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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000950129-03-003195.txt : 20030616
<SEC-HEADER>0000950129-03-003195.hdr.sgml : 20030616
<ACCEPTANCE-DATETIME>20030616113359
ACCESSION NUMBER:		0000950129-03-003195
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20030616
ITEM INFORMATION:		Financial statements and exhibits
ITEM INFORMATION:		Regulation FD Disclosure
FILED AS OF DATE:		20030616

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MITCHAM INDUSTRIES INC
		CENTRAL INDEX KEY:			0000926423
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359]
		IRS NUMBER:				760210849
		STATE OF INCORPORATION:			TX
		FISCAL YEAR END:			0131

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-25142
		FILM NUMBER:		03744856

	BUSINESS ADDRESS:	
		STREET 1:		8141 SH 75 SOUTH
		STREET 2:		PO BOX 1175
		CITY:			HUNTSVILLE
		STATE:			TX
		ZIP:			77342
		BUSINESS PHONE:		9362912277

	MAIL ADDRESS:	
		STREET 1:		P O BOX 1175
		CITY:			HUNTSVILLE
		STATE:			TX
		ZIP:			77342
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>h06797e8vk.txt
<DESCRIPTION>MITCHAM INDUSTRIES, INC.- JUNE 16, 2003
<TEXT>
<PAGE>
                       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: JUNE 16, 2003
                        (Date of earliest event reported)

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


           TEXAS                        000-25142               76-0210849
(State or other jurisdiction           (Commission             (IRS Employer
     of incorporation)                 File Number)          Identification No.)


8141 SH 75 SOUTH, P.O. BOX 1175, HUNTSVILLE, TEXAS                 77342
     (Address of principal executive offices)                    (Zip Code)


                                  936-291-2277
              (Registrant's telephone number, including area code)


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

<PAGE>
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)  Exhibits. The following exhibit is filed as a part of this report:

                  99    CEO's letter to shareholders distributed to shareholders
                        on June 16, 2003.

ITEM 9.  REGULATION FD DISCLOSURE.

         On June 16, 2003, Mitcham Industries, Inc. distributed to its
shareholders its 2003 Annual Report, the CEO's accompanying letter of which
contains certain forward-looking information regarding industry trends and
increased company revenues beginning in the second fiscal quarter. The text of
the CEO's letter to shareholders is attached to this report as Exhibit 99 and is
incorporated in this report by reference.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this report on Form 8-K are "forward-looking
statements" intended to qualify for the safe harbor from liability established
by the Private Securities Litigation Reform Act of 1995. All statements other
than statements of historical facts included herein, including statements
regarding our future financial position and results of operations, planned
capital expenditures, liquidity and capital resources, business strategy and
other plans and objectives for future operations, the future mix of revenues
from segments and business, commitments and contingent liabilities, and future
demand for our services and predicted improvement in energy industry and seismic
service industry conditions, are forward-looking statements. Actual results may
differ materially from such forward-looking statements. Important factors that
could cause or contribute to such differences include a prolonged and gradual
recovery, or no full recovery, of the energy services sector of a depressed oil
and gas industry, and thereafter, the inherent volatility of oil and gas prices
and the related volatility of demand for the company's services; dependence upon
additional lease contracts; continuing customer concentration and resulting
increased credit risk; continuing industry consolidation; the risk of
technological obsolescence of the company's lease fleet; vulnerability of
seismic activity and demand to weather conditions and seasonality of operating
results; dependence upon few suppliers; and other factors which are disclosed in
the company's most recent report on Form 10-Q.



                                        2
<PAGE>
                                    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 hereunto duly authorized.


                                      MITCHAM INDUSTRIES, INC.


