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                                                                    EXHIBIT 99.3

                    INSTRUCTIONS TO REGISTERED HOLDER AND/OR

         BOOK-ENTRY TRANSFER FACILITY PARTICIPANT FROM BENEFICIAL OWNER

                                       OF

                       BAYARD DRILLING TECHNOLOGIES, INC.

                      11% SENIOR NOTES DUE 2005, SERIES A

         To Registered Holder and/or Participant of the Book-Entry Transfer
Facility:

         The undersigned hereby acknowledges receipt of the Prospectus, dated
July ____, 1998 (the "Prospectus") of Bayard Drilling Technologies, Inc., a
Delaware corporation (the "Company"), and the accompanying Letter of
Transmittal (the "Letter of Transmittal"), that together constitute the
Company's offer (the "Exchange Offer").  Capitalized terms used but not defined
herein have the meanings ascribed to them in the Prospectus.

         This will instruct you, the registered holder and/or book-entry
transfer facility participant, as to action to be taken by you relating to the
Exchange Offer with respect to the 11% Senior Notes due 2005, Series A (the
"Old Notes") held by you for the account of the undersigned.

         The aggregate face amount of the Old Notes held by you for the account
of the undersigned is (FILL IN AMOUNT) :

         $ ___________________ of the 11% Series A Senior Notes due 2005

         With respect to the Exchange Offer, the undersigned hereby instructs
you (CHECK APPROPRIATE BOX):

         [  ] TO TENDER the following Old Notes held by you for the account of
the undersigned (INSERT PRINCIPAL AMOUNT OF NOTES TO BE TENDERED, IF ANY): $

         [  ] NOT TO TENDER any Old Notes held by you for the account of the
undersigned.

         If the undersigned instructs you to tender the Old Notes held by you
for the account of the undersigned, it is understood that you are authorized
(a) to make, on behalf of the undersigned (and the undersigned, by its
signature below, hereby makes to you), the representation and warranties
contained in the Letter of Transmittal that are to be made with respect to the
undersigned as a beneficial owner, including but not limited to the
representations that (i) the undersigned is acquiring the Exchange Notes in the
ordinary course of business of the undersigned, (ii) the undersigned is not
participating, does not participate, and has no arrangement or understanding
with any person to participate in the distribution of the Exchange Notes, (iii)
the undersigned acknowledges that any person participating in the Exchange
Offer for the purpose of distributing the Exchange Notes must comply with the
registration and prospectus delivery requirements of the Securities Act of
1933, as amended (the "Act"), in connection with a secondary resale transaction
of the Exchange Notes acquired by such person and cannot rely on the position
of the Staff of the Securities and Exchange Commission set forth in no-action
letters that are discussed in the section of the Prospectus entitled "The
Exchange Offer - Resale of the Exchange Notes," and (iv) the undersigned is not
an "affiliate," as defined in Rule 405 under the Act, of the Company; (b) to
agree, on behalf of the undersigned, as set forth in the Letter of Transmittal;
and (c) to take such other action as necessary under the Prospectus or the
Letter of Transmittal to effect the valid tender of such Old Notes.
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                                   SIGN HERE

Name of Beneficial Owner(s):     
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Signature(s):     
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Names (please print):     
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Address:       
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Telephone Number:     
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Taxpayer Identification or Social Security Number:       
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Date:                                                         
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