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                            SCHEDULE 14A INFORMATION
          PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

Filed by the Registrant /x/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/x/ Preliminary proxy statement
/ / Definitive proxy statement
/ / Definitive additional materials
/ / Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12

                               ZAPATA CORPORATION
                (Name of Registrant as Specified in its Charter)

                               ZAPATA CORPORATION
                   (Name of Person(s) Filing Proxy Statement)

Payment of Filing Fee (Check the appropriate box):
/ / $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(j)(2).
/ / $500 per each party to the controversy pursuant to Exchange Act Rule
    14a-6(i)(3).
/x/ Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

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<C>  <S>                                                                               <C>
1)   Title of each class of securities to which transaction applies: ................  N/A
2)   Aggregate number of securities to which transaction applies: ...................  N/A
3)   Per unit price or other underlying value of transaction
     computed pursuant to Exchange Act Rule 0-11*: .........................  $130 million
4)   Proposed maximum aggregate value of transaction: ......................  $130 million
5)   Total fee paid: ........... $26,000 at the time of filing preliminary proxy statement
</TABLE>

*Set forth the amount on which the filing fee is calculated and state how it was
determined.

/ /  Check box if any part of the fee is offset as provided by Exchange Act
     Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
     paid previously.  Identify the previous filing by registration statement
     number, or the Form of Schedule and the date of its filing.

<TABLE>
<C>   <S>                                                            <C>
  1)  Amount previously paid: .....................................  N/A
  2)  Form, Schedule or Registration Statement No.: ...............  N/A
  3)  Filing party: ...............................................  N/A
  4)  Date filed: .................................................  N/A
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