Rule 424(b)(3)
33-50565
SUPPLEMENT NUMBER 3 TO PROSPECTUS DATED OCTOBER 20, 1993
READING & BATES CORPORATION
31,533,614 Shares
Common Stock
The Prospectus dated October 20, 1993 is hereby
supplemented by the addition of the following information
under the caption "PLAN OF DISTRIBUTION" therein.
PLAN OF DISTRIBUTION
Pursuant to an amendment dated as of August 1, 1994
(the "Amendment") to the Registration Rights Agreement, the
Company is now obligated to keep a registration of the
Shares continuously effective until the earlier to occur of
August 1, 1996 or the sale by the holders of all of the
Shares. In connection with the Amendment, holders of the
Shares have waived (i) their rights to effect one
underwritten registered public offering during such period
and (ii) restrictions on underwritten public offerings by
the Company during such period. After the expiration of
such period, however, holders of shares of Common Stock
subject to the Registration Rights Agreement will be
entitled to require the Company to register Shares under the
Securities Act in connection with up to seven underwritten
registered public offerings.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS AUGUST 8, 1994.
