SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SEAVER INSTITUTE

(Last)

(First)

(Middle)

11611 SAN VICENTE BOULEVARD

SUITE 545

(Street)

LOS ANGELES

90049

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HYDRIL CO [ HYDL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	11/16/2004		C		75,000	A	⁽¹⁾	141,215⁽²⁾⁽³⁾	D
Common stock	11/16/2004		S		30,000	D	$41.4	111,215⁽²⁾⁽³⁾	D
Common stock	11/16/2004		S		30,000	D	$41.5	81,215⁽²⁾⁽³⁾	D
Common stock	11/16/2004		S		9,000	D	$41.68	72,215⁽²⁾⁽³⁾	D
Common stock	11/16/2004		S		273	D	$41.71	71,942⁽²⁾⁽³⁾	D
Common stock	11/16/2004		S		5,727	D	$41.72	66,215⁽³⁾⁽⁴⁾	D
Common stock	11/17/2004		C		175,000	A	⁽¹⁾	1,283,801⁽²⁾⁽³⁾⁽⁵⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.12	1,258,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.2	1,233,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.21	1,208,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.32	1,183,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.48	1,158,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.49	1,133,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/17/2004		S		25,000	D	$41.54	1,108,801⁽³⁾⁽⁴⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		C		150,000	A	⁽¹⁾	1,108,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.51	1,083,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.52	1,058,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.53	1,033,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.65	1,008,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.7	983,801⁽²⁾⁽³⁾	I	By Trust⁽⁶⁾
Common stock	11/18/2004		S		25,000	D	$41.85	958,801⁽³⁾⁽⁴⁾	I	By Trust⁽⁶⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common stock	⁽¹⁾	11/16/2004		C			75,000	⁽¹⁾	⁽⁷⁾	Common stock	75,000	⁽¹⁾	66,215	D
Class B Common stock	⁽¹⁾	11/17/2004		C			175,000	⁽¹⁾	⁽⁷⁾	Common stock	175,000	⁽¹⁾	1,108,801⁽⁵⁾	I	By Trust⁽⁶⁾
Class B Common stock	⁽¹⁾	11/18/2004		C			150,000	⁽¹⁾	⁽⁷⁾	Common stock	150,000	⁽¹⁾	958,801	I	By Trust⁽⁶⁾

1. Name and Address of Reporting Person^*

SEAVER INSTITUTE

(Last)

(First)

(Middle)

11611 SAN VICENTE BOULEVARD

SUITE 545

(Street)

LOS ANGELES

90049

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

TRUST UNDER PAR VIII OF THE OF FRANK R SEAVER

(Last)

(First)

(Middle)

11611 SAN VICENTE BOULEVARD

SUITE 545

(Street)

LOS ANGELES

90049

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The Class B Common stock is convertible at any time by the holder for an equivalent number of shares of Common stock on a one-for-one basis.

2. Consists of shares of Common stock and shares of Class B Common stock.

3. The Class B Common stock is convertible at any time by the holder for an equivalent number of shares of Common stock. Shares of Class B Common stock are also reported on Table II.

4. Consists of shares of Class B Common stock.

5. On September 20, 2004, two Forms 4, jointly filed by the Seaver Institute and the Trust Under Paragraph VIII of the Will of Frank R. Seaver, Deceased (the "Paragraph VIII Trust"), reported transactions, including sales of shares, by both the Seaver Institute and the Paragraph VIII Trust on September 16th and 17th. In the case of the Paragraph VIII Trust, the Forms 4 were mistakenly filed under the incorrect CIK number due to a clerical error on the part of the filing service. This footnote is included to clarify that the Forms 4 filed under the CIK number for the the Seaver Institute (CIK 0001134089) on September 20, 2004, should be referred to for more completed information regarding the transactions and holdings of the Paragraph VIII Trust and are hereby incorporated by reference into this Form 4.

6. These securities are owned by the Paragraph VIII Trust. The Seaver Institute serves as the sole trustee of such trust, the beneficiaries of which are various educational and religious institutions.

7. There is no applicable expiration date for the Class B Common stock.

Remarks:

(1) This is a joint filing by the Seaver Institute and the Trust Under Paragraph VIII of the Will of Frank R. Seaver, Deceased. (2) Attorney-in-fact for the Seaver Institute, Individually, and the Seaver Institute, as Trustee of the Trust under Paragraph VIII of the Will of Frank R. Seaver, Deceased.

	/s/ Andrew W. Ricks, Attorney-in-fact (see remark (2))	11/18/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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