File No. 333-44677
Rule 424(b)(3)
Key Energy Group, Inc.
Supplement to Prospectus dated February 6, 1998
ABN-AMRO Incorporated as Selling Securityholder is hereby offering for resale
$1,650,000 aggregate principal amount of 5% Convertible Subordinated Notes due
2004 (the "Notes") of Key Energy Group, Inc., a Maryland Corporation (the
"Company"). The Notes are being offered and sold at an aggregate purchase price
of approximately $1,056,000: no commissions or discounts will be paid in
connection with such resales. The Company will not receive any of the proceeds
from the resale of the Notes offered hereby.
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The date of this Prospectus Supplement is September 23, 1998
