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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 Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):		April 3, 2012

Mitcham Industries, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Texas	000-25142	76-0210849
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. 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)

Registrant’s telephone number, including area code:		936-291-2277

Not Applicable
______________________________________________
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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition.

On April 3, 2012 Mitcham Industries, Inc. issued a press release announcing earnings for the quarter and fiscal year ended January 31, 2012. The date and time for a conference call discussing the earnings are also included in the press release. The text of the press release is attached to this report as Exhibit 99.1.

The information in this report is being furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and pursuant to Item 2.02 of form 8-K will not be incorporated by reference into any filing under the Securties Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits. The following exhibits are filed as a part of this report:

Exhibit No. Description


99.1 Mitcham Industries, Inc. press release dated April 3, 2012

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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.

		Mitcham Industries, Inc.
April 3, 2012		By:		/s/ Robert P. Capps
				Name: Robert P. Capps
				Title: Chief Financial Officer

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Exhibit Index

Exhibit No.		Description
99.1		Earnings Release Dated April 3, 2012

NEWS RELEASE

FOR IMMEDIATE RELEASE

MITCHAM INDUSTRIES REPORTS RECORD
FISCAL 2012 FOURTH QUARTER AND YEAR-END RESULTS

Q4 Revenues of $37 million and diluted EPS of $0.77
Q4 Equipment leasing revenues of $23.7 million
FY2012 Revenues of $112.8 million and diluted EPS of $2.02

HUNTSVILLE, TX – APRIL 3, 2012 – Mitcham Industries, Inc. (NASDAQ: MIND) (the “Company”) today announced record financial results for its fiscal 2012 fourth quarter and year ended January 31, 2012.

Total revenues for the fourth quarter increased 88% to $37.0 million from $19.7 million in the fourth quarter of fiscal 2011, and equipment leasing revenues rose 87% to $23.7 million from $12.7 million a year ago. Net income for the fourth quarter increased to $10.2 million, or $0.77 per diluted share, compared to $1.8 million, or $0.17 per diluted share, in the fourth quarter of fiscal 2011. Earnings per share for the fiscal 2012 fourth quarter reflect the effect of 2.3 million additional shares of common stock issued in the Company’s June 2011 public offering. EBITDA (earnings before interest, taxes, depreciation and amortization) for the fiscal 2012 fourth quarter increased 147% to $22.5 million, or 61% of total revenues, from $9.1 million, or 46% of total revenues, in the same period last year. EBITDA, which is not a measure determined in accordance with United States generally accepted accounting principles (“GAAP”), is defined and reconciled to reported net income and cash provided by operating activities, the most comparable GAAP measures, in the accompanying financial tables.

Bill Mitcham, the Company’s President and CEO, stated, “We are extremely pleased with our fourth quarter and full year performance as these results represent another record achievement for the Company in terms of total revenues, leasing revenues, net income, earnings per share and EBITDA for both the fourth quarter and full fiscal year. Our leasing revenues for the fourth quarter were $23.7 million, an 87% increase from a year ago and 36% above the previous quarter, which was also a record. For the full fiscal year, we passed the $100 million mark in total revenues for the first time and more than doubled our EBITDA from last year to $63.5 million.

“The increasing size and breadth of our lease pool, combined with our geographic expansion, higher utilization and a robust global seismic market, continue to drive excellent results. Our fourth quarter performance reflects across the board strength in the United States and several of our international markets, particularly Latin America, Europe and North Africa, as well as ongoing strong activity in our marine leasing business. Demand for land seismic rental equipment in the U.S. has picked up sequentially, mainly driven by activity in several of the shale plays. Our Seamap segment had another strong quarter, delivering one GunLink 4000, two BuoyLink RGPS systems and a considerable amount of aftermarket sales, service and repair work. Of course, none of this would have been possible without the tremendous efforts of our employees all around the world.

