SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC 20549

                                Form 10-Q

      ___*___ Quarterly Report Pursuant to Section 13  or 15(d) of
                     the Securities Exchange Act of 1934
                For the quarterly period ended June 30, 1997

              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 Identification No.)
       incorporation or organization)


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

      Registrant's  telephone number, including area code (504) 851-3833
      610 Palm Street, Houma, LA 70364
      (Former address, 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,
      and (2) has been subject to such filing  requirements  for  the
      past 90 days.

                                     Yes____*_____ No_________
                                       
      As of August 12, 1997  there  were 15,648,148 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,
                                                                             1997               1996
<S>                                                                     <C>                 <C>
                                  ASSETS

Current assets:
    Cash and cash equivalents                                           $     5,918         $    1,047
    Accounts receivable, net                                                 20,960             17,409
    Prepaid expenses and other current assets                                   784                591
                                                                        ------------        ------------
       Total current assets                                                  27,662             19,047
                                                                        ------------        ------------
Property and equipment, at cost:
    Land and buildings                                                        2,212               1,565
    Marine vessels                                                          156,756             120,403
    Construction-in-progress                                                 11,571               7,153
    Transportation and other                                                  1,099                 853
                                                                        ------------        ------------           
                                                                            171,638             129,956     

Less accumulated depreciation and amortization                              15,301              10,814
                                                                        ------------        ------------
    
    Net property and equipment                                              156,357             119,142
                                                                        ------------        ------------

Other assets, net                                                            10,099               5,166
                                                                        ------------        ------------
                                                                        $   194,098         $   143,355
                                                                        ============        ============


                        LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:                                                                                   
    Accounts payable                                                    $     5,983         $     5,162
    Accrued expenses                                                          4,797               3,812
                                                                        ------------        ------------

      Total current liabilities                                              10,780               8,974
                                                                        ------------        ------------

Long-term debt                                                               49,500              21,000
Deferrred income taxes, net                                                  15,118               9,401
                                                                        ------------        ------------
      
      Total liabilities                                                      75,398              39,375
                                                                        ------------        ------------

Commitments and contingencies                                                
                                                                        
Stockholders' equity:
    Common stock, $.01 par value, 40,000,000 shares authorized, issued 
     15,646,378 and 15,601,960 shares,outstanding 15,574,346 and
     15,529,928 shares at June 30, 1997 and December 31, 1996, 
     respectively                                                               156                 156
    Additional paid-in capital                                               93,893              93,818
    Retained earnings                                                        24,652              10,007
    Treasury stock, at par value, 72,032 shares                                 (1)                 (1)
                                                                        ------------        ------------

      Total stockholders' equity                                            118,700             103,980
                                                                        ------------        ------------
     
                                                                        $   194,098         $   143,355
                                                                        ============        ============

</TABLE>

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



               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
                                                  -----------   ------------  ------------   ------------
                                                       1997          1996           1997         1996
<S>                                               -----------   ------------  ------------   ------------
Revenues:                                         <C>           <C>           <C>            <C>
   Charter hire                                   $    26,293   $    11,099   $     49,781   $   19,475
   Other vessel income                                    -              12              4           20
                                                  -----------   ------------  ------------   ------------
       Total revenues                                  26,293        11,111         49,785       19,495

Operating expenses:                               ------------  ------------  ------------   ------------
  Direct vessel operating expenses                      9,073         5,696         17,220       10,383
  General  and administrative                           1,314           724          2,732        1,385
  Amortization of marine inspection costs                 692           467          1,274          897
  Other                                                    66            65            137          169
                                                  ------------  ------------  ------------   ------------
    Total operating expenses                           11,145         6,952         21,363       12,834
                                                  ------------  ------------  ------------   ------------
Depreciation and amortization expense                   2,394           994          4,676        1,818
                                                  ------------  ------------  ------------   ------------
Operating income                                       12,754         3,165         23,746        4,843

Interest expense                                          788           624          1,514        1,660
Amortization of deferred financing costs                   18            85             35          187
Gain on sale of assets, net                              (260)           -            (253)          - 
Other income, net                                         (59)          (29)           (80)         (41)
                                                  ------------  ------------  ------------   ------------
Income before income taxes and extraordinary item      12,267         2,485         22,530        3,037

