SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549
                                
                            Form 10-Q
                                
      (x) Quarterly Report Pursuant to Section 13  or 15(d) of
               the Securities Exchange Act of 1934
          For the quarterly period ended June 30, 1998
                                
          Transition Report Pursuant to Section 13 or 15(d)
             of the Securities Exchange Act of 1934
             For the transition period            to
                                
                 Commission File Number 0-28316
                                
                   TRICO MARINE SERVICES, INC.
     (Exact name of registrant as specified in its charter)
                                
            Delaware                            72-1252405
   (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)           Identification No.)
     

     250 North American Court
     Houma, LA                               70363
(Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code (504) 851-3833


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,
and (2) has been subject to such filing requirements for the past
90 days.
                                
                       Yes      (X)      No
                                
As of August 12, 1998 there were 20,351,416 shares outstanding of
     the Registrant's Common Stock, par value $.01 per share

                                  PART I.   FINANCIAL INFORMATION

                                  ITEM 1.   FINANCIAL STATEMENTS

                              TRICO MARINE SERVICES, INC. AND SUBSIDIARIES

                                     CONSOLIDATED BALANCE SHEETS

                                             (Unaudited)


                                        (Dollars in thousands)

<TABLE>
<CAPTION>

                                                                           June 30,     December 31,
                                                                            1998            1997
                                                                          __________    ____________
                                                        ASSETS
     <S>                                                                  <C>           <C>
     Current assets:
             Cash and cash equivalents                                    $   14,971    $   10,940
             Accounts receivable, net                                         40,391        34,519
             Prepaid expenses and other current assets                         3,310         3,486
                                                                          __________    ____________
                   Total current assets                                       58,672        48,945
                                                                          __________    ____________
     Property and equipment, at cost:
             Land and buildings                                                2,973         2,429
             Marine vessels                                                  503,568       480,920
             Construction-in-progress                                         71,623        42,256
             Transportation and other                                          3,176         2,433
                                                                          __________    ____________
                                                                             581,340       528,038

     Less accumulated depreciation and amortization                           34,896        22,982
                                                                          __________    ____________
             Net property and equipment                                      546,444       505,056
                                                                          __________    ____________
     Goodwill, net                                                           117,242       118,737
     Other assets                                                             37,757        26,043
                                                                          __________    ____________
                                                                          $  760,115    $  698,781
                                                                          ==========    ============
                                       LIABILITIES AND STOCKHOLDERS' EQUITY

     Current liabilities:
             Current portion of long term debt                            $   14,445    $   12,701
             Accounts payable                                                 11,806         9,114
             Accrued expenses                                                  8,428        10,012
             Accrued interest                                                 10,620         5,514
             Income taxes payable                                                 -          3,773
                                                                          __________    ____________
                  Total current liabilities                                   45,299        41,114
                                                                          __________    ____________
     Long-term debt                                                          391,006       359,385
     Deferred income taxes, net                                               42,016        32,561
     Other non-current liabilities                                             2,598         4,221
                                                                          __________    ____________
                 Total liabilities                                           480,919       437,281
                                                                          __________    ____________
     Commitments and contingencies

     Stockholders' equity:
        Common stock, $.01 par value, authorized 40,000,000 shares, issued
         20,423,448 and 20,367,098 shares, outstanding 20,351,416 and
         20,295,066 shares at June 30, 1998 and December 31, 1997,
         respectively                                                            204           204
             Additional paid-in capital                                      218,770       218,528
             Retained earnings                                                66,874        45,306
             Accumulated other comprehensive expense                          (6,651)       (2,537)
             Treasury stock, at par value, 72,032 shares                          (1)           (1)
                                                                          __________    ____________
                 Total stockholders' equity                                  279,196       261,500
                                                                          __________    ____________
                                                                          $  760,115    $  698,781
                                                                          ==========    ============
                 The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>


                              TRICO MARINE SERVICES, INC. AND SUBSIDIARIES

                                  CONSOLIDATED STATEMENTS OF OPERATIONS 

                                                (Unaudited)

                            (Dollars in thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                       Three Months Ended           Six Months Ended
                                                            June 30,                    June 30,
                                                   _______________________       ______________________
                                                      1998           1997          1998          1997
                                                   ________       ________       ________      ________
     <S>                                            <C>            <C>           <C>            <C>
     Revenues:
          Charter hire                              $52,906        $26,293       $101,772       $49,781
          Other vessel income                            36              -             57             4
                                                   ________       ________       ________      ________
                Total revenues                       52,942         26,293        101,829        49,785
                                                   ________       ________       ________      ________
     Operating expenses:
       Direct vessel operating expenses and other    17,197          9,139         34,016        17,357
       General  and administrative                    2,476          1,314          4,770         2,732
       Amortization of marine inspection costs        2,282            692          3,730         1,274
                                                   ________       ________       ________      ________
                Total operating expenses             21,955         11,145         42,516        21,363
                                                   ________       ________       ________      ________
     Depreciation and amortization expense            7,401          2,394         14,344         4,676
                                                   ________       ________       ________      ________
     Operating income                                23,586         12,754         44,969        23,746
                                                                                               
