SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MCNEASE DANIEL F (Last) (First) (Middle) 2800 POST OAK BLVD SUITE 5450 (Street) HOUSTON X1 77056-6127 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ROWAN COMPANIES INC [ RDC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chairman, President and CEO
	3. Date of Earliest Transaction (Month/Day/Year) 05/10/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/10/2005		C		35,556	A	$14.0625	156,823(1)	D
Common Stock	05/10/2005		M		35,079	A	$13.12	191,902(1)	D
Common Stock	05/10/2005		M		12,500	A	$15.25	204,402(1)	D
Common Stock	05/10/2005		M		15,000	A	$19.625	219,402(1)	D
Common Stock	05/10/2005		M		50,000	A	$21.19	269,402(1)	D
Common Stock	05/10/2005		S		197,579	D	$27.5615	71,823(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Debenture due 2009	$14.0625	05/10/2005		C			35,556	05/22/2000(2)	05/22/2009	Common Stock	35,556	$0	0	D
Option (Right to Buy)	$13.12	05/10/2005		M			35,079	09/20/2002(3)	09/20/2011	Common Stock	35,079	$0	11,693	D
Option (Right to Buy)	$15.25	05/10/2005		M			12,500	04/25/1997(4)	04/25/2006	Common Stock	12,500	$0	0	D
Option (Right to Buy)	$19.625	05/10/2005		M			15,000	04/25/1998(5)	04/25/2007	Common Stock	15,000	$0	0	D
Option (Right to Buy)	$21.19	05/10/2005		M			50,000	04/25/2004(6)	04/25/2013	Common Stock	50,000	$0	250,000	D

Explanation of Responses:

1. Reflects the Reporting Person's aggregated directly-owned and indirectly-owned shares (8,580), the latter being shares in the Rowan Common Stock Fund under the Company's 401(k) plan (a unitized plan) at April 30, 2005, such number of shares, which fluctuate, being calculated as equivalent values based upon the value of the total units divided by the corresponding closing price of the underlying Rowan Common Stock on that date.

2. On May 10, 2005, the Reporting person converted $500,000 principal amount of Series B floating Rate Convertible Subordinated Debenture due 2009 (the "Debenture") into 500 shares of Series B Preferred Stock (the "Preferred Stock") at a conversion price of $1,000 per share of Preferred Stock, which Preferred Stock was then converted into 35,556 shares of Common Stock at a conversion ratio equal to the $500,000 principal amount of Debenture divided by the per share conversion price shown in column 2, or $14.0625. Column 9 reflects that this debenture has been fully converted.

3. This Option vests in four installments on September 20, 2002, 2003, 2004 and 2005 with the first three being exercised herein.

4. This Option vested in four installments on April 25, 1997, 1998, 1999 and 2000.

5. This Option vested in four installments on April 25, 1998, 1999, 2000 and 2001.

6. This Option vests in four installments on April 25, 2004, 2005, 2006 and 2007 with 50,000 shares of the first being exercised herein.

Remarks:

	/s/ Daniel F. McNease	05/11/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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