PARKER DRILLING CO /DE/
POS AM, 1994-10-27
DRILLING OIL & GAS WELLS
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As filed with the Securities and Exchange Commission on October 27, 1994
                               Registration Statement No. 33-61662
- ------------------------------------------------------------------------
                             SECURITIES AND EXCHANGE COMMISSION
                                   WASHINGTON, D.C. 20549

                              POST-EFFECTIVE AMENDMENT NUMBER 1
                                             TO
                                          FORM S-3

                   REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                                   PARKER DRILLING COMPANY
                    ------------------------------------------------------
                    (Exact name of registrant as specified in its charter)
                    ------------------------------------------------------

       Delaware                                       73-0618660       
- --------------------------------            -------------------------------
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
incorporation or organization)

                                     8 East Third Street
                                    Tulsa, Oklahoma 74103
                                        (918)585-8221
                     (address, including zip code, and telephone number,
              including area code, of registrant's principal executive offices)


                                  KATHY J. KUCHARSKI, ESQ.
                                     8 East Third Street
                                    Tulsa, Oklahoma 74103
                                       (918) 585-8221
                  (name, address, including zip code, and telephone number,
                         including area code, of agent for service)


                                          copy to:
                                   Alan E. Molotsky, Esq.
                               Hogan, Marren & McCahill, Ltd.
                                  205 North Michigan Avenue
                                         Suite 4300
                                   Chicago, Illinois 60601

















<PAGE>
<PAGE>

     Parker Drilling Company, Inc. (the "Company") is a Delaware corporation. 
The Company filed a registration statement on Form S-3, as previously amended
(the "Registration Statement"), which was declared effective by the Securities
and Exchange Commission (the "Commission") on May 17, 1993.  The Company
registered with the Commission under the Registration Statement 1,575,000
shares of the common stock, par value $.16-2/3 per share (the "Shares"), to be
offered for resale for the account of two stockholders of the Company (the
"Selling Stockholders").  The Company did not, as described in the
Registration Statement, receive any of the proceeds of any sale(s) of the
Shares.  The two Selling Stockholders were Quantum Fund N.V., which owned
925,000 of the Shares registered for its resale, and the Royal Bank of Canada,
through its nominee Roytor & Co., which owned the other 650,000 Shares
registered for resale.  Prior to the date of this Post-Effective Amendment,
the Company processed a sale of the 650,000 Shares by the Royal Bank of
Canada, through its nominee Roytor & Co.

     The Company, pursuant to one of its undertakings contained in the
Registration Statement, files this Post-Effective Amendment Number 1 for the
sole purpose of removing, and the Company hereby notifies the Commission that
such Shares will hereafter be removed, from registration with the Commission
under the Registration Statement, all 925,000 of the Shares registered
pursuant to the Registration Statement which remain unsold at this time.






































<PAGE>
                                         SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-3 and has duly caused this Post-
Effective Amendment to the Registration Statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Tulsa, State of
Oklahoma, on the 27th day of October, 1994.

                                        By:  /s/ ROBERT L. PARKER JR.
                                        --------------------------
                                        Robert L. Parker Jr.
                                        President and Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to the Registration Statement has been signed below by 
the following persons in the capacities indicated on October 27, 1994.

Signature                           Title
/s/ ROBERT L. PARKER*         Chairman of the Board and Director
- ------------------------
Robert L. Parker            

/s/ ROBERT L. PARKER JR.*     President, Principal Executive Officer and
- ------------------------      Director
Robert L. Parker Jr.        

/s/ JAMES W. LINN*            Principal Operating Officer, Executive Vice 
- ------------------------      President and Director
James W. Linn                 

/s/ JAMES J. DAVIS*           Principal Financial Officer and Vice President
- ------------------------
James J. Davis              

/s/ RANDY ELLIS*              Controller and Principal Accounting Officer
- ------------------------
Randy Ellis                 

/s/ EARNEST F. GLOYNA*        Director
- -------------------------
Earnest F. Gloyna           

/s/ EUGENE L. SWEARINGEN*     Director
- -------------------------
Eugene Swearingen           

/s/ DAVID L. FIST*            Director
- -------------------------
David L. Fist

   *By:/s/ WILLIAM W. PRITCHARD
       -------------------------
       William W. Pritchard
       Pursuant to Powers of Attorney            
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