     Interest expense                                 7,029            788         13,581         1,514
     Amortization of deferred financing costs           427             18            855            35
     Gain on sale of assets, net                       (610)          (260)          (608)         (253)
     Other income, net                                 (418)           (59)          (741)          (80)
                                                   ________       ________       ________      ________
     Income before income taxes                      17,158         12,267         31,882        22,530

     Income tax expense                               5,434          4,293         10,314         7,885
                                                   ________       ________       ________      ________
     Net income                                     $11,724        $ 7,974        $21,568       $14,645
                                                   ========       ========       ========      ========



     Basic earnings per common share:
          Net income                             $     0.58    $      0.51     $     1.06     $     0.94
                                                 ==========    ===========     ==========     ==========
          Average common shares outstanding      20,335,702     15,568,863     20,317,926     15,551,176
                                                 ==========    ===========     ==========     ==========

     Diluted earnings per common share:
          Net income                            $      0.56     $     0.47     $     1.02     $     0.87
                                                ===========     ==========     ==========     ==========
          Average common shares outstanding      21,102,455     16,854,189     21,097,988     16,859,430
                                                ===========     ==========     ==========     ==========

                 The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>

                               TRICO MARINE SERVICES, INC. AND SUBSIDIARIES

                                 CONSOLIDATED STATEMENTS OF CASH FLOWS 

                                              (Unaudited)

                                         (Dollars in thousands)
<TABLE>
<CAPTION>

                                                                              Six Months Ended
                                                                                  June 30,
                                                                          ________________________
                                                                               1998          1997
                                                                          __________    __________
      <S>                                                                <C>           <C>
      Net income                                                          $   21,568    $   14,645
      Adjustments to reconcile net income to net cash provided
              by operating activities:
              Depreciation and amortization                                   19,458         5,985
              Deferred income taxes                                           10,013         5,717
              Gain on sales of assets                                           (608)         (253)
              Provision for doubtful accounts                                     60            60
      Changes in operating assets and liabilities:
              Accounts receivable                                             (6,402)       (4,047)
              Prepaid expenses and other current assets                          155          (192)
              Accounts payable and accrued expenses                            2,617         1,807
              Other, net                                                         239          (216)
                                                                          __________    __________
                   Net cash provided by operating activities                  47,100        23,506
                                                                          __________    __________
      Cash flows from investing activities:                               
              Purchases of property and equipment                            (61,568)      (42,558)
              Deferred marine inspection costs                               (15,834)       (5,455)
              Proceeds from sales of assets                                    1,274         1,115
              Investment in and advances to unconsolidated company            (1,219)         (264)
              Other                                                           (1,493)           - 
                                                                          __________    __________
                   Net cash used in investing activities                     (78,840)      (47,162)
                                                                          __________    __________
      Cash flows from financing activities:
              Proceeds from issuance of common stock                             243            75
              Proceeds from issuance of long-term debt                       125,962        33,500
              Repayment of long-term debt                                    (89,459)       (5,000)
              Deferred financing costs and other                                (661)          (48)
                                                                          __________    __________
                   Net cash provided by financing activities                  36,085        28,527
                                                                          __________    __________
      Effect of exchange rate changes on cash and cash equivalents              (314)            - 
                                                                          __________    __________
      Net increase in cash and cash equivalents                                4,031         4,871

      Cash and cash equivalents at beginning of period                        10,940         1,047
                                                                          __________    __________
      Cash and cash equivalents at end of period                          $   14,971    $    5,918
                                                                          ==========    ==========

      Supplemental information:
           Income taxes paid                                              $    3,746    $    1,493
                                                                          ==========    ==========
           Income taxes refunded                                          $        3    $        - 
                                                                          ==========    ==========
           Interest paid                                                  $   11,277    $    1,622
                                                                          ==========    ==========



           The accompanying notes are an integral part of these consolidated financial statements.

</TABLE>

                                 TRICO MARINE SERVICES, INC. AND SUBSIDIARIES

                               CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                                                    (Unaudited)

                                              (Dollars in thousands)

<TABLE>
<CAPTION>
                                                  Three Months Ended     Six Months Ended
                                                       June 30,              June 30
                                                 ____________________    __________________
                                                    1998      1997        1998      1997
                                                 _________  _________    _______  _________
     
     <S>                                           <C>       <C>         <C>       <C>
     Net income                                    $11,724   $ 7,974     $21,568   $14,645
                                                 _________  _________    _______  _________
     Other comprehensive expense, net of tax:
          Foreign currency translation adjustments    (815)       -       (4,114)       - 
                                                 _________  _________    _______  _________

     Comprehensive income                          $10,909   $ 7,974     $17,454   $14,645
                                                 =========  =========    ======== =========



      The accompanying notes are an integral part of these consolidated financial statements
</TABLE>




          TRICO MARINE SERVICES, INC. AND SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited)
                                

1.   Financial Statement Presentation:

The  consolidated financial statements for Trico Marine Services,
Inc.  (the "Company") included herein are unaudited but  reflect,
in  management's  opinion, all adjustments,  consisting  only  of
normal  recurring  adjustments, that are  necessary  for  a  fair
presentation  of  the  nature  of the  Company's  business.   The
results of  operations for the six months ended June 30, 1998 are
not  necessarily indicative of the results that may  be  expected
for  the  full fiscal year or any future periods.  The  financial
statements included herein should be read in conjunction with the
financial  statements and notes thereto included in the Company's
consolidated financial statements for the year ended December 31,
1997.

