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, 1996
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 27, 1997 /S/ WILLIAM S. CHADWICK, JR.
---------------------------------
By: William S. Chadwick, Jr.
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, 1996 2
Statement of Net Assets Available for Plan Benefits, with
Fund Information - December 31, 1995 3
Statement of Changes in Net Assets Available far Plan Benefits,
with Fund Information - Year Ended December 31, 1996 4
Notes to Financial Statements 5
Additional Information:
Schedule I - Schedule of Assets Held for Investment Purposes 11
Schedule II - Schedule of Reportable Transactions 12
Exhibits:
Consent of Independent Accountants 13
<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, 1996 and 1995, and the changes in its net assets available for
plan benefits for the year ended December 31, 1996, 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
Dallas, Texas
June 23, 1997
-1-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1996
<CAPTION>
Fund Information
-------------------------------------------------------------------------
Blended
Company Stable Spectrum Spectrum
Stock Value Balanced Income Growth Loan
Fund Fund Fund Fund Fund Fund Total
---------- ----------- --------- ---------- ---------- -------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
1996
- ----
ASSETS:
Receivables:
Participant contributions. . . . . $ 13,463 $ 16,402 $ 5,493 $ 5,951 $ 12,540 $ - $ 53,849
Employer contributions . . . . . . 707,495 1,838,286 269,318 284,572 542,724 - 3,642,395
Investments, at fair value . . . . . 7,641,959 - 1,210,994 1,052,619 3,453,908 - 13,359,480
Loans to participants. . . . . . . . - - - - - 16,827 16,827
Investments, at contract value:
The Prudential Insurance Co. of
America Investment Contract
GA-6436. . . . . . . . . . . . . - 7,755,397 - - - - 7,755,397
T. Rowe Price Stable Value
Common Trust Fund. . . . . . . . - 6,254,684 - - - - 6,254,684
Total investments. . . . . . . 7,641,959 14,010,081 1,210,994 1,052,619 3,453,908 16,827 27,386,388
Total assets . . . . . . . . 8,362,917 15,864,769 1,485,805 1,343,142 4,009,172 16,827 31,082,632
LIABILITIES:
Other payables . . . . . . . . . . . - 141,091 - - - - 141,091
Total liabilities. . . . . . - 141,091 - - - - 141,091
NET ASSETS AVAILABLE FOR PLAN BENEFITS $8,362,917 $15,723,678 $1,485,805 $1,343,142 $4,009,172 $16,827 $30,941,541
========== =========== ========== ========== ========== ======= ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
-2-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1995
<CAPTION>
Fund Information
-----------------------------------------------------------------------
Company Blended Spectrum Spectrum
Stock Stable Value Balanced Income Growth Loan
Fund Fund Fund Fund Fund Fund Total
---------- ------------ -------- --------- ---------- ------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
1995
- ----
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 14,244,389 779,758 743,758 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>
-3-<PAGE>
<TABLE>
ENSCO SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
<CAPTION>
Fund Information
-----------------------------------------------------------------------
Blended
Company Stable Spectrum Spectrum
Stock Value Balanced Income Growth Loan
Fund Fund Fund Fund Fund Fund Total
---------- ----------- ---------- ---------- ---------- ------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and dividends. . . . . . . . . $ - $ 801,988 $ 46,831 $ 73,556 $ 239,235 $ 1,653 $ 1,163,263
Participant contributions . . . . . . . 426,698 873,326 196,963 249,911 421,452 - 2,168,350
Employer contributions. . . . . . . . . 1,735,550 1,839,396 270,428 285,634 543,945 - 4,674,953
Net appreciation (depreciation) in the
fair value of investments. . . . . . . 3,687,099 - 92,918 (1,429) 288,584 - 4,067,172
Total additions. . . . . . . . . . 5,849,347 3,514,710 607,140 607,672 1,493,216 1,653 12,073,738
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to participants . . . . . 357,184 2,273,566 26,952 77,968 140,587 - 2,876,257
NET INCREASE PRIOR TO INTERFUND
TRANSFERS. . . . . . . . . . . . . . . 5,492,163 1,241,144 580,188 529,704 1,352,629 1,653 9,197,481
Interfund transfers. . . . . . . . . . . 356,367 (638,552) 66,540 (53,356) 284,662 (15,661) -
NET ADDITIONS (DEDUCTIONS) . . . . . . . 5,848,530 602,592 646,728 476,348 1,637,291 (14,008) 9,197,481
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year . . . . . . . . . . . 2,514,387 15,121,086 839,077 866,794 2,371,881 30,835 21,744,060
End of year . . . . . . . . . . . . . . $8,362,917 $15,723,678 $1,485,805 $1,343,142 $4,009,172 $16,827 $30,941,541
========== =========== ========== ========== ========== ======= ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
-4-<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"). On June
12, 1996, the Company acquired DUAL DRILLING COMPANY ("Dual"). Dual
provided a deferred contribution plan to its employees, DUAL DRILLING
COMPANY Employees' Tax Deferred/Thrift Savings Plan and Trust, which the
Company anticipates merging into the Plan upon appropriate government and
regulatory approval.
