fiscal year with a
seventh crew placed into service during the second quarter. The seven crews
operate throughout the Permian Basin, South Texas, East Texas, Mid Continent,
and the Rocky Mountain regions. In addition, during the last 12 months, the
Company has conducted operations in the Appalachian Basin and Southeast region
of the United States.

The continued demand for high resolution 3-D surveys necessitates an increase in
the number of recording channels. The Company now operates over 28,000 recording
channels company wide, more than a 50 percent increase in the last five years,
all of which are fully deployed. In response to this demand, capital
expenditures increased in fiscal 2003 and are on a comparable track for fiscal
2004. Even though demand for the Company's services is related to crude oil and
natural gas prices, production results are enhanced by favorable weather and
timely acquisition of right-of-way permits.

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 Six Months Ended March 31, March 31, ----------------------------- ------------------------------ 2004 2003 2004 2003 ------------ ------------ ------------ ------------ Operating revenues $ 15,203,000 $ 14,196,000 $ 30,678,000 $ 25,606,000 Operating costs: Operating expenses 11,642,000 11,880,000 24,953,000 22,716,000 General and administrative 601,000 617,000 1,219,000 1,195,000 Depreciation 1,117,000 1,120,000 2,225,000 2,123,000 ------------ ------------ ------------ ------------ 13,360,000 13,617,000 28,397,000 26,034,000 Income (loss) from operations 1,843,000 579,000 2,281,000 (428,000) Other income: Interest income 48,000 84,000 117,000 183,000 Gain (loss) on disposal of assets -- 11,000 (3,000) 21,000 Gain on sale of short-term investments -- 52,000 -- 52,000 Other 108,000 118,000 110,000 123,000 ------------ ------------ ------------ ------------ Income (loss) before income tax 1,999,000 844,000 2,505,000 (49,000) Income tax (expense) benefit: -- -- -- -- Net income (loss) $ 1,999,000 $ 844,000 $ 2,505,000 $ (49,000) ============ ============ ============ ============ Net income (loss) per common share $ 0.36 $ 0.15 $ 0.45 $ (0.01) ============ ============ ============ ============ Net income ( loss) per common share- assuming dilution $ 0.36 $ 0.15 $ 0.45 $ (0.01) ============ ============ ============ ============ Weighted average equivalent common shares outstanding 5,535,514 5,487,794 5,511,524 5,481,374 ============ ============ ============ ============ Weighted average equivalent common shares outstanding-assuming dilution 5,596,164 5,488,818 5,552,206 5,481,374 ============ ============ ============ ============
-2- BALANCE SHEETS
March 31, September 30, 2004 2003 ------------ ------------ (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 3,243,000 $ 3,389,000 Short-term investments 9,258,000 8,623,000 Accounts receivable, net of allowance for doubtful accounts of $127,000 in each period 10,915,000 9,713,000 Prepaid expenses 412,000 287,000 ------------ ------------ Total current assets 23,828,000 22,012,000 Property, plant and equipment 84,360,000 81,585,000 Less accumulated depreciation (62,022,000) (60,805,000) ------------ ------------ Net property, plant and equipment 22,338,000 20,780,000 ------------ ------------ $ 46,166,000 $ 42,792,000 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,407,000 $ 1,237,000 Accrued liabilities: Payroll costs and other taxes 655,000 478,000 Other 416,000 415,000 ------------ ------------ Total current liabilities 2,478,000 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, 5,570,294 and 5,487,794 shares issued and outstanding in each period 1,857,000 1,829,000 Additional paid-in capital 39,470,000 38,931,000 Other comprehensive income, net of tax (9,000) 37,000 Retained earnings (deficit) 2,370,000 (135,000) ------------ ------------ Total stockholders' equity 43,688,000 40,662,000 ------------ ------------ $ 46,166,000 $ 42,792,000 ============ ============
For additional information, please contact: L. Decker Dawson, CEO Christina W. Hagan, CFO At: 1-800-332-9766 -3-