FORM 10-Q
                                        
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C.  20549
                                        
                                    (Mark One)
                                        
     (X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI-
TIES
                                 EXCHANGE ACT OF 1934
                                        
           For the quarterly period ended        December 31, 1995    
                                        
                                       OR
                                        
     ( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI-
TIES
                                 EXCHANGE ACT OF 1934
                                        
     For the transition period from                     to                  

                                        
                                              
                                        
  For Quarter Ended  December 31, 1995          Commission File number
2-71058
                                        
                                        
                            DAWSON GEOPHYSICAL COMPANY               
             (Exact name of Registrant as specified in its Charter)
                                        
                TEXAS                                     75-0970548        
 
     (State or other jurisdiction of         (IRS Employer Identification
No.)
                            incorporation or organization)
                                        
          208 S. Marienfeld, Midland, Texas                     79701      
         (Address of principal executive offices)               (Zip Code)
                                        
          (Registrant's telephone number, including area code) 915/682-7356
                                        
                                                         NONE               
                                       
(Former Name, Former Address & Former Fiscal Year if changed since last
report)
                                        
  Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90
days.  Yes   X  .     No      .

  Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest
practicable date.
                                        
                     CLASS                             Outstanding at
December 31, 1995      
                     Common Stock, $.33 1/3 par value                       
4,149,050 shares


                        DAWSON GEOPHYSICAL COMPANY

                                   INDEX


                                                 Page No.

Part I.  Financial Information:

         Statements of Operations --
             Three Months ended December 31,
             1995 and 1994                         3

         Balance Sheets --
             December 31, 1995 and September 30,
             1995                                  4

         Statements of Cash Flows --
             Three Months Ended December 31, 1995
             and 1994                              5

         Notes to Financial Statements             6

         Management's Discussion and Analysis of
             Financial Condition and Results of
             Operations                            7


Part II. Other Information



                                      PART I. FINANCIAL
INFORMATION
<TABLE>                                                     
                                                     
                                                     
                                        DAWSON GEOPHYSICAL COMPANY
                                                     
                                         STATEMENTS OF OPERATIONS
                                               (UNAUDITED)
<CAPTION>                                                     
                                                     
                                                 Three Months Ended
                                                   December 31      
 
                                             1995             1994   
<S>                                       <C>              <C>
Operating revenues                        $7,358,000       $7,016,000
 
Operating costs: 
    Operating expenses                     5,619,000        4,950,000
    General and administrative               383,000          318,000
    Depreciation                           1,300,000          900,000
 
                                           7,302,000        6,168,000
 
Income from operations                        56,000          848,000
Other income (expense):
   Interest income                            57,000           96,000
   Other                                        -              19,000
   Interest expense                             -            (101,000)
   Gain on disposal of assets                  7,000             -   
 
Income before income tax                     120,000          862,000

Income tax benefit (expense):      
   Current                                  (135,000)        (315,000)
   Deferred                                   92,000             -   

                                             (43,000)        (315,000)

Net income                                $   77,000       $  547,000


Net income per common share                     $.02             $.16
 
Weighted average equivalent shares
    outstanding                            4,204,797        3,405,677


See accompanying note to the financial statements.
</TABLE>
<TABLE>
                                          DAWSON GEOPHYSICAL COMPANY

                                                BALANCE SHEETS
<CAPTION>
                                        December 31, 1995   September 30, 1995
                                          (UNAUDITED) 
<S>                                     <C>                  <C>
ASSETS 
Current assets: 
   Cash and cash equivalents            $  1,321,000         $ 1,671,000
   Marketable securities                   3,070,000           3,767,000
   Accounts receivable                     5,513,000           5,008,000
   Income taxes receivable                      -                126,000
   Prepaid expenses                          116,000             220,000
 
           Total current assets           10,020,000          10,792,000


Property, plant and equipment             40,919,000          39,248,000
   Less accumulated depreciation         (18,950,000)        (17,698,000)
 
      Net property, plant and equipment   21,969,000          21,550,000
 
                                         $31,989,000         $32,342,000
 
LIABILITIES AND STOCKHOLDERS' EQUITY 
Current liabilities: 
   Accounts payable                      $   426,000         $   682,000
   Accrued liabilities: 
      Payroll costs and other taxes          312,000             291,000
      Other                                   48,000             178,000
   Income taxes payable                        9,000                -   