Certain  prior period amounts have been reclassified  to  conform
with the presentation shown in the interim consolidated financial
statements.  These reclassifications had no effect on net income,
total stockholders' equity or cash flows.

2.   Bank Credit Agreements:

Effective March 13, 1998, the Company amended its agreement  with
its  bank  lenders  (the "Amended Facility")  to  remove  certain
subsidiaries  as  participants in the  agreement,  to  release  a
portion  of  the  assets  pledged as collateral,  to  reduce  the
interest  rate  and to reduce the commitment fee  on  the  unused
portion  of the Amended Facility.  Effective July 16,  1998,  the
Company  reduced the total commitment available under the Amended
Facility from $150,000,000 to $100,000,000.

On  June  23,  1998, the Company amended the Saevik  Supply  bank
credit  facilities creating one revolving credit facility in  the
amount  of  NOK 650 million, or $84.8 million (the  "Saevik  Bank
Facility"),  and  a term loan in the amount of NOK  29.7  million
($3.9   million).   As  of  June  30,  1998,  the   Company   had
approximately NOK 610 million ($79.6 million) of debt outstanding
under  the  Saevik  Bank Facility.  The Saevik Bank  Facility  is
collateralized by a security interest in certain of the Company's
North  Sea  vessels, requires Saevik Supply to  maintain  certain
financial  ratios  and limits the ability  of  Saevik  Supply  to
create  liens,  or  merge  or consolidate  with  other  entities.
Amounts borrowed under the Saevik Bank Facility bear interest  at
NIBOR  (Norwegian  Interbank Offered Rate)  plus  a  margin.  The
weighted  average interest rate for the Saevik Bank Facility  was
5.76%  as of June 30, 1998.  The commitment amount for the Saevik
Bank Facility reduces by NOK 50 million ($6.5 million) every  six
months   beginning  December  1998,  with  the  balance  of   the
commitment to expire in June 2003.

3.   Separate Financial Statements For Subsidiary Guarantors:

During 1997, the Company issued three Series of 82% Senior  Notes
due  2005, Series A/B Notes -- $110,000,000, Series C/D Notes  --
$100,000,000  and  Series E/F Notes -- $70,000,000  (the  "Senior
Notes").  The Senior Notes are uncollateralized and guaranteed by
Trico  Marine Assets, Inc., Trico Marine Operators,  Inc.,  Trico
Marine International Holdings, B.V., Saevik Supply ASA and Saevik
Shipping  AS  (the "Subsidiary Guarantors").  Separate  financial
statements  of  Subsidiary Guarantors are not  included  in  this
report  because  (a)  the Company is a holding  company  with  no
assets   or  operations  other  than  its  investments   in   its
subsidiaries, (b) the Subsidiary Guarantors constitute all of the
Company's   direct   and   indirect  subsidiaries   (other   than
insignificant   subsidiaries),   (c)   the   aggregate    assets,
liabilities, earnings and equity of the Subsidiary Guarantors are
substantially equivalent to the assets, liabilities, earnings and
equity of the Company on a consolidated basis, (d) the Subsidiary
Guarantors  have jointly and severally guaranteed  the  Company's
obligations under the Notes on a full and unconditional basis and
(e)  management has determined that separate financial statements
and  disclosures  concerning the Subsidiary  Guarantors  are  not
material to investors.

4.United States Government Guaranteed Ship Financing Bonds:

On  April 8, 1998 the Company issued $10,000,000 principal amount
of  8  year  United States Government Guaranteed  Ship  Financing
Bonds,  SWATH  Series  I,  at  an interest  rate  of  6.08%  (the
"Bonds").   The  Bonds are due in 16 semi-annual installments  of
principal and interest.  The Bonds are collateralized by a  first
preferred  ship  mortgage  on  the  Stillwater  River,  a   Small
Waterplane  Area Twin Hull ("SWATH") vessel, and by an assignment
of  the  charter contract that the vessel will commence upon  its
completion.  The proceeds from the Bonds were placed in escrow at
the   closing  and  will  be  distributed  to  the  Company  upon
completion and delivery of the vessel.

5.   Foreign Exchange:

In  June  1998,  Saevik Supply ASA entered into  several  forward
foreign  currency  exchange contracts to  hedge  certain  of  its
exposures  relating to fluctuations in the Great  Britain  pound.
These  contracts  generally expire within one  year.   Gains  and
losses on the contracts are deferred until the hedged transaction
is recognized.  As of June 30, 1998, deferred gains and losses on
forward foreign currency exchange contracts were not material  to
the consolidated financial statements.

6.   Income Taxes:

The  Company's effective income tax rate for the three-month  and
six-month periods ended June 30, 1998 was 32%.  The variance from
the  Company's  statutory rate is due to  income  contributed  by
Saevik  Supply ASA, which is deferred at the Norwegian  statutory
rate  of 28%, due to the Company's intent to permanently reinvest
the   unremitted   earnings  and  postpone   their   repatriation
indefinitely.

