- -------------------------------------------------------------------------------
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, 1997
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/ William S. Chadwick, Jr.
------------------------------
Date: June 19, 1998 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 at December 31, 1997 2
Statement of Net Assets Available for Plan Benefits, with
Fund Information at December 31, 1996 3
Statements of Changes in Net Assets Available for Plan Benefits,
with Fund Information - Year Ended December 31, 1997 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 14
<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, with fund information, and the related statement of changes in net
assets available for plan benefits, with fund information, present fairly, in
all material respects, the net assets available for plan benefits of the ENSCO
Savings Plan (the "Plan") at December 31, 1997 and 1996, and the changes in its
net assets available for plan benefits for the year ended December 31, 1997, 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 19, 1998
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN
------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
--------------------------------------------------------------------------
AT DECEMBER 31, 1997
--------------------
Fund Information
---------------------------------------------------------------------------
Company Blended Spectrum Spectrum
Stock Stable Value Balanced Income Growth Loan
Fund Fund Fund Fund Fund Fund Total
---------- ----------- ----------- ----------- ----------- ------- -----------
ASSETS:
<S> <C> <C> <C> <C> <C> <C> <C>
Receivables:
Participant contributions ....... $ 43,350 $ 15,114 $ 6,781 $ 7,380 $ 16,658 $ -- $ 89,283
Employer contributions .......... 1,946,503 2,953,135 567,976 531,674 1,070,731 -- 7,070,019
Investments, at fair value ........ 17,396,798 -- 2,066,646 1,484,361 5,278,037 -- 26,225,842
Loans to participants ............. -- -- -- -- -- 4,061 4,061
Investments, at contract value:
The Prudential Insurance Co. of
America Investment Contract
GA-6436 ........................ -- 5,455,797 -- -- -- -- 5,455,797
T. Rowe Price Stable Value Common
Trust Fund ..................... -- 8,627,567 -- -- -- -- 8,627,567
---------- ----------- ---------- ---------- ---------- ------- -----------
Total investments ............ 17,396,798 14,083,364 2,066,646 1,484,361 5,278,037 4,061 40,313,267
---------- ----------- ---------- ---------- ---------- ------- -----------
Total assets .............. 19,386,651 17,051,613 2,641,403 2,023,415 6,365,426 4,061 47,472,569
---------- ----------- ---------- ---------- ---------- ------- -----------
LIABILITIES:
Other payables .................... -- 250,912 -- -- -- -- 250,912
---------- ----------- ---------- ---------- ---------- ------- -----------
Total liabilities ........... -- 250,912 -- -- -- -- 250,912
---------- ----------- ---------- ---------- ---------- ------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $19,386,651 $16,800,701 $2,641,403 $2,023,415 $6,365,426 $ 4,061 $47,221,657
=========== =========== ========== ========== ========== ======= ===========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN
------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
--------------------------------------------------------------------------
AT DECEMBER 31, 1996
--------------------
Fund Information
------------------------------------------------------------------------
Company Blended Spectrum Spectrum
Stock Stable Value Balanced Income Growth Loan
Fund Fund Fund Fund Total Fund Total
----------- ----------- ---------- ----------- ----------- -------- ----------
ASSETS:
<S> <C> <C> <C> <C> <C> <C> <C>
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
========== =========== =========== =========== ========== ======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN
------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
-------------------------------------------------------------------------------------
YEAR ENDED DECEMBER 31, 1997
----------------------------
Fund Information
--------------------------------------------------------------------
Company Blended Spectrum Spectrum
Stock Stable Value Balanced Income Growth Loan
Fund Fund Fund Fund Fund Fund Total
------------ ------------ ---------- ---------- ----------- ------- -----------
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
<S> <C> <C> <C> <C> <C> <C> <C>
Interest and dividends .......................... $ 21,036 $ 830,900 $ 81,161 $ 104,163 $ 535,028 $ 549 $ 1,572,837
Participant contributions ....................... 1,178,327 1,021,229 409,747 408,829 860,656 -- 3,878,788
Employer contributions .......................... 4,047,338 2,981,723 568,845 532,372 1,071,715 -- 9,201,993
Net appreciation in the fair value of investments 3,464,457 -- 240,518 60,915 217,230 -- 3,983,120
------------ ------------ ---------- ----------- ---------- ------- -----------
Total additions ............................. 8,711,158 4,833,852 1,300,271 1,106,279 2,684,629 549 18,636,738
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to participants ................... 642,467 1,366,915 79,221 94,116 173,903 -- 2,356,622
------------ ------------ ---------- ---------- ---------- ------- -----------
NET INCREASE PRIOR TO INTERFUND TRANSFERS ........ 8,068,691 3,466,937 1,221,050 1,012,163 2,510,726 549 16,280,116
Interfund transfers .............................. 2,955,043 (2,389,914) (65,452) (331,890) (154,472) (13,315) --
------------ ------------ ---------- ---------- ---------- ------- -----------
NET ADDITIONS (DEDUCTIONS) ........................ 11,023,734 1,077,023 1,155,598 680,273 2,356,254 (12,766) 16,280,116
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year ............................... 8,362,917 15,723,678 1,485,805 1,343,142 4,009,172 16,827 30,941,541
------------ ------------ ---------- ---------- ---------- -------- -----------
End of year ..................................... $ 19,386,651 $ 16,800,701 $2,641,403 $2,023,415 $6,365,426 $ 4,061 $47,221,657
============ ============ ========== ========== ========== ======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
ENSCO SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
-----------------------------
1. PLAN ORGANIZATION AND DESCRIPTION
The ENSCO Savings Plan (the "Plan") is a defined contribution tax deferred
savings plan available to employees of ENSCO International Incorporated (the
"Company"). It is subject to the provisions of the Employee Retirement Income
Security Act of 1974 ("ERISA"). 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 was 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 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, if any, 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
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.
