<PAGE>
____________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 11 - K
________________
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
Commission File Number 1-8097
ENSCO Savings Plan
(Full title of the plan)
ENSCO International Incorporated
2700 Fountain Place
1445 Ross Avenue
Dallas, Texas 75202-2792
(Name and address of principal executive office of issuer)
____________________________________________________________<PAGE>
The financial statements listed in the accompanying table of contents on
the following page are filed as part of this Form 11 - K.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Administrative Committee of the Plan has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
ENSCO Savings Plan
Date : June 26, 1995 /s/ Michael K. Wiley
-----------------------------
By: Michael K. Wiley
Plan Administrator <PAGE>
ENSCO SAVINGS PLAN
TABLE OF CONTENTS TO FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION
PAGE
----
Financial Statements:
Report of Independent Accountants 1
Statement of Net Assets Available for Benefits, with
Fund Information - December 31, 1994 2
Statement of Net Assets Available for Benefits, with
Fund Information - December 31, 1993 4
Statement of Changes in Net Assets Available for Benefits,
with Fund Information - Year Ended December 31, 1994 6
Notes to Financial Statements 8
Additional Information:
Schedule I - Schedule of Assets Held for Investment Purposes 14
Schedule II - Schedule of Reportable Transactions 15
Exhibits:
Consent of Independent Accountants 19
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Trustees of the
ENSCO Savings Plan
In our opinion, the accompanying statements of net assets available for
benefits, and the related statement of changes in net assets available for
benefits present fairly, in all material respects, the net assets available
for benefits of the ENSCO Savings Plan (the "Plan") at December 31, 1994
and 1993, and the changes in its net assets available for benefits for the
year ended December 31, 1994, in conformity with generally accepted
accounting principles. These financial statements are the responsibility
of the Plan's management; our responsibility is to express an opinion on
these financial statements based on our audits. We conducted our audits of
these statements in accordance with generally accepted auditing standards
which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion ex-
pressed above.
As discussed in Note 3 to the financial statements, effective December 31,
1993, the Penrod Thrift Plan was merged with the ENSCO Savings Plan.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information included
in Schedules I and II is presented for purposes of additional analysis and
is not a required part of the basic financial statements but is additional
information required by ERISA. The Fund Information in the statements of
net assets available for benefits and the statement of changes in net
assets available for benefits is presented for purposes of additional
analysis rather than to present the net assets available for benefits and
the changes in net assets available for benefits of each fund. The
additional information and fund information have been subjected to the
auditing procedures applied in the audit of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation
to the basic financial statements taken as a whole.
/s/ PRICE WATERHOUSE LLP
- ------------------------
PRICE WATERHOUSE LLP
Dallas, Texas
June 21, 1995
-1-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1994
<CAPTION>
Fund Information
-------------------------------------------
Guaranteed Pooled Company
Investment Equity Intermediate Stock
1994 Fund Fund Bond Fund Fund
------ ---------- -------- ------------ ---------
<S> <C> <C> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents . . . . . . . . . . . . $1,810,202 $484,830 $433,662 $ 40,334
Receivables:
Participant contributions . . . . . . . . . . . 73,043 18,597 25,978 14,934
Employer contributions . . . . . . . . . . . . 808,869 107,643 108,640 74,848
Accrued interest and dividends . . . . . . . . 2,685 304 374 281
Due from participating funds . . . . . . . . . - 2,094 1,017 1,107
Loans to participants . . . . . . . . . . . . . - - - -
Investments, at fair value . . . . . . . . . . . - - - 593,134
Total current assets . . . . . . . . . . . . 2,694,799 613,468 569,671 724,638
LIABILITIES:
Payable to participating funds . . . . . . . . . 4,218 - - -
Other payables . . . . . . . . . . . . . . . . . - - - 5
Total liabilities . . . . . . . . . . . . . . 4,218 - - 5
NET ASSETS AVAILABLE FOR PLAN BENEFITS . . . . . . $2,690,581 $613,468 $569,671 $724,633
The accompanying notes are an integral part of these financial statements.
