ENSCO INTERNATIONAL INC
11-K, 1996-06-27
DRILLING OIL & GAS WELLS
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<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, 1995


                       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               

                                             /s/ Michael K. Wiley
Date :   June 26, 1996                    ----------------------------
                                          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 Plan Benefits, with 
    Fund Information - December 31, 1995                              2     
                                          
  Statement of Net Assets Available for Plan Benefits, with
    Fund Information - December 31, 1994                              3     
                                        
  Statement of Changes in Net Assets Available for Plan Benefits, 
    with Fund Information - Year Ended December 31, 1995              5     
        
  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                                 16

  <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
plan benefits, and the related statement of changes in net assets available
for  plan benefits present fairly, in all material respects, the net assets
available  for plan  benefits of  the ENSCO  Savings Plan  (the "Plan")  at
December 31, 1995 and 1994, and the changes in its net assets available for
plan  benefits for  the year ended  December 31,  1995, 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 expressed above.  

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 plan benefits  and the statement of changes in net
assets  available for plan benefits is presented for purposes of additional
analysis rather than to present the net assets  available for plan benefits
and the  changes in net  assets available for  plan 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 24, 1996






                                    -1-<PAGE>



<TABLE>
<CAPTION>
                                                       ENSCO SAVINGS PLAN

                           STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                                      AT DECEMBER 31, 1995


                                                                    Fund Information                           
                                       ------------------------------------------------------------------------               
                                       Company       Blended                     Spectrum  Spectrum    
                                       Stock         Stable         Balanced     Income    Growth       Loan 
1995                                   Fund          Value Fund     Fund         Fund      Fund         Fund      Total
- ----                                   ----------    -----------    --------     --------  ----------   -------   -----------
<S>                                    <C>           <C>            <C>          <C>       <C>          <C>       <C> 

ASSETS:                                                                                                    
 Receivables:                                                                                              
    Participant contributions . . . .  $    6,941    $    20,390    $  2,620     $  5,995  $    7,514   $     -   $    43,460
    Employer contributions  . . . . .     171,513        960,062      56,699      117,601     166,306         -     1,472,181
 Investments, at fair value . . . . .   2,335,933              -     779,758      743,198   2,198,061         -     6,056,950
 Loans to participants  . . . . . . .           -              -           -            -           -    30,835        30,835
 Investments, at contract value:                                                                           
    The Prudential Insurance Co. of                                                                        
      America Investment Contract                                                                          
      GA-6436 . . . . . . . . . . . .           -      9,927,635           -            -           -         -     9,927,635
    T. Rowe Price Stable Value common                                                                      
      trust fund  . . . . . . . . . .           -      4,316,754           -            -           -         -     4,316,754
      Total investments . . . . . . .   2,335,933     14,244,389     779,758      743,198   2,198,061    30,835    20,332,174
          Total assets  . . . . . . .   2,514,387     15,224,841     839,077      866,794   2,371,881    30,835    21,847,815
                                                                                                           
                                                                                                                        
LIABILITIES:                                                                                                    
  Other payables  . . . . . . . . . .           -        103,755           -            -           -         -       103,755
         Total liabilities  . . . . .           -        103,755           -            -           -         -       103,755
                                                                                                           
                                                                                                           
NET ASSETS AVAILABLE FOR PLAN BENEFITS $2,514,387    $15,121,086    $839,077     $866,794  $2,371,881   $30,835   $21,744,060

                                                                        

                                                                                                   


                               The accompanying notes are an integral part of these financial statements.
</TABLE>
                                                                  -2-<PAGE>



<TABLE>
<CAPTION>
                                                           ENSCO SAVINGS PLAN

                               STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                                          AT DECEMBER 31, 1994


                                                                          Fund Information               
                                                         -------------------------------------------------
                                                         Guaranteed         Pooled                                  Company
                                                         Investment         Equity            Intermediate          Stock
 1994                                                    Fund               Fund              Bond Fund             Fund
- -----                                                    ----------         --------          ------------          --------
<S>                                                      <C>                <C>               <C>                   <C>  

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 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>
                                                                  -3-<PAGE>



<TABLE>
<CAPTION>
                                                       ENSCO SAVINGS PLAN

                           STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                                AT DECEMBER 31, 1994 (Continued)




