READING & BATES CORP
8-K, 1995-04-12
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:  April 12, 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  April 12,
                                1995  -    Announcing that  the
                                Company   has   been  named   a
                                defendant  in three  additional
                                purported   stockholder   class
                                action lawsuits.


                            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:  April 12, 1995

                                                     EXHIBIT 99

  FOR IMMEDIATE RELEASE:           Contact:Mr. Charles R. Ofner
                                                 (713) 496-5000

            Houston, Texas...April 12,  1995...Reading &  Bates
  Corporation (NYSE; RB) announced today that it had been named
  a defendant in three  additional purported stockholder  class
  action  lawsuits  filed on  April 7,  1995,  in the  Court of
  Chancery  of the State of Delaware, similar to the previously
  announced lawsuit.   Each  suit names  also Reading &  Bates'
  directors as  defendants.  Each  of the suits  alleges, inter
  alia, that  the directors breached their  fiduciary duties by
  rejecting   the   previously  announced   unsolicited  merger
  proposal made by Sonat Offshore Drilling Inc. and by adopting
  the previously announced shareholder rights plan.

       Each  of the named plaintiffs purports to be an owner of
  Reading & Bates common  stock and seeks to represent  a class
  of  shareholders  of  Reading   &  Bates  who  are  similarly
  situated.   Each of  the plaintiffs seeks  injunctive relief,
  damages  in  unspecified  amounts and  certain  other relief,
  including costs and expenses.  Reading & Bates believes  that
  the  plaintiffs'  claims  are  groundless  and  that  it  has
  meritorious  defenses  to  each  lawsuit.   Reading  &  Bates
  intends to defend each lawsuit vigorously.

       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.

                               ###


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