           Total current liabilities         795,000           1,151,000

Deferred income taxes                        243,000             335,000

Stockholders' equity: 
     Preferred stock - par value $1.00 per share;
          5,000,000 shares authorized, none
          outstanding                           -                   -
   Common stock - par value $.33 1/3 per share; 
       10,000,000 shares authorized, 4,149,050
       shares issued and outstanding       1,383,000           1,383,000
   Additional paid-in capital             16,973,000          16,973,000
   Net unrealized gain (loss) on marketable
       securities                              5,000             (13,000)
   Retained earnings                      12,590,000          12,513,000
 
           Total stockholders' equity     30,951,000          30,856,000
 
                                         $31,989,000         $32,342,000

Contingencies (See Note 2)
 
See accompanying notes to the financial statements.
</TABLE>
                                         DAWSON GEOPHYSICAL COMPANY
 
<TABLE>
                                          STATEMENTS OF CASH FLOWS

                                                (UNAUDITED)
<CAPTION> 
                                                         Three Months Ended 
                                                            December 31       
 
                                                      1995                1994   
<S>                                                <C>                 <C>
Cash flows from operating activities: 
     Net income                                    $    77,000         $  547,000

     Adjustments to reconcile net income to net cash
       provided by operating activities:
     Depreciation                                    1,300,000            900,000
     Gain on disposal of assets                         (7,000)              -
     Non-cash interest income                          (30,000)           (44,000)
     Deferred income taxe benefit                      (92,000)              -
     Change in current assets and liabilities: 
       Increase in accounts receivable                (505,000)          (749,000)
       Decrease in income taxes receivable             126,000               -
       Decrease in prepaid expenses                    104,000            184,000
       Increase (decrease) in accounts payable        (256,000)         1,687,000
       Decrease in accrued liabilities                (109,000)          (308,000)
       Increase in federal and state income taxes
         payable                                         9,000            225,000

Net cash provided by operating activities              617,000          2,442,000
 
Cash flows from investing activities:
     Proceeds from disposal of assets                    7,000               -
     Capital expenditures                           (1,719,000)        (1,384,000)
     Proceeds from sale of marketable securities       745,000               -
     Investment in marketable securities                  -            (2,959,000)

Net cash used in investing activities                 (967,000)        (4,343,000)

Cash flows from financing activities:
     Principal payments on debt                           -            (4,875,000)
     Proceeds from debt                                   -             1,500,000
     Issuance of common stock                             -            10,785,000
     Proceeds from exercise of stock options              -                27,000

Net cash provided by financing activities                 -             7,437,000

Net increase (decrease) in cash and cash
  equivalents                                         (350,000)         5,536,000

Cash and cash equivalents at beginning of period     1,671,000            151,000
 
Cash and cash equivalents at end of period          $1,321,000         $5,687,000
 
 

See accompanying notes to the financial statements.
</TABLE>
                        DAWSON GEOPHYSICAL COMPANY

                       NOTES TO FINANCIAL STATEMENTS



1.   OPINION OF MANAGEMENT

Although the information furnished is unaudited, in the opinion of manage-
ment of the Registrant, the accompanying financial statements reflect all
adjustments (consisting only of normal recurring accruals) necessary for a
fair presentation of the financial condition and results of operations for
the period presented.  The results of operations for the three months
ended December 31, 1995, are not necessarily indicative of the results to
be expected for the fiscal year.

2.   CONTINGENCIES

On July 1, 1995, an accident involving an automobile owned by the Company
claimed the lives of four employees.  The Company is a defendant in a
lawsuit by the families of two of the employees whose deaths resulted from
the accident.  The families filed suit against the Company under the gross
negligence provisions of the Texas Workers' Compensation Act. 
Accordingly, the Company believes its exposure is limited to exemplary
damages of $36 million.  The litigation is currently in the discovery
stage.  The Company has approximately $12 million of insurance coverage
available to provide against an unfavorable outcome in this matter.  Due to
the uncertainties inherent in litigation, no absolute assurance can be
given as to the ultimate outcome of this suit.  However, the Company
believes, based on knowledge of the facts to date and consultation with its
legal advisors, that liabilities, if any, from this suit should not have a
material adverse effect on the Company's financial position.

The Company is party to other legal actions arising in the ordinary course
of its business, none of which management believes will result in a
material adverse effect on the Company's financial position or results of
operations, as the Company believes it is adequately insured.

                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Overview

The Company has expanded significantly over the last few years with state
of the art equipment and experienced personnel in response to demand for
3-D seismic technology.  As this technology is increasingly successful in
the search for oil and gas, the surveys have become larger in size and more
complex in design.  Although the Company utilizes all of its resources to
meet demand, uncontrollable factors of weather and problems in obtaining
permits from land and mineral owners and lessees delay production causing a
negative impact on revenues.  During the quarter ended December 31, 1995
these negative factors resulted in revenues that the Company believes to be
significantly below potential.  

