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                                                                    EXHIBIT 10.1

                    AMENDED AND RESTATED EMPLOYMENT AGREEMENT

         AGREEMENT by and between W-H Energy Services, Inc., a Texas corporation
("W-H"), and Kenneth T. White, Jr. of Sugar Land, Texas ("Employee").

         IT IS HEREBY AGREED:

         1.       Employment.
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                  a.       For a term commencing effective as of March 29, 1999,
                           and extending to March 29, 2002, unless sooner
                           terminated as hereinafter provided, W-H agrees to
                           retain Employee in its employ, and Employee agrees to
                           remain in the employ of W-H, as Chairman of the
                           Board, President and Chief Executive Officer of W-H.
                           Employee will carry out his duties as Chairman of the
                           Board, President and Chief Executive Officer of W-H
                           and all its divisions and subsidiaries, subject to
                           the direction of W-H's Board of Directors (the
                           "Board"). For as long as Employee is employed as
                           Chairman of the Board, President and Chief Executive
                           Officer of W-H, he will devote his full productive
                           time, energy and ability to his duties, except for
                           incidental attention to the management of his
                           personal investments. Employee shall be allowed to
                           serve on the Board of Directors of other companies or
                           organizations so long as such participation does not
                           conflict with the interests or business of W-H or
                           require such involvement as to interfere with the
                           performance of Employee's duties hereunder which
                           shall be at the sole determination of the Board.

                  b.       If W-H completes a public offering of its common
                           stock or completes a merger or other business
                           combination with a third party in which there is a
                           change in control (i.e. more than a 50% change in
                           stock ownership and board control) or any other
                           corporate transaction giving rise to acceleration of
                           the option for 27,300 shares granted to Employee as
                           of March 29, 1999 prior to March 29, 2002, then the
                           term of this Agreement shall at the option of W-H be
                           extended for a new term of three (3) years from the
                           effective date of such event and Employee will
                           provide the services described on Section 1(a).

         2.       Base Compensation The base compensation to be paid to Employee
                  for his services under this Agreement shall be $250,000 per
                  year, payable in accordance with the normal payroll practices
                  of W-H commencing March 29, 1999 and shall increase to
                  $300,000 per year commencing March 29, 2000.

         3.       Incentive Compensation. Employee shall be entitled to receive
                  incentive compensation up to a maximum of 100% of his base
                  compensation each year as shall be determined in the sole
                  discretion of the Board of Directors of W-H.


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         4.       Fringe Benefits. W-H shall furnish Employee with all of the
                  fringe benefits made available by W-H to the executive
                  officers of W-H and its subsidiaries, recognizing that such
                  fringe benefits may be changed from time to time. In addition,
                  W-H will provide Employee with an automobile or automobile
                  allowance approved by the Board of Directors. W-H further
                  agrees to provide Employee the maximum insurance coverage
                  available under the life, accident and health insurance
                  programs of W-H now in effect or as amended in the future.

         5.       Death or Permanent Disability. In the event of Employees's
                  death or permanent disability, which disability in the opinion
                  of a physician selected by W-H renders him incapable of
                  performing the services contemplated under this Agreement, in
                  addition to the other provisions of this Agreement, the
                  following provisions shall apply:

                  a.       W-H shall pay to Employee or the estate of Employee
                           the base compensation which would otherwise be
                           payable to Employee hereunder for a period of six (6)
                           months after such permanent disability or death
                           occurs.

                  b.       The benefits provided for in paragraph (a) of this
                           Section 5 may, at Employee's selection, be paid to
                           his designated beneficiary or beneficiaries in lieu
                           of his personal representative.

                  c.       Employee shall be entitled to all long-term
                           disability pay and death benefit protection provided
                           through W-H insurance programs in effect from time to
                           time.

         6.       Involuntary Termination. If W-H terminates Employee's
                  employment hereunder without Employee's consent, Employee
                  shall be entitled to receive only his base compensation
                  provided in Section 2 hereof for a period of twenty-four
                  months from the date of termination.

         7.       Termination Voluntary or for Cause.

                           Voluntary: In the event Employee voluntarily
                  terminates his employment hereunder he shall be entitled to
                  receive only his base compensation due on a pro rata basis to
                  the date of termination.

                           Termination for Cause:  Any of the following events
                  shall be considered as  cause for the immediate termination of
                  this Agreement by W-H;

                           a.       Willful breach by Employee of any of his
                                    duties hereunder resulting in materially
                                    adverse consequences to W-H;





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                           b.       Misappropriation of funds or property of W-H
                                    or any of its Subsidiaries; and

                           c.       Conduct on the part of Employee which would
                                    be materially adverse to the interest of W-H
                                    or any part of its Subsidiaries.

                           In the event of the termination of his employment for
                  cause, Employee shall be entitled to receive only his base
                  compensation due on a pro rata basis to the date of
                  termination.

         8.       Assets Owned by Employee. Employee owns all of the furniture
                  in his office, his secretary's office, the W-H conference room
                  and certain other office equipment including file cabinets and
                  a computer which Employee shall be allowed to remove and/or
                  retain possession of in the event of his termination for any
                  reason.

         9.       Noncompetition. Employee will not, during the term of this
                  Agreement and for a period of two (2) years after his
                  voluntary termination of this Agreement, engage, directly or
                  indirectly, in any type of business in which W-H or any
                  Subsidiary is actively engaged in the state of State and
                  Louisiana, or in owning, managing, operating, controlling or
                  being employed by or participating in the management,
                  ownership, operation or control of, or be connected in any
                  manner with, any business in the states of Texas or Louisiana
                  of the type and character engaged in by W-H or any Subsidiary,
                  except that Employee may hold up to 2% of the outstanding
                  shares of any publicly held company engaged in such
                  competitive activities.

         10.      Termination of Previous Agreement. This Agreement supersedes
                  the Amended and Restated Employment Agreement dated August 11,
                  1997 which is hereby terminated.

         11.      Successor Companies. This Agreement shall be binding upon and
                  inure to the benefit of the successors and assigns of W-H
                  whether by merger, sale of assets or otherwise.

         IN WITNESS WHEREOF, the parties have caused these presents to be
executed effective as of the 27th day of March, 1999.

                                              W-H ENERGY SERVICES, INC.


                                              By:
                                                 -------------------------------
                                                          Vice President


                                              ----------------------------------
                                              Kenneth T. White, Jr.



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