</TABLE>
-2-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1994 (Continued)
<CAPTION>
Fund Information
---------------------------------------------------
Guaranteed Money Jennison Jennison
Interest Market PRIDEX Equity Balanced
1994 (continued) Fund Fund Fund Fund Fund Total
------------------ ----------- ------- -------- -------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents . . . . . . $ 38,915 $ - $ - $ - $ - $ 2,807,943
Receivables:
Participant contributions . . . . . - - - - - 132,552
Employer contributions . . . . . . - - - - - 1,100,000
Accrued interest and dividends . . - - - - - 3,644
Due from participating funds . . . - - - - - 4,218
Loans to participants . . . . . . . 54,616 - - - - 54,616
Investments, at fair value . . . . . 11,567,562 10,676 407,232 575,764 686,998 13,841,366
Total current assets . . . . . . 11,661,093 10,676 407,232 575,764 686,998 17,944,339
LIABILITIES:
Payable to participating funds . . . - - - - - 4,218
Other payables . . . . . . . . . . . 49,666 - - - - 49,671
Total liabilities . . . . . . . . 49,666 - - - - 53,889
NET ASSETS AVAILABLE FOR PLAN
BENEFITS . . . . . . . . . . . . . . $11,611,427 $10,676 $407,232 $575,764 $686,998 $17,890,450
The accompanying notes are an integral part of these financial statements.
</TABLE>
-3-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1993
<CAPTION>
Fund Information
-------------------------------------------
Guaranteed Pooled Company
Investment Equity Intermediate Stock
1993 Fund Fund Bond Fund Fund
------ ---------- -------- ------------ --------
<C> <C> <C> <C> <C>
ASSETS:
Cash and cash equivalents . . . . . . . . . . . . $ 17,027 $ 149 $ 747 $ 30,019
Receivables:
Participant contributions . . . . . . . . . . . 25,388 10,910 10,594 7,589
Employer contributions . . . . . . . . . . . . 395,907 39,201 34,109 41,152
Accrued interest and dividends . . . . . . . . 124 67 63 83
Due from participating funds . . . . . . . . . 9,002 - 11,976 257
Due from merged Penrod Thrift Plan . . . . . . - - - -
Investments, at fair value . . . . . . . . . . . 665,658 332,611 267,095 284,688
Total assets . . . . . . . . . . . . . . . . 1,113,106 382,938 324,584 363,788
LIABILITIES:
Payable to participating funds . . . . . . . . . - 21,235 - -
Total liabilities . . . . . . . . . . . . . . - 21,235 - -
NET ASSETS AVAILABLE FOR PLAN BENEFITS . . . . . . $1,113,106 $361,703 $324,584 $363,788
The accompanying notes are an integral part of these financial statements.
</TABLE>
-4-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1993 (Continued)
Fund Information
----------------------------------------------------
Guaranteed Money Jennison Jennison
Interest Market PRIDEX Equity Balanced
1993 (continued) Fund Fund Fund Fund Fund Total
----------------- ----------- ------- -------- -------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Cash and cash equivalents . . . . . . $ - $ - $ - $ - $ - $ 47,942
Receivables:
Participant contributions . . . . . - - - - - 54,481
Employer contributions . . . . . . - - - - - 510,369
Accrued interest and dividends . . - - - - - 337
Due from participating funds . . . - - - - - 21,235
Due from merged Penrod Thrift
Plan . . . . . . . . . . . . . . 13,498,683 19,745 454,469 797,976 943,135 15,714,008
Investments, at fair value . . . . . - - - - - 1,550,052
Total assets . . . . . . . . . . 13,498,683 19,745 454,469 797,976 943,135 17,898,424
LIABILITIES:
Payable to participating funds . . . - - - - - 21,235
Total liabilities . . . . . . . . - - - - - 21,235
NET ASSETS AVAILABLE FOR PLAN BENEFITS $13,498,683 $19,745 $454,469 $797,976 $943,135 $17,877,189
The accompanying notes are an integral part of these financial statements.