In reviewing the Company's financial statements, it should be noted that
fluctuations in the Company's results of operations can occur due to
weather and other factors.

Results of Operations

The Company's operating revenues for the first quarter of 1996 totaled
$7,358,000 versus $7,016,000 for the same period of fiscal 1995, an
increase of 4.9%.  This increase is attributable primarily to continued
industry demand for 3-D data acquisition services, and capacity from the
additions of new equipment and technological upgrades to existing equip-
ment.  The Company believes that weather and other factors had a negative
impact on revenues during the first quarter of 1996 such that revenues are
not indicative of the results to be expected for the remainder of the
fiscal year.  Minimal revenues were generated through the acquisition and
processing of 2-D seismic data.  

Operating expenses for the quarter ended December 31, 1995 totaled
$5,619,000, an increase of $669,000 over the same period of fiscal 1995.
Operating expenses increased primarily as a result of  increased personnel
and other expenses associated with the equipment acquisitions and techno-
logical upgrades made during the second quarter of fiscal 1995. 

General and administrative expenses for the quarter ended December 31, 1995
totaled $383,000, an increase of $65,000 over the same period of fiscal
1995.  General and administrative expenses totaled 5.2% of operating
revenue for the quarter ended December 31, 1995 versus 4.5% of operating
revenues for the same period of the prior year.  General and administrative
costs have increased as additional support services have been incurred in
response to the growth of the Company during the last few years.  

Depreciation for the quarter ended December 31, 1995 totaled $1,300,000, an
increase of $400,000 from the same quarter of fiscal 1994.  Depreciation
increased as a result of the capital expansion discussed below in "Liquidi-
ty and Capital Resources." 

Total operating costs for the first quarter of fiscal 1996 totaled
$7,302,000, an increase of 18.4%, over the first quarter of fiscal 1995 due
to the factors described above.  Income from operations decreased to
$56,000 from $848,000 in the comparable period of the prior year.  This
decrease is the direct result of the Company's operating expenses being
relatively fixed as compared to revenue trends.  Because of the high
proportion of relatively fixed total operating costs (including personnel
costs for active crews and depreciation costs), income from operations
reflects the significant negative effects on revenues of the largely
uncontrollable factors of weather and permit problems.  

Liquidity and Capital Resources

   Cash Flows

     Net cash provided by operating activities decreased to $617,000 for
the quarter ended December 31, 1995 from $2,442,000 from the same period of
the prior year.  This decrease was primarily the result of decreased income
from operations and an increase in depreciation.  An increase in activity
resulted in an increase to accounts receivable for the quarter ended
December 31, 1995 as compared to the same period of the prior year.  The
paydown of short-term debt from funds received from the public offering
resulted in a decrease in accounts payable for the first quarter of fiscal
1996 as compared to the same quarter of the prior year.

     Net cash used in investing activities decreased to $967,000 for the
first quarter of fiscal 1996 from $4,343,000 in the same period of fiscal
1995.  This 1995 amount was primarily due to a short term investment in
marketable securities of proceeds from the public offering pending the
delivery of equipment for the expansions of 3-D acquisition equipment and
data processing facilities as required by anticipated market demand.   

     Net cash provided by financing activities decreased from the prior
year which reflects proceeds of the public offering used in the pay down of
long-term debt.  In addition to cash flow from operations the Company is
currently negotiating with a bank to finance future capital needs as
determined by market demand and technological developments.   

   Capital Expenditures

     Capital expenditures of $10,961,000 during fiscal year 1995 positioned
the Company to supply market demand with expanded technologically advanced
3-D data acquisition recording systems and leading edge data processing
capabilities.
     Capital expenditures of $1,719,000 for the quarter ended
December 31, 1995 represent additional capacity of the existing crews and
data processing facilities.  

  
   Capital Resources

     The Company believes that its capital resources, including the poten-
tial availability of bank borrowings, and cash flow from operations are
adequate to meet its current operational needs and will allow the Company
to continue its practice of acquiring new technologically advanced equip-
ment.  

                                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.


                DAWSON GEOPHYSICAL COMPANY            
                (REGISTRANT)



                By:          /s/ L. Decker Dawson                 
         
                             L. Decker Dawson
                             President



                             /s/ Christina W. Hagan               
         
                             Christina W. Hagan
                             Treasurer, Controller



DATE:           February 12, 1996