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Harbinger Group Inc. – ‘10-QT’ for 12/31/98

As of: Tuesday, 2/16/99 · For: 12/31/98 · Accession #: 950123-99-1193 · File #: 1-04219

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/16/99  Harbinger Group Inc.              10-QT      12/31/98    2:53K                                    RR Donnelley/FA

Quarterly-Transition Report — Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-QT       Zapata Corporation Form 10-Q                          21     90K 
 2: EX-27.1     Financial Data Schedule                                1      6K

10-QT — Zapata Corporation Form 10-Q
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Exhibits and Reports on Form 8-K Financial Statements Financial Statements and Notes Signatures
1	1st Page - Filing Submission
2	Item 1. Financial Statements
3	Item 1. Financial Statements and Notes
20	Item 6. Exhibits and Reports on Form 8-K
21	Signatures

10-QT 1st Page of 21 TOC ↑Top Previous Next ↓Bottom Just 1st
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 ________

OR

[X]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE             
 SECURITIES EXCHANGE ACT OF 1934

 For the transition period from October 1, 1998 to December 31, 1998

 COMMISSION FILE NUMBER: 001-14003

ZAPATA CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

   STATE OF DELAWARE                                        C-74-1339132
(STATE OR OTHER JURISDICTION OF                               (I.R.S. EMPLOYER  
 INCORPORATION OR ORGANIZATION)                              IDENTIFICATION NO.)

1717 ST. JAMES PLACE, SUITE 550                                       
     HOUSTON, TEXAS                                        77056
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                         (ZIP CODE)     

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 940-6100
 -----------------

   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 (OR FOR SUCH SHORTER PERIOD THAT THE        
REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH 
FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO__.                           

    NUMBER OF SHARES OUTSTANDING OF THE REGISTRANT'S COMMON STOCK, PAR VALUE
$0.25 PER SHARE, ON FEBRUARY 12, 1999: 23,862,281                               

10-QT 2nd Page of 21 TOC 1st Previous Next ↓Bottom Just 2nd
ZAPATA CORPORATION
 TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION                                                  

ITEM 1.  FINANCIAL STATEMENTS                                                   

  Unaudited Condensed Consolidated Balance Sheet as of December 31, 1998
        and September 30, 1998.................................................3
Unaudited Condensed Consolidated Statement of Operations for the    
         three months ended December 31, 1998 and 1997.........................4
Unaudited Condensed Consolidated Statement of Cash Flows for the    
        three months ended December 31, 1998 and 1997..........................5
      Notes to Unaudited Condensed Consolidated Financial Statements...........6

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND        
        RESULTS OF OPERATION..................................................12

PART II. OTHER INFORMATION                                                      

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K......................................20

SIGNATURES....................................................................21

EXHIBIT INDEX.................................................................22

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10-QT 3rd Page of 21 TOC 1st Previous Next ↓Bottom Just 3rd
PART I. FINANCIAL INFORMATION                                                   

ITEM 1. FINANCIAL STATEMENTS AND NOTES                                          

ZAPATA CORPORATION
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands)

                                                                [Download Table]

                                                       DECEMBER 31,  SEPTEMBER 30,
                       ASSETS                             1998           1998     
                                                        ---------      ---------  
                                                                                  
Current assets:                                                                   
     Cash and cash equivalents                          $ 154,367      $ 161,804  
     Restricted cash                                          337            337  
     Receivables                                            9,811         12,804  
     Inventories:                                                                 
         Marine protein products                           43,351         40,784  
     Prepaid expenses and other current assets              3,468          1,871  
                                                        ---------      ---------  
            Total current assets                          211,334        217,600  
                                                        ---------      ---------  

Investments and other assets:                                                     
     Investments in unconsolidated affiliates                  78         11,914  
     Production payment receivable                          1,493          2,073  
     Other assets                                          19,027         17,447  
                                                        ---------      ---------  
                                                           20,598         31,434  
Property and equipment, net                                86,308         84,972  
                                                        ---------      ---------  
                                                        $ 318,240      $ 334,006  
                                                        =========      =========  

        LIABILITIES AND STOCKHOLDERS' EQUITY                                      
Current liabilities:                                                              
     Current maturities of long-term debt               $   1,033      $   1,413  
     Accounts payable                                       2,599          2,900  
     Accrued liabilities                                   13,554         25,053  
                                                        ---------      ---------  
           Total current liabilities                       17,186         29,366  
                                                        ---------      ---------  
Long-term debt                                             11,205         11,408  
Other liabilities                                           9,957         14,599  
                                                        ---------      ---------  
Minority interest                                          64,800         63,086  
                                                        ---------      ---------  

Stockholders' equity:                                                             
     Common stock                                           7,665          7,665  
     Capital in excess of par value                       153,300        149,311  
     Reinvested earnings, from October 1, 1990             85,795         90,239  
     Treasury stock, at cost                              (31,668)       (31,668) 
                                                        ---------      ---------  
           Total stockholders' equity                     215,092        215,547  
                                                        ---------      ---------  
           Total liabilities and stockholders' equity   $ 318,240      $ 334,006  
                                                        =========      =========  

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

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ZAPATA CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share amounts)

                                                                [Download Table]

                                                               THREE MONTHS ENDED   
                                                                  DECEMBER 31,      
                                                              --------------------- 
                                                                1998         1997   
                                                              --------     -------- 
                                                                                    
Revenues                                                      $ 25,759     $ 29,503 
                                                              --------     -------- 
Expenses:                                                                           
  Operating                                                     16,513       17,603 
  Depreciation and amortization                                  1,966        1,678 
  Selling, general and administrative                            2,154        2,040 
                                                              --------     -------- 
                                                                20,633       21,321 
                                                              --------     -------- 
Operating  income                                                5,126        8,182 
                                                              --------     -------- 
Other income (expense):                                                             
  Interest income                                                2,371          515 
  Interest expense                                                (235)        (255)
  Equity in (loss) of unconsolidated affiliates                (11,836)      (1,097)
  Minority interest in net income of consolidated subsidiary    (1,714)          -- 
  Other, net                                                       (60)         (20)
                                                              --------     -------- 
                                                               (11,474)        (857)
                                                              --------     -------- 
(Loss) income before income taxes                               (6,348)       7,325 
                                                              --------     -------- 
(Benefit from) provision for income taxes                       (1,904)       2,737 
                                                              --------     -------- 
Net (loss) income                                              $(4,444)      $4,588 
                                                              ========     ======== 
Per share data (basic):                                                             
                                                              --------     -------- 
    Net (loss) income per share (basic)                       ($  0.19)    $   0.20 
                                                              ========     ======== 
Average common shares outstanding                               23,862       22,910 
                                                              ========     ======== 