                                                                        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>

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 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>
                                                              -4-<PAGE>



<TABLE>
<CAPTION>
                                                       ENSCO SAVINGS PLAN

                      STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                             FOR THE YEAR ENDED DECEMBER 31, 1995 



                                                                       Fund Information                          
                                               --------------------------------------------------------------------
                                               Company          Blended                     Spectrum     Spectrum
                                               Stock            Stable         Balanced     Income       Growth        Loan  
                                               Fund             Value Fund     Fund         Fund         Fund          Fund 
                                               -----------      ------------   ---------    ---------    ----------    --------
<S>                                            <C>              <C>            <C>          <C>          <C>           <C>

ADDITIONS TO NET ASSETS ATTRIBUTED TO:                                                                       
  Interest and dividends  . . . . . . . . . .  $        -       $   707,242    $ 37,859     $ 44,573     $  147,272    $   862
  Participant contributions:                                                       
    Savings contributions . . . . . . . . . .     228,284           892,114      67,057      202,105        291,111          -
    Rollover contributions  . . . . . . . . .       5,656             3,107         278       10,437         13,543          -
  Employer contributions  . . . . . . . . . .     846,514           966,043      56,699      117,603        166,308          - 
  Net appreciation (depreciation) in the                                                                                     
    fair value of investments . . . . . . . .     925,544                 -     106,778       64,509        321,804          -
                                                                                                                
      Total additions . . . . . . . . . . . .   2,005,998         2,568,506     268,671      439,227        940,038        862
                                                                                                             
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:                                                                    
  Distributions to participants . . . . . . .     207,528         1,775,049      92,966      121,752        265,803      5,676
  Administrative expenses . . . . . . . . . .       2,957            30,747           -          175            232          -
                                                                                                             
      Total deductions  . . . . . . . . . . .     210,485         1,805,796      92,966      121,927        266,035      5,676
                                                                                                             
NET INCREASE (DECREASE) PRIOR TO INTERFUND                                                                   
  TRANSFERS . . . . . . . . . . . . . . . . .   1,795,513           762,710     175,705      317,300        674,003     (4,814)
                                                                                                             
  Transfer of assets (to) from trustees . . .           -        14,379,710     709,600      553,955      1,601,012     54,733
  Interfund transfers . . . . . . . . . . . .      (5,759)          (21,334)    (46,228)      (4,461)        96,866    (19,084)
                                                                                                           
NET ADDITIONS (DEDUCTIONS)  . . . . . . . . .   1,789,754        15,121,086     839,077      866,794      2,371,881     30,835
                                                                                                                             
NET ASSETS AVAILABLE FOR PLAN BENEFITS:                                                                               
    Beginning of year . . . . . . . . . . . .     724,633                 -           -            -              -          -
                                                                                                             
    End of year . . . . . . . . . . . . . . .  $2,514,387       $15,121,086    $839,077     $866,794     $2,371,881    $30,835

                               The accompanying notes are an integral part of these financial statements.
</TABLE>
                                                                  -5-<PAGE>



<TABLE>
<CAPTION>
                                                           ENSCO SAVINGS PLAN

                          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                            FOR THE YEAR ENDED DECEMBER 31, 1995 (Continued)



                                                                                       Fund Information
                                                                     ----------------------------------------------------
                                                                     Guaranteed           Pooled                         
                                                                     Investment           Equity             Intermediate
                                                                     Fund                 Fund               Bond Fund 
                                                                     -----------          ---------          ------------
<S>                                                                  <C>                  <C>                <C> 

ADDITIONS TO NET ASSETS ATTRIBUTED TO:                                                   
  Interest and dividends  . . . . . . . . . . . . . . . . . . . . .  $      444           $    108             $    113
  Participant contributions:                                                             
    Savings contributions . . . . . . . . . . . . . . . . . . . . .           -                  -                    -
    Rollover contributions  . . . . . . . . . . . . . . . . . . . .           -                  -                    -
  Employer contributions  . . . . . . . . . . . . . . . . . . . . .           -                  -                    -
  Net appreciation (depreciation) in fair value                                          
    of investments  . . . . . . . . . . . . . . . . . . . . . . . .           -                  -                    -
                                                                                         
      Total additions . . . . . . . . . . . . . . . . . . . . . . .         444                108                  113 


DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:                                                
  Distributions to participants . . . . . . . . . . . . . . . . . .       3,161                  -                    -
  Administrative Expenses . . . . . . . . . . . . . . . . . . . . .           -                  -                    -
                                                                                         
      Total deductions  . . . . . . . . . . . . . . . . . . . . . .       3,161                  -                    -


NET INCREASE (DECREASE) PRIOR TO INTERFUND TRANSFERS  . . . . . . .      (2,717)               108                  113
                                                                                         
  Transfer of assets (to) from trustees . . . . . . . . . . . . . .  (2,687,864)          (613,576)            (569,784)
  Interfund transfers . . . . . . . . . . . . . . . . . . . . . . .           -                  -                    -
                                                                                         
                                                                                         
NET ADDITIONS (DEDUCTIONS)  . . . . . . . . . . . . . . . . . . . .  (2,690,581)          (613,468)            (569,671)
                                                                                         
                                                                                                                      
NET ASSETS AVAILABLE FOR PLAN BENEFITS:                                                  
    Beginning of year . . . . . . . . . . . . . . . . . . . . . . .   2,690,581            613,468              569,671
                                                                                         
    End of year . . . . . . . . . . . . . . . . . . . . . . . . . .  $        -           $      -             $      -


                               The accompanying notes are an integral part of these financial statements.
</TABLE>
                                                                  -6-<PAGE>



<TABLE>
<CAPTION>
                                                           ENSCO SAVINGS PLAN

                          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION

                                            FOR THE YEAR ENDED DECEMBER 31, 1995  (Continued)



                                                                     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  . . . . . . . . . . .  $   124,440     $     -     $      -    $      -     $      -    $ 1,062,913
  Participant contributions:                                                                          
    Savings contributions . . . . . . . . . . .            -           -            -           -            -      1,680,671
    Rollover contributions  . . . . . . . . . .            -           -            -           -            -         33,021
  Employer contributions  . . . . . . . . . . .            -           -            -           -            -      2,153,167
  Net appreciation (depreciation) in the                                                              
    fair value of investments . . . . . . . . .            -          37        5,420         (980)      7,002      1,430,114
                                                                                                      
      Total additions . . . . . . . . . . . . .      124,440          37        5,420         (980)      7,002      6,359,886
                                                                                                      
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:                                                             
  Distributions to participants . . . . . . . .            -           -            -            -         230      2,472,165
  Administrative expenses . . . . . . . . . . .            -           -            -            -           -         34,111
                                                                                                      
      Total deductions  . . . . . . . . . . . .            -           -            -            -         230      2,506,276
                                                                                                      
NET INCREASE (DECREASE) PRIOR TO INTERFUND                                                            
  TRANSFERS . . . . . . . . . . . . . . . . . .      124,440          37        5,420         (980)      6,772      3,853,610
                                                                                                      
  Transfer of assets (to) from trustees . . . .  (11,735,867)    (10,713)    (412,652)    (574,784)   (693,770)             -
  Interfund transfers . . . . . . . . . . . . .            -           -            -            -           -              -
                                                                                                      
NET ADDITIONS (DEDUCTIONS)  . . . . . . . . . .  (11,611,427)    (10,676)    (407,232)    (575,764)   (686,998)     3,853,610
                                                                                                                     
NET ASSETS AVAILABLE FOR PLAN BENEFITS:                                                                        
    Beginning of year . . . . . . . . . . . . .   11,611,427      10,676      407,232      575,764     686,998     17,890,450
                                                                                                      
    End of year . . . . . . . . . . . . . . . .  $         -     $     -     $      -    $       -    $      -    $21,744,060


                               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

On  May 15,  1991,  Energy Service  Company,  Inc. established  the  Energy
Service Company,  Inc. Profit Sharing  Plan.  The  Profit Sharing  Plan was
renamed the ENSCO Savings Plan (collectively referred to as "the Plan")  in
1993. Effective December 31, 1993,  the Penrod Thrift Plan was  merged into
the  Plan.  At the Annual Meeting of Stockholders held on May 23, 1995, the
Stockholders  approved a  change of  the company  name from  Energy Service
Company, Inc. to ENSCO International Incorporated ("the Company"). 