7.  New Accounting Standards:

During  the  year,  the  Company adopted Statement  of  Financial
Accounting  Standards, No. 130, "Reporting Comprehensive  Income"
(FASB  No.  130).   FASB  No.  130  requires  the  reporting   of
comprehensive  income in addition to net income from  operations.
Comprehensive  income  is  a more inclusive  financial  reporting
methodology   that  includes  disclosure  of  certain   financial
information  that  historically has not been  recognized  in  the
calculation  of net income.  Prior periods presented herein  have
been reclassified in accordance with FASB No. 130.

In  June  1997, the Financial Accounting Standards  Board  issued
Statement   of   Financial   Accounting   Standards,   No.   131,
"Disclosures  about  Segments  of  an  Enterprise   and   Related
Information," effective for fiscal years beginning after December
15,  1997.   In February 1998, the Financial Accounting Standards
Board  issued  Statement of Financial Accounting  Standards,  No.
132,  "Employer's Disclosures about Pensions and Other Retirement
Benefits,"  effective for fiscal years beginning  after  December
15,  1997.  Management believes adoption of these statements will
have  a  financial statement disclosure impact only and will  not
have  a  material  effect  on the Company's  financial  position,
operations or cash flows.

In  June  1998, the Financial Accounting Standards  Board  issued
Statement of Financial Accounting Standards, No. 133, "Accounting
for  Derivative  Instruments and Hedging  Activities"  (FASB  No.
133), effective for all fiscal quarters of fiscal years beginning
after  June  15,  1999.  The Company is currently evaluating  the
impact  FASB  No. 133 will have on its financial  statements,  if
any.


         ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                        CONDITION AND RESULTS OF OPERATIONS


         This  discussion  and  analysis  of  financial  condition  and
         results  of  operations should be read in conjunction with the
         unaudited consolidated  financial  statements  and the related
         disclosures included elsewhere herein.

         RESULTS OF OPERATIONS

         Revenues for the second quarter and six months ended  June 30,
         1998  were $52.9 million and $101.8 million, respectively,  an
         increase  of  101.4%  and 104.5% compared to the $26.3 million
         and $49.8 million in revenues for the second quarter and first
         six   months  of  1997,  respectively.   This   increase   was
         principally  due  to the inclusion, for the full 1998 periods,
         of the Company's North  Sea  operations,  which commenced as a
         result  of the acquisition of Saevik Supply  ASA  in  December
         1997, the  growth  in the Company's fleet of marine vessels in
         the U.S. Gulf of Mexico  ("Gulf")  and  the  improved  average
         vessel  day  rates for all the Company's vessel classes.   The
         table below sets  forth by vessel class, the average day rates
         and utilization of  the  Company's  vessels  and  the  average
         number of vessels owned during the periods indicated.
<TABLE>
<CAPTION>
                                          Three months ended June 30,      Six months ended June 30,
         <S>                                <C>        <C>                    <C>          <C>
                                              1998       1997                   1998         1997
         Average Day Rates:
         Supply                             $ 8,065    $ 7,077                $ 8,111      $ 6,833
         Supply/Anchor Handling (N. Sea)     15,142          -                 14,320            -
         Lift                                 6,072      5,528                  6,434        5,507
         Crew/Line Handling                   2,081      1,993                  2,081        1,919

         Utilization (1):
         Supply                                 70%        84%                    70%          86%
         Supply/Anchor Handling (N. Sea)        96%         -                     94%           -
         Lift                                   54%        71%                    61%          69%
         Crew/Line Handling                     91%       100%                    95%          97%
         Average Number of Vessels:
         Supply                                50.0       38.0                   49.4         36.9
         Supply/Anchor Handling (N. Sea)       17.0         -                    16.6           -
         Lift                                   6.0        6.0                    6.0          6.0
         Crew/Line Handling                    22.3       24.4                   22.6         24.5
</TABLE>

         Supply  boat day rates in the Gulf for the second quarter  and
         first six  months  of  1998  rose 14.0% to $8,065 and 18.7% to
         $8,111, respectively, compared  to  $7,077  and $6,833 for the
         comparable 1997 periods. Utilization for the supply boat fleet
         decreased  for  the  second quarter and six-month  period  due
         primarily to vessel downtime  resulting  from of the Company's
         extensive  fleet upgrade and refurbishment  program  which  is
         intended to enhance vessel capacities and extend their service
         lives.  Toward the end of the second quarter of 1998, however,
         the Company  began  to  experience  a  decrease in average day
         rates  and utilization for its Gulf supply  boat  fleet  as  a
         result of  decreased  activity  in  the  Gulf due to lower oil
         prices  and  increased overall fleet capacity  due  to  newly-
         constructed supply  boats  entering the market.  These factors
         have led to increased competition  in  the  Gulf  supply  boat
         market.
          **ENDNOTES**

          (1)  Average utilization  rates  are  average  rates  for  all
               vessels based on a 365-day year.  Vessels are  considered
               utilized  when  they  are  being  operated  or mobilized/
               demobilized under contracts with customers.