“Looking at the current year, we remain encouraged about what we have seen so far in fiscal 2013 as there are continuing indications of strong demand for seismic services, particularly in international markets. Current inquiry and order activity lead us to believe that the fundamental trends we saw in fiscal 2012 will continue in fiscal 2013. We have had a good winter season in Russia and Canada. Essentially all of our land recording channels have been committed during the first quarter of fiscal 2013, as was the case in the fourth quarter of fiscal 2012, indicating good utilization of our lease pool. The seismic industry continues to be driven by the need for greater image resolution, which requires higher density and higher channel count. We also expect Seamap to have an excellent year in fiscal 2013. We head into the year with a strong order book at Seamap, driven by growing demand for our GunLink and BuoyLink products as contractors seek to expand capabilities and upgrade equipment and technology.”

FISCAL 2012 FOURTH QUARTER RESULTS

Total revenues for the fiscal 2012 fourth quarter increased 88% to $37.0 million from $19.7 million a year ago, driven by extremely strong equipment leasing revenues and another excellent quarter at Seamap. A significant portion of the Company’s revenues are typically generated from sources outside the United States, and during the fourth quarter of fiscal 2012, the percentage of revenues from international customers was approximately 72% compared to 81% in the fourth quarter of fiscal 2011.

Equipment leasing revenues, excluding equipment sales, increased 87% to $23.7 million compared to $12.7 million in the same period a year ago, primarily due to strength in U.S. and Latin American land, increased activity levels in Europe and North Africa, as well as ongoing strength in marine leasing. Also contributing to positive fourth quarter results were operations in Russia and Canada as the winter season began late in the fourth quarter.

Lease pool equipment sales were $3.4 million compared to $972,000 in the fourth quarter a year ago. Sales of new seismic, hydrographic and oceanographic equipment were $2.6 million compared to $2.0 million in the same period a year ago.

Seamap equipment sales for the fiscal 2012 fourth quarter increased 78% to $7.3 million from $4.1 million in the same period a year ago. This year’s quarter included the sale of one GunLink 4000 system and two BuoyLink RGPS systems in conjunction with significant after-market sales, comprised of replacement parts and ongoing service and repair work.

Lease pool depreciation in the fiscal 2012 fourth quarter was $7.4 million compared to $5.8 million in the same period a year ago, representing a 27% increase. This increase resulted from additions made to the Company’s lease pool during fiscal years 2012 and 2011, which totaled approximately $68 million and $31 million, respectively.

Gross profit in the fiscal 2012 fourth quarter increased 135% to $21.3 million from $9.1 million in the same period a year ago, largely due to substantially higher revenues and despite higher depreciation expense. Gross profit margin for the fourth quarter of fiscal 2012 increased to 57% from 46% in the same period a year ago. General and administrative expenses for the fourth quarter of fiscal 2012 were $6.0 million compared to $4.5 million in the same period a year ago. Operating income rose to $14.6 million, or 39% of revenues, from $3.3 million, or 17% of revenues in the same period a year ago.

FULL YEAR FISCAL 2012 RESULTS

Total revenues for fiscal 2012 increased 58% to $112.8 million compared to $71.4 million in fiscal 2011. Equipment leasing revenues increased 90% to $70.1 million compared to $36.8 million in fiscal 2011. Lease pool equipment sales for fiscal 2012 were $6.5 million compared to $2.5 million last year. Sales of new seismic, hydrographic and oceanographic equipment for fiscal 2012 were $7.8 million compared to $10.7 million in fiscal 2011. Seamap equipment sales for fiscal 2012 increased 33% to $28.4 million from $21.3 million in fiscal 2011.

Operating income for fiscal 2012 was $34.5 million, or 31% of revenues, compared to $6.9 million, or 9.7% of revenues, in fiscal 2011. Net income was $24.3 million, or $2.02 per diluted share, compared to $4.7 million, or $0.46 per diluted share, in fiscal 2011. Fiscal 2012 EBITDA increased 121% to $63.5 million, or 56% of total revenues, from $28.7 million, or 40% of total revenues, in fiscal 2011. EBITDA, which is not a measure determined in accordance with GAAP, is defined and reconciled to reported net income and cash provided by operating activities, the most comparable GAAP measures, in the accompanying financial tables.

