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S-4/A
KEY ENERGY SERVICES INC filed this Form S-4/A on 03/08/1996
Entire Document
 
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         2. Except as  specifically  amended  hereby,  the  Agreement  is hereby
ratified and affirmed in its entirety.

         IN WITNESS  WHEREOF,  Key and WellTech have caused this Amendment No. 2
to  Agreement  and Plan of Merger to be  executed  as of the date first  written
above by their respective officers thereunto duly authorized.

                                  KEY ENERGY GROUP, INC.



                                  By: /s/ Francis D. John
                                       Name:  Francis D. John
                                       Title:  President and Chief Executive
                                                 Officer

                                  WELLTECH, INC.



                                  By: /s/ W. Clarke Gormley
                                       Name:  W. Clarke Gormley
                                       Title:  Vice President - Legal




                                     AI-109