Income tax expense                                      4,293           867          7,885        1,055
                                                  ------------  ------------  ------------   ------------
Income before extraordinary item                        7,974         1,618         14,645        1,982

Extraordinary item, net of taxes                          -            (917)            -          (917)
                                                  ------------  ------------  ------------   ------------
Net income                                        $     7,974   $       701    $    14,645   $    1,065
                                                  ============  ============  ============   ============

Weighted average common shares  and
   equivalents outstanding                         16,854,189    11,167,496     16,859,430    9,090,536
                                                  ============  ============  ============   ============
Earnings per common share and equivalent
  outstanding:
    Income before extraordinary item              $      0.47   $      0.14    $      0.87   $     0.22
    Extraordinary item                                     -          (0.08)             -        (0.10)
                                                  ------------  ------------   ------------  ------------
     Net income                                   $      0.47   $      0.06    $      0.87   $     0.12
                                                  ============  ============   ============  ============
</TABLE>

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




               TRICO MARINE SERVICES, INC. AND SUBSIDIARIES

                   CONSOLIDATED STATEMENTS OF CASH FLOWS

                                (Unaudited)
                          (Dollars in thousands)

<TABLE>
<CAPTION>
                         
                          
                                                                                    Six Months Ended
                                                                                        June 30,

                                                                             ------------    ------------  
                                                                                   1997             1996
                                                                             ------------    ------------
<S>                                                                           <C>             <C>
Cash flows from operating activities:
 Net income                                                                   $    14,645     $    1,065
 Adjustments to reconcile net income to net cash provided
   by operating activities:
   Depreciation and amortization                                                    5,985          2,932
   Extraordinary charge                                                                 -          1,411
   Deferred income taxes                                                            5,717            561
   Interest on subordinated debt                                                        -            461
   Gain on sale of assets, net                                                       (253)            -
   Provision for doubtful accounts                                                     60             70
   Equity in loss of affiliate                                                         80             -
 Changes in operating assets and liabilities:
   Accounts receivable                                                             (4,047)        (2,169)
   Prepaid expenses and other current assets                                         (192)          (597)
   Accounts payable and accrued expenses                                            1,807         (1,025)
 Other, net                                                                          (296)          (410)
                                                                             ------------    ------------
       Net cash provided by operating activities                                   23,506          2,299
                                                                             ------------    ------------
Cash flows from investing activities:
    Purchases of property and equipment                                           (42,558)       (15,724)
    Deferred marine inspection costs                                               (5,455)          (595)
    Proceeds from sales of assets                                                   1,115             -
    Investment in unconsolidated affiliate                                           (264)          (947)
                                                                             ------------    ------------
           Net cash used in investing activities                                  (47,162)       (17,266)
                                                                             ------------    ------------                
Cash flows from financing activities:
  Proceeds from issuance of common stock, net of registration expenses                 75         48,410
  Proceeds from issuance of long-term debt                                         33,500          6,169
  Repayment of long-term and subordinated debt                                     (5,000)       (38,929)
  Deferred financing costs and other                                                  (48)          (512)
                                                                             ------------    ------------
       Net cash provided by financing activities                                   28,527         15,138
                                                                             ------------    ------------
                                                                             
Net increase in cash                                                                4,871            171

Cash and cash equivalents at beginning of period                                    1,047          1,117
                                                                             ------------    ------------
Cash and cash equivalents at end of period                                    $     5,918      $   1,288
                                                                             ============    ============

Supplemental information:
  Income taxes paid                                                           $     1,493      $       2
                                                                              ===========    ============

  Interest paid                                                               $     1,622      $   4,442
                                                                              ===========    ============  

</TABLE>                                                                      

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



                  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, 1997
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, 1996.

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  February  7,  1997,  the Company increased its agreement with its
bank lenders (the "Bank Credit Facility")  to $65,000,000.  On July 16, 1997
the Company extended the  maturity date of the  Bank Credit Facility to July
31, 2003, extended the revolving portion of the Bank Credit Facility to July
31, 1999 and amended certain covenants, including restrictions on additional
indebtedness, which permitted the issuance of $110,000,000 of 8 1/2% Senior
Notes due August 1, 2005.

