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*
ADVANTAGE CAPITAL PARTNERS VII LP

(Last) (First) (Middle)
LL&E Tower
909 Poydras Street, Suite 2230

(Street)
New Orleans LA 70112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OMNI ENERGY SERVICES CORP [ OMNI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
May be member-10% owner grp.
3. Date of Earliest Transaction (Month/Day/Year)
11/12/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Code V Amount (A) or (D) Price
Series A Convertible Preferred Stock(1) 11/12/2003(2) J(2) 2,855 D $0 0 D
Series B Convertible Preferred Stock(1) 11/12/2003(2) J(2) 1,279 D $0 0 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock(2) $2.25(4) 11/12/2003(2) J(2) 2,855 11/12/2003 (5) Common Stock 1,266,666(4) $0 2,855 D(3)
Series B Convertible Preferred Stock(2) $3.75(4) 11/12/2003(2) J(2) 1,279 11/12/2003 (5) Common Stock 341,066(4) $0 1,279 D(3)
1. Name and Address of Reporting Person*
ADVANTAGE CAPITAL PARTNERS VII LP

(Last) (First) (Middle)
LL&E Tower
909 Poydras Street, Suite 2230

(Street)
New Orleans LA 70112

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
May be member-10% owner grp.
1. Name and Address of Reporting Person*
ADVANTAGE CAPITAL NOLA VII LLC

(Last) (First) (Middle)
LL&E Tower
909 Poydras Street, Suite 2230

(Street)
New Orleans LA 70112

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
May be member-10% owner grp.
1. Name and Address of Reporting Person*
STULL STEVEN T

(Last) (First) (Middle)
LL&E TOWER
909 POYDRAS STREET, SUITE 2230

(Street)
NEW ORLEANS LA 70112

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Reported as a non-derivative security because of conditions to conversion. Now reported as a derivative security in Table II.
2. Previously reported as a non-derivative security on Table I because of conditions to conversion. Conditions to conversion met pursuant to an agreement between the issuer and the holders of the Series A and Series B Convertible Preferred Stock on November 12, 2003 based on the level of the issuer's consolidated net income before interest, income taxes, depreciation, and amortization reflected in the issuer's earnings release issued November 6, 2003 for the quarter ended September 30, 2003.
3. Owned directly by Advantage Capital Partners VII Limited Partnership and indirectly by Advantage Capital NOLA VII, L.L.C., its General Partner, and Steven T. Stull, the majority owner of its General Partner. Each indirect owner disclaims beneficial ownership of the securities included in this report, except to the extent of such owner's pecuniary interest therein.
4. Adjusted to reflect a 1-for-3 reverse stock split effective July 3, 2002.
5. None
ADVANTAGE CAPITAL PARTNERS VII LIMITED PARTNERSHIP, by: Advantage Capital NOLA VII, L.L.C., its General Partner, by: Steven T. Stull, President 11/14/2003
** 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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