The Plan is a defined contribution plan established 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.   The Plan  is
subject to the provisions of the Employee Retirement Income Security Act of
1974  ("ERISA").   The  following description  of  the Plan  provides  only
general information.   Participants should refer to the Plan document for a
more complete description of the Plan's provisions.

Participation
- -------------

Employees  of the  Company  may participate  in  the Plan  upon  completing
certain service  requirements,  except  for  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.

Contributions
- -------------

Savings Participants may elect to make contributions  to the Plan by salary
deductions ("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 402(g) of  the Code ($9,240 for the year  ended December 31, 1995).
Within certain limits,  as defined  in the Plan,  Savings Participants  may
elect  to  increase, decrease  or suspend  their Savings  Contributions and
corresponding salary deductions.

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  by  the
                                    -8-<PAGE>


Plan document.  The Company made matching Contributions equal to 25% of the
first 6% contributed by each individual participant through April 30, 1995.
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 %
  
Total  Matching Contributions for the year ended December 31, 1995 amounted
to $703,167.

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, 1995, the Plan recorded
a receivable from the Company in the amount of $1.45 million related to the
1995 profit sharing contribution which was paid in March 1996.   

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").

Plan Administration
- -------------------

Texas  Commerce  Bank  ("TCB")  served  as  the   Plan's  recordkeeper  and
investment manager for  the Guaranteed Investment  Fund, the Pooled  Equity
Fund, the Intermediate Bond  Fund and the Company Stock  Fund (collectively
referred  to as  "the  TCB Funds")  through  October 31,  1994.   Beginning
November  1,  1994,  the Plan  assigned  its  recordkeeping and  investment
management responsi-bilities  to T. Rowe  Price.  Also,  Prudential Defined
Contribution Services  ("Prudential") served as the  investment manager for
the Guaranteed Interest Fund, the Temporary Investment (Money Market) Fund,
the  Prudential Index Stock ("PRIDEX")  Fund, the Jennison  Equity Fund and
the  Jennison Balanced Fund  (collectively referred  to as  "the Prudential
Funds").

On  January 3, 1995, TCB transferred the assets in the TCB Funds to T. Rowe
Price.   On  February 10, 1995,  Prudential transferred  the assets  in the
Prudential  Funds and  the investment  management responsibility  for these
funds, with  the exception  of the  Guaranteed Interest  Fund,  to T.  Rowe
Price.   Beginning in March 1995,  in accordance with the  fund's contract,
Prudential began transferring the Guaranteed Interest Fund to T. Rowe Price
in 60 consecutive monthly installments. 

Plan participants directed the investment of the transferred funds into one
or more of the following funds:  the Company Stock Fund, the Blended Stable
Value Fund,  the Balanced Fund, the  Spectrum Income Fund and  the Spectrum
Growth Fund.
                                    -9-<PAGE>


Vesting
- -------

A  Plan  participant's Matching  Contribution  account  balance and  Profit
Sharing Contribution account balance shall become vested and nonforfeitable
upon  the  completion of  certain  years 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 %

Certain  former Penrod  Thrift Plan  participants with  greater than  three
years  of service  at December  31, 1993  will continue  to vest  under the
guidelines  that were in place  under that plan,  whereas participants with
less  than three  years  service will  vest  in the  sponsoring  companies'
contributions plus actual earnings thereon in accordance with the above.  

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.

Upon  completion  of  each Plan  year  the  nonvested  portion of  Matching
Contribution  account balances  and  Profit  Sharing  Contribution  account
balances of  terminated Plan participants are  forfeited ("forfeitures") 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.   At  December 31,  1995 and  1994,  the Plan  had forfeiture
balances  of  $103,755 and  $49,666, respectively,  which were  reported as
Other  Liabilities  in  the Statement  of  Net  Assets  Available for  Plan
Benefits.

Distributions
- -------------

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.

At December 31, 1995 and 1994, the Plan includes approximately $330,000 and
$17,000, respectively, for amounts allocated to the accounts of persons who
have elected to withdraw from the Plan but have not yet been paid.



                                    -10-<PAGE>


Investments
- -----------

The  Plan allows  participants  to  invest  among  a  number  of  different
investment choices.  The  following  are  descriptions  of  the  investment
choices in the Plan:  

          THE  COMPANY STOCK FUND -  The objective is  to provide long-term
          growth   of   capital  by   investing   in  ENSCO   International
          Incorporated common stock.

