8-K

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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): January 4, 1999


                              3DX TECHNOLOGIES INC.
               (Exact Name of Registrant as Specified in Charter)


           Delaware                    0-21841                76-0386601
 (State or Other Jurisdiction        (Commission            (IRS Employer
       of Incorporation)             File Number)         Identification No.)

        12012 Wickchester, Suite 250                        77079
              Houston, Texas                             (Zip Code)
      (Address of Principal Executive Offices)

       Registrant's telephone number, including area code: (281) 579-3398







Item 5.   Other Events.

                  On January 4, 1999,  3DX  Technologies  Inc.  (the  "Company")
announced that it exercised its right to terminate the Letter of Intent to merge
with Fortune Natural  Resources  Corporation  since a signed  definitive  merger
agreement was not entered into by December 31, 1998.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.

                  1. Letter terminating Letter of Intent between Fortune and the
Company, dated as of January 4, 1999.

                  2. Press release  issued by the Company,  dated as of January
4, 1999.









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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.


                                            3DX TECHNOLOGIES INC.



Dated: January 12, 1999                      By: /s/ Russell Allen              
                                               --------------------------------
                                                Russell Allen
                                                Chief Financial Officer













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                                  EXHIBIT INDEX


Exhibit No.      Description
- -----------      -----------
    99.1         Letter terminating Letter of Intent between Fortune and 
                 the Company, dated as of January 4, 1999.

    99.2         Press release issued by the Company, dated as of
                 January 4, 1999.

EX-99.1

                     [LETTERHEAD OF 3DX TECHNOLOGIES INC.]


                                 January 4, 1999








Mr. Tyrone J. Fairbanks, President and Chief Executive Officer
Fortune Natural Resources Corporation
One Commerce Green
515 Greens Road, Suite 720
Houston, TX 77067

Dear Ty:

This letter is to inform you that 3DX Technologies  Inc. is exercising its right
to  terminate  the  Letter  of  Intent  dated  November  2, 1998  since a signed
definitive merger agreement was not entered into by December 31, 1998.

Yours very truly,



/s/ Ronald P. Nowak
Ronald P. Nowak
President and Chief Executive Officer

EX-99.2

Monday January 4, 1999

3DX TECHNOLOGIES INC. ANNOUNCES TERMINATION OF MERGER DISCUSSIONS WITH
FORTUNE NATURAL RESOURCES CORPORATION

Houston, Texas - 3DX Technologies Inc. Nasdaq Symbol: TDXT) announced today that
it has  exercised  its right to  terminate  the  Letter of Intent to merge  with
Fortune  Natural  Resources  Corporation  (AMEX  Symbol:  FPX)  since  a  signed
definitive merger agreement was not entered into by December 31, 1998.

Ronald Nowak,  president and chief  executive  officer of 3DX noted that "We are
disappointed  that  a  transaction  could  not be  consummated  which  would  be
beneficial  to both  parties.  However,  3DX is committed to manage  itself as a
successful  E&P  company.  Recent sales of a partial  interest in the  Company's
Ramrod project in Matagorda  County,  Texas and a non-core  producing asset have
strengthened  the financial  position of the Company.  We will continue to focus
and remain aggressive in pursuing those  opportunities that position our Company
for future success and growth."

3DX Technologies Inc. is a knowledge-based oil and gas exploration and producing
company whose core  competence  and strategic  focus is the  utilization  of 3-D
seismic  imaging and other  advanced  technologies  in the search for commercial
quantities of hydrocarbons.

Certain statements in this news release regarding future  expectations and plans
for oil and gas  exploration,  development  and  production  may be  regarded as
"forward-looking  statements"  within the meaning of the  Securities  Litigation
Reform  Act.  They are  subject to various  risks,  such as  operating  hazards,
drilling  risks and other  uncertainties  inherent in the  business of exploring
for,  developing  and  producing  oil and gas which may be beyond the  Company's
control.  These risks are discussed in detail in the Company's  Annual Report on
Form 10-K for the year ended  December 31, 1997,  as well as other  filings with
the  Securities  and Exchange  Commission.  There can be no  assurance  that the
Company's  exploration  activities  will be  successful in meeting the Company's
expectations.