</TABLE>
-5-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Fund Information
---------------------------------------------
Guaranteed Pooled Company
Investment Equity Intermediate Stock
Fund Fund Bond Fund Fund
---------- -------- ------------ --------
<S> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and dividends . . . . . . . . . . . . . . . $ 9,237 $ 1,973 $ 1,863 $ 2,788
Participant contributions:
Savings contributions . . . . . . . . . . . . . . . 879,495 233,196 215,541 169,419
Rollover contributions . . . . . . . . . . . . . . - 1,546 - 1,000
Employer contributions . . . . . . . . . . . . . . . 808,878 107,643 108,640 365,003
Net appreciation (depreciation) in fair value
of investments . . . . . . . . . . . . . . . . . . 76,374 1,217 (6,977) (88,652)
Interfund transfers . . . . . . . . . . . . . . . . . 45,560 (5,766) (7,937) (31,857)
Total additions . . . . . . . . . . . . . . . . . 1,819,544 339,809 311,130 417,701
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to participants . . . . . . . . . . . . 242,069 88,044 66,043 56,856
Total deductions . . . . . . . . . . . . . . . . 242,069 88,044 66,043 56,856
NET ADDITIONS (DEDUCTIONS) . . . . . . . . . . . . . . 1,577,475 251,765 245,087 360,845
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year . . . . . . . . . . . . . . . . . 1,113,106 361,703 324,584 363,788
End of year . . . . . . . . . . . . . . . . . . . . $2,690,581 $613,468 $569,671 $724,633
The accompanying notes are an integral part of these financial statements.
</TABLE>
-6-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994 (Continued)
<CAPTION>
Fund Information
-----------------------------------------------------
Guaranteed Money Jennison Jennison
Interest Market PRIDEX Equity Balanced
Fund Fund Fund Fund Fund Total
----------- ------- -------- -------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and dividends . . . . . . . . . . . $ 720,054 $ - $ - $ - $ - $ 735,915
Participant contributions:
Savings contributions . . . . . . . . . . . - - - - - 1,497,651
Rollover contributions . . . . . . . . . . - - - - - 2,546
Employer contributions . . . . . . . . . . . - - - - - 1,390,164
Net appreciation (depreciation) in the
fair value of investments . . . . . . . . . - 482 (1,243) (10,186) (23,589) (52,574)
Interfund transfers . . . . . . . . . . . . . 203,995 3,472 (33,921) (78,372) (95,174) -
Total additions . . . . . . . . . . . . . 924,049 3,954 (35,164) (88,558) (118,763) 3,573,702
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to participants . . . . . . . . 2,811,305 13,023 12,073 133,654 137,374 3,560,441
Total deductions . . . . . . . . . . . . 2,811,305 13,023 12,073 133,654 137,374 3,560,441
NET ADDITIONS (DEDUCTIONS) . . . . . . . . . . (1,887,256) (9,069) (47,237) (222,212) (256,137) 13,261
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year . . . . . . . . . . . . . 13,498,683 19,745 454,469 797,976 943,135 17,877,189
End of year . . . . . . . . . . . . . . . . $11,611,427 $10,676 $407,232 $575,764 $686,998 $17,890,450
The accompanying notes are an integral part of these financial statements.
</TABLE>
-7-<PAGE>
ENSCO SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. PLAN ORGANIZATION AND DESCRIPTION
The Energy Service Company, Inc. Profit Sharing Plan was renamed the ENSCO
Savings Plan (collectively referred to as "the Plan") in 1993. The
following description of the Plan provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions. The Plan is a defined contribution
plan established by Energy Service Company, Inc. ("the Company") on May 15,
1991 to provide a retirement benefit for employees through a Company profit
sharing contribution and to promote and encourage employees to provide
additional security and income for their retirement through a systematic
savings program. It is subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA"). Effective December 31,
1993, the Penrod Thrift Plan was merged into the Plan (see Note 3).
Employees of the Company may participate in the Plan upon completing
certain service requirements, except those employees who already receive
retirement benefits in connection with a collective bargaining agreement
and certain nonresident employees. Eligible employees may elect to
participate in the employee savings feature of the Plan after completing a
three-month period of service with the Company ("Savings Participants").