Per share data (diluted):                                                           
                                                              --------     -------- 
    Net (loss) income per share (diluted)                     ($  0.19)    $   0.19 
                                                              ========     ======== 

Average common shares and common share equivalents                                  
    outstanding                                                 23,862       23,731 
                                                              ========     ======== 

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

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ZAPATA CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)

                                                                [Download Table]

                                                            Three months ended  
                                                               December 31,     
                                                          ----------------------
                                                            1998          1997  
                                                          --------      --------
                                                                                
Cash flows provided (used) by operating activities:                             
  Net (loss) income                                         ($4,444)    $ 4,588 
  Adjustments to reconcile net income to net cash           -------     ------- 
    (used) provided by operating activities:                                    
      Depreciation and amortization                           1,966       1,678 
      Gain on sale of assets                                     --         (30)
      Equity in loss of unconsolidated affiliates            11,836       1,097 
      Minority interest in net income of consolidated                           
        subsidiary                                            1,714          -- 
      Changes in assets and liabilities                                         
        Receivables                                           2,993       1,080 
        Inventories                                          (2,567)      2,661 
        Prepaid expenses and other current assets              (678)       (432)
        Accounts payable and accrued liabilities             (7,811)     (6,930)
        Other assets and liabilities                         (7,162)       (975)
                                                           --------     ------- 
          Total adjustments                                     291      (1,851)
                                                           --------     ------- 
        Net cash (used) provided by operating activities     (4,153)      2,737 
                                                           --------     ------- 
Cash flows used by investing activities:                                        
  Proceeds from sale of fixed assets, net                        --         503 
  Proceeds from production payment receivable                   580         293 
  Asset acquisitions                                             --     (28,116)
  Capital additions                                          (3,281)       (975)
                                                           --------     ------- 
        Net cash used by investing activities                (2,701)    (28,295)
Cash flows provided (used) by financing activities:                             
  Repayments of long-term obligations                          (583)       (389)
  Dividends paid                                                 --      (1,604)
                                                           --------     ------- 
        Net cash provided (used) by financing activities       (583)     (1,993)
                                                           --------     ------- 
Net (decrease) in cash and cash equivalents                  (7,437)    (27,551)
Cash and cash equivalents at beginning of period            161,804      55,598 
                                                           --------     ------- 
Cash and cash equivalents at end of period                 $154,367     $28,047 
                                                           ========     ======= 
Supplemental Schedule of Noncash Investing and Financing                        
  Activities:                                                                   
  Tax benefit for stock based compensation                 $  3,989     $    -- 
                                                           ========     ======= 


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

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ZAPATA CORPORATION
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. FINANCIAL STATEMENTS SUMMARY OF OPERATIONS AND BASIS OF PRESENTATION    

Zapata Corporation ("Zapata" or the "Company") is the holder of     
approximately 60% of the outstanding common stock of Omega Protein Corporation, 
("Omega Protein,") (formerly known as Marine Genetics Corporation and Zapata    
Protein Corporation) which markets a variety of products produced from menhaden 
(a fish found in commercial quantities), including regular grade and value added
specialty fish meals, crude and refined fish oils and fish solubles. Zapata also
holds approximately 40% of the outstanding common stock of Viskase Corporation  
("Viskase") (formerly known as Envirodyne Industries, Inc.) which is primarily  
engaged in the business of selling food packaging products and disposable food  
service supplies. Zapata also operates the internet based magazines Word and    
Charged, and as of the date of this report, holds approximately $154 million    
(including approximately $45 million held by Omega Protein) in certificates of  
deposit and high quality commercial paper graded A2P2 or better.                

      On December 21, 1998 the Company's Board of Directors approved a change in
the Company's fiscal year end from September 30 to December 31, to be effective 
beginning January 1, 1999.                                                      

     The unaudited condensed consolidated financial statements included herein
have been prepared by the Company, without audit, pursuant to the rules and     
regulations of the Securities and Exchange Commission. The financial statements 
reflect all adjustments that are, in the opinion of management, necessary to    
fairly present such information. All such adjustments are of a normal recurring 
nature. The condensed consolidated balance sheet at September 30, 1998 has been 
derived from the audited financial statements at that date. Although Zapata     
believes that the disclosures are adequate to make the information presented not
misleading, certain information and footnote disclosures, including a           
description of significant accounting policies normally included in financial   
statements prepared in accordance with generally accepted accounting principles,
have been condensed or omitted pursuant to such rules and regulations. These    
condensed financial statements should be read in conjunction with the financial 
statements and the notes thereto included in Zapata's latest Annual Report on   
Form 10-K filed with the Securities and Exchange Commission. The results of     
operations for the transition period from October 1, 1998 to December 31, 1998  
are not necessarily indicative of the results for any subsequent quarter or the 
entire fiscal year ending December 31, 1999.                                    

Use of estimates                                                                

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and        
assumptions that affect the reported                                            

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amounts of assets and liabilities at the date of the financial statements and   
the reported amounts of revenues and expenses during the reporting period.      
Actual results could differ from those estimates.                               

Omega Protein initial public offering                                           

On April 8, 1998, the Company's then wholly-owned subsidiary, Omega 
Protein, completed an initial public offering of 8,500,000 shares of its common 
stock at a gross price of $16 per share. On May 7, 1998, the Underwriters       
exercised their option to acquire 1,275,000 additional shares at the same gross 
price (the entire transaction being referred to as the "Offering"). Of the      
9,775,000 total shares sold in the Offering, Zapata sold 5,175,000 shares and   
Omega Protein issued and sold 4,600,000 shares. Immediately following the       
Offering, Zapata owned 59.7% of Omega Protein's outstanding common stock.       

   In connection with the Offering, Zapata received $76.6 million from the
sale of its 5,175,000 shares of Omega Protein common stock after deducting      
commissions and selling expenses of $6.2 million. Additionally, Omega Protein   
received $68.0 million from the sale of 4,600,000 shares of its common stock    
after deducting commissions and offering expenses. Omega Protein used a portion 
of its net proceeds to repay approximately $33.3 million of inter-company       
indebtedness owed to Zapata. As a result of the Offering, Zapata recorded an    
$86.7 million gain and related tax effects of $31.4 million or $2.31 per share  
(diluted).                                                                      

NOTE 2. ACQUISITIONS                                                            

  On November 3, 1997, Omega Protein acquired the fishing and processing
assets of American Protein, Inc. ("American Protein"), which operated 10 fishing
vessels and a menhaden processing plant in the Chesapeake Bay area, for $14.5   
million in cash. American Protein's facilities were located in close proximity  
to Omega Protein's Reedville, Virginia facility. Shortly after completing this  
transaction, Omega Protein closed the American Protein processing plant and     
began integrating its assets into Omega Protein's existing operations.          

    On November 25, 1997, Omega Protein purchased the fishing and processing
assets of Gulf Protein, Inc. ("Gulf Protein"), which included six fishing       
vessels, five spotter planes and the processing equipment located at the Gulf   
Protein plant near Morgan City, Louisiana for $13.6 million in cash and the     
assumption of $883,000 in liabilities (the "Gulf Protein Acquisition,"). Omega  
Protein accounted for this acquisition as a purchase and, therefore, Gulf       
Protein's results of operations have been included in Omega Protein's Statement 
of Operations since November 25, 1997. In connection with the Gulf Protein      
Acquisition, Omega Protein also entered into a five-year lease for the Gulf     
Protein plant at a $220,000 annual rental rate. Omega Protein is currently      
upgrading this plant's processing capabilities so that it can manufacture       
specialty meals.                                                                

     These acquisitions were financed by Zapata through working capital with a
$28.1 million                                                                   

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10-QT 8th Page of 21 TOC 1st Previous Next ↓Bottom Just 8th
inter-company loan to Omega Protein. The interest rate on this loan was 8.5 %   
and was repayable in quarterly installments beginning May 1, 1998. The loan,    
which was to mature on August 1, 2002, was prepaid in May 1998 with a portion of
the proceeds from Omega Protein's initial public offering.                      

On April 27, 1998, the Company acquired from Quest Communications   
Corporation ("Quest") (f/k/a ICON CMT Corporation) the assets used in connection
with the operation of the Word and Charged on-line Web magazines in             
consideration for the assumption of certain related liabilities and obligations 
and nominal cash consideration. In connection with the acquisition, the Company 
and Quest entered into a multi-year services agreement obligating the Company to
purchase a minimum of $2 million in services over four years.                   

NOTE 3. UNCONSOLIDATED AFFILIATES                                               

     In August 1995, Zapata acquired 4,189,298 shares Viskase representing 31%
of the then outstanding common stock of Viskase for $18.8 million from a trust  
controlled by Malcolm Glazer, Chairman of the Board of Zapata and a director of 
Viskase. Zapata paid the purchase price by issuing to the seller a subordinated 
promissory note bearing interest at prime and maturing in August 1997, subject  
to prepayment at the Company's option. The Company prepaid approximately $15.6  
million on the promissory note in Fiscal 1995 and the remaining $3.2 million in 
Fiscal 1996. In June and July 1996, Zapata purchased 1,688,006 additional shares
of Viskase common stock in brokerage and privately negotiated transactions for  
aggregate consideration of approximately $7.0 million. As a result of these     
transactions, Zapata currently owns approximately 40% of the outstanding shares 
of Viskase common stock.                                                        

Zapata reports its equity in Viskase results of operations on a     
three-month delayed basis since Viskase financial statements are not available  
to the Company on a basis that would permit concurrent reporting. In Viskase's  
Quarterly Report on Form 10-Q for the quarter ended September 24, 1998, Viskase 
reported it had incurred a net loss of $119.6 million, including unusual charges
of $148.6 million in connection with the restructuring of its worldwide         
operations and net write-down of excess reorganization value. The charge is     
primarily non-cash in nature. The charge includes $6.0 million for cash         
severance and decommissioning and certain non-cash charges, including $40.1     
million for Chicago plant write-offs, $3.0 million for inventory and maintenance
store charges, $8.3 million for the shutdown of certain foreign operations and  
$91.2 million for the write-down of the corporations reorganization value. The  
excess reorganization value, which is similar to goodwill, was established at   
the time of Viskase's reorganization in 1993.                                   

     Because Zapata has not guaranteed any obligations and is not committed to
provide any financial support to Viskase, Zapata will only record its equity in 
Viskase's loss for Viskase's quarter ended September 24, 1998 to the extent that
it reduces Zapata's net investment in Viskase to zero. Accordingly, Zapata      
recorded a pre-tax loss of $11.8 million or $.50 per share (diluted). Zapata    
will resume recording its equity in Viskase's earnings when its share of        
Viskase's net                                                                   

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income equals the share of net losses not recognized during the period the      
equity method was suspended. In addition, due to shareholder's deficit position 
and Zapata's reduction of the carrying value of its investment in Viskase to    
zero, the Company discontinued recording the amortization of the excess of its  
equity in Viskase's net assets over its investment.                             

    The financial statement information presented below for Viskase is based
upon its September 24, 1998 interim report (in millions, except per share       
amounts):                                                                       

 VISKASE COMPANIES, INC.
 (Unaudited)

                                                                [Download Table]

                                                                   SEPTEMBER 24,
                                                                       1998     
                                                                                
BALANCE SHEET                                                                   
Current assets .................................................      $191.3    
Other assets ...................................................        36.7    
Property and equipment, net ....................................       370.4    
                                                                      ------    
      Total assets .............................................      $598.4    
                                                                      ======    

Current liabilities ............................................      $238.8    
Long-term debt .................................................       334.9    
Deferred income taxes and other ................................        70.3    
Stockholders' equity ...........................................       (45.6)   
                                                                      ------    
      Total liabilities and stockholders' equity ...............      $598.4    
                                                                      ======    

                                                                [Download Table]

                                                                   THREE MONTHS 
                                                                       ENDED    
                                                                   SEPTEMBER 24,
                                                                       1998     
                                                                                
INCOME STATEMENT                                                                
Revenues .................................................           $ 102.6    
                                                                     =======    

(Loss) before income taxes ...............................           $(160.8)   
                                                                     =======    

Net (loss) ...............................................           $(119.6)   
                                                                     =======    

Net (loss) per share .....................................           $ (8.06)   
                                                                     =======    

NOTE 4. LITIGATION                                                              

      On August 11, 1995, a derivative and class action was filed by Elly Harwin
against Zapata and its then directors in the Court of Chancery of the State of  
Delaware, New Castle                                                            

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County. On January 18, 1996, a second derivative action was filed by Crandon    
Capital Partners against Zapata and its directors in the same court. On May 7,  
1996, a third derivative action was filed by Elly Harwin and Crandon Capital    
Partners against Zapata and its directors in the same court. These cases have   
since been consolidated into one action (the "Harwin/Crandon Case") by way of an
amended, consolidated complaint. The consolidated complaint alleges that        
Zapata's directors engaged in conduct constituting breach of fiduciary duty and 
waste of Zapata's assets in connection with the Company's investment in         
Envirodyne Industries, Inc. (n/k/a Viskase Corporation), in connection with the 
decision to shift Zapata's business focus from energy to food services, and in  
connection with the proposed (but subsequently abandoned) merger with Houlihan's
Restaurant Group, Inc. ("Houlihan's Merger"). The complaint alleges, among other
things, that the purchase of Envirodyne common stock from Malcolm I. Glazer's   
affiliate, The Malcolm Glazer Trust, was a wrongful expenditure of the Company's
funds and was designed to permit Malcolm I. Glazer to obtain personal financial 
advantage to the detriment of the Company. The complaint also alleges that the  
Company's Board of Directors is controlled by Malcolm I. Glazer and that then   
director George Loar, (who is now deceased), lacked independence from Malcolm I.
Glazer because he was employed until his retirement by a corporation indirectly 
controlled by Malcolm I. Glazer, that Mr. Leffler lacked such independence      
because of his status as a paid consultant to Malcolm I. Glazer, that Avram A.  
Glazer lacked such independence because of familial relationship and that then  
director, Ronald C. Lassiter, lacked such independence by reason of an          
employment or consulting relationship with the Company. The complaint seeks     
relief, including, among other things, rescission of the Company's purchase of  
the shares of Envirodyne common stock from The Malcolm Glazer Trust; injunctive 
relief to void the election of Messrs. Leffler and Loar as directors at the     
Company's Annual Meeting of Stockholders held on July 27, 1995 and to enjoin    
consummation of the Houlihan's merger and any transaction in which Malcolm I.   
Glazer has an interest; and an award of unspecified compensatory damages and    
expenses, including attorneys' fees. Due to the uncertainties inherent in the   
litigation process, it is not possible to predict the outcome of this lawsuit.  
The Company, however, believes that the complaint is without merit and is       
vigorously defending itself. The plaintiffs have taken no action to prosecute   
this matter for over two years. It is the opinion of the Company's management,  
based on discussions with counsel, that the probability of this matter, when    
finally concluded, having a material adverse effect on the Company's results of 
operations, cash flows or financial position is more than remote, but less than 
likely.                                                                         

    On November 9, 1995, a petition was filed in the 148th Judicial District
Court of Nueces County, Texas by Peter M. Holt, a former director of the        
Company, and certain of his affiliates who sold their interests in Energy       
Industries, Inc. ("Energy Industries"), and other natural gas compression       
companies, to the Company in November 1993 (the "Holt Case") The petition names 
the Company, Malcolm I. Glazer and Avram A. Glazer as defendants and alleges    
several causes of action based on alleged misrepresentations concerning the     
Company's long-term development strategy focusing its efforts on the natural gas
services business. The petition does not allege a breach of any provision of the
purchase agreement pursuant to which the Company acquired Energy Industries from
the plaintiffs. The remedies sought by the plaintiffs include: (i) the          
disgorgement to the plaintiffs of the Company's profit made on its sale of      
Energy Industries, plus the cash profit the Company made from the operations of 
Energy Industries, which the plaintiffs contend equals approximately $54        
million, (ii) money damages based on the alleged lower value of the Company's   
Common Stock had the alleged misrepresentations not been made,                  

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which the plaintiffs contend is approximately $6 million, (iii) money damages   
based on the plaintiffs' assumptions that the Company's Common Stock price would
have increased if it had remained in the natural gas services industry after    
1995, which the plaintiffs contend equals approximately $23 million, or (iv)    
money damages based on the assumption that the plaintiffs had not sold Energy   
Industries but had taken it public in January 1997, which the plaintiffs contend
amounts to more than $100 million. The Company, Malcolm I. Glazer and Avram A.  
Glazer filed counterclaims against the plaintiffs for breach of the purchase    
agreement, breach of fiduciary duty and/or material misrepresentations and      
omissions by Mr. Holt. Trial is currently set for August 16, 1999. Due to the   
uncertainties inherent in the litigation process, it is not possible to predict 
the outcome of this lawsuit. The Company, however, believes that the petition   
is without merit and is vigorously defending itself. It is the opinion of the   
Company's management, based on discussions with counsel, that the probability   
of the resolution of this matter having a material adverse effect on the        
Company's results of operations, cash flows or financial position is more than  
remote, but less than likely.                                                   

    Between October 21, 1998 and December 4, 1998, 20 essentially identical,
purported securities class action lawsuits were filed against the Company and   
certain of its current and former officers and directors. All of the suits were 
filed in United States District Court for the Southern District of Texas,       
Houston Division, and generally allege that the Company and current and former  
members of its management violated Sections 10 (a) and 20 (a) of the Securities 
Exchange Act of 1934 by making false and misleading statements concerning the   
Company's business condition, strategy and future business prospects with       
respect to the various internet acquisitions, which allegedly artificially      
inflated the price of the Company's Common Stock. The putative class actions    
were commenced on behalf of persons who purchased the Company's Common Stock    
during the period between July 6, 1998 through October 15, 1998. The Plaintiffs 
seek unspecified monetary damages and their costs and expenses incurred in the  
action. The Company has not yet answered or otherwise responded to the          
Complaints. The Court has ordered that all Plaintiffs file a single Consolidated
Complaint by February 18, 1999. The Company will have 45 days from the          
Plaintiffs' filing to submit an Answer or otherwise move against the complaint. 
If these actions were determined adversely to the Company, such judgements could
have a material adverse effect on the Company's financial position, results of  
operation and cash flow. The Company disputes the allegations in all pending    
putative class actions and intends to defend itself vigorously in such actions. 

     On August 17, 1998, LFG, Inc. d/b/a Zap Futures ("LFG") commenced an action
against Zapata and its wholly-owned subsidiary, Zap Corporation ("Zap") in the  
United States District Court for the Northern District of Illinois. LFG alleges 
that the Company and Zap are guilty of trademark infringement, trademark        
dilution and unfair competition under the federal Lanham Act and various        
Illinois statutes. The action arises out of the use by the Company and Zap of   
the Zap trade name and the internet domain name "zap.com" for its internet Web  
site. LFG seeks injunctive relief, unspecified compensatory damages, punitive   
damages and an award of attorneys' fees. On August 21, 1998, LFG brought a      
motion for a preliminary injunction, but a disposition of that motion has been  
postponed pending a determination of a motion to dismiss for lack of personal   
jurisdiction which the Company filed on September 21, 1998. The motion was      
argued on November 25, 1998 and on January 13, 1999 the Court denied the motion.
Due to the uncertainties inherent in the litigation process, it is not possible 
to predict the outcome of this lawsuit. The Company, however, disputes the      
allegations made in this action and is vigorously                               

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defending itself. It is the opinion of the Company's management, based on       
discussions with counsel, that the possibility is remote that the matter, when  
finally concluded, will have a material adverse effect on the results of        
operations, cash flows or financial position of the Company. Future events and  
circumstances however, could alter management's belief.                         

     From time to time, the Company is involved in litigation relating to claims
arising out of its operations in the normal course of its business. The Company 
maintains insurance coverage against such potential ordinary course claims in an
amount which it believes to be adequate. While the results of any ultimate      
resolution can not be predicted, in the opinion of the Company's management,    
based on discussions with counsel, except as for the matters described above,   
the likelihood of uninsured losses, having a material adverse effect on Zapata's
results of operation, cash flows or financial position is remote.               

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

Forward-looking statements in this Form 10-Q, future filings by the 
Company with the Securities and Exchange Commission ("Commission"), the         
Company's press releases and oral statements by authorized officers of the      
Company are intended to be subject to the safe harbor provisions of the Private 
Securities Litigation Reform Act of 1995. Investors are cautioned that all      
forward-looking statements involve risks and uncertainty, including without     
limitation those identified from time to time in press releases and other       
communications with stockholders by the Company and the filings made with the   
Securities and Exchange Commission by the Company, Omega Protein Corporation and
Viskase Companies, Inc., and disclosed under the caption "Significant Factors   
That Could Affect Future Performance and Forward-Looking Statements" appearing  
in Item 2 "Management's Discussion and Analysis of Financial Condition and      
Results of Operation" of the Company's Annual Report on Form 10-K for the fiscal
year ended September 30, 1998 filed with the Commission. The Company believes   
that forward-looking statements made by it are based on reasonable expectations.
However, no assurances can be given that actual results will not differ         
materially from those contained in such forward-looking statements. The words   
"estimate," "project," "anticipate," "expect," "predict," "believe" and similar 
expressions as well as the Company's statements concerning the state of the     
Company's Year 2000 readiness are intended to identify forward-looking          
statements. The Company assumes no obligation to upgrade forward-looking        
statements.                                                                     

GENERAL                                                                         

      On November 3, 1997, Omega Protein acquired for $14.5 million in cash, the
fishing and processing assets of American Protein, Inc. ("American Protein"),   
which operated 10 fishing vessels and a menhaden processing plant in the        
Chesapeake Bay area (the "American Protein Acquisition"). American Protein's    
facilities were located in close proximity to Omega Protein's Reedville,        

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Virginia facility. Shortly after closing this acquisition, Omega Protein closed 
the American Protein plant and began integrating its assets into Omega Protein's
existing operations.                                                            

    On November 25, 1997, Omega Protein purchased the fishing and processing
assets of Gulf Protein, Inc. ("Gulf Protein"), which included six fishing       
vessels, five spotter planes and the processing equipment located at the Gulf   
Protein plant near Morgan City, Louisiana for $13.6 million in cash and the     
assumption of $883,000 in long term liabilities. In connection with the Gulf    
Protein Acquisition, Omega Protein also entered into a five-year lease for the  
Gulf Protein plant at a $220,000 annual rental rate. Omega Protein is currently 
upgrading this plant's processing capabilities so that it can manufacture       
specialty meals. Omega Protein began operations at the Morgan City, Louisiana   
plant at the start of the 1998 fishing season. The Gulf Protein transaction has 
been accounted for as a purchase and, therefore, results of operations for this 
operation have been included in Omega Protein's results from the closing date.  

    On April 8, 1998, Omega Protein completed its initial public offering of
8,500,000 shares of its common stock at a gross price of $16 per share. On May  
7, 1998, the Underwriters exercised their over-allotment option to acquire      
1,275,000 additional shares at the same gross price. Of the 9,775,000 shares    
sold in the Offering, Zapata sold 5,175,000 shares and Omega Protein issued and 
sold 4,600,000 shares. Immediately following the Offering, Zapata owned 59.7% of
Omega Protein's outstanding common stock. Following the Offering, Zapata reports
Omega Proteins' results of operations on a consolidated basis eliminating all   
inter-company transactions and recording a minority interest. In connection with
the Offering, Zapata received $76.6 million from the sale of Omega Protein      
shares after deducting commissions and selling expenses.. Additionally, Omega   
Protein received $68.0 million from the issuance of shares after deducting      
commissions and offering expenses. Omega Protein used a portion of its net      
proceeds to repay approximately $33.3 million of inter-company indebtedness and 
$2.1 million in bank debt. Neither Zapata nor Omega Protein have used the       
balance of the net proceeds from the Offering. Pending use, Zapata and Omega    
Protein has invested the net proceeds in certificates of deposit and high       
quality commercial paper graded A2P2 or better. As a result of the Offering,    
Zapata recorded a gain in the third quarter of 1998 net of taxes of $55.3       
million or $2.31 per share (diluted).                                           

