6-K

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                                    FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        REPORT OF FOREIGN PRIVATE ISSUER

                        PURSUANT TO RULE 13a-16 OR 15d-16

                     OF THE SECURITIES EXCHANGE ACT OF 1934


                           For the Month of April 1999

                           PARADIGM GEOPHYSICAL LTD.
                 (Translation of Registrant's Name into English)

       Merkazim House 32 Maskit Street P.O.B. 2061 Herzlia B, Israel 46120
                    (Address of Principal Executive Offices)


Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.

                      Form 20-F ...X...  Form 40-F........

Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

                             Yes ......  No ...X....

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-.....................
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         Attached to the Registrant's Form 6-K for the month of April 1999 and
incorporated by reference herein is the Registrant's news release dated April
14, 1999.
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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, thereunto duly authorized.

                                           PARADIGM GEOPHYSICAL LTD.
                                           (Registrant)



                                           By: /s/   Brian  Berman
                                               Brian Berman
                                               Chief Financial Officer


Dated:  April 15, 1999

EX-99

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                       [PARADIGM GEOPHYSICAL LETTERHEAD]


FOR IMMEDIATE RELEASE

CONTACTS:
BRIAN W. BERMAN, CFO                              STEVEN CURTIS
PARADIGM GEOPHYSICAL LTD.                         RUDER FINN, INC.
Phone: +972-9-970-9339                            Phone: +1-212-593-6319
Fax: +972-9-955-3016                              Fax: +1-212-715-1660
Email: BRIAN@PARADIGMGEO.COM                      Email: CURTISS@RUDERFINN.COM

SHAMROCK HOLDINGS INC.
Phone: +1 (818) 845-4444
Fax: +1 (818) 559-7320

        PARADIGM GEOPHYSICAL AGREES TO ISSUE $5 MILLION IN NEW SHARES TO
                             SHAMROCK HOLDINGS INC.


HERZLIA, ISRAEL, April 14, 1999. Paradigm Geophysical Ltd. (NASDAQ: PGEOF) Board
of Directors approved the entering into an agreement for the issue of 877,193
shares for a total consideration of $5 million to Shamrock Holdings Inc. The
$5.70 share price represents a 15 percent premium over average market price of
the 30 trading days prior to finalization of the terms of the agreement.

Following the issue the total number of shares issued by Paradigm will stand at
12,283,280. Shamrock Holdings through this issue will increase their holding
from 2.22 percent to 9.05 percent of the issued share capital of the company.

Eldad Weiss, President and CEO of Paradigm, stated, "We very much welcome this
significant investment by Shamrock Holdings. This addition to our capital gives
us further facilities to continue the company's expansion strategy."

Stanley Gold, President of Shamrock noted: "Shamrock seeks investments that will
deliver high equity returns over a medium term horizon. We look for companies
with excellent prospects for sustained growth in cash flow and earnings.
Paradigm is an exciting company that well fits our investment profile and time
horizon."

Paradigm Geophysical Ltd. develops, markets and supports seismic data analysis
software solutions and provides seismic data processing and interpretation
services to companies engaged in oil and natural gas exploration and production.
Paradigm Geophysical serves this industry with offices and geophysical data
analysis service centers in the United States, the United Kingdom, Canada,
China, Australia, Indonesia, Argentina, Venezuela, and Russia.



                                     -More-
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PARADIGM GEOPHYSICAL AGREES TO ISSUE $5 MILLION NEW SHARES TO SHAMROCK HOLDINGS
INC...

Recent press announcements are available on Paradigm's web site:
www.paradigmgeo.com.



"Paradigm Geophysical(R)" is the registered trademark of Paradigm Geophysical
Ltd.

Shamrock Holdings Inc. is the private investment firm for the Roy E. Disney
family. Shamrock has invested, both currently and in the past, in a wide range
of U.S. and international investment sectors, including food, entertainment,
telecommunications, oil & gas services and real estate.


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Safe Harbor statement: This news release may contain certain forward-looking 
statements relating to the future performance of Paradigm Geophysical Ltd. Such
statements are subject to certain factors which may cause Paradigm's plans to 
differ or results to vary from those expected including the risks associated 
with the impact of competitive products and pricing, increased investment to 
support product introductions, market acceptance of products, product 
transitions by the company and its competitors, currency fluctuations, changes 
in product sales mix, and a variety of risks described in the company's filings
with the U.S. Securities and Exchange Commission. Paradigm undertakes no 
obligation to publicize or release results of any of these forward-looking 
statements which may be made to reflect events or circumstances after the date 
hereof or to reflect the occurrence of unexpected results.

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