8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Act of 1934

Date of Report (date of earliest event reported):  December 15, 2006

GEOKINETICS INC.

(Exact name of registrant as specified in its charter)

Delaware	0-9268	94-1690082
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation or organization)	File Number)	Identification Number)

One Riverway, Suite 2100

Houston, Texas 77056

(Address of principal executive offices)

(713) 850-7600

(Registrant’s telephone number, including area code)

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01               Other Events

On December 18, 2006, Geokinetics Inc., a Delaware corporation, (“Geokinetics” or the “Company”) issued a press release announcing the closing of an offering of $110 million Second Priority Senior Secured Floating Rate Notes due 2012 on December 15, 2006.  A copy of the press release is attached as Exhibit 99.1 hereto, the contents of which are incorporated herein by reference.

Item 9.01               Financial Statements and Exhibits

(c)           Exhibits

99.1 Press Release dated December 18, 2006 announcing the closing of an offering of $110 million Second Priority Senior Secured Floating Rate Notes due 2012.

The information in this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, unless the Registrant specifically states that it is so incorporated by reference.

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SIGNATURES

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.

	GEOKINETICS INC.
Date: December 18, 2006	By:	/s/ Scott A. McCurdy
		Scott A. McCurdy
		Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

	Contact:	Scott A. McCurdy
		Vice President and CFO
		Geokinetics Inc.
		(281) 848-6823
		(281) 398-9996 FAX
FOR IMMEDIATE RELEASE

GEOKINETICS ANNOUNCES CLOSING
OF $110 MILLION SECOND PRIORITY SENIOR SECURED FLOATING
RATE NOTES DUE 2012

HOUSTON, TEXAS December 18, 2006 - Geokinetics Inc. (OTCBB: GKNT) announced today the closing of an offering $110 million Second Priority Senior Secured Floating Rate Notes due 2012 (the “notes”) on December 15, 2006.  The notes are guaranteed by Geokinetics’ principal domestic subsidiaries.  The Company intends to use the net proceeds from this offering to repay a portion of the indebtedness incurred in the acquisition of Grant Geophysical, Inc.

The notes and the guarantees thereof will not be registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements under the Securities Act and any applicable state securities laws.

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO BUY OR AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO SELL ANY SECURITY AND DOES NOT CONSTITUTE AN OFFER, SOLICITATION OR SALE IN ANY JURISDICTION IN WHICH SUCH OFFERING WOULD BE UNLAWFUL.

About Geokinetics Inc.

Geokinetics Inc., based in Houston, Texas, is a leading global provider of seismic acquisition and high-end seismic data processing services to the oil and gas industry.  Geokinetics has strong operating presence in North America and is focused on key markets internationally. Geokinetics operates in some of the most challenging locations in the world from the Arctic to mountainous jungles to the transition zone environments. More information about Geokinetics is available at www.geokinetics.com.