The Plan is a defined contribution plan established to provide a retirement
benefit for employees through a Company profit sharing contribution and
matching contributions based on employee contributions, 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.
Former employees of Dual who accepted employment with the Company were
eligible to enroll in the Plan on July 1, 1996 dependent upon their
completion of three months combined service with Dual and the Company.
After completing a twelve-month period of combined service with Dual and
the Company, eligible employees will automatically participate in the
profit sharing feature of the Plan to the extent of their proportionate
compensation earned at 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 ($9,500 for the year ended December 31, 1996).
-5-
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
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, 1996 amounted
to $1.1 million.
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, 1996, the Plan recorded
a receivable from the Company in the amount of $3.6 million related to the
1996 Profit Sharing Contribution which was paid in March 1997.
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 served as the investment manager for the Plan's trust
fund and executed all investment transactions through January 2, 1995, On
January 3, 1995, Texas Commerce Bank transferred all funds to T. Rowe Price
to serve as the new investment manager for the Plan's trust fund and
execute all investment actions. The assets held by The Prudential
Insurance Co. of America Investment Contract GA-6436, ("Prudential") are
from a previously merged plan and in accordance with the fund's contract,
Prudential began transferring the Guaranteed Interest Fund to T. Rowe Price
in 60 consecutive installments. Recordkeeping responsibilities have been
maintained by T. Rowe Price during all of 1995 and 1996.
-5-<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 or
combined service with Dual and 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 %
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, 1996 and 1995, the Plan had forfeiture
balances of $141,091 and $103,755, 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 an employee request due to termination of
employment or certain Internal Revenue Service regulations.
At December 31, 1995, the Plan's net assets included approximately $330,000
for amounts allocated to the accounts of persons who had elected to
withdraw from the Plan but had not yet been paid. At December 31, 1996,
all persons had been paid who elected to withdraw from the Plan.
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:
-6-<PAGE>
"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 mutual funds, debt and equity
securities and the Company's common stock. The fair value of the Plan's
investments is determined by T. Rowe Price 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.
Distributions
- -------------
Distributions are recorded when paid.
-7-<PAGE>
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 Fund
balance is reduced for the purposes of withdrawals, transfers and annuity
amounts, by an amount equal to the outstanding loan balance.
Pervasiveness 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 amounts of assets and liabilities, and
related revenues and expenses, and disclosure of gain and loss
contingencies at the date of the financial statements. Actual results
could differ from those estimates.
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 5.7% to
6.7% and 5.7% to 6.0% on the Prudential investment contract and the T. Rowe
Price Stable Value Common Trust Fund, respectively, during 1996. 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.