         Day rates for the Company's North Sea vessels averaged $15,142
         and  $14,320  for  the  second quarter and first six months of
         1998,  respectively.   Utilization  was  96%  for  the  second
         quarter of 1998, and 94% for the six-month period of 1998.  In
         mid-March 1998, the Company  took  delivery  of a new 276-foot
         platform supply vessel ("PSV"), which commenced  a  three-year
         contract in the U.K. sector of the North Sea.

         Lift boat day rates averaged $6,072 for the quarter and $6,434
         for  the  first  six  months of 1998, an increase of 9.8%  and
         16.8%, respectively, compared  to  $5,528  and  $5,507 for the
         comparable  1997 periods.  Utilization for the Company's  lift
         boats decreased  to  54%  and  61%  for the second quarter and
         first six months of 1998, respectively,  compared  to  71% and
         69%  for the year-ago periods, due to the scheduled drydocking
         in the second quarter of the Company's two 170-foot class lift
         boats  for  an  aggregate  of  93  days of downtime during the
         quarter.  The improvement in day rates  for  lift boats during
         the  first  six  months  of  1998 was due to favorable  market
         conditions  in  the  Gulf  for offshore  platform  repair  and
         maintenance and well servicing activities.

         Day rates for crew boats and  line  handling vessels increased
         4.4% to $2,081 for the second quarter,  from  $1,993  for  the
         second  quarter  of 1997, due to the increase in day rates for
         crew boats in the  Gulf.   Utilization  for the crew boats and
         line handling vessels decreased to 91% for  the second quarter
         of 1998, compared to 100% for the comparable  1997 period, due
         to vessel downtime resulting from the scheduled  drydocking of
         four of the Company's crew boats in the Gulf.

         During the second quarter and first six months of 1998, direct
         vessel operating expenses increased to $17.1 million (32.2% of
         revenues) and $33.8 million (33.2% of revenues), respectively,
         compared to $9.1 million (34.5% of revenues) and $17.2 million
         (34.6%  of  revenues)  for  the  second quarter and first  six
         months  of  1997.   This increase was  primarily  due  to  the
         acquisition of Saevik  Supply  and  the expanded vessel fleet.
         Direct vessel operating expenses as a  percentage  of revenues
         decreased, however, due to the increase in average vessel  day
         rates during the first six months of 1998.

         Depreciation   and  amortization  expense  increased  to  $7.4
         million and $14.3 million for the second quarter and first six
         months of 1998,  respectively,  up  from $2.4 million and $4.7
         million for the year-ago periods as a  result of the Company's
         expanded  vessel  fleet.   Amortization of  marine  inspection
         costs  increased to $2.3 million  and  $3.7  million  for  the
         quarter and six month period ended June 30,1998, respectively,
         from $692,000 and $1.3 million in the comparable 1997 periods,
         due to the  amortization  of  increased dry docking and marine
         inspection costs associated with the Company's expanded vessel
         fleet and the Company's fleet refurbishment program.

         General and administrative expenses  increased to $2.5 million
         (4.7% of revenues) and $4.8 million (4.7%  of revenues) in the
         second  quarter  and  first six months of 1998,  respectively,
         from $1.3 million (5.0% of revenues) and $2.7 million (5.5% of
         revenues) for the 1997  periods  due to additions of personnel
         in connection with the growth in the  Company's  vessel  fleet
         and  the  addition  of  the North Sea operations.  General and
         administrative  expenses,   as   a   percentage  of  revenues,
         decreased in the 1998 periods as the increase  in revenues and
         expansion  of  the  Company's  vessel  fleet  did not  require
         proportionate increases in administrative expenses.

         Interest  expense  increased  to $7.0 million for  the  second
         quarter of 1998 from $788,000 for  the second quarter of 1997.
         This  increase was due to increased borrowings  in  1997  that
         were used to fund the Company's acquisition of supply boats in
         the  Gulf,  the  Company's  various  vessel  construction  and
         upgrade  projects  and  the  acquisition of Saevik Supply.  In
         July 1997, the Company issued $110 million principal amount of
         82% Senior Notes due 2005 (the "Notes"), the proceeds of which
         were used to purchase 11 supply boats in the Gulf and to repay
         outstanding  amounts  under  the  Company's  revolving  credit
         facility.  In November and December  1997,  the Company issued
         an additional $170 million principal amount of the Notes ($100
         million in November and $70 million in December), the proceeds
         of  which  were  used to fund a portion of the acquisition  of
         Saevik Supply and  to  repay  outstanding  amounts  under  the
         Company's  Bank  Credit Facility (as defined below).  Interest
         expense was low for  the  first six months of 1997 because the
         Company had reduced its borrowings  under  its credit facility
         with  proceeds  from  the Company's equity offering  that  was
         completed in November 1996.