Effective January 1, 1997, the entry date with respect to an eligible employee's
ability to make 401(k) contributions is 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.
Contributions
- -------------
Savings Participants may elect to make contributions to the Plan by salary
deferrals ("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, 1997). 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 to active
participant employee accounts as follows:
Contribution Level Matching Percentage
- ------------------ -------------------
1997 1996
-------- --------
First 3% of participation contribution 100%
Second 3% of participant contribution 50%
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, 1997 were $2.2
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, 1997, the Plan recorded a receivable from the
Company in the amount of $7.0 million related to the 1997 Profit Sharing
Contribution which was paid in February 1998.
The Plan limits the sum of a participant's annual Savings Contributions, and
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
- -------------------
T. Rowe Price serves as the investment manager for the Plan's trust fund and
executes all investment actions. Recordkeeping responsibilities are maintained
by T. Rowe Price. 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 is transferring the
Guaranteed Interest Fund to T. Rowe Price in 60 consecutive monthly
installments.
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, 1997 and 1996, the Plan had forfeiture balances of $250,912 and
$141,091, respectively, which were reported as Other Payables 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, 1997 and 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:
Company Stock Fund - The objective is to provide long-term growth of
capital by investing in ENSCO International Incorporated common stock.
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.
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.
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.
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.
<PAGE>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Method of Accounting
- --------------------
The Plan's financial statements are prepared on the accrual basis of accounting.
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 the Company's common stock, mutual funds and debt
and equity securities. 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.
Loans
- -----
A loan program was available to all employees participating in a previously
merged plan. Participants of this merged plan were no longer able to obtain 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. 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.
Effective January 1, 1998, the Plan adopted a loan policy. Generally, approved
loans to eligible participants shall be granted from the participants' vested
accounts, other than the Company Common Stock Fund, on a pro-rata basis. The
interest rate is a fixed rate determined monthly. All loans must be secured with
an irrevocable pledge assignment.
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 6.0% to 6.7% and 4.8% to
8.4% on the Prudential investment contract and the T. Rowe Price Stable Value
Common Trust Fund, respectively, during 1997. 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.
<PAGE>
4. PLAN INVESTMENTS
Plan investments that represent 5% or more of the Plan's net assets are
identified as follows:
December 31,
-------------------------
1997 1996
---------- -----------
Investment at Fair Value as Determined by
Quoted Market Price
Mutual Funds:
Spectrum Growth Fund, 331,327 and
228,282 units, respectively $ 5,278,037 $ 3,453,908
Other 3,555,068 2,280,440
Common Stock:
ENSCO International Incorporated,
519,307 and 315,132 shares, respectively 17,396,798 7,641,959
----------- -----------
26,229,903 13,376,307
Investments at Contract Value
Blended Stable Value Fund 14,083,364 14,010,081
----------- -----------
Total Investments $40,313,267 $27,386,388
=========== ===========
In August 1997, the Company's Board of Directors approved a two-for-one stock
split of the Company's common stock effective September 15, 1997. Accordingly,
all references to common shares have been adjusted to reflect the two-for-one
stock split. At December 31, 1997, the Plan's investment in the Company's common
stock was based on the closing price on that date of $33.50 per share. The per
share price of the Company's common stock has subsequently declined to $18.31 at
the close of business on June 19, 1998. Like any investment in publicly traded
securities, the Company's common stock is subject to price changes. During 1997,
the high and low prices for the Company's common stock were $47.00 and $20.25,
respectively.