Eligible employees will automatically participate in the profit sharing
feature of the Plan after completing a twelve-month period of service with
the Company. Eligible employees under the Penrod Thrift Plan immediately
became eligible employees under the Plan effective with the merger of the
Penrod Thrift Plan into the Plan (see Note 3).
Savings Participants may elect to make contributions to the Plan by salary
reductions ("Savings Contributions"), which qualify for tax deferment under
Section 401(k) of the Internal Revenue Code ("the Code"). Savings
Contributions are generally limited to the lesser of 10% of the Savings
Participant's compensation, or the annual dollar limitation set forth in
Section 415(d) of the Code ($9,240 for the year ended December 31, 1994).
Within certain limits, as defined in the Plan, Savings Participants may
elect to increase, decrease or suspend their Savings Contributions and
corresponding salary reductions.
At the discretion of its Board of Directors, the Company may make
contributions to the Plan for the benefit of Savings Participants
("Matching Contributions"). Matching Contributions may be made by the
Company in the form of a stated dollar amount or in the form of a matching
percentage of Savings Contributions. Matching Contributions, which are
made to the Company Stock Fund, are allocated to individual Savings
Participants pro rata based on their respective Savings Contributions for
the Plan year, limited to 6% of their compensation, as defined. The
Company made Matching Contributions equal to 25% of the first 6%
contributed by each individual participant, which amounted to $290,000 for
the year ended December 31, 1994.
-8-<PAGE>
At the discretion of its Board of Directors, the Company may also make
annual contributions to the Plan for the benefit of all eligible employees
("Profit Sharing Contributions"). The Company may make Profit Sharing
Contributions in either cash or in the Company's common stock. Annual
Profit Sharing Contributions are allocated to eligible employees based on
their proportionate compensation. At December 31, 1994, the Plan has a
receivable recorded from the Company in the amount of $1.1 million related
to the 1994 profit sharing contribution which was paid in March 1995.
The Plan limits the sum of a participant's annual Matching Contribution and
Profit Sharing Contribution("Company Contributions") to the lesser of
$30,000 or 25% of the Plan participant's compensation. Under certain
circumstances, Plan participants may make contributions to the Plan in the
form of rollover contributions ("Rollover Contributions").
Prior to January 3, 1995, all contributions to the Plan were paid into a
trust fund maintained by Texas Commerce Bank for the exclusive benefit of
the Plan participants and their beneficiaries. Prior to November 1, 1994,
Texas Commerce Bank also acted as record keeper and maintained separate
accounts for Savings Contributions, Company Contributions and Rollover
Contributions within the trust fund for each participant, the balance of
which reflected the participant's respective contributions, distributions,
earnings, and any gains and losses on investments. Plan participants
directed the investment of their account balances to one or more of four
investment funds, including the Guaranteed Investment Fund, the Pooled
Equity Fund, the Intermediate Bond Fund and the Company Stock Fund. Texas
Commerce Bank also served as the investment manager for the Plan's trust
fund and executed all investment transactions through January 2, 1995.
Effective November 1, 1994, T. Rowe Price assumed the record keeping
responsibilities from Texas Commerce Bank. On January 3, 1995, Texas
Commerce Bank transferred all funds to T. Rowe Price which will serve as
the new investment manager for the Plan's trust fund and execute all
investment actions.
A Plan participant's Matching Contribution account balance and Profit
Sharing Contribution account balance shall become vested and nonforfeitable
upon the completion of service with the Company, as follows:
COMPLETED YEARS OF SERVICE VESTED PERCENTAGE
Less than two years 0 %
Two years 20 %
Three years 40 %
Four years 60 %
Five years 80 %
Six or more years 100 %
In addition, a Plan participant shall become fully vested in his or her
Matching Contribution account balance and Profit Sharing account balance
upon certain events, including death or disability, attaining the age of
60, or a full or partial termination of the Plan. A Plan participant's
Savings Contribution account balance and Rollover Contribution account
balance is fully vested at all times.
-9-<PAGE>
Upon completion of each Plan year the nonvested portion of Matching
Contribution account balances and Profit Sharing Contribution account
balances of terminated Plan participants ("forfeitures") are forfeited to
the Plan and may be used to reduce the amount of Matching Contributions and
Profit Sharing Contributions due or administrative expenses to be paid by
the Company.
