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S-4/A
KEY ENERGY SERVICES INC filed this Form S-4/A on 03/08/1996
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         (a) In lines 4, 5 and 6 of the first paragraph of Section 6.8, the word
"Debt" shall be deleted and replaced with the word "Credit"; and

         (b) In line 3 of  subsection  (d) of Section 6.8, the word "Debt" shall
be deleted and replaced with the word "Credit".

         3. Section 7.2(e) of the Agreement is hereby deleted in its entirety.

         4. Section 7.3(d) of the Agreement is hereby deleted in its entirety.

         5. Section 7.3(e) of the Agreement is hereby amended as follows:

         (a) In line 1 of  subsection  7.3(e),  the word  "additional"  shall be
deleted.
                
         (b) In line 5 of  subsection  7.3(e),  the words  "three  (3)" shall be
deleted and replaced  with the words "two (2)" and the words "five (5)" shall be
deleted  and  replaced  with the words  "four  (4)".  6.  Section  9.2(a) of the
Agreement  is hereby  amended to delete the name  "Lena G.  Goldberg,  Esq." and
replace  it with  the name  "Norman  A.  Bikales,  Esq."  7.  Appendix  A to the
Agreement  is hereby  amended to delete the words "New Debt  Facility"  and "New
Debt Facility Documents" appearing on page 8 of Appendix A and replace them with
the  words  "New  Credit   Facility"  and  "New  Credit   Facility   Documents",
respectively.  8. Except as specifically amended hereby, the Agreement is hereby
ratified and affirmed in its entirety.

                                     AI-106