SEC FORM 4

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

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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^*

Myers Gregory D

(Last)

(First)

(Middle)

UNION DRILLING, INC.

4055 INTERNATIONAL PLAZA, SUITE 610

(Street)

FORT WORTH

76109

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
UNION DRILLING INC [ UDRL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2011

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/03/2011		M		5,353	A	⁽⁴⁾	5,353	D
Common Stock	12/05/2011		G		5,353⁽¹⁾	D	$0	0	D
Common Stock	12/05/2011		G		5,353⁽¹⁾	A	$0	5,353⁽¹⁾	I	By corporate brokerage account

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	12/01/2011		A		7,042		⁽³⁾	⁽³⁾	Common Stock	7,042	$0	38,969	D
Restricted Stock Units	⁽⁴⁾	12/03/2011		M			5,353	⁽⁴⁾	⁽⁴⁾	Common Stock	5,353	⁽⁴⁾	33,616	D

Explanation of Responses:

1. The reporting person is a managing director of Metalmark Capital Holdings LLC; the shares were transferred to, and are held in, a corporate brokerage account of an affiliated entity, Metalmark Management LLC.

2. Each RSU represents a contingent right to receive one share of Union Drilling, Inc. ("UDI") common stock; award date value of common stock was $7.10 per share (12/01/011 closing price).

3. Absent an earlier forfeiture or acceleration, the RSUs will vest based upon the reporting person's continued service as a director over a three year period.

4. Each RSU represented a contingent right to receive one share of UDI common stock. On 12/03/11, 5,353 RSUs of the reporting person's 12/03/08 RSU award were settled for an equal number of shares of UDI common stock.

	/s/ David S. Goldberg, attorney in fact	12/05/2011
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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