Distributions of a Plan participant's Savings Contribution account and
Rollover Contribution account and the vested portion of a participant's
Matching Contribution account and Profit Sharing Contribution account are
generally made within 60 days of the close of the Plan year in which a
participant attains the age of 65 or termination of employment occurs.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
METHOD OF ACCOUNTING
The Plan's financial statements are prepared on the accrual basis of
accounting.
INVESTMENTS
The Plan's investments are stated at fair value, except certain investments
of the prior Penrod Thrift Plan managed by the Prudential Defined
Contribution Services (Prudential), and consist of debt and equity funds
and common stock of the Company. The fair value of the Company's common
stock is determined by quoted market prices. Fair value of debt and equity
funds are determined by the Trustee and are based on quoted market prices
of the securities in the debt and equity funds. Unrealized appreciation or
depreciation of the individual investments is reflected in the asset
balances. The Guaranteed Interest Account at Prudential is stated at
contract value, which is defined as principal invested plus credited
interest at the rate specified in the contract. All other investments in
Prudential's pooled separate accounts are stated at fair value as
determined by Prudential(see Note 3).
FEDERAL INCOME TAXES
Management believes that the Plan is qualified under Section 401(a) of the
Internal Revenue Code and therefore the trust is exempt from taxation under
Section 501(a). An IRS determination letter dated September 30, 1992 was
received for the Plan. Due to subsequent amendments, another IRS
determination letter has been requested, but has not been obtained at this
time. Generally, contributions to a qualified plan are deductible by the
Company when made, earnings of the trust are tax exempt and participants
are not taxed on their benefits until withdrawn from the Plan.
CASH EQUIVALENTS
Cash equivalents include amounts invested in highly liquid cash management
funds that are readily convertible to cash.
-10-<PAGE>
3. PLAN MERGER
In August 1993, the Company completed the step acquisition of Penrod
Holding Corporation ("Holding"). Penrod Drilling Corporation and Penrod
International Drilling Company, both of which are wholly-owned subsidiaries
of Holding, were the sponsoring employers of the Penrod Thrift Plan.
Effective December 31, 1993, the Company merged the Penrod Thrift Plan
with the Plan and all prior Penrod Thrift Plan participants became Plan
participants. At December 31, 1994, the assets of the prior Penrod Thrift
Plan were still held by the previous record keeper and custodian,
Prudential, in either the Guaranteed Interest Account, the Temporary
Investment Account (Money Market), the Prudential Index Stock Account
(PRIDEX), the Jennison Equity Account or the Jennison Balanced Account. On
January 17, 1995, all funds from each account, except for the Guaranteed
Interest Account, were transferred from Prudential to T. Rowe Price. The
Guaranteed Interest Account funds will be transferred to T. Rowe Price
commencing March 1995 over the next 60 consecutive months pursuant to the
contract terms.
The prior Penrod Thrift Plan provided that vesting in the sponsoring
companies' contributions plus actual earnings thereon was on the basis of
20% per year. Prior Penrod Thrift Plan participants with greater than
three years of service at December 31, 1993 will continue to vest under the
same guidelines that were in place under the prior Penrod Thrift Plan,
whereas participants with less than three years of service will vest in the
sponsoring companies' contributions plus actual earnings thereon under the
provisions of the Plan.
A loan program, administered by Prudential on behalf of the Plan, was
available to all employees participating in the 401(k) option. As part of
the merging of the Penrod Thrift Plan with the Plan, participants were no
longer able to negotiate new loans as of December 31, 1993. Existing loans
will continue under their current terms. The loans generally are required
to be repaid within five years except for loans used to acquire the
principal residence of the participant. The interest rate on a loan was
based on the prevailing interest rates charged on similarly secured
personal loans by persons in the business of lending money in the same
geographic region in which the Plan was administered. As security for the
loan, the participant's Guaranteed Interest Account balance is reduced for
the purposes of withdrawals, transfers and annuity amounts, by an amount
equal to the outstanding loan balance.