          THE  BLENDED  STABLE VALUE  FUND -  The  objective is  to provide
          principal  stability  and a  high  level  of  monthly  income  by
          investing in  an  investment  contract  issued  by  an  insurance
          company  and the  T. Rowe  Price Stable  Value common  trust fund
          which   invests  in  investment  contracts  issued  by  insurance
          companies and banks.

          THE BALANCED FUND - The objective is to provide long-term capital
          appreciation,   current  income   and  capital   preservation  by
          investing  in a balanced   mix   of  common   stocks   and  fixed
          income securities.

          THE SPECTRUM INCOME FUND  - The objective is to provide   a  high
          level  of   current   income   by investing in  a managed mix  of
          domestic bank  funds, an international  bond fund and  an income-
          oriented stock fund.  

          THE  SPECTRUM GROWTH FUND - The objective is to provide long-term
          growth  of capital and current  income by investing  in a managed
          mix  of domestic stock funds,  an international stock  fund and a
          money market fund.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Method of Accounting
- --------------------

The  Plan's financial  statements  are prepared  on  the accrual  basis  of
accounting.

Investments and Investment Income
- ---------------------------------

The  Plan's investments are  stated at fair  value, except  for the Blended
Stable Value Fund which  is stated at contract value (Note  3).  The Plan's
investments  are principally  comprised  of cash,  mutual  funds, debt  and
equity securities  and the Company's common  stock.  The fair  value of the
debt and equity securities and the  Company's common stock is determined by
the Trustee and is based on quoted market prices.

Purchases  and sales  of  securities and  the  Company's common  stock  are
recorded on a trade-date basis.   Interest is recorded on the accrual basis
and dividends are recorded on the ex-dividend date.


                                    -11-<PAGE>

Distributions
- -------------

Distributions are recorded when paid.

Loans
- -----

A loan program was available  to all employees participating in  the former
Penrod  Thrift Plan.  Participants of this  merged plan 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 prior merged plan was administered.  

T. Rowe Price assumed  administration of the loan program  from Prudential.
As  security for the loan,  the participant's Blended  Stable Value Account
balance is reduced for  the purposes of withdrawals, transfers  and annuity
amounts, by an amount equal to the outstanding loan balance.  

Cash Equivalents
- ----------------

Cash Equivalents include amounts invested  in highly liquid cash management
funds that are readily convertible to cash.

3.   INVESTMENT CONTRACTS

The  Blended Stable Value Fund invests in  an investment contract issued by
Prudential and in a common trust fund which invests in investment contracts
issued  by insurance  companies and  banks. The  Blended Stable  Value Fund
credited participant accounts  at rates  of interest ranging  from 6.0%  to
7.5% and 6.1% to 6.2% on the Prudential Insurance Co. of America investment
and the T.  Rowe Price Stable Value common trust fund, respectively, during
1995.    The  Blended  Stable  Value Fund  is  included  in  the  financial
statements  at contract  value, which  approximates  fair value.   Contract
value  represents  contributions made  plus  credited  interest, less  Plan
withdrawals.

4.   PLAN INVESTMENTS

Plan  investments that represent  5% or more  of the Plan's  net assets are
identified as follows:








                                    -12-<PAGE>

                                                      December 31,       
                                              ---------------------------
                                                  1995           1994    
                                              -----------    ------------
Investments at Fair Value as Determined by
Quoted Market Price

   Mutual Funds:
     Spectrum Growth Fund, 162,940 Units      $ 2,198,061    $         -
     Other                                      1,553,791      1,680,670


   Common Stock:
     ENSCO International Incorporated,
     101,562 and 47,930 shares, respectively    2,335,933        593,134
                                                6,087,785      2,273,804

Investments at Contract Value

     Blended Stable Value Fund                 14,244,389              -
     Guaranteed Investment Fund                         -     11,567,562
                                               14,244,389     11,567,562

Total Investments                             $20,332,174    $13,841,366


5.  ADMINISTRATIVE FEES

The Plan has  no employees.   During 1995,  the Company  and the Plan  paid
$58,516  and $34,111,  respectively, for  the  administrative costs  of the
Plan.

