READING & BATES CORP
8-K, 1996-11-08
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:  November 8, 1996

                           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 Novmeber 7, 1996  -  Reading
                            & Bates announces extension  of  Commission-Free
                            Oddlot Selling Program.

                                    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
                                          Executive Vice President, 
                                          Finance and Administration 
                                          (Principal Financial and
                                          Accounting Officer)


  Dated: November 8, 1996

                                                                   EXHIBIT 99

   For additional information, please contact:     Mr. Tim Marshall
                                                   Shareholder Communications
                                                      Corporation
                                                   (212)-805-7000


                          READING & BATES CORPORATION 
                 EXTENDS COMMISSION-FREE ODDLOT SELLING PROGRAM


   November  7, 1996,  Houston, Texas.....Reading  & Bates  Corporation (RB-
   NYSE) announced today that  it has extended its voluntary commission-free
   selling program  for shareholders who,  as of September  27, 1996,  owned
   fewer than 100 shares of Reading & Bates Corporation Common Stock.

   The program provides eligible shareholders the opportunity to sell all of
   their  eligible  shares.     The  price  to  be  paid   to  participating
   shareholders during the extension period will be a weighted average sales
   price.  This uniform price will be based on those Reading & Bates  shares
   submitted from November 8, 1996 to December 9, 1996, and are then sold in
   the open market.  

   Reading & Bates Corporation is offering a commission-free  oddlot selling
   program to save annual servicing costs while providing small shareholders
   with a convenient and inexpensive method of selling shares.

   Shareholder  Communications  Corporation  will  continue  to  manage  the
   extended program   which is set to  expire on December 9,  1996.  Neither
   Reading &  Bates Corporation  nor Shareholder Communications  Corporation
   makes any recommendation about the Program.

   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 subsea  and floating
   production  systems  to  the  upstream  offshore  oil  and  gas  industry
   worldwide.

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