Date: June 16, 2003                   By: /s/ Christopher C. Siffert
                                          -------------------------------------
                                          Christopher C. Siffert
                                          Vice President & Corporate Controller



                                        3
<PAGE>
                                  EXHIBIT INDEX

<Table>
<Caption>
Exhibit No.        Name of Exhibit
- -----------        ---------------
<S>                <C>
   99              CEO's letter to shareholders distributed June 16, 2003.
</Table>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>h06797exv99.txt
<DESCRIPTION>CEO'S LETTER TO SHAREHOLDERS
<TEXT>
<PAGE>
                                                                     EXHIBIT 99

Dear Fellow Shareholders,

         During what turned out to be a dismal year for the land based seismic
industry, the world's largest geophysical company ceased operations of its data
acquisition survey business in North America and a merger attempt by two other
large geophysical contractors failed. These dramatic events created a tremendous
amount of uncertainty in the market, but they may have marked the bottom of the
depression that our industry has endured for the last five years. We have
recently noted a reduction in availability of certain types of equipment,
possibly an indication that the over-capacity in our industry is slowly
dissipating. Industry executives and managers are now stating that they will not
accept data acquisition contracts with below cost rates and unduly burdensome
terms. Obviously, the success of Mitcham Industries depends upon the financial
health of our customers so these new attitudes can only be regarded as positive.

         The exit from North American land data acquisition by the world's
largest geophysical contractor has created opportunities for many of our other
customers. Our recent bidding activity confirms that many of our customers are
seeing an increase in their awarded contract backlogs, which we expect will have
a positive effect on our leasing revenue in the coming year. At this time, it
also appears that our Canadian summer business will be better than it has been
in recent years. We are aware of three major projects in Mexico requiring more
than 20,000 channels of recording and peripheral equipment for an extended
period of time which will benefit our company by shrinking the over supply of
equipment. When considered together, the foregoing events point the way to
improving industry activity levels.

         For fiscal 2003, revenue was $19.2 million, down 30% from $27.2 million
in the prior year. The decline in year-over-year revenue resulted from limited
investments in exploration activities by the oil and gas industry as well as
substantial price pressures stemming from seismic industry over-capacity. As
geopolitical and economic uncertainties intensified during the year, many
investment decisions by the oil and gas industry were delayed, resulting in the
weakest seismic equipment market in recent years. For the year, the Company

<PAGE>

recorded a net loss of $10.1 million, or $(1.15) per diluted share, versus a
loss of $8.5 million, or $(0.95) per diluted share, in the prior year.

         We continue to aggressively seek out new customers and are currently in
the early stages of expanding our exposure to the marine market in addition to
exploring the opportunities for land equipment leasing in the Russian and
Central Asian markets. Last January, we were awarded a contract to supply a 3400
channel Sercel 408UL system for operation in Indonesia, our first large-scale
rental contract in the region, and we began earning revenues from this contract
in May. Our ongoing marketing efforts in the region indicate that several
potential customers are interested in leasing to fill their short-term equipment
needs. In order to better position ourselves in the South East Asian market, we
acquired Seismic Asia Pacific Pty Ltd. ("SAP"). SAP is headquartered in
Brisbane, Australia and has been an equipment supplier to the South East Asian
land and marine seismic, oceanographic and hydrographic industries for more than
25 years. SAP's established customer base and operational infrastructure
combined with our extensive lease pool will provide the platform to build our
market share in a region that is currently under-served.

         The results from our front-end services subsidiary, Drilling Services,
Inc. ("DSI"), during its first year of operation were below expectations. We
have successfully built up market share but the size of the overall market has
not grown at a rate sufficient to allow for pricing improvement. Margins have
not been adequate to cover DSI's fixed overhead. We believe that improving
activity levels will gradually absorb the over-capacity and lead to better
contract rates and margins, but further consolidation of this segment may be
necessary to ensure a healthy balance of equipment supply versus demand.

         As our traditional markets recover and new markets develop, the
cornerstone of our future success is our diversified lease pool. We have
maintained our equipment to meet the highest standards and will continue to
offer a technologically up-to-date equipment inventory to meet our customers'
requirements. The Sercel 408UL system, of which we own 16,000 channels, has
gained broad acceptance worldwide and will remain the leading data acquisition
system for the foreseeable future.

<PAGE>

I would like to thank our board of directors for their guidance through these
trying times, our employees for their commitment and determination and you, our
shareholders, for your continued support throughout the past year.

Sincerely,



/s/ BILLY F. MITCHAM, JR.
- -------------------------
Billy F. Mitcham, Jr.
Chairman


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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