6.  EXCESS CONTRIBUTIONS

Net  assets  available for  Plan  benefits at  December  31, 1995  and 1994
include $53,141  and $82,861,  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 1995 and 1994  excess contributions were refunded  in
March 1996 and 1995, respectively.

7.  TAX STATUS

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 21, 1995 was
received for the  Plan. 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.

8.  SUBSEQUENT EVENTS

On  June  12,  1996, the  Company  acquired  DUAL DRILLING  COMPANY.  It is
anticipated that the  DUAL DRILLING COMPANY  Employees Tax  Deferred/Thrift
Savings Plan and Trust will be merged into the Plan during 1996.

                                  -13-    <PAGE>

<TABLE>
<CAPTION>
                                                                                                       Additional Information
                                                                                                                   Schedule I
                                                       ENSCO SAVINGS PLAN

                             Item 27a (Form 5500) - Schedule of Assets Held for Investment Purposes

                                                      at December 31, 1995

                                                                                                         

                                                                      Description of investment
                                     ----------------------------------------------------------------------------------------  
Identity of issue or                                              Rate of         Units or                        Current
party involved                       Description of Investment    interest        shares        Cost              value
- --------------------                 -------------------------    -----------     --------      -----------       -----------
<S>                                  <C>                          <C>             <C>           <C>               <C>   

T. Rowe Price:                                                                                  
                                                                                                
  Blended Stable Value Fund:                                                                    
   *The Prudential Insurance Co.                                                                
      of America Investment          GIC                          6.0% - 7.5%           -       $ 9,927,635       $ 9,927,635
    T. Rowe Price Stable                                                                        
      Value Common Trust Fund        GIC                          6.1% - 6.2%           -         4,316,754         4,316,754
  Balanced Fund                      Mutual Fund                       -           58,983           693,930           779,758
 *Spectrum Income Fund               Mutual Fund                       -           66,121           687,877           743,198
 *Spectrum Growth Fund               Mutual Fund                       -          162,940         1,916,051         2,198,061
                                                                                                 17,542,247        17,965,406

Employer securities:                                                                            
 *ENSCO International                ENSCO International                                            
   Incorporated                      Incorporated Common Stock         -          101,562         1,474,041         2,335,933
                                                                                                
                                                                                                
Loan Fund                            Participant Loans            7.0% - 10.0%          -            30,835            30,835
                                                                                                
                                                                                                $19,047,123       $20,332,174


<FN>                                                                                            
*  Party-in interest.
</FN>
</TABLE>


                                                              -14-<PAGE>


<TABLE>
<CAPTION>
                                                                                                        Additional Information
                                                                                                                   Schedule II
                                                       ENSCO SAVINGS PLAN

                         Item 27d (Form 5500) - Schedule of Reportable Transactions (in the Aggregate)

                                                  Year Ended December 31, 1995

                                                                                                         Market
                                                                                   Ex-                   value on        
                                                                           Lease   pense                 trans-
 Identity of party        Descriptions         Purchase      Selling       rent-   incur-   Cost of      action        Net
 involved                 of transaction       price         price         al      red      asset        date          gain
 ---------------------    ------------------   ----------    ----------    -----   ------   ----------   ----------    -------
 <S>                      <C>                  <C>           <C>           <C>     <C>      <C>          <C>           <C>
 T. Rowe Price Stable     Purchase of shares   $5,977,220                                                $5,977,220
 Value Common Trust       Sales of shares                    $1,820,355                     $1,820,355    1,820,355          - 
 Fund

                                                                                                         
 T. Rowe Price            Purchase of shares      897,813                                                   897,813
 Balanced Fund            Sales of shares                       224,833                        203,882      224,833    $20,951


 T. Rowe Price            Purchase of shares      797,924                                                   797,353
 Spectrum Income Fund     Sales of shares                       118,489                        110,237      118,489      8,252
                                                                                            

 T. Rowe Price            Purchase of shares    2,144,283                                                 2,143,962           
 Spectrum Growth Fund     Sales of shares                       267,473                        230,690      267,473     36,783 

               
 ENSCO International      Purchase of shares      975,061                                                   968,959
 Incorporated             Sales of Shares                       148,746                        110,586      148,746     38,160 
                                                             

 
 
</TABLE>




                                                                -15-<PAGE>

<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  24, 1996 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 24, 1996
































                                         -16-<PAGE>


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