This EXCHANGE AGREEMENT (the "Exchange Agreement") is entered into as of
this day of December, 2003 (the "Effective Date") between PARKER
DRILLING COMPANY, a Delaware corporation (the "Company"), and JPMORGAN CHASE
BANK, a New York banking corporation (the "Exchange Agent").
A. This Exchange Agreement is entered into in connection with the offer by
the Company (the "Exchange Offer") to exchange $1,000 principal amount . . .
REGISTRATION RIGHTS AGREEMENT
DATED AS OF OCTOBER 10, 2003
BY AND AMONG
PARKER DRILLING COMPANY
THE GUARANTORS LISTED HEREIN
LEHMAN BROTHERS INC.
DEUTSCHE BANK SECURITIES INC.
BANC OF AMERICA SECURITIES LLC
AS THE INITIAL . . .
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