5. ADMINISTRATIVE FEES
The Plan has no employees and the Company covers all administrative costs of the
Plan. The Company paid $71,859 and $58,760 for the administrative costs of the
Plan during 1997 and 1996, respectively.
6. EXCESS CONTRIBUTIONS
Net assets available for Plan benefits at December 31, 1997 and 1996 include
$40,467 and $19,406, respectively, of amounts to be refunded from the Plan to
certain highly compensated employees due to contributions which exceeded the
discrimination limits under the Code Section 401(k). The 1997 excess
contributions were due to administering the anti-discrimination tests for the
1995 and 1996 Plan years again as allowed by the Internal Revenue Service's
Administrative Policy Regarding Self Correction ("APRSC"). These particular
excess contributions were refunded to the applicable highly compensated
employees in February 1998. The 1996 excess contributions were refunded to the
applicable highly compensated employees and the associated excise taxes were
paid by the Company in June 1997.
7. TAX STATUS
Management believes that the Plan is qualified under Section 401(a) of the Code
and therefore the trust is exempt from taxation under Section 501(a). A
favorable 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.
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN Additional Information
------------------ Schedule I
Item 27a (Form 5500) - Schedule of Assets Held for Investment Purposes
----------------------------------------------------------------------
at December 31, 1997
--------------------
Description of investment
-------------------------------------------------------------------------
Identity of issue or Rate of Units Current
party involved Description of Investment interest or shares Cost Value
- ----------------------------- -------------------------- ------------ ------------- ----------- ----------
T. Rowe Price:
<S> <C> <C> <C> <C> <C>
Blended Stable Value Fund:
*The Prudential Insurance
Co. of America Investment GIC 6.0% - 6.7% - $ 5,455,797 $ 5,455,797
*T. Rowe Price Stable
Value Common Trust Fund GIC 4.8% - 8.4% - 8,627,567 8,627,567
*Balanced Fund Mutual Fund - 124,948 1,739,768 2,066,646
*Spectrum Income Fund Mutual Fund - 127,304 1,399,724 1,484,361
*Spectrum Growth Fund Mutual Fund - 331,327 4,666,179 5,278,037
----------- -----------
21,889,035 22,912,408
Employer securities: ----------- -----------
*ENSCO International ENSCO International
Incorporated Incorporated Common Stock - 519,307 10,125,266 17,396,798
----------- -----------
*Loan Fund Participant Loans 7.0% - 10.0% - 4,061
----------- -----------
-
$32,014,301 $40,313,267
=========== ===========
* Party-in-interest.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN Additional Information
------------------ Schedule II
Item 27d (Form 5500) - Schedule of Reportable Transactions (in the Aggregate)
-----------------------------------------------------------------------------
Year Ended December 31, 1997
----------------------------
Market
value on
Identity of Description Purchase Selling Lease Expense Cost of transaction Net
party Involved of transaction price price rental incurred asset date gain
- ------------------------ ------------------ ----------- ----------- ------ -------- --------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ENSCO International Purchase of shares $7,100,285 $7,100,285
Incorporated Sales of shares $ 808,248 $ 543,226 808,248 $265,022
T. Rowe Price Purchase of shares 2,634,260
Settlement Account Sales of shares 2,634,260 2,634,260
T. Rowe Price Stable Purchase of shares 3,632,958 3,632,958
Value Common Trust Fund Sales of shares 3,676,286 3,676,286 3,676,286 -
T. Rowe Price Purchase of shares 1,137,503 1,137,503
Balanced Fund Sales of shares 522,363 449,386 522,363 72,977
T. Rowe Price Purchase of shares 2,276,201 2,276,201
Spectrum Growth Fund Sales of shares 669,291 557,836 669,291 111,455
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ENSCO SAVINGS PLAN Additional Information
------------------ Schedule II
Item 27d (Form 5500) - Schedule of Reportable Transactions (Single Transactions)
--------------------------------------------------------------------------------
Year Ended December 31, 1997
----------------------------
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
Value Common Trust Fund Purchase of shares $1,873,459 $1,873,459
</TABLE>
<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 19, 1998 which appears in the Annual Report of the ENSCO
Savings Plan on Form 11-K for the fiscal year ended December 31, 1997.
/s/ PRICE WATERHOUSE LLP
- -------------------------
PRICE WATERHOUSE LLP
Dallas, Texas
June 19, 1998
