File No. 333-44677
Rule 424(b)(3)
Key Energy Group, Inc.
Supplement to Prospectus dated February 6, 1998
Jefferies & Company, Inc. ("Jefferies")as Selling Securityholder is hereby
offering for resale $90,000 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 by, and are being sold
through, Jefferies at a price of $53,100; no commissions are to 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 November 18, 1998.