3. Acquisitions:

In January 1997, the Company entered into agreements with two  companies  to
acquire  seven  supply  vessels and one utility vessel for $36,200,000.  The
first transaction for the  acquisition of five of the supply vessels and the
utility vessel was completed on January 31, 1997, with the Company borrowing
$22,000,000 under the Bank Credit Facility to fund a portion of the purchase
price.  The second transaction for two supply vessels was completed with the
acquisition of the first vessel  on  June  25, 1997 and the second vessel on
July  3,  1997.   The Company  borrowed $8,000,000  under  its  Bank  Credit
Facility to fund a portion of the purchase price of the two vessels.

In June 1997 the Company entered into an agreement to acquire 12 supply vessels
for $69,000,000.  Eleven of the vessels were acquired for a total of 
$62,000,000 on July 21, 1997.  The purchase was funded with a portion of the 
proceeds of the Company's $110,000,000 of 8 1/2% Senior Notes issued July 21,
1997. The Company expects the acquisition of the twelfth vessel to be completed
in September 1997 with  the Company funding a portion of the purchase price 
with borrowings under its Bank Credit Facility.

4. Authorized Shares and Stock Split:

On May 22, 1997, the Company's  stockholders  approved  an  amendment to the
Company's Certificate of Incorporation to increase the number  of  shares of
Common Stock which the Company is authorized to issue from 15 million  to 40
million (the"Amendment").  A two-for-one split of the Company's common stock in
the form of a 100% stock dividend that was previously declared by the Company's 
Board of Directors subject to approval of the Amendment by the Company's
stockholders, was paid on June 9, 1997.  The financial statements have been 
restated to reflect all effects of this stock split, including all share 
amounts and per share data.



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

5. New Accounting Standards:

In February 1997, the Financial Accounting  Standards Board issued two 
Statements of  Financial  Accounting  Standards, Statement No. 128 "Earnings  
Per Share" and Statement No. 129 "Disclosure of Information About Capital
Structure," both effective for financial statements issued for periods  ending 
after December 15, 1997.  In June 1997, the Financial Accounting Standards  
Board issued two Statements of Financial  Accounting  Standards, Statement No.  
130  "Reporting  Comprehensive  Income" and Statement No. 131 "Disclosures
about Segments of an Enterprise  and  Related  Information," both 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.

6. Subsequent Events:

On July 21, 1997 the Company issued $110,000,000 of 8 1/2% Senior Notes due 2005
(the "Notes").   The Notes are unsecured and are guaranteed by the Company's
principal   subsidiaries,   Trico  Marine  Assets,  Inc.  and  Trico  Marine
Operators, Inc.  Interest is  payable semi-annually on February 1 and August
1  of  each  year  commencing  February   1,  1998.    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.  No sinking fund payments arerequired on the 
Notes until their final maturity.

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.  The proceeds received
from  the  Notes  were  $106,419,000,   net  of  underwriting  discounts  of
$3,581,000.   Of  the proceeds, the Company  used  $62,000,000  to  purchase
11 supply boats  and  $44,419,000 to repay amounts outstanding under the
Bank Credit Facility.

Separate financial staements of Trico Marine Assets, Inc. and Trico Marine
Operators, Inc. (the "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 
(subject to a standard fraudulent conveyance savings clause) and (e) management 
has determined that separate financial statements and disclosures concerning 
the Subsidiary Guarantors are not material to investors.



     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, 1997 were $26.3
million  and  $49.8  million, respectively, an increase of  136.6%  and  155.4%
compared to the $11.1 million and $19.5 million in revenues for the quarter and
six months of 1996, respectively.   This  increase  was  principally due to the
improved average vessel day rates and the growth in the Company's  supply  boat
fleet  in  the  Gulf  of Mexico ("Gulf").  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.