-11-<PAGE>
4. INVESTMENTS
Investments at December 31, 1994 and 1993 are as follows:
UNITS CONTRACT OR
OR SHARES FAIR VALUE
At December 31, 1994:
Prudential General Asset and Pooled
Separate Accounts:
Guaranteed Interest Account............. - $11,567,562
Money Market Account.................... 1,509 10,676
PRIDEX Account.......................... 53,427 407,232
Jennison Equity Account................. 285,419 575,764
Jennison Balanced Account .............. 427,228 686,998
13,248,232
Energy Service Company, Inc.
Common Stock............................ 47,930 593,134
$13,841,366
SHARES FAIR VALUE
At December 31, 1993:
Debt and equity funds:
Retirement Trust Stock Fund of
Texas Commerce Bank................... 2,129 $ 332,611
Retirement Trust Managed Guaranteed
Investment Contract Fund of
Society National Bank................. 615,552 665,658
Retirement Trust Intermediate Bond
Fund of Texas Commerce Bank........... 2,017 267,095
1,265,364
Energy Service Company, Inc.
Common Stock.............................. 84,352 284,688
$ 1,550,052
Prudential guarantees both principal and credited interest in the
Guaranteed Interest Account. In 1994, rates of interest on the Guaranteed
Interest Account ranged from 5.1% to 6.75% and the rate was adjusted
quarterly.
5. ADMINISTRATIVE FEES
The Plan has no employees and all costs of administrative and management
services required to administer the Plan are paid for by the Company. In
addition, investment service fees charged by the Trustee in 1994 of $58,146
were paid by the Company.
-12-<PAGE>
6. EXCESS CONTRIBUTIONS
Net assets available for plan benefits at December 31, 1994 and 1993
include $82,861 and $163,835, respectively, of amounts refunded from the
Plan to certain highly compensated employees due to contributions which
exceeded the discrimination limits under Internal Revenue Code ("IRC")
Section 401(k). The 1994 excess contributions were refunded in March 1995.
The excess contributions for 1993 were determined and refunded in December
1994.
7. SUBSEQUENT EVENTS
Effective May 1, 1995, the Company increased the matching percentage of the
Plan participant's contributions as follows:
CONTRIBUTION LEVEL MATCHING PERCENTAGE
First 2% of participant contribution 100 %
Second 2% of participant contribution 50 %
Third 2% of participant contribution 25 %
The Company's stockholders approved a change in the name of the Company
from Energy Service Company, Inc. to ENSCO International Incorporated at
the Company's Annual Meeting of Stockholders held on May 23, 1995.
-13-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN Additional Information
Schedule I
ITEM 27A (FORM 5500) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1994
<CAPTION>
DESCRIPTION OF INVESTMENT
----------------------------------------------------------------------------------
Identity of issue or Rate of Units Current
party involved Type of issue interest or shares Cost value
---------------------------- -------------------------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Interest bearing cash:
<F1> Texas Commerce Bank EB Money Market Fund of
Texas Commerce Bank - 2,767,430 $2,767,430 $ 2,767,430
Prudential Asset Management
Company:
<F1> Guaranteed Interest Fund - 5.1% - 6.75 - <F2> 11,567,562
<F1> Money Market Fund - - 1,509 <F2> 10,676
<F1> PRIDEX Fund - - 53,427 <F2> 407,232
<F1> Jennison Equity Fund - - 285,419 <F2> 575,764
<F1> Jennison Balance Fund - - 427,228 686,998
13,248,232
Employer securities:
(F1) Energy Service Company, Energy Service Company,
Inc. Inc. Common Stock - 47,930 679,597 593,134
$3,447,027 $16,608,796
<FN>
<F1> Party-in interest.
<F2> Cost information is not available from Prudential.