         In  the second quarter and  first  six  months  of  1998,  the
         Company  had  income  tax  expenses  of $5.4 million and $10.3
         million, respectively, compared to income  tax expense of $4.3
         million  and $7.9 million in the 1997 periods.  The  Company's
         effective  income  tax  rate for the three-month and six-month
         periods ended June 30, 1998  was  32%.   The variance from the
         Company's  statutory  rate  is  due to income  contributed  by
         Saevik  Supply  ASA,  which  is  deferred   at  the  Norwegian
         statutory  rate  of  28%,  due  to  the  Company's  intent  to
         permanently  reinvest  the  unremitted  earnings  and postpone
         their repatriation indefinitely.

         LIQUIDITY AND CAPITAL RESOURCES

         Since its initial public offering in May 1996, the Company has
         focused on growth through acquisitions.  In December 1997, the
         Company significantly expanded its international operations by
         acquiring  Saevik  Supply for approximately $289.0 million  in
         cash.  Since its initial  public  offering,  the  Company also
         acquired  37 supply boats for use in the Gulf at an  aggregate
         cost of $177.0  million.  As a result of this growth, Trico is
         now the second largest  owner  and operator of supply boats in
         the  Gulf  and a leading operator  in  the  North  Sea.   This
         strategy  of   growth   through  acquisitions,  together  with
         increased  vessel  day  rates,  has  enabled  the  Company  to
         significantly  increase  total  revenues  and  achieve  strong
         operating results.

         Funds during the first six  months  of  1998  were provided by
         $126.0 million in borrowings under the Company's  bank  credit
         facilities   and   $47.1   million  in  funds  from  operating
         activities.   During  the period,  the  Company  repaid  $89.5
         million  of  debt  and made  capital  expenditures,  including
         deferred marine inspection costs, totaling $77.4 million.

         During  the  first six  months  of  1998,  the  Company  spent
         approximately  $60.4 million on vessel upgrade or construction
         projects.  To expand  its  North  Sea  operations, the company
         took  delivery in the first quarter of a  276-foot  PSV  which
         began a  three-year charter for a U.K. oil and gas operator in
         March 1998.  The Company also continued construction in Norway
         of a 275-foot, technologically advanced anchor handling towing
         and supply  vessel  ("AHTS")  with  23,800  horsepower that is
         scheduled to be delivered no later than May 1999.  The Company
         also   has   two  230-foot  supply  vessels  currently   under
         construction at  a shipyard on the U.S. Gulf Coast.  The first
         vessel is expected  to  be completed in September 1998 and has
         been committed to a three-year  charter  to  an  oil  and  gas
         company  active in the Gulf.  The second vessel is expected to
         be delivered  at  the end of 1998.  Other capital expenditures
         for vessel upgrade and construction projects during the period
         included: (i) costs  to  lengthen and upgrade two supply boats
         for the Gulf, the Elkhorn River and Kings River, both of which
         were placed in service in  March  1998;  (ii)  costs  for  the
         construction  of a supply boat for use in the Brazilian market
         which was placed  in  service  in July 1998, and the continued
         construction of the SWATH vessel  and  (iii)  U.S. Coast Guard
         drydocking costs and vessel refurbishment costs.

         In  1997,  the  Company  issued  $280.0  million  in aggregate
         principal amount of the Notes, which were used to fund certain
         acquisitions of supply boats in the Gulf, to repay outstanding
         borrowings  under the Company's revolving credit facility  and
         to fund a portion  of  the  acquisition of Saevik Supply.  The
         Notes are uncollateralized and  are  required to be guaranteed
         by all of the Company's Significant Subsidiaries (as such term
         is  defined  in  the  indentures  governing   the  Notes,  the
         "Subsidiary  Guarantors").   Except  in certain circumstances,
         the Notes may not be prepaid until August  1,  2001,  at which
         time  they  may be redeemed, at the option of the Company,  in
         whole or in part,  at a redemption price equal to 104.25% plus
         accrued  and  unpaid  interest,   with  the  redemption  price
         declining ratably on August 1 of each  of the succeeding three
         years.   The  indentures governing the Notes  contain  certain
         covenants that,  among  other things, limit the ability of the
         Company to incur additional  indebtedness,  pay  dividends  or
         make  other  distributions, create certain liens, sell assets,
         or enter into certain mergers or acquisitions.

         To provide funding  for  the  acquisition  of  Saevik  Supply,
         effective  December  1, 1997, the Company amended and restated
         its existing bank credit  facility  to  provide  for  a $150.0
         million  revolving credit facility and $200.0 million in  term
         loans (collectively,  the  "Bank  Credit Facility").  The term
         loans  were  repaid  with the net proceeds  of  the  Company's
         issuance of 4,600,000  shares  of  common stock (approximately
         $123.7  million)  that  was completed in  December  1997  (the
         "Common  Stock Offering").   Proceeds  from  the  $70  million
         issuance of  Notes  completed  in  December  1997 were used to
         repay outstanding amounts under the revolving  portion  of the
         Bank Credit Facility.