                               Three  months ended       Six months ended 
                                    June 30,                 June 30,
                                1997        1996         1997        1996
Average Day Rates:
Supply                        $7,077      $4,256       $6,833      $3,887
Lift                           5,528       4,591        5,507       4,710
Crew/Line Handling             1,993       1,521        1,919       1,527

Utilization:
Supply                           84%         98%          86%         93%
Lift                             71%         64%          69%         61%
Crew/Line Handling              100%         93%          97%         94%

Average Number of Vessels:
Supply                          38.0        18.5         36.9        17.3
Lift                             6.0         6.0          6.0         6.0
Crew/Line Handling              24.4        25.0         24.5        21.7

Supply boat day rates for the second quarter  and first six months of 1997 rose
66.3%  to  $7,077 and 75.8% to $6,833, respectively,  compared  to  $4,256  and
$3,887 for the  comparable  1996 periods due to the strong market conditions in
the Gulf.  Lift boat day rates  averaged  $5,528 for the quarter and $5,507 for
the first six months of 1997, an increase of  20.4%  and  16.9%,  respectively,
compared  to  $4,591 and $4,710 for the comparable 1996 periods.  While the 
Company's supply boats experienced strong demand and effectively full 
utilization levels during the periods, utilization for the Company's supply 
boat fleet decreased  for the first quarter and six month period due to a large 
number of scheduled vessel drydockings in 1997 compared to the year-ago 
periods.  Utilization for the Company's lift boats increased to 71%  
and 69% for the second quarter and first six months of 1997, respectively, 
compared to 64% and  61%  for  the year-ago periods, despite the impact in the 
second quarter of 1997  of  one of the 170-foot class lift boats being 
unavailable for service for 66 days of the quarter for upgrade and repairs.  
The improvement in day rates and utilization  for  the  lift  boats during 1997 
is due to improved 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 31.0% to $1,993 for the second quarter, from 
$1,521  for  the  second quarter  of  1996, due to the increase in day rates 
for crew boats in the Gulf. Utilization for the crew boats and line handling 
vessels increased to 100% for the second quarter of 1997, compared to 93.0% for 
the comparable 1996 period due to strong demand for crew boats in the Gulf and 
the long term contracts for the line handling vessels in Brazil.

During the second quarter and first six months of 1997, direct vessel operating
expenses increased to $9.1 million (34.5% of revenues) and $17.2 million (34.6%
of  revenues),  respectively, compared to $5.7 million (51.3% of revenues)  and
10.4 million (53.3% of revenues) for the second quarter and first six months
of 1996 due to the expanded  vessel  fleet,  and  to a lesser extent, increased
labor,  repair  and  maintenance  costs.   Direct  vessel   operating  expenses
decreased as a percentage of revenues due to the increase in average vessel day
rates during the second quarter and first six months of 1997.


Depreciation  and  amortization  expense  increased  to $2.4 million  and  $4.7
million for the second quarter and first six months of  1997,  respectively, up
from  $994,000  and  $1.8 million for the year-ago periods due to the  expanded
vessel fleet.  Amortization  of  marine  inspection costs increased to $692,000
and  $1.3  million  for  the  second quarter and  six  month  period  of  1997,
respectively, from $467,000 and $897,000 in the comparable 1996 periods, due to
the amortization of increased drydocking and marine inspection costs associated
with the expanded fleet of vessels.

General  and  administrative  expenses  increased  to  $1.3  million  (5.0%  of
revenues) and $2.7 million (5.5%  of  revenues)  in the 1997 second quarter and
six  month  period, respectively, from $724,000 (6.5%  of  revenues)  and  $1.4
million (7.1%  of  revenues) for the 1996 periods due to additions of personnel
in connection with the  growth  in  the  Company's  vessel  fleet.  General and
administrative expenses, as a percentage of revenues, decreased  in  the second
quarter and six-month period as the increase in revenues and additions  to  the
vessel   fleet  did  not  require  proportionate  increases  in  administrative
expenses.

Interest expense  increased  to  $788,000  for  the second quarter of 1997 from
$624,000  for  the  second  quarter  of 1996.  Average  bank  debt  outstanding
increased to $44.0 million in the second  quarter  of  1997,  compared to $18.2
million for the 1996 period, due to borrowings incurred to fund the acquisition
of  three  vessels  in December 1996 and six vessels in January 1997,  and  the
repayment of all borrowings  under  the  Company's  Bank Credit Facility in the
year-ago  quarter  with  proceeds  from the Company's initial  public  offering
completed in May 1996.  For the first  six  months  of  1997  interest  expense
decreased  to  $1.5  million  from  $1.7  million  due  to  the  prepayment  of
subordinated  debt  in May 1996 with proceeds from the Company's initial public
offering and due to lower average interest rates on the Company's bank debt for
the 1997 six month period.

