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: February 28, 1995
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
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99 - Press Release dated February 28, 1995 -
Sonat Offshore Drilling Inc. merger proposal
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: February 28, 1995
For additional information, please contact:Mr. Charles R. Ofner
(713) 496-5000
Houston, Texas...February 28, 1995...Reading & Bates
Corporation (RB-NYSE) announced today that it has received an
unsolicited merger proposal from Sonat Offshore Drilling Inc.
providing for an acquisition of 100% of the common stock of
Reading & Bates for a combination of Sonat Offshore common
stock and $100 million in cash. As proposed by Sonat Offshore,
Reading & Bates' shareholders would, at their election, receive
either (i) .357 shares of Sonat Offshore common stock or (ii)
$7.50 of cash for each share of Reading & Bates. To the extent
that the election results in an under- or oversubscription as
to the $100 million of cash, a proration formula would be
utilized. The proposal will expire on March 10, 1995.
Reading & Bates stated that its board of directors will
evaluate the merger proposal.
Reading & Bates is a New York Stock Exchange listed company,
providing offshore drilling services throughout the world. Its
wholly owned subsidiary, Reading & Bates Development Co.,
provides technical, construction and project management
services and floating production systems to the upstream
offshore oil and gas industry worldwide.