         As  a  result  of  the  repayment  of substantially all of its
         borrowings under the Bank Credit Facility  as discussed above,
         the  Company renegotiated and amended the terms  of  the  Bank
         Credit  Facility  (the "Amended Facility") in March 1998.  The
         Amended Facility provides  a  $150.0 million revolving line of
         credit that can be used for acquisitions and general corporate
         purposes.   The  Amended  Facility   is  collateralized  by  a
         mortgage  on  certain  of  the  Company's  vessels.    Amounts
         borrowed under the Amended Facility mature on December 1, 2002
         and  bear interest at LIBOR plus a margin that depends on  the
         Company's leverage ratio (currently approximately 7.16%).  The
         Amended  Facility  requires  the  Company  to maintain certain
         financial  ratios  and  limits the ability of the  Company  to
         incur additional indebtedness,  pay  dividends or make certain
         other  distributions,  create certain liens,  sell  assets  or
         enter  into certain mergers  or  acquisitions.   Although  the
         Amended  Facility  does impose some limitations on the ability
         of the Company's subsidiaries  to  make  distributions  to the
         Company, it expressly permits distributions to the Company  by
         the Subsidiary Guarantors for scheduled principal and interest
         payments  on the Notes.  In July 1998, the Company reduced the
         committed amount of the Amended Facility to $100 million.

         In addition to the Notes and the Amended Facility, as a result
         of the acquisition of Saevik Supply, the Company incurred debt
         under several bank facilities that were originally established
         by Saevik Supply  to  make vessel acquisitions.  In June 1998,
         the Company amended the  existing  Saevik  Supply  bank credit
         facilities  creating  one  revolving  credit  facility in  the
         amount of NOK 650 million, or $84.8 million (the  "Saevik Bank
         Facility"), and a term loan in the amount of NOK 29.7  million
         ($3.9  million).   As  of  June  30,  1998,  the  Company  had
         approximately   NOK   610  million  ($79.6  million)  of  debt
         outstanding under the Saevik  Bank  Facility.  The Saevik Bank
         Facility is collateralized by a security  interest  in certain
         of the Company's North Sea vessels, requires Saevik Supply  to
         maintain  certain  financial  ratios and limits the ability of
         Saevik Supply to create liens,  or  merge  or consolidate with
         other  entities.   Amounts  borrowed  under  the  Saevik  Bank
         Facility  bear interest at NIBOR (Norwegian Interbank  Offered
         Rate) plus  a  margin.  The weighted average interest rate for
         the Saevik Bank Facility  was  5.76% as of June 30, 1998.  The
         commitment amount for the Saevik  Bank Facility reduces by NOK
         50 million ($6.5 million) every six  months beginning December
         1998, with the balance of the commitment  to  expire  in  June
         2003.

         In  connection  with  the construction of the SWATH vessel, in
         April  1998,  the  Company   issued  $10.0  million  aggregate
         principal amount of 8 year, 6.08%  Ship  Financing  Bonds (the
         "Ship Bonds") guaranteed by the United States Government.  The
         Ship Bonds are due in 16 semi-annual installments of principal
         and interest and are secured by first preferred ship  mortgage
         on  the  SWATH  vessel  and  by  an assignment of the vessel's
         charter.   The proceeds from the Ship  Bonds  were  placed  in
         escrow at the indenture closing and will be distributed to the
         Company upon completion and delivery of the SWATH vessel.  The
         proceeds will  be used to reduce the amounts outstanding under
         the Company's Amended Facility.

         Capital expenditures  planned  for  the  remainder of 1998 are
         expected to total $35.0 million, consisting  primarily  of the
         existing   vessel   construction  projects,  scheduled  vessel
         drydockings and expenditures  associated  with  the  Company's
         fleet  refurbishment  program.   Existing  vessel construction
         projects include: (i) completion of the SWATH  vessel  for the
         Brazilian  market;  (ii) completion of the two 230-foot supply
         vessels; and (iii) continuation  of  the  construction  of the
         275-foot  AHTS  in  Norway  to  be completed no later than May
         1999.

         The  Company  believes  that  cash generated  from  operations
         together with available borrowings  under the Amended Facility
         will  be  sufficient to fund the Company's  currently  planned
         capital  projects   and  working  capital  requirements.   The
         Company's strategy, however, is to make other acquisitions and
         to selectively construct  new  special-purpose vessels as part
         of an effort to expand its worldwide  presence.  To the extent
         the Company is successful in identifying  such  opportunities,
         it   most  likely  will  require  additional  debt  or  equity
         financing depending on the size of the investments required.

         During  1997  the  Company began an evaluation of its existing
         software systems to  determine which computer programs need to
         be upgraded or modified  to  become  year 2000 compliant.  The
         Company  has  determined that the cost to  upgrade  or  modify
         those  software  systems  which  are  not  already  year  2000
         compliant  will  not  have  a material effect on the Company's
         financial position, operations or cash flow.