In the second quarter  and first six months of 1997, the Company had income tax
expenses of $4.3 million and $7.9 million, respectively, compared to income tax
expense of $867,000 and $1.1 million in the 1996 periods.

As a result of the repayment  of  all debt outstanding under the Company's Bank
Credit Facility and its subordinated  debt  in  the second quarter of 1996, the
Company recorded an extraordinary charge of $917,000, net of taxes of $494,000,
for the write-off of unamortized debt issuance costs in the year-ago quarter.

LIQUIDITY AND CAPITAL RESOURCES

Since its initial public offering in May 1996, the  Company's strategy has been
to enhance its position as a leading supplier of marine support services in the
Gulf by pursuing opportunities to acquire vessel fleets  or  single vessels and
by  diversifying  into  international  markets.   In  this period, the  Company
acquired 25 supply boats at an aggregate cost of $102.5  million  and  in  July
1997  acquired,  or  agreed  to  acquire, an additional 12 supply boats for $69
million.  Additionally, as part of  its  strategy, the Company has upgraded, or
is in the process of upgrading, two supply  boats  by lengthening them from 180
to  220  feet,  and  is  completing  the construction of two  vessels  for  the
Brazilian market.

Funds during the first six months of 1997   were  provided  by $33.5 million in
net  proceeds from borrowings under the Company's Bank Credit  Facility,  $23.5
million  in  funds  from operating activities and $1.1 million from the sale of
assets.  During the period,  the  Company  repaid $5.0 million of debt and made
capital expenditures totaling $48.0 million.

Capital expenditures for the six months of 1997  consisted principally of $30.6
million for the acquisition of six supply vessels and one utility vessel in the
Gulf,  and $5.5 million of U.S. Coast Guard drydocking  costs.   Other  capital
expenditures totaling $11.9 million consisted primarily of vessel upgrade or 
construction projects  on four vessels, two of which are for the Gulf market 
and two for the Brazilian market.  The Stones River was a 180 foot supply boat 
that the Company acquired in 1996 and rebuilt and lengthened to 220 feet and 
which began a charter contract in March 1997.  In January 1997, the Company 
also began upgrading one of its acquired vessels, renamed the Elkhorn River, 
by lengthening it from 180 to 220 feet and adding a dynamic positioning system.
This vessel will be placed in service in the fourth quarter of 1997.  During 
the period, the Company continued construction in Brazil of a  200-foot  supply 
boat, which, once completed,  will commence a two year charter contract with 
Petrobras in  the third quarter of 1997.  The Company  also  continued  
construction of the SWATH vessel during the quarter, which is expected to be 
placed into operation in the first quarter of 1998 under a five year charter 
contract with Petrobras.



On July 21, 1997, the Company issued $110 million of 8 1/2% Senior Notes due
2005 (the  "Notes").  The Notes are unsecured and are guaranteed by Trico 
Marine Assets, Inc. and Trico Marine Operators, Inc., the Company's principal
subsidiaries (the "Subsidiary Gaurantors").  Interest is payable semi-annually
on February 1 and August 1 of each year commencing Ferbruary 1, 1998.  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 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.

Net proceeds received from the Notes of $106.4 million, were used to acquire 11
supply boats for $62 million and to repay $44.4 million of amounts  outstanding
under  the  Bank  Credit  Facility  on  July  21, 1997.  As part of the 11 boat
acquisition, the Company has agreed to acquire  an  additional supply boat once
the seller completes lengthening the vessel from 205  feet to 225 feet which is
expected to occur in September 1997.  The Company anticipates  borrowing  under
its  Bank Credit Facility to fund a portion of the vessel's $7 million purchase
price.

