READING & BATES CORP
8-K, 1994-09-07
DRILLING OIL & GAS WELLS
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                          SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C. 20549


                                       FORM 8-K


                                    CURRENT REPORT


                          Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934


                          Date of Report:  September 7, 1994


                             READING & BATES CORPORATION
                (Exact name of registrant as specified in its charter)


                 Delaware                 1-5587                73-0642271  
             (State or other           (Commission          (I.R.S. Employer
             jurisdiction of           File Number)        Identification No.)
              incorporation)

                   901 Threadneedle, Suite 200, Houston, TX   77079  
                (Address of principal executive offices)   (Zip Code)


            Registrant's telephone number, including area code  (713) 496-5000<PAGE>


          Item 7. Financial Statements and Exhibits

                 (c)  Exhibits

                      Exhibit 99 - Press Release dated September 7, 1994 -
                                   Agreement to purchase leased rigs.
           

                                      SIGNATURE


          Pursuant to  the requirements of  the Securities Exchange  Act of
          1934, the registrant has duly caused this report to be  signed on
          its behalf of the undersigned thereunto duly authorized.


                               READING & BATES CORPORATION


                               By  /s/T. W. Nagle                          
                                   T. W. Nagle
                                   Vice President & Chief Financial Officer


          Dated:  September 7, 1994       


                                                                 EXHIBIT 99

          For additional information, please contact:  Mr. Charles R. Ofner
                                                             (713) 496-5000



               September 7, 1994,     Houston, Texas........Reading & Bates
          Corporation  (RB-NYSE)  announced  today  that  it   has  reached
          agreement to  purchase notes and interests  representing 100% and
          86%  of lease debt  outstanding in connection  with the leveraged
          leases  of the  drilling units  "GEORGE H.  GALLOWAY" and  "C. E.
          THORNTON",  respectively,  and  86%  of  the  secured  contingent
          obligations  in   connection  with  the  drilling   unit  "F.  G.
          McCLINTOCK", in a private transaction.

               The  consideration  to  be  paid  in  connection  with  such
          purchase  will  be  approximately   $9.0  million  in  cash   and
          approximately 4.2  million shares of the  Company's common stock,
          or approximately  $34.5 million in total  consideration at recent
          stock prices.

               Paul  B. Loyd,  Jr., the  Company's Chairman  and CEO  said,
          "This was an important purchase for the Company.  It ensures long
          term access to three 300 foot independent leg  cantilever jackups
          that have been leased by the Company, and it provides significant
          reduction  in our  cost structure  effective in  1996  or before,
          compared to  the lease  and depreciation expense  currently being
          incurred on  these  three rigs.   The  sellers of  the notes  and
          interests  have achieved increased  liquidity while retaining the
          ability  to participate in any  recovery in the  industry.  So we
          feel this was a true 'win-win' transaction."

               Reading & Bates is a New York Stock Exchange listed company,
          engaging in offshore  drilling throughout the world.   Its wholly
          owned  subsidiary, Reading  &  Bates  Development  Co.,  provides
          technical,  construction and project  management services  to the
          upstream offshore oil and gas industry worldwide.




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