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KEY ENERGY SERVICES INC filed this Form S-4/A on 03/08/1996
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contract  between the Russian  Oil  Ministry  and Seis.  In  addition,  WellTech
provided  supervisory and rig personnel during the term of the contract pursuant
to the  provisions of a labor  contract.  The contract was completed in November
1995.  WellTech no longer  conducts  operations in Russia  although  discussions
continue for additional opportunities in Russia.

         In  1992  WellTech,  with  two  Argentine  corporate  partners,  formed
Servicios  WellTech,  S.A.  ("Servicios")  for the  purpose  of  conducing  well
servicing operations in Argentina.  WellTech owns 63% of the stock of Servicios.
Currently,  Servicios owns and operates 10 well servicing rigs in Argentina.  In
addition, Servicios operates trucks to transport its oilfield equipment from one
location  to another  and,  subject to  availability,  rents the trucks to other
operators to move their oilfield  equipment.  Servicios'  principal  customer is
Yacimientos  Petroliferos  Fiscales, the Argentine government owned and operated
oil company. Servicios believes that it provides superior equipment and services
and enjoys a high level of customer  satisfaction.  Servicos competes with three
drilling/workover companies with dominant market share, each with 40 to 90 rigs.
Profitability  of Servicios has been adversely  affected by  undercapitalization
and high interest rates on funds required to expand operations.


        As of January 12, 1996,  WellTech employed  approximately  1,125 persons
(including  250  persons  employed  by  Servicios),  consisting  of  580  in the
Mid-Continent  Region,  285 in the Northeast  Region,  10 in the Houston,  Texas
corporate  office,  and 250 in  Argentina.  Employees  provided by the Northeast
Region in the State of Indiana for a certain  industrial  facility were provided
pursuant to a union agreement with International  Union of Operating  Engineers.
Efforts  in late  1995 of the  International  Union of  Operating  Engineers  to
organize  WellTech's  labor force in  Countyline,  Oklahoma  were  unsuccessful.
WellTech has  experienced  no work stoppages  associated  with labor disputes or
grievances and considers its relations with its employees to be satisfactory.

Legal Proceedings

        WellTech is a party to numerous workers'  compensation  claims,  general
and automotive  liability actions and other types of lawsuits,  none of which is
expected to have a material adverse effect on the financial condition or results
of operations of WellTech.

Competition and Other External Factors

        The need for oil field services fluctuates, in part, from the demand for
oil and natural  gas.  As demand for those  commodities  increases,  service and
maintenance requirements increase.  WellTech competes with other local oil field
service companies as well as national service companies.  WellTech believes that
the reputation that it has developed in oil field service operations contributes
greatly to its competitive position.