         CAUTIONARY STATEMENTS

         "Management's Discussion and  Analysis  of Financial Condition
         and  Results of Operations" includes certain  "forward-looking
         statements"   within   the  meaning  of  Section  27A  of  the
         Securities Act and Section  21E  of  the  Exchange  Act.   All
         statements  other  than statements of historical fact included
         in this section regarding the Company's financial position and
         liquidity, its strategic  alternatives,  future capital needs,
         business strategies, scheduled drydockings  and related vessel
         downtime, and other plans and objectives of management  of the
         Company  for  future  operations  and activities, are forward-
         looking statements.  These statements  are  based  on  certain
         assumptions  and analyses made by the Company's management  in
         light  of its experience  and  its  perception  of  historical
         trends,  current  conditions, expected future developments and
         other  factors  it  believes   are   appropriate   under   the
         circumstances.   Such  statements  are  subject  to  risks and
         uncertainties, including the risks involved with the Company's
         acquisition of Saevik Supply and the integration thereof,  the
         Company's  dependence  on  the  oil  and  gas industry and the
         volatility of that industry, the Company's  ability  to manage
         growth, competition in its industry, the risk of international
         operations  and  currency  fluctuations, general economic  and
         business conditions, the business  opportunities  that  may be
         presented  to  and  pursued  by the Company, changes in law or
         regulations and other factors,  many  of  which are beyond the
         control  of the Company.  Although the Company  believes  that
         the expectations  reflected in such forward-looking statements
         are  reasonable,  it   can   give   no   assurance  that  such
         expectations will prove to have been correct.  Such statements
         are  not  guarantees  of  future  performance and  the  actual
         results  or  developments  may differ  materially  from  those
         projected in the forward-looking statements.

         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.


                  PART II.    OTHER INFORMATION



Item 4.    Submission of Matters to a Vote of Security Holders

(a)  The Annual Meeting of Stockholders of the Company was held
     on May 27, 1998 (the "Annual Meeting").

(b)  At the Annual Meeting, H.K. Acord and Edward C. Hutcheson,
     Jr. were re-elected to serve until the annual meeting of
     stockholders for the year 2001.  In addition to the
     directors elected at the Annual Meeting, the terms of Thomas
     E. Fairley, Benjamin F. Bailar, Ronald O. Palmer and Garth
     H. Greimann continued after the Annual Meeting.

(c)  At the Annual Meeting, holders of shares of the Company's
     Common Stock elected two directors with the number of votes
     cast for and withheld for such nominees as follows:


     Name                        For                Withheld

     H. K. Acord                 17,392,040         134,580

     Edward C. Hutcheson, Jr.    17,393,740         132,880


     Item 6.    Exhibits and Reports on Form 8-K

(a)  Exhibits:

        3.1 Certificate of Incorporation of the Company. 1

        3.2   By Laws of the Company.1

        4.1   Specimen Common Stock Certificate.2

        4.2   Indenture  dated July 21, 1997 by  and  among  the
              Company, Trico Marine Operators,  Inc.,  Trico Marine
              Assets,  Inc.  and  Texas Commerce Bank National
              Association, as Trustee ("July Indenture").1

        4.3   Form  of Note and Subsidiary Guarantee  under  the
              July Indenture. 1

        4.4   First   Supplemental  Indenture   to   the   July
              Indenture.3

        4.5   Indenture dated November 14, 1997 by and among the
              Company, Trico Marine  Operators, Inc., Trico Marine
              Assets,  Inc.  and Texas Commerce Bank National
              Association, as Trustee, including form of  Note
              and Subsidiary Guarantee (the "November Indenture").4

        4.6   First   Supplemental  Indenture  to  the  November
              Indenture.3

        4.7   Indenture dated December 24, 1997 by and among the
              Company, Trico Marine  Operators, Inc., Trico Marine
              Assets, Inc. and Texas Commerce Bank National Association,
              as  Trustee (the "December Indenture").5

        4.8   Form  of Note and Subsidiary Guarantee  under  the
              December Indenture.5

        4.9   First  Supplemental  Indenture  to  the  December
              Indenture.3

        4.10  Certificate  of  Designations  for  the  Company's
              Series AA Participating Cumulative Preference Stock.6

        4.11  Rights Agreement dated as of February 19, 1998,  by
              and between the Company and ChaseMellon Shareholder
              Services, L.L.C.6

        11.1  Computation of Earnings Per Share.

        27.1  Financial Data Schedule.


     1     Incorporated by reference to the Company's Current
Report on Form 8-K dated July 21, 1997 and filed with the
Commission on August 1, 1997

     2     Incorporated by reference to the Company's
Registration Statement on Form S-1 (Registration
Statement No. 333-2990).

     3     Incorporated by refernce to the Company's
Annual Report on Form 10-K for the year ended December 31, 1997

     4     Incorporated  by  reference to the  Company's  Current
Report on Form 8-K dated November 14, 1997 and filed with the
Commission on November 21, 1997.

      5     Incorporated  by reference to the  Company's  Current
Report on Form 8-K dated December 24, 1997 and filed with the
Commission on January 14, 1998.

      6   Incorporated by reference to the Company's Registration
Statement on Form 8-A dated March 3, 1998.

(b) Reports on Form 8-K:  None.




                            SIGNATURE

Pursuant  to the requirements of the Securities Exchange  Act  of
1934, Registrant has duly caused this report to be signed on  its
behalf by the undersigned thereunto duly authorized.


                              TRICO MARINE SERVICES, INC.





                               By:    /s/ Kenneth W. Bourgeois
                                      Kenneth W. Bourgeois
                                      Chief Accounting Officer and
                                        duly authorized officer
                               
Date: August 14, 1998