X0202 4 2007-12-05 0 0000314606 GEOKINETICS INC GOK 0001008023 WEBSTER STEVEN A 1000 LOUISIANA, SUITE 1500 HOUSTON TX 77002 1 0 0 0 Common Stock 2007-12-05 5 J 0 E 531780 D 0 I By limited liability company Common Stock 2007-12-05 5 J 0 E 79776 D 0 I By general partnership Common Stock 2007-12-05 5 J 0 E 36515 A 588718 D Common Stock 2007-12-05 5 J 0 E 70727 A 137427 I By limited partnership Common Stock 83300 I By general partnership Blackhawk Investors II, LLC, a Delaware limited liability company ("Blackhawk"), effected a liquidating distribution of 531,780 shares of Common Stock owned by it to its members pro rata in accordance with their interests (the "Blackhawk Distribution"), inclusive of a distribution of (i) 9,923 shares to the Reporting Person and (ii) 70,727 shares to Kestrel Capital, L.P., a limited partnership ("Kestrel") of which the Reporting Person is an indirect control person. The Reporting Person is one of two general partners of Blackhawk Capital Partners, a Texas general partnership ("BCP") that is the sole managing member of Blackhawk. After giving effect to this distribution, neither Blackhawk nor BCP owns any shares of Common Stock. Somerset Capital Partners, a New York general partnership ("SCP"), effected a distribution of 79,776 shares of Common Stock owned by it to its partners pro rata in accordance with their interests (the "SCP Distribution"), inclusive of a distribution of 26,592 shares to the Reporting Person. The Reporting Person is one of three general partners of SCP. After giving effect to this distribution, SCP does not own any shares of Common Stock. Refers to(i) 9,923 shares acquired directly by the Reporting Person from Blackhawk as part of the Blackhawk Distribution and (ii) 26,592 shares acquired directly by the Reporting Person from SCP as part of the SCP Distribution; all 36,515 of these shares that were acquired directly by the Reporting Person in the Blackhawk and SCP Distributions were previously reported as beneficially owned by the Reporting Person indirectly, through either Blackhawk or SCP, as the case may be. Therefore the only change with respect to these shares has been in the nature of the beneficial ownership from indirect to direct. Includes an aggregate of 36,515 shares for which there was a change in the nature of the beneficial ownership from indirect to direct, on account of the Blackhawk and SCP Distributions. Refers to 70,727 shares acquired directly by Kestrel from Blackhawk as part of the Blackhawk Distribution; all 70,727 of these shares that were acquired directly by Kestrel in the Blackhawk Distribution were previously reported as beneficially owned by the Reporting Person indirectly through Blackhawk and continue to be beneficially owned by the Reporting Person indirectly through Kestrel. The Reporting Person is the President of Peregrine Management LLC, the general partner of Kestrel. Therefore the only change with respect to these shares has been in the nature of the beneficial ownership from indirect through Blackhawk to indirect through Kestrel. The Reporting Person disclaims beneficial ownership of the shares of Common Stock beneficially owned by Kestrel that are in excess of his pecuniary interest therein. Includes 70,727 shares for which there was a change in the nature of the beneficial ownership by the Reporting Person from indirect through Blackhawk to indirect through Kestrel, on account of the Blackhawk Distribution. Refers to shares of Common Stock owned by Cerrito Partners, a general partnership in which the Reporting Person is the general partner ("Cerrito"). The Reporting Person disclaims beneficial ownership of the shares of Common Stock beneficially owned by Cerrito that are in excess of his pecuniary interest therein. All shares reported in this Form 4 filing reflect a 1:10 reverse stock split of the Common Stock, that became effective as of the close of business on November 3, 2006. /s/ STEVEN A. WEBSTER 2007-12-06