8-K

                       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): August 18, 2004

                             PARKER DRILLING COMPANY
             (Exact name of registrant as specified in its charter)


          Delaware                       1-7573                  73-0618660
(State or other jurisdiction          (Commission             (I.R.S. Employer
      of incorporation)               File Number)          Identification No.)


                         1401 Enclave Parkway, Suite 600
                              Houston, Texas 77077
          (Address of principal executive offices, including zip code)


                                 (281) 406-2000
              (Registrant's telephone number, including area code)


Item 5. Other Events and Regulation FD Disclosure

       On August 18, 2004, Parker Drilling Company issued a press release, a
copy of which is included herewith as Exhibit 99.1.

Item 7. Financial Statements and Exhibits

       The following material is furnished pursuant to Item 5 as an exhibit to
this Current Report on Form 8-K.

       (c)    Exhibits.

       99.1   Press Release of Parker Drilling Company issued August 18, 2004.


                                    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 by the
undersigned hereunto duly authorized.


                                              PARKER DRILLING COMPANY


Dated:  August 18, 2004                       By: /s/ James W. Whalen
                                                 -------------------------------
                                                 James W. Whalen
                                                 Senior Vice President and
                                                 Chief Financial Officer


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                                  EXHIBIT INDEX


Exhibit
Number       Description
- -------      -----------
99.1         Press Release of Parker Drilling Company issued August 18, 2004


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EX-99.1

                                                                    Exhibit 99.1


                        Parker Drilling Company Announces
           Sale of $150 Million of Senior Floating Rate Notes Due 2010

       HOUSTON, August 18, 2004 - Parker Drilling Company (NYSE: PKD) announced
today that it has agreed to sell senior floating rate notes due 2010 in a
previously announced private offering that will result in gross proceeds of $150
million. The notes will bear interest at a floating rate equal to three-month
LIBOR plus 4.75%. Interest on the notes will be reset quarterly. The notes will
be unsecured and guaranteed by substantially all of the Company's domestic
subsidiaries. The notes will mature on September 1, 2010.

       The Company intends to use the net proceeds of the offering of the notes
to repay all outstanding borrowings under the term loan portion of its existing
credit facility (currently $70 million) and, together with cash on hand, to fund
the August 6, 2004 cash tender offer for up to $80 million aggregate principal
amount of the Company's 10 1/8% senior notes due 2009.

       The securities to be offered have not been registered under the
Securities Act of 1933, as amended (the "Securities Act"), or any state
securities laws, and unless so registered, may not be offered or sold in the
United States except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and applicable
state securities laws.

       This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offering would be
unlawful.

       Cautionary Statement Regarding Forward-Looking Statements: This press
release contains statements that are "forward-looking statements" within the
meaning of Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act of 1934, as amended. All statements contained in this press
release, other than statements of historical facts, are "forward-looking
statements" for purposes of these provisions. These forward-looking statements
include the Company's intention to consummate the sale of the notes and the
Company's intended use of proceeds of the sale of notes. The closing of the sale
of the notes is subject to the satisfaction of customary closing conditions.
There can be no assurance that the Company will complete the sale of the notes
on the anticipated terms or at all. The Company's ability to complete the sale
of the notes will depend, among other things, on market conditions for debt
securities in general and the Company's debt securities in particular. In
addition, the Company's ability to complete the sale of the notes and the
Company's business are subject to the risks described in the Company's filings
with the Securities and Exchange Commission. The Company's annual, quarterly and
special reports are available over the Internet at the SEC's web site at
http://www.sec.gov.


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