NUMBER  


 SHARES  



	THIS CERTIFICATE IS TRANSFERABLE IN

NEW YORK, NEW YORK, AND CRANFORD, NEW JERSEY	 	 	 	SEE REVERSE FOR CERTAIN

DEFINITIONS AND LEGENDS
	

 	
 	

 	
 	

Pioneer Drilling Company


 CUSIP 723655 10 6




INCORPORATED UNDER THE LAWS OF THE STATE OF TEXAS


THIS CERTIFIES THAT 


IS THE OWNER OF 


 FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.10 PER SHARE, OF  


PIONEER DRILLING COMPANY  


Transferable on the books of the Corporation, in person or by duly authorized attorney, upon surrender of this certificate
properly endorsed. This certificate and the shares

represented hereby are issued and shall be subject to the provisions of the laws of the State of Texas and to all of the provisions of the articles of incorporation and the bylaws

of the Corporation, as amended from time to time, (copies of which are on file at the office of the Corporation), to all of which the holder of this certificate by acceptance hereof

assents. This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar. 



                IN WITNESS WHEREOF, the Corporation has caused the facsimile signatures of its duly authorized
officers and its facsimile seal to be affixed hereto. 


        DATED: 


[PIONEER
DRILLING COMPANY SEAL] 



	/s/  MICHAEL E. LITTLE      	 	 
	CHIEF EXECUTIVE OFFICER	 	 
	

/s/  WILLIAM D. HIBBETTS      	
 	

 
	SECRETARY

	 	 







PIONEER DRILLING COMPANY  


A full statement of the designations, preferences, limitations and relative rights of the shares for each class or series of stock of the Company to the extent
they have been fixed and determined and the authority of the Board of Directors to fix and determine the designations, preferences, limitations and relative rights of subsequent series of stock is set
forth in the Articles of Incorporation of the Company as amended, and/or resolutions, if any, of the Board of Directors of the Company fixing and determining the designations, preferences, limitations
and relative rights of series of stock, copies of which Articles of Incorporation and resolutions, if any, are on file in the Office of the Secretary of State of the State of Texas. Under said
Articles of Incorporation, no holder of any shares of the Company has any preemptive right to acquire unissued or treasury shares of the Company. The Company will furnish a copy of said Articles of
Incorporation and said resolutions, if any, to the record holder of this certificate without charge upon written request of the Company at its principal place of business or registered office. 


        The
following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or
regulations: 



	

TEN COM

TEN ENT

JT TEN	

—

—

—	

as tenants in common

as tenants by the entireties

as joint tenants with right of

survivorship and not as tenants

in common	

UNIF GIFT MIN ACT —	

_____________Custodian _______________

(Cust)                              (Minor)

under Uniform Gifts to Minors

Act ____________________

                     (State)                
	 	 	 	UNIF TRF MIN ACT —	________Custodian (until age) _________

(Cust)                                     

_______________under Uniform Transfers

(Minor)                                     

to Minors Act ____________________

                             (State)
                
	 	     Additional abbreviations may also be used though not in the above list.

	 





For value received,
                                         
                                          
          hereby sell, assign and transfer unto 



	
PLEASE INSERT SOCIAL SECURITY OR OTHER

IDENTIFYING NUMBER OF ASSIGNEE
	


	Please print or typewrite name and address, including postal zip code, of assignee
	


	


	

                                         
                                          
                                          
                                         
                  Shares

of the Common Stock represented by the within certificate, and do hereby irrevocably constitute and appoint
	 
	
 Attorney to transfer the said stock on the books of the within-named Corporation with full power of substitution in the premises.
	

 
	Dated                                       
                         
	
                                        
                                          
                                          
                                          
          
	                NOTICE:
	THE SIGNATURE TO THIS

ASSIGNMENT MUST CORRESPOND

WITH THE NAME(S) AS WRITTEN

UPON THE FACE OF THE CERTIFICATE

IN EVERY PARTICULAR WITHOUT

ALTERATION OR ENLARGEMENT OR

ANY CHANGE WHATEVER.







	

 	
X	


	 	 	SIGNATURE
	

 	
X	


	 	 	SIGNATURE
	

 	

 	

THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE
17Ad-15.
	

 	

 	

SIGNATURE GUARANTEED BY: