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                                                       RULE 424(B)(3) PROSPECTUS
                                                              ZAPATA CORPORATION
                                                          REGISTRATION STATEMENT
                                                   ON FORM S-1 FILED ON FORM S-3
                                                     (REGISTRATION NO. 33-68034)



                               ZAPATA CORPORATION

                                  COMMON STOCK
                           (PAR VALUE $.01 PER SHARE)

                   PROSPECTUS SUPPLEMENT DATED JUNE 21, 1994
                     TO PROSPECTUS DATED FEBRUARY 22, 1994

Reverse Stock Split

     On April 27, 1994, at the 1994 Annual Meeting of Stockholders of Zapata
Corporation ("Zapata"), the stockholders approved a one-for-five reverse stock
split (the "Reverse Stock Split") of Zapata's outstanding Common Stock, par
value $0.25 per share (the "Common Stock").  The Reverse Stock Split, which
became effective at 5:00 p.m. on May 2, 1994, reduced the number of outstanding
shares of Common Stock from approximately 158,300,000 to approximately
31,700,000.

     The Reverse Stock Split did not affect the number of authorized shares of
Common Stock, which remains at 165,000,000, or the par value of the Common
Stock, which remains at $0.25 per share.  All share numbers in this Prospectus
Supplement have been restated to give effect to the Reverse Stock Split.

Certain Updated Selling Stockholder Information

     After giving effect to the Reverse Stock Split and taking into account
sales and other transactions by Selling Stockholders reported to Zapata since
the date of the Prospectus, the shares of Common Stock (the "Shares") owned by
the Selling Stockholders offered hereby are set forth below.  Any or all of the
Shares listed below may be offered for sale by the Selling Stockholders pursuant
to the Prospectus, as supplemented, from time to time.