</FN>
</TABLE>
-14-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN Additional Information
Schedule II
ITEM 27D (FORM 5500) - SCHEDULE OF REPORTABLE TRANSACTIONS (IN THE AGGREGATE)
YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Identity of party Descriptions Purchase Selling Lease
involved of transaction price price rental
------------------------------- ------------------ ---------- ---------- -------
<C> <C> <C> <C> <C>
<F1> EB Money Market Fund Purchase of shares $4,436,565
of Texas Commerce Bank Sales of shares $1,816,902
EB Managed Guaranteed Purchase of shares 894,229
Investment Contract Fund Sales of shares 1,636,260
of Society National Bank
<F1> EB Growth Equity Fund of Purchase of shares 121,974
Texas Commerce Bank Sales of shares 455,802
<F1> EB Intermediate Fixed Purchase of shares 129,577
Income Fund of Texas Sales of shares 389,695
Commerce Bank
<F1> Energy Service Company, Purchase of shares 408,738
Inc. Common Stock
<FN>
<F1> Party-in interest.
</FN>
</TABLE>
-15-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN Additional Information
Schedule II
ITEM 27D (FORM 5500) - SCHEDULE OF REPORTABLE TRANSACTIONS (IN THE AGGREGATE) CONTINUED
YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Market
value on Net
Identity of party Expense Cost of transaction gain
involved incurred asset date (loss)
------------------------------ --------- ----------- ----------- --------
<S> <C> <C> <C> <C>
<F1> EB Money Market Fund $4,436,565 -
of Texas Commerce Bank $1,816,902 1,816,902
EB Managed Guaranteed 894,229
Investment Contract Fund $1,559,886 1,636,260 $76,374
of Society National Bank
<F1> EB Growth Equity Fund of 121,974
Texas Commerce Bank 454,585 455,802 1,217
<F1> EB Intermediate Fixed 129,577
Income Fund of Texas 396,672 389,695 (6,977)
Commerce Bank
<F1> Energy Service Company, 408,738
Inc. Common Stock
<FN>
<F1> Party-in interest.
</FN>
</TABLE>
-16-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN Additional Information
Schedule II
ITEM 27D (FORM 5500) - SCHEDULE OF REPORTABLE TRANSACTIONS (SINGLE TRANSACTIONS)
YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Description Selling Lease
Identity of party involved of transaction price rental
--------------------------------------- --------------------- ------------ -------
<S> <C> <C> <C>
EB Managed Guaranteed Investment Purchase of Shares -
Contract Fund of Society Sale of Shares $1,573,507
National Bank
<F1> EB Growth Equity Fund of Texas Purchase of shares -
Commerce Bank Purchase of shares -
Sale of Shares 440,285
EB Intermediate Fixed Income Purchase of shares -
Fund Purchase of shares -
Sale of Shares 384,248
<F1> Energy Service Company, Inc. Purchase of shares -
Common Stock Purchase of shares -
Purchase of shares -
Purchase of shares -
Purchase of shares -
<FN>
<F1> Party-in interest.
</FN>
</TABLE>
-17-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN Additional Information
Schedule II
ITEM 27D (FORM 5500) - SCHEDULE OF REPORTABLE TRANSACTIONS (SINGLE TRANSACTIONS) CONTINUED
YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Market value Net
Expense Cost on transaction gain
Identity of party involved incurred of asset date (loss)
------------------------------------- -------- ---------- -------------- ---------
<S> <C> <C> <C> <C>
EB Managed Guaranteed Investment $ 542,782 $ 542,782 -
Contract Fund of Society 1,497,409 1,573,507 $76,098
National Bank
<F1> EB Growth Equity Fund of Texas 74,100 74,100 -
Commerce Bank 34,174 34,174 -
439,249 440,285 1,036
EB Intermediate Fixed Income 67,000 67,000 -
Fund 33,892 33,892 -
391,127 384,248 (6,879)
<F1> Energy Service Company, Inc. 36,568 36,568 -
Common Stock 95,256 95,256 -
73,379 73,379 -
85,505 85,505 -
41,553 41,553 -
<FN>
<F1> Party-in interest.
</FN>
</TABLE>
-18-<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-40282) of ENSCO International Incorporated
(formerly Energy Service Company, Inc.) of our report dated June 21, 1995
appearing on page 1 in this Annual Report on Form 11-K of the ENSCO Savings
Plan.
/s/ PRICE WATERHOUSE LLP
- ------------------------
PRICE WATERHOUSE LLP
Dallas, Texas
June 23, 1995
-19-<PAGE>
