READING & BATES CORP
8-K, 1996-10-07
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:  October 7, 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 October 7, 1996  -  Reading
                            & Bates announces 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 


  Dated: October 7, 1996

                                                                   EXHIBIT 99

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


        Reading & Bates Announces Commission-Free Oddlot Selling Program

  October  7, 1996, Houston, Texas.....Reading & Bates Corporation (RB-NYSE)
  announced   today  that   it  has   retained  Shareholder   Communications
  Corporation  to manage  a  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 will permit eligible shareholders the opportunity to sell  all
  of  their  eligible shares.    The  price  to  be  paid  to  participating
  shareholders will  be a weighted average sales price.   This uniform price
  will  be based on those Reading  & Bates shares submitted  from October 7,
  1996 to November  7, 1996, and are then sold  in the open market.   If the
  program  is  extended, the  price  to be  paid per  share tendered  in the
  extension period will be the weighted average price determined during  the
  extension period.

  Reading  &  Bates Corporation  has  established  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,  specialist  in  the design  and
  implementation of  oddlot programs,  will administer the  program which is
  set to expire on November 7, 1996, unless extended.  

  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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