-8-<PAGE>
4. PLAN INVESTMENTS
Plan investments that represent 5% or more of the Plan's net assets are
identified as follows:
December 31,
---------------------------
1996 1995
----------- -----------
Investment at Fair Value as Determined by
Quoted Market Price
Mutual Funds:
Spectrum Growth Fund, 228,282 and
162,940 units, respectively $ 3,453,908 $ 2,198,061
Other 2,280,440 1,553,791
Common Stock:
ENSCO International Incorporated,
157,566 and 101,562 shares,
respectively 7,641,959 2,335,933
----------- -----------
13,376,307 6,087,785
Investments at Contract Value
Blended Stable Value Fund 14,010,081 14,244,389
----------- -----------
Total Investments $27,386,388 $20,332,174
=========== ===========
-9-<PAGE>
5. ADMINISTRATIVE FEES
The Plan has no employees. During 1996 the Company paid $58,760 for the
administrative costs of the Plan. The Company and the Plan paid $58,516 for
administrative costs of the Plan in 1995.
6. EXCESS CONTRIBUTIONS
Net assets available for Plan benefits at December 31, 1996 and 1995
include $19,406 and $53,141, respectively, of amounts to be 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 excess contributions were refunded in March 1996.
The 1996 excess contributions will be refunded to the applicable highly
compensated employees and the associated excise taxes will be paid by the
Company by July 1997.
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
Effective January 1, 1997, the Company's Matching Contribution to active
participant employee accounts will increase to 100% of the first 3% of
eligible compensation and 50% of the next 3%. Additionally, effective on
January 1, 1997, the entry date with respect to an eligible employee's
ability to make 401(k) contributions will be the first business day of the
month following the month during which the employee satisfies eligibility
and participation requirements. Formerly, the entry date an eligible
employee was permitted to begin making 401(k) contributions was on January
1 or July 1.
-10- <PAGE>
<TABLE>
Additional Information
Schedule I
ENSCO SAVINGS PLAN
Item 27a (Form 5500) - Schedule of Assets Held for Investment Purposes
at December 31, 1996
<CAPTION>
Description of investment
-----------------------------------------------------------------------
Identity of issue or Rate of Units Current
party involved Description of investment interest or shares Cost value
- ------------------------------- ------------------------- -------------- --------- ----------- -----------
<S> <C> <C> <C> <C> <C>
T. Rowe Price:
Blended Stable Value Fund:
*The Prudential Insurance
Co. of America Investment GIC 5.7% - 6.7% - $ 7,755,397 $ 7,755,397
*T. Rowe Price Stable
Value Common Trust Fund GIC 5.7% - 6.0% - 6,254,684 6,254,684
*Balanced Fund Mutual Fund - 83,632 1,042,818 1,210,994
*Spectrum Income Fund Mutual Fund - 93,984 1,004,901 1,052,619
*Spectrum Growth Fund Mutual Fund - 228,282 2,922,936 3,453,908
18,980,736 19,727,602
Employer securities: ENSCO International
*ENSCO International Incorporated Common Stock - 157,566 3,428,218 7,641,959
Incorporated
*Loan Fund Participant Loans 7.0% - 10.0% - 16,827
----------- -----------
$22,408,954 $27,386,388
=========== ===========
* Party-in interest.
</TABLE>
-11-<PAGE>
<TABLE>
Additional Information
Schedule II
ENSCO SAVINGS PLAN
Item 27d (Form 5500) - Schedule of Reportable Transactions (in the Aggregate)
Year Ended December 31, 1996
<CAPTION>
Market
value on
Identity of party Description Purchase Selling Lease Expense Cost of transaction Net
involved of transaction price price rental incurred asset date gain
- ------------------------ ------------------ ---------- ---------- ------ -------- ---------- ----------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
T. Rowe Price Stable Purchase of shares $2,635,900 $2,635,900
Value Common Trust Fund Sales of shares $2,940,916 $2,940,926 2,940,916 -
T. Rowe Price Purchase of shares 1,207,108 1,207,108
Spectrum Growth Fund Sales of shares 239,844 205,804 239,844 $ 34,040
ENSCO International Purchase of shares 2,320,712 2,320,712
Incorporated Sales of shares 701,785 412,935 701,785 288,850
</TABLE>
-12-<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 of
our report dated June 23, 1997 appearing on page 1 in this Annual Report on
Form 11-K of the ENSCO Savings Plan.
/S/ PRICE WATERHOUSE LLP
Dallas, Texas
June 23, 1997
-13-<PAGE>