CONFERENCE CALL

The Company has scheduled a conference call for Wednesday, April 4, 2012 at 9:00 a.m., Eastern Time, to discuss its fiscal 2012 fourth quarter and fiscal year-end results. To access the call, please dial (480) 629-9835 and ask for the Mitcham Industries call at least 10 minutes prior to the start time. Investors may also listen to the conference live on the Mitcham Industries corporate website, http://www.mitchamindustries.com, by logging on that site and clicking “Investors.” A telephonic replay of the conference call will be available through April 18, 2012 and may be accessed by calling (303) 590-3030, and using the passcode 4522783#. A web cast archive will also be available at http://www.mitchamindustries.com shortly after the call and will be accessible for approximately 90 days. For more information, please contact Donna Washburn at DRG&L at (713) 529-6600 or email dmw@drg-l.com.

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Mitcham Industries, Inc., a geophysical equipment supplier, offers for lease or sale, new and “experienced” seismic equipment to the oil and gas industry, seismic contractors, environmental agencies, government agencies and universities. Headquartered in Texas, with sales and services offices in Calgary, Canada; Brisbane, Australia; Singapore; Ufa, Bashkortostan, Russia; Budapest, Hungary; Lima, Peru; Bogota, Colombia and the United Kingdom, Mitcham conducts operations on a global scale and is the largest independent exploration equipment lessor in the industry. Through its Seamap business, Mitcham designs, manufactures and sells specialized seismic marine equipment.

Certain statements and information in this press release concerning results for the fiscal year and quarter ended January 31, 2012 may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “should,” “would,” “could” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenues and operating results are based on our forecasts of our existing operations and do not include the potential impact of any future acquisitions. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and our present expectations or projections.

For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publically update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

- Tables to follow –

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MITCHAM INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(unaudited)

2

MITCHAM INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)

3

MITCHAM INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

4

Mitcham Industries, Inc.
Reconciliation of Net Income and Net Cash Provided by Operating Activities to EBITDA

(1)

EBITDA is defined as net income (loss) before (a) interest expense, net of interest income, (b) provision for (or benefit from) income taxes (c) depreciation, amortization and impairment and (d) the gain from bargain purchase. Adjusted EBITDA excludes stock-based compensation. We consider EBITDA and Adjusted EBITDA to be important indicators for the performance of our business, but not measures of performance calculated in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We have included these non-GAAP financial measures because management utilizes this information for assessing our performance and liquidity and as indicators of our ability to make capital expenditures, service debt and finance working capital requirements. The covenants of our revolving credit agreement require us to maintain a minimum level of EBITDA. Management believes that EBITDA and Adjusted EBITDA are measurements that are commonly used by analysts and some investors in evaluating the performance and liquidity of companies such as us. In particular, we believe that it is useful to our analysts and investors to understand this relationship because it excludes transactions not related to our core cash operating activities. We believe that excluding these transactions allows investors to meaningfully trend and analyze the performance and liquidity of our core cash operations. EBITDA and Adjusted EBITDA are not measures of financial performance or liquidity under GAAP and should not be considered in isolation or as alternatives to cash flow from operating activities or as alternatives to net income as indicators of operating performance or any other measures of performance derived in accordance with GAAP. In evaluating our performance as measured by EBITDA, management recognizes and considers the limitations of this measurement. EBITDA and Adjusted EBITDA do not reflect our obligations for the payment of income taxes, interest expense or other obligations such as capital expenditures. Accordingly, EBITDA and Adjusted EBITDA are only two of the measurements that management utilizes. Other companies in our industry may calculate EBITDA or Adjusted EBITDA differently than we do and EBITDA and Adjusted EBITDA may not be comparable with similarly titled measures reported by other companies.

Mitcham Industries, Inc.
Segment Operating Results
(unaudited)

Equipment Leasing Segment:

Seamap Segment:

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