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SEC Filings

KEY ENERGY SERVICES INC filed this Form S-4/A on 03/08/1996
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         Workovers  are  performed  to  remedy   downhole   equipment   failure,
reactivate a shut-in well,  convert a producing  well into an injection well for
enhanced recovery projects,  repair casing leaks and recomplete wells from which
production has declined. Yale E. Key's equipment and crews are used to drill out
plugs and packers and to remove downhole  equipment from the well bore, which is
then  replaced or repaired  and  repositioned.  Well  maintenance  services  are
required throughout the lives of most wells to keep them producing economically.
Yale E. Key's rigs are used to remove and replace  worn or broken  sucker  rods,
production  tubing,   down-hole  pumps  and  other  artificial  lift  equipment.
Maintenance services are usually of short duration, lasting fewer than 48 hours.
Hot oil units  are used to  inject  heated  oil and  water  into the  production
tubing, casing and flow line to melt paraffin which solidifies and obstructs the
flow of oil, as well as to treat oil in producers'  storage tanks to upgrade the
quality for sale to pipelines.  Yale E. Key's crews perform routine  maintenance
at the well site and its  transport  vehicles  carry  water to and from the well
site for well stimulation operations and for disposal.

         When a well has been  drilled,  the casing has been set and it has been
determined that the well will produce oil or gas in commercial  quantities,  the
expensive  drilling  rig is moved off the well site and a more  economical  well
service rig is moved on the well site to perform  completion  services.  Yale E.
Key's  rig  crews  are  responsible  for  rigging  the  derrick,  operating  rig
machinery,  handling pipe and tools,  circulating well fluids,  and assisting in
various completion activities performed by other contractors.

         Oil and Gas Production.  Odessa  Exploration is engaged in the drilling
and production of oil and natural gas in the Permian Basin of West Texas. Odessa
Exploration  acquires and manages  interests in producing oil and gas properties
for  its  own  account  and  for  drilling  partnerships  it  sponsors.   Odessa
Exploration acquires producing oil and gas properties from major and independent
producers  and,  subsequently,  either  reworks  the  acquired  well to increase
production  and/or forms  drilling  ventures for additional  development  wells.
Odessa  Exploration  operates  oil and gas wells on  behalf of over 150  working
interest owners as well as for its own account.  During fiscal 1995, it acquired
approximately  $1.0 million in additional oil and gas properties  with estimated
proved developed and undeveloped reserves of 1,132,000 bbls (barrels) of oil and
3.2 bcf  (billion  cubic  feet) of  natural  gas.  As of June 30,  1995,  Odessa
Exploration's  proved oil and gas reserves were  estimated at 1,682,000  bbls of
oil and 14 bcf of natural gas and operated and/or owned an interest in 90 wells.

         Producing Wells and Acreage.  The major proved producing  properties of
Odessa  Exploration  are located  primarily  in the  Permian  Basin area of West
Texas. The following table sets forth Odessa  Exploration's  total gross and net
producing oil and gas wells and its total gross and net developed  acreage as of
June 30,  1995.  As of such  date,  Key did not have  any  undeveloped  acreage.
"Gross" as it applies to wells or acreage refers to the number of wells or acres
in which a working interest is owned by Odessa Exploration.  "Net" as it applies
to wells or acreage refers to the sum of the fractional  working interests owned
in gross wells or gross acres.