SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DAVIS THOMAS L

(Last)

(First)

(Middle)

1500 ILLINOIS STREET

(Street)

GOLDEN

80401-1887

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OYO GEOSPACE CORP [ OYOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $.01 per share	02/13/2007		M		6,300	A	$14	14,464⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$27.5	17,614⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$6.81	20,764⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$15.13	23,914⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$25.25	27,064⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$13.73	30,214⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$6.94	33,364⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$17.69	36,514⁽²⁾	D
Common Stock, par value $.01 per share	02/13/2007		M		3,150	A	$19.09	39,664⁽²⁾	D
Common Stock, par value $.01 per share	02/14/2007		S⁽¹⁾		31,500	D	$68.5	8,164⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options (right to buy)	$14	02/13/2007		M⁽³⁾			6,300	11/26/1998	11/26/2007	Common Stock	6,300	$0⁽⁴⁾	28,350⁽⁵⁾	D
Options (right to buy)	$27.5	02/13/2007		M⁽³⁾			3,150	06/30/1999	06/30/2008	Common Stock	3,150	$0⁽⁴⁾	25,200⁽⁵⁾	D
Options (right to buy)	$6.81	02/13/2007		M⁽³⁾			3,150	03/02/2000	03/02/2009	Common Stock	3,150	$0⁽⁴⁾	22,050⁽⁵⁾	D
Options (right to buy)	$15.13	02/13/2007		M⁽³⁾			3,150	01/31/2001	01/31/2010	Common Stock	3,150	$0⁽⁴⁾	18,900⁽⁵⁾	D
Options (right to buy)	$25.25	02/13/2007		M⁽³⁾			3,150	01/26/2002	01/26/2011	Common Stock	3,150	$0⁽⁴⁾	15,750⁽⁵⁾	D
Options (right to buy)	$13.73	02/13/2007		M⁽³⁾			3,150	02/28/2003	02/28/2012	Common Stock	3,150	$0⁽⁴⁾	12,600⁽⁵⁾	D
Options (right to buy)	$6.94	02/13/2007		M⁽³⁾			3,150	03/01/2004	03/01/2013	Common Stock	3,150	$0⁽⁴⁾	9,450⁽⁵⁾	D
Options (right to buy)	$17.69	02/13/2007		M⁽³⁾			3,150	01/09/2005	01/09/2014	Common Stock	3,150	$0⁽⁴⁾	6,300⁽⁵⁾	D
Options (right to buy)	$19.09	02/13/2007		M⁽³⁾			3,150	02/08/2006	02/08/2015	Common Stock	3,150	$0⁽⁴⁾	3,150⁽⁶⁾	D

Explanation of Responses:

1. These shares were issued upon the exercise of options (described in Table II) and then sold.

2. The disclosures filed on Form 4 in previous years incorrectly included the securities underlying the vested options held by Dr. Davis in the number of shares beneficially owned. This Form 4 correctly lists only actual shares held by Dr. Davis in Item 5 of this Table I.

3. The shares that were issued upon the exercise of these options were sold, as is presented in Table I.

4. Pursuant to General Instruction C(iii) of Form 4, the exercise price is reported in Item 2 of this Table II.

5. Includes options to purchase the Company's Common Stock having varying exercise dates, expiration dates and exercise prices.

6. Reflects the option to purchase shares of the Company's Common Stock at an exercise price of $45.40 per share. This option became exercisable on February 8, 2007 and will expire on February 8, 2016.

	Thomas L. Davis, Ph.D.	02/15/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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