ZAPATA CORPORATION CONSOLIDATED LIQUIDITY AND CAPITAL RESOURCES FOR THE         
TRANSITION PERIOD ENDED DECEMBER 31, 1998 AND THE QUARTER ENDED DECEMBER 31,    
1997                                                                            

   Prior to the Omega Protein Offering, Zapata, as the sole shareholder of
Omega Protein caused cash to be moved between the Company and Omega Protein as  
each company had cash needs. As a result of the Offering, Zapata and Omega      
Protein are now separate public companies and each entity's capital resources   
and liquidity are legally independent of the other. The assets of Omega Protein 
are now dedicated to its operations and are not expected to be readily available
for the general corporate purposes of Zapata. Accordingly, following the        
Offering and until the Company acquires another operating company, it's primary 
sources of additional cash will include existing cash and cash equivalent       
balances, sales of equity securities, interest earned on cash equivalents and   
dividends earned on equity securities. For the foreseeable future, the Company  
does                                                                            

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not expect to receive cash dividends on its holdings of Omega Protein common    
stock or Viskase common stock.                                                  

  Zapata's consolidated working capital totaled $193.2 million and $62.0
million as of December 31, 1998 and 1997 respectively. Substantially all of the 
Company's consolidated cash and cash equivalent balances of $154.4 million      
(including $44.8 held by Omega Protein) as of December 31, 1998 were deposited  
with three major banking institutions in interest-bearing accounts or invested  
in high grade commercial paper rated A2P2 or better.                            

       Zapata's unrestricted cash balance totaled $154.4 million at December
31, 1998, down from $161.8 million at September 30, 1998. The decrease was due  
primarily to increases in Omega Protein's inventory, cash payments to suppliers,
and capital additions. Zapata's working capital was increased to $193.2 million 
at December 31, 1998 compared to $188.2 million at September 30, 1998.          

      Cash provided by operating activities decreased $6.9 million for the three
months ending December 31, 1998, from $2.7 million for the first three months of
Fiscal 1997, due primarily to the increases in inventory at Omega Protein and   
cash payments to suppliers by Omega Protein.                                    

 Primarily reflecting capital expenditures by Omega Protein, investing
activities used $2.7 million during the three months ending December 31, 1998 as
compared to $28.3 million during the corresponding 1997 period. The 1997 amount 
reflects the Omega Protein acquisitions of American Protein, Inc. and Gulf      
Protein, Inc., respectively.                                                    

  Financing activities used $583,000 for debt repayment during the three
months ended December 31, 1998 versus a use of $2.0 million during the same     
period in the prior year. Financing activities in the three months ended        
December 31, 1997 included repayment of debt obligations and payment of         
dividends.                                                                      

On July 6, 1998, Zapata's Board of Directors approved a new stock   
repurchase program allowing Zapata to repurchase up to five million shares of   
its common stock. As of February 12, 1999, Zapata had not repurchased any shares
pursuant to such authorization. To the extent that shares are repurchased under 
the program, Zapata's liquidity and working capital will be correspondingly     
reduced. Zapata's liquidity and working capital could also be significantly     
affected by additional capital commitments in connection with its internet      
initiative or other acquisition or business opportunities. In such event, Zapata
may need to raise additional capital through the issuance of equity or debt.    
There is no assurance however, that such capital will be available at the time, 
in the amounts necessary or with terms satisfactory to Zapata.                  

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      Zapata believes that existing cash and cash equivalents will be sufficient
to meet Zapata's requirements (including any purchases made by Zapata pursuant  
to its current stock repurchase program) at least through the end of 2000.      

OMEGA PROTEIN CORPORATION LIQUIDITY AND CAPITAL RESOURCES                       

   Omega Protein's primary sources of liquidity and capital resources have
been cash flows from operations, borrowings from Zapata prior to the Omega      
Offering, bank credit facilities and term loans from various lenders provided   
pursuant to the Title XI of the Marine Act of 1936 ("Title XI"). These sources  
of cash flows have been used for capital expenditures (including acquisitions)  
and payment of long-term debt. Omega expects to finance future expenditures     
through internally generated cash flows and, if necessary, through funds        
available from the credit facility and/or Title XI facilities described below.  

   Under a program offered through NMFS pursuant to Title XI of the Marine
Act of 1936 ("Title XI"), Omega has the ability to secure loans through lenders 
with terms generally ranging between 12 and 20 years at interest rates between  
6% and 8% per annum which are enhanced with a government guaranty to the lender 
for up to 80% of the financing. Omega's current Title XI borrowings are secured 
by liens on 14 fishing vessels and mortgages on its Reedville, Virginia and     
Abbeville, Louisiana plants. In 1996, Title XI borrowing was modified to permit 
use of proceeds from borrowings obtained through this program for shoreside     
construction. Omega is currently authorized to receive up to $20.6 million in   
loans under this program. To date, Omega has used $15.0 million of these funds. 

   Omega had an unrestricted cash balance of $44.8 million at December 31,
1998, down $5.0 million from September 30, 1998. This decrease was due to a $1.6
million increase in cash used in operating activities mainly as a result of     
increases in inventory and cash payments to suppliers. Investing activities used
$3.0 million in the acquisition of plant and equipment. Financing activities    
used $320,000 in repayment of debt principal.                                   

 Investing activities used $3.0 million in the transition period ended
December 31, 1998 and $28.7 million during the quarter ended December 31, 1997. 
The higher 1997 investing activities reflect the American Protein Acquisition   
and the Gulf Protein Acquisition. Other than these acquisitions, Omega's        
investing activities consisted mainly of capital expenditures for equipment     
purchases and replacements in the three months ended December 31, 1998 and 1997.

   Net financing activities used $320,000 to repay debt obligations during
the transition period ended December 31, 1998 compared with $277 million        
provided by net financing activities during the quarter ended December 31, 1997.
Financing activities provided $27.7 million during the quarter ended December   
31, 1997, due primarily to an acquisition loan from Zapata.                     

