Exhibit 10.113

                        SUBSIDIARY ASSUMPTION AGREEMENT


            SUBSIDIARY ASSUMPTION  AGREEMENT (this  "Agreement"), dated as  of
August 30,  1996,  made  by  READING  &  BATES  DEVELOPMENT  CO.,  a  Delaware
corporation  (the  "New  Subsidiary").     Unless  otherwise  defined  herein,
capitalized terms used herein and defined  in the Credit Agreement referred to
below are used herein as so defined.


                             W I T N E S S E T H :


            WHEREAS,  READING  &  BATES  CORPORATION,  a  Delaware corporation
("Holdings"),  READING &  BATES  DRILLING CO.,  an  Oklahoma corporation  (the
"Borrower"), the financial institutions party to the Credit Agreement referred
to below (each,  a "Bank" and, collectively, the "Banks"), CREDIT LYONNAIS NEW
YORK  BRANCH,   as  Co-Agent  (the   "Co-Agent"),  and  CHRISTIANIA   BANK  OG
KREDITKASSE, NEW  YORK BRANCH, as Agent  for the Banks (in  such capacity, the
"Agent") are parties  to a Credit Agreement,  dated as of  April 30, 1996  (as
amended, modified or supplemented from time to time, the "Credit Agreement");

            WHEREAS,  in  connection   with  the  Credit   Agreement,  various
Subsidiaries of the Borrower have entered into a Subsidiary Guaranty, dated as
of April  30, 1996  and (as  in effect  on the  date  hereof, the  "Subsidiary
Guaranty");

            WHEREAS, in connection with the Credit Agreement, the Borrower and
various of its  Subsidiaries have entered into a Security  Agreement, dated as
of April 30, 1996 (as in  effect on the date hereof, the "Security  Agreement"
and, together with the Subsidiary Guaranty, the "Documents"); and

            WHEREAS, the  New Subsidiary desires  to execute and  deliver this
Agreement in order to become a party to each of the Documents;


            NOW, THEREFORE, IT IS AGREED:

            1.    Subsidiary  Guaranty.    By  executing  and delivering  this
Agreement,  the  New  Subsidiary hereby  becomes  a  party  to the  Subsidiary
Guaranty as a  "Guarantor" thereunder,  and hereby expressly  and jointly  and
severally assumes all obligations and liabilities of a "Guarantor" thereunder,
subject to the limitations set forth therein.

            2.    Security  Agreement.    By  executing  and  delivering  this
Agreement,  the New  Subsidiary hereby  (i) becomes  a party  to the  Security
Agreement as an "Assignor" thereunder, (ii)  expressly assumes all obligations
and liabilities of  an "Assignor" thereunder  and (iii) pledges and  grants to
the  Collateral Agent,  for the  benefit of  Secured Creditors,  as collateral
security for  the prompt payment in full when due (whether at stated maturity,
by acceleration or  otherwise) of the Obligations (as defined  in the Security
Agreement), a  security interest  in, to  and for the  benefit of  the Secured
Creditors all of its right, title and interest in, to and under the Collateral
(as defined in the Security Agreement).  The New Subsidiary  hereby makes each
of the representations and  warranties contained in the Security  Agreement on
the date hereof, after giving effect to this Agreement.

            3.  Financing  Statements.   By  executing  and   delivering  this
Agreement, the  New Subsidiary  hereby agrees to  execute and  deliver to  the
Collateral  Agent  such  financing  statements,  in  form  acceptable  to  the
Collateral Agent, as  the Collateral Agent may request or  as are necessary or
desirable in the opinion of  the Collateral Agent to establish and  maintain a
valid,  enforceable,  first  priority   perfected  security  interest  in  the
Collateral (as defined in the Security Agreement) owned by the New Subsidiary.

            4.   Counterparts.  This Agreement may  be signed in any number of
counterparts, each of which shall  be an original, with the same  effect as if
the signatures thereto and hereto were upon the same instrument.

            5.   GOVERNING  LAW.   THIS  AGREEMENT SHALL  BE  GOVERNED BY  AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.



            IN WITNESS  WHEREOF, the undersigned has caused  this Agreement to
be duly executed and delivered as of the date first above written.



                                         READING & BATES DEVELOPMENT CO.

                                         By______________________________
                                            Title: