MARINE DRILLING COMPANIES INC
8-K, 1994-12-07
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 (Date of earliest event reported):  DECEMBER 6, 1994


                        Commission File Number:  0-18309
                              ____________________

                        MARINE DRILLING COMPANIES, INC.
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                            <C>
                         TEXAS                                       74-2558926
            (State or other jurisdiction of                       (I.R.S. Employer
            incorporation or organization)                     Identification Number)
                                                              
                                                              
14141 SOUTHWEST FREEWAY, SUITE 2500, SUGAR LAND, TEXAS               77478-3435
       (Address of principal executive offices)                      (Zip Code)
</TABLE>                                                      


     Registrant's telephone number, including area code:    (713) 491-2002



________________________________________________________________________________
                   (Former name if changed since last report)


________________________________________________________________________________
                 (Former address if changed since last report)

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ITEM 5.           OTHER EVENTS

                  A.    On December 2, 1994, the Company announced the
                        acquisition of the Nordic Explorer (to be renamed the
                        MARINE 201) jack-up drilling rig.

                  B.    On December 2, 1994, the Company announced the closing
                        of a new $35 million credit facility with The CIT
                        Group/Capital Equipment Financing, Inc.




ITEM 7(c).        EXHIBITS

<TABLE>
<CAPTION>
                  Exhibit
                  Number        Description
                  ------        -----------
                  <S>           <C>
                   99.5         Press release dated December 2, 1994 regarding
                                closing of Nordic Explorer purchase.

                   99.6         Press release dated December 2, 1994 regarding
                                completion of CIT financing facility.
</TABLE>





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<PAGE>   3
                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.


                                      MARINE DRILLING COMPANIES, INC.
                                      (Registrant)



Date: December 6, 1994                By:  /s/ William H. Flores
                                           William H. Flores
                                           Senior Vice President -
                                           Chief Financial Officer and Director
                                           (Principal Financial Officer)



Date: December 6, 1994                By:  /s/ Joan R. Smith
                                           Joan R. Smith
                                           Vice President, Controller and 
                                           Secretary
                                           (Principal Accounting Officer)





                                      -3-
<PAGE>   4
                               INDEX TO EXHIBITS


<TABLE>
<CAPTION>
                                                                                                             SEQUENTIALLY
 EXHIBIT                                                                                                        NUMBERED
  NUMBER                                   EXHIBITS                                                              PAGE
 -------                                   --------                                                          ------------
   <S>                    <C>                                                                                <C>
   99.5                   Press release dated December 2, 1994 regarding
                          closing of Nordic Explorer purchase.

   99.6                   Press release dated December 2, 1994 regarding
                          completion of CIT financing facility.
</TABLE>





                                      -4-

<PAGE>   1

                                                                    EXHIBIT 99.5


                                                                    NEWS RELEASE
MARINE DRILLING COMPANIES, INC.
- - -------------------------------
14141 Southwest Freeway, Suite 2500
Sugar Land, Texas  77478-3435


                                                    DATE:    December 2, 1994
[LOGO]                                           CONTACT:    William O. Keyes or
                                                             William H. Flores
                                                   PHONE:    (713) 491-2002


********************************************************************************

                           MARINE DRILLING ANNOUNCES
                      CLOSING OF NORDIC EXPLORER PURCHASE


        SUGAR LAND, TEXAS (December 2, 1994) -- Marine Drilling Companies, Inc.
(NSM-MDCO) today reported that on December 1, it acquired the Nordic Explorer
(which has been renamed the MARINE 201) from Transocean AS for approximately $7
million.  The rig, which is currently in Singapore, is a 200' water depth rated
mat cantilever jack-up rig built in 1981.  The MARINE 201 is equipped with a
top drive and it is also configured for international operations.  The Company
initially intends to market the rig in Southeast Asia.

        Marine Drilling owns and operates thirteen jack-up drilling rigs
located in the U.S. Gulf of Mexico, offshore Mexico in the Bay of Campeche and
in Southeast Asia.  The Company's common stock is listed on the NASDAQ Stock
Market under the symbol MDCO.


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<PAGE>   1

                                                                    EXHIBIT 99.6



                                                                    NEWS RELEASE
MARINE DRILLING COMPANIES, INC.
- - -------------------------------
14141 Southwest Freeway, Suite 2500
Sugar Land, Texas  77478-3435


                                                   DATE:    December 2, 1994
[LOGO]                                          CONTACT:    William H. Flores or
                                                            Joan R. Smith
                                                  PHONE:    (713) 491-2002


********************************************************************************

                           MARINE DRILLING ANNOUNCES
                      COMPLETION OF CIT FINANCING FACILITY


        SUGAR LAND, TEXAS (December 2, 1994) -- Marine Drilling Companies, Inc.
(NSM-MDCO) today announced the closing of a new $35 million credit facility
with The CIT Group/Capital Equipment Financing, Inc.  The facility includes an
eighteen-month revolving loan which is convertible into a three-year term loan.
The principal balance of the term loan will amortize at a rate of 20% per year
with the balance (40%) due at the end of the three-year term.  The Company will
use the facility to fund rig acquisitions and upgrades to its present fleet.

        William H. Flores, the Company's Chief Financial Officer, commented,
"We are excited about our new relationship with CIT and with the opportunities
available to the Company with this facility.  We view this arrangement as a
financially prudent way to grow Marine Drilling and add value for our owners."

        Marine Drilling owns and operates thirteen jack-up drilling rigs
located in the U.S. Gulf of Mexico, offshore Mexico in the Bay of Campeche and
in Southeast Asia.  The Company's common stock is listed on the NASDAQ Stock
Market under the symbol MDCO.


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