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     Omega Protein's April 1998 initial public offering generated net proceeds
of approximately $68.0 million (after deducting underwriting discounts and      
commissions and offering expenses). Of these proceeds, Omega used approximately 
$33.3 million to repay indebtedness to Zapata and $2.1 million to repay bank    
indebtedness. Of the $33.3 million indebtedness owed to Zapata, $28.1 million   
was incurred to fund the cash portion of the purchase price for the American    
Protein Acquisition and the Gulf Protein Acquisition, respectively, and the     
balance was primarily incurred to pay Omega's federal income taxes. Omega has   
invested the remaining net proceeds in short-term government securities and     
interest bearing cash equivalents pending their use. Omega intends to use these 
proceeds to fund possible acquisitions and other capital expenditures as well as
for general corporate purposes.                                                 

  On August 11, 1998 Omega entered into a $20.0 million revolving credit
agreement with SunTrust Bank, South Florida, N.A. (the "Credit Facility")       
fulfilling the commitment letter dated December 30, 1997. Under the Credit      
Facility Omega may make borrowings in a principal amount not to exceed $20.0    
million at any time. Borrowings under this facility may be used for working     
capital and capital expenditures. Interest accrues on borrowings that will be   
outstanding under the Credit Facility at Omega's election, either (I) the bank's
prime rate less 75 basis points, or (ii) LIBOR plus a margin based on the       
Omega's financial performance. The Credit Facility is collateralized by all of  
the Omega's trade receivables, inventory and specific computer equipment. Omega 
and its subsidiaries are required to comply with certain financial covenants,   
including maintenance of a minimum tangible net worth, debt to tangible new     
worth ratio, funded debt to cash flow ratio and fixed charges ratio, and certain
other covenants. As of December 31, 1998 and September 31, 1998, Omega had no   
borrowings outstanding under the Credit Facility.                               

Omega has reported that it believes that the net proceeds from the  
Offering, together with existing cash, cash equivalents, short-term investments 
and funds available through its Credit Facility will be sufficient to meet its  
working capital and capital expenditure requirements through at least the end of
1999.                                                                           

ZAPATA CORPORATION CONSOLIDATED RESULTS OF OPERATIONS FOR THE TRANSITION PERIOD 
ENDED DECEMBER 31, 1998 AND THE QUARTER ENDED DECEMBER 31, 1997                 

     Zapata's experienced a net loss of $4.4 million for the transition period
ending December 31, 1998 compared to net income of $4.6 million for the first   
quarter of Fiscal 1997. The loss was primarily due to Zapata's recognition of   
its equity in the loss of Viskase of $11.8 million, (for further explanation of 
the Viskase charge see Note 3 to the Company's Consolidated Financial Statements
included elsewhere herein) offset by $5.1 million in operating income and $2.4  
million in interest income. Revenues totaled $25.8 million during the 1998      
transition period versus $29.5 million during the 1997 quarter. This decline in 
revenue is wholly attributable to Omega Protein. The Company's operating income 
for the 1998 transition period decreased to $5.1 million from $8.2 million for  
the corresponding 1997 quarter. Results reflect a decrease in oil sales by Omega
Protein, and costs associated with the operations of Word and                   

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Charged.                                                                        

      The Company's interest income was higher in the current period as compared
to the corresponding prior-year period reflecting higher levels of cash. The    
Company's interest expense was lower in the current period as compared to the   
corresponding prior-year period, reflecting lower levels of indebtedness. The   
Company also recorded a net tax benefit of $1.9 million in the 1998 transition  
period versus a tax provision of $2.7 million in the 1997 quarter. The $1.9     
million benefit was attributable to loss from operations including the equity   
loss on the investment in Viskase. The $2.7 million provision in 1997 was       
attributable to income from operations which included a gain on the sale of     
certain real estate.                                                            

OMEGA PROTEIN RESULTS OF OPERATIONS                                             

   Omega Protein had operating income of $6.3 million on revenues of $25.8
million in the transition period ended December 31, 1998 versus operating income
of $9.1 million on revenues of $29.5 million in the quarter ended December 31,  
1997.                                                                           

   The decrease in sales and revenue was attributable to a 33.0% lower oil
inventory position carried over from Fiscal 1998 as compared to Fiscal 1997.    
Correspondingly, sales volumes of Omega's oil decreased 39.8% in the transition 
period ended December 31, 1998 as compared to the previous quarter ended        
December 31, 1997. Fishmeal sales volumes increased approximately 8% from the   
prior year's quarter and sales prices were relatively unchanged. Crude fish oil 
prices increased approximately 19.9% over the prior year's quarter.             

  Cost of sales, including depreciation and amortization, for the period
transition period ended December 31, 1998 was $17.6 million, a $1.7 million     
decrease from $19.3 million in the quarter ended December 31, 1997. As a percent
of revenues, cost of sales was 68.1% in the transition period ended December 31,
1998 as compared to 65.3% in the quarter ended December 31, 1997. Per ton costs 
of sales were higher in the quarter ended December 31, 1998 as compared to the  
quarter ended December 31, 1997, due mainly to higher cost inventories carried  
forward into the 1998 quarter. During August and September of 1998, fishing     
operations were hampered by unusually inclement weather which resulted in higher
cost inventory.                                                                 

    Selling, general and administrative expenses increased $780,000 or 67.6%
from $1.2 million in the transition period ended December 31, 1998 to $1.9      
million in the quarter ended December 31, 1998. The increase in expense was due 
primarily to increased personnel and related marketing costs associated with the
Company's efforts to enter the U.S. food market with its refined menhaden oil.  

THE YEAR 2000                                                                   

    The Year 2000 issue is the result of computer programs using a two-digit
format, as opposed to four digits, to indicate the year. Some computer systems  
will be unable to interpret                                                     

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dates beyond the year 1999, which could cause a system failure or other computer
errors leading to disruptions in operations.                                    

Omega Protein employs a number of IT systems, which are used by both
Omega Protein and Zapata including, without limitation, computer networking     
systems, financial systems and other similar systems.                           

