Bayard Drilling Technologies, Inc.
Ticker:BDI 4005 Northwest Expressway, Suite 550E
Exchange:American Stock Exchange Oklahoma City, OK 73116
Industry:Natural Resources (SIC Code 1381) (405) 840-9550
# of Employees:750

Offering Information
Type of Shares:Common Shares Filing Date:8/27/97
U.S. Shares:9,600,000 Offer Date:11/3/97
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:4,000,000 Offer Price:$23.00
Secondary Shares:5,600,000 Gross Spread:$1.55
Offering Amount: $144,000,000 Selling:$0.93
Expenses:$750,000 Reallowance:$0.10
Shares Out After:14,932,000

Primary Underwriting Group
ManagerTierPhone
Donaldson, Lufkin & Jenrette Securities Corp.Lead Manager (212) 371-0641
Lehman Brothers IncorporatedCo-manager (212) 526-8100
Prudential Securities IncorporatedCo-manager (212) 778-5420
Rauscher Pierce Refsnes, Inc.Co-manager (214) 989-1588
Raymond James & Associates, Inc.Co-manager (813) 573-8108

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Baker & Botts
Bank's Law Firm: Andrews & Kurth
Auditor: Grant Thornton

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 6/30/97 6/30/96 6/30/97
Revenue:$9.85$15.11$4.30Assets:$110.94
Net Income:$0.41$0.02$0.33Curr Assets:$12.05
EPS:Liabilities:$67.90
Prior EPS:$2.07-$0.12Curr Liabilities:$26.19
Cash Flow/Oper:-$0.46$53.51$3.21Equity:$43.04
Cash Flow/Fin:$15.87-$60.31-$3.09Cash:$0.24
Cash Flow/Inv:-$10.44-$60.31Working Cap:-$14.15

Business Description
The company is a leading provider of contract land drilling services to major and independent oil and gas companies and operates the fifth largest land drilling fleet in the U.S. As of August 15, 1997, the Company's rig fleet consisted of 41 rigs, of which 36 were being marketed and five were being refurbished and expected to be placed in operation within the next six months During the six months ended June 30, 1997, the Company experienced a utilization rate in excess of 95% for its marketed rigs. The Company's fleet consists primarily of rigs capable of deep drilling applications (well depths of 15,000 feet or greater). The Company believes that deep rigs are in high demand due to improved deep drilling economics available to domestic oil and gas companies. Deep drilling targets are more attractive to oil and gas companies due to new technologies, including (i) three-dimensional seismic techniques, (ii) increasingly accurate down hole measurement devices and (iii) improved guidance systems and directional drilling motors for horizontal and directional wells.

Competition
The contract drilling industry is a highly competitive and fragmented business characterized by high capital and maintenance costs. As a result, even though the Company has the fifth largest active land drilling rig fleet in the United States, the Company believes such fleet represents a market share of less than 5% of the domestic land drilling industry. Drilling contracts are usually awarded through a competitive bid process and,while the Company believes that operators consider factors such as quality of service, type and location of equipment, or the ability to provide ancillary services, price and rig availability are the primary factors in determining which contractor is awarded a job. Certain of the Company's competitors have greater financial and human resources than the Company, which may enable them to better withstand periods of low rig utilization, to compete more effectively on the basis of price and technology, to build new rigs or acquire existing rigs and to provide rigs more quickly than the Company in periods of high rig utilization.

Business Plan
The company believes that growth in earnings and cash flow can be achieved by pursuing the following business strategy: (I) Operating a Technologically Advanced Rig Fleet, (ii) Developing Deep Drilling Capabilities, (iii) Focusing Core Markets, (iv) Developing and Maintaining Relationships with Strong Operators and (v) Acquiring Additional Rigs and Related Equipment.

Use of Proceeds
The proceeds from the proposed offering will be used to repay debt, to modify and upgrade drilling rigs and for general corporate purposes including acquisitions of drilling rigs and related equipment.

Executive Officers and Directors
Officer NameTitleAge
James E. BrownChairman of the Board, President and Chief Executive Officer45
Edward S. Jacob, IIIExecutive Vice President -- Operations & Marketing44
David E. GroseVice President and Chief Financial Officer44

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