The Company's Bank Credit Facitliy provides a revlolving commitment of up to 
$65.0 million, and as of August 12, 1997, the Company had $4.0 million of 
outstanding borrowings under the Bank Credit Facility.  On July 16, 1997, the
Bank Credit Facility was amended to, among other things, extend the maturity of
the revolving portion to July 31, 1999 and extend its final maturity to July
31, 2003 (the "Amendment").  The Bank Credit Facility bears interest at LIBOR 
plus a margin that depends on the Company's debt coverage ratio (currently 
approximately 7.1% per annum) with a fee of 3/8% per annum on the undrawn 
portion.  The Bank Credit Facility is collateralized by mortgages on certain 
of the Company's vessels and requires the Company to maintain certain financial 
ratios. In connection with the Amendment, certain restrictive covenants were
also amended, including restrictions on additional indebtedness, to permit
issuance of the Notes.  Although the Bank Credit Facility does impose some 
limitations on the ability of the Company's subsidiaries to make distributions
to the Company, the Bank Credit Facility expressly permits distributions to 
the Company by the Subsidiary Guarantors for scheduled principal and interest 
payments on the Notes.


The Company believes its capital expenditures for the second half of 1997 will 
total  approximately  $13 million for U.S. Coast Guard drydocking costs and 
the Company's existing vessel upgrade and  vessel  construction  projects, 
but excluding vessel acquisitions totaling $12.6 million of which one vessel  
was  acquired  at the beginning of July, and the second vessel is expected to 
be acquired in September  1997.   The  Company  believes  cash  generated from 
operations  and  availability  under  the  Bank  Credit  Facility  will  be  
sufficient  to fund its capital projects and working capital requirements.  
The  Company's  strategy,  however,  is  to  make  other  acquisitions
as  part of an effort to expand its presence in the  Gulf  and  diversify  into
selected   international   markets.    To  the  extent  such  acquisitions  are
significant  in  size,  the  Company  may require  additional  debt  or  equity
financing.


                    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
22, 1997 (the "Annual Meeting").  

(b)   At the Annual Meeting, Ronald O. Palmer and  Garth H. Greimann were
reelected to serve until the annual meeting of stockholders for the year 2000.
In addition to the directors elected at the Annual Meeting, the terms of 
H.K. Acord, Edward C. Hutcheson, Jr., Thomas E. Fairley and Benjamin F. Bailar 
continued after the Annual Meeting.

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

            Name                       For                 Withheld

            Ronald O. Palmer           6,757,646           19,010
            Garth H. Greimann          6,757,646           19,010

      (ii)  approved a proposal  to  amend  the  Company's Certificate of
Incorporation to increase the number of shares of common stock that the Company
is authorized to issue from 15,000,000 to 40,000,000.  The number of votes cast
for and against this proposal were as follows:

                    For               Against

                    4,435,407         2,249,865

With respect to this proposal, there were also 51,732 abstentions  and 39,652 
broker non-votes.

      (iii) approved  a  proposal  to amend the Company's 1996  incentive
Compensation Plan.  The number of votes cast  for and against the proposal were
as follows:

                    For               Against

                    4,811,147         1,864,250

With respect to this proposal, there were also 52,942 abstentions  and 48,317
broker non-votes.




ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

a) Exhibits:

       3.1 Amended  and  Restated   Certificate   of   Incorporation   of  the
          Company.<F1>

       3.2 By Laws of the Company as amended.<F1>

       4.1 Indenture dated July 21, 1997.<F1>

      10.1 Vessel  Purchase  Agreement dated as of June 18, 1997 between Trico
           Marine Assets, Inc. and Otto Candies, Inc.<F1>

      10.2 Amendment No. 5 to  the  Revolving  Credit  Agreement  among  Trico
           Marine  Operators,  Inc.,  Trico  Marine Assets, Inc., Trico Marine
           Services, Inc. and BankBoston, N.A.,  Hibernia  National  Bank  and
           First National Bank of Commerce, as  Banks and BankBoston, N.A., as
           agent dated as of July 16, 1997.<F1>

      10.3 Registration Rights Agreement dated July 21, 1997.<F1>

      11.1 Computation of Earnings Per Share.

      27.1 Financial Date Schedule.
___________________

<F1>   Incorporated by reference to the Company's Form 8-K dated July 21, 1997.


b) Reports on Form 8-K:

          Report  on  Form  8-K dated July 21, 1997 reporting "Item 2 and 5 -
          Acquisition or Disposition  of  Assets;  Other  Events and Item 7 -
          Financial Statements and Exhibits".





                                    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.
                                             (Registrant)





            Date: August 14, 1997       /s/   KENNETH W. BOURGEOIS

                                              Kenneth W. Bourgeois
                                              Chief Accounting Officer 
                                              and duly authorized officer