     Omega Protein has reported that it is aware of the issues surrounding the
Year 2000 and the problems that may occur. In 1997, Omega Protein developed a   
program for Year 2000 compliance. Since 1997, Omega Protein has converted most  
of its computer information systems to enable proper processing of critical     
management information systems ("MIS") related to the Year 2000 issue and       
beyond. Critical MIS systems consist of software programs such as the operating 
system, spreadsheets, accounting and financial programs. To conform the         
remaining system to be Year 2000 compliant requires a new purchasing            
application. Omega Protein has selected a new purchasing system and             
implementation is expected to be complete by April 1999. Testing methodology    
involved changing the date on the systems being tested to be in the Year 2000   
and then exercising all relevant applications to verify Year 2000 compliance.   
The cost of Omega Protein's conversion was immaterial and has been expensed.    
Omega Protein's current estimates indicate that the costs of addressing         
potential problems are not expected to have a material impact upon Omega        
Protein's financial position, results of operations or cash flows in future     
periods. To date, the cost of Omega Protein's Year 2000 compliance program      
(including, software conversion) has been immaterial.                           

     Omega Protein has reported that it continues to evaluate its non-critical
MIS systems and expects that they will be compliant prior to the Year 2000.     
Non-critical MIS systems refer to embedded technology such as micro controllers 
found in computers and other hardware systems that Omega Protein has identified 
as non-critical MIS systems. Non-critical MIS systems are those that would not  
cause a disruption in any harvesting or manufacturing application involved in   
producing product.                                                              

     Internal systems are not the only ones that may have a material effect on
Omega Protein. External relationships to Omega Protein such as vendors and      
customers may also impact Omega Protein by their inability to deliver goods and 
services required by Omega Protein to operate. Customers could impact Omega     
Protein by their inability to operate, reducing the sale of product, or their   
inability to pay Omega Protein for products purchased. Omega Protein has decided
to address this issue in Fiscal 1999 by identifying major vendors and customers 
and sending surveys to discover their level of Year 2000 compliance. Major      
vendors are defined as those that provide critical goods or services to Omega   
Protein or those that provide critical components to Omega Protein (such as fuel
suppliers and financial institutions). Major customers are identified as those  
customers that are at the greatest risk of being impacted by the Year 2000      
problem (mainly large domestic and foreign industrial and commercial customers).

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The projected completion date of system surveys of external parties is June 30, 
1999. There can be no guarantee that the systems of other companies on which    
Omega Protein's systems rely will be timely converted or that a failure to      
convert by another company or that a conversion that is incompatible with Omega 
Protein's systems, would not have a material adverse affect on Omega Protein.   

      At this point in time, Omega Protein has not engaged any firm, nor does it
plan to engage any firm, to perform an independent verification and validation  
of Omega Protein's Year 2000 compliance. At present, Omega Protein does not have
a contingency plan in place to specifically cover the Year 2000 issues. However,
Omega Protein's management continues to evaluate its systems and expects that   
all of is systems will be compliant prior to the Year 2000.                     

 Zapata is also in the process of developing a plan to acquire its own
hardware and software systems for its business and, prior to purchasing any such
hardware or software, it will assess whether such component will properly       
recognize dates beyond December 31, 1999. Zapata does not anticipated that any  
hardware or software that it will purchase or license will have material        
problems in this regard as the Company will only purchase or license current    
versions of hardware and software provided by major vendors. Likewise, Zapata   
does not anticipate that any material issues will arise with respect to Omega   
Protein in this regard before Zapata has developed its own systems so that it   
may operate independently of Omega Protein. If Zapata becomes concerned that    
Omega Protein is not Year 2000 compliant or has what Zapata believes to be      
inadequate programs to become Year 2000 compliant prior to Zapata implementing  
its own computer networking, financial and other systems, Zapata will accelerate
its timetable for moving to it own systems so as to reduce or eliminate its     
reliance on Omega Protein. In such event, Zapata believes that it has adequate  
financial and other resources to accomplish this plan. With respect to non-IT   
systems containing embedded electronic circuits, Zapata does not itself have any
such systems.                                                                   

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PART II. - OTHER INFORMATION                                                    

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                            

(a)   Exhibits:                                                     

27.1  Financial Data Schedule                           

(b)   Reports on Form 8-K:                                          

          Current Report on Form 8-K, filed December 24, 1998 reporting that
         effective on January 1, 1999 the Company's year would change from
September 30 to December 31.                            

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SIGNATURES

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

    ZAPATA CORPORATION
(Registrant)  

February 16, 1999                By: /s/ LEONARD DISALVO                        
                                    --------------------------------------------
                                    (Vice President and Chief Financial Officer)

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-QT’ Filing	Date	First	Last	Other Filings

	8/1/02	8
	12/31/99	6	19	10-K405
	8/16/99	11		10-Q
	6/30/99	19		10-Q
	2/18/99	11
Filed on:	2/16/99	21
	2/12/99	1	14	SC 13G
	1/13/99	11
	1/1/99	6	20
For Period End:	12/31/98	1	17
	12/24/98	20
	12/21/98	6		3, 8-K
	12/4/98	11
	11/25/98	11
	10/21/98	11
	10/15/98	11
	10/1/98	1	6
	9/30/98	2	15	10-K/A
	9/24/98	8	9
	9/21/98	11
	8/21/98	11
	8/17/98	11
	8/11/98	16
	7/6/98	11	14	8-K
	5/7/98	7	13
	5/1/98	8
	4/27/98	8
	4/8/98	7	13	10-K/A, 8-K
	12/31/97	2	17	10-Q
	12/30/97	16
	11/25/97	7	13
	11/3/97	7	12
	5/7/96	10
	1/18/96	10
	11/9/95	10
	8/11/95	9
	7/27/95	10		DEF 14A
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Filing Submission 0000950123-99-001193 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Harbinger Group Inc. – ‘10-QT’ for 12/31/98

As of: Tuesday, 2/16/99 · For: 12/31/98 · Accession #: 950123-99-1193 · File #: 1-04219

Quarterly-Transition Report — Form 10-QFiling Table of Contents

10-QT — Zapata Corporation Form 10-QDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Quarterly-Transition Report — Form 10-Q
Filing Table of Contents

10-QT — Zapata Corporation Form 10-Q
Document Table of Contents