Drilling Contract - Harken de Colombia Ltd. and Parker Drilling Co. Intl. Ltd.



                               DRILLING CONTRACT

                                    BETWEEN

                            HARKEN DE COLOMBIA, LTD.

                                  ('OPERATOR')

                                      AND

                   PARKER DRILLING COMPANY INTERNATIONAL LTD.

                                 ('CONTRACTOR')

                                      FOR

                                    RIG 223




                               TABLE OF CONTENTS


                                                                                                                 
PART I: SCOPE OF THE CONTRACT

1.       The Parties  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
2.       The Work . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
3.       Contract Duration  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1-2
4.       Drilling Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
         4.1     CONTRACTOR'S Standard of Performance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
         4.2     The Rig  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
         4.3     Drilling Program . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
                 4.3A     Abandonment of Well . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
                 4.3B     Completion of Well  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
         4.4     Well Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
         4.5     Cuttings and Cores . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
         4.6     Measurements and Tests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
         4.7     Safety Precautions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
         4.8     OPERATOR Taking Complete Control Over Drilling Operations  . . . . . . . . . . . . . . . . . . . . . . 6
5.       Personnel Assigned to the Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
6.       Equipment and Supplies Furnished by the Parties  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
7.       Travel of Personnel  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
8.       Transport of Equipment and Supplies  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

PART II: ADMINISTRATION OF THE CONTRACT

9.       Import and Export of Drilling Rig, Ancillary Equipment,
         Materials and Supplies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
10.      Responsibility as to Records, Reports, Inspections, Etc.   . . . . . . . . . . . . . . . . . . . . . . . . . . 8
         10.1    Reports and Inspections  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
         10.2    Confidentiality  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
11.      Invoicing and Paying . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
         11.1    Invoice Presentation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
         11.2    Currency and Time of Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
         11.3    Disputed Invoices  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
         11.4    IVA  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  10
12.      Notices and Designation of Representatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  10

PART III: LIABILITIES OF THE PARTIES

13.      Definitions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  11
14.      Responsibility for Loss or Damage to CONTRACTOR Items  . . . . . . . . . . . . . . . . . . . . . . . . . . .  11
15.      Responsibility for Loss or Damage to OPERATOR Items  . . . . . . . . . . . . . . . . . . . . . . . . . . . .  12
16.      Reciprocal Indemnities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  12
17.      Responsibility for the Condition of the Hole . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  13
18.      Risk of Damage to or Loss of Underground Mineral Deposits  . . . . . . . . . . . . . . . . . . . . . . . . .  13
19.      Responsibility for Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   13-14
20.      Force Majeure  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  14
21.      Pollution or Contamination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15



                                                                                                                
PART IV: LAW OF THE CONTRACT

22.      Assignment of Contract . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15
23.      Exhibits as Part of Contract . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15
24.      Relationship of Parties  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15
25.      Governing Law  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  16
26.      Prior Agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  16
27.      Waiver . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  16
28.      Patents and Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  16
29.      CONTRACTOR's Obligation To Comply with Laws  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  16

PART V: COMPENSATION TO CONTRACTOR

30.      Rates of Compensation  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  17
         30.1    Mobilization Fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  17
         30.2    Operating Day Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  17
         30.3    Moving Rate  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  17
         30.4    Standby With Crews Rate  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  18
         30.5    Standby Without Crews Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  18
         30.6    Mechanical Breakdown Rate  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  18
         30.7    Negligence Remedial Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  18
         30.8    Force Majeure Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  19
         30.9    Demobilization Fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  19
         30.10   Application of Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  19
         30.11   Early Termination Fee  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  19

31.      Reimbursable Items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  20
         31.1    Materials, Services and Personnel  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  20
         31.2    Oil-Based Drilling Fluid Incentives  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  20

32.      Daily Rate Increases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  20

33.      Signatures of the Parties  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  20

EXHIBITS:

         'A'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  21
         'B'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  22
         'C'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  23
         'D'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   24-29
         'E'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   30-32

ATTACHMENT 'A'  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  33


                               DRILLING CONTRACT
                                    RIG 223

PART 1: SCOPE OF THE CONTRACT

1.       THE PARTIES

         This agreement is entered into this 22nd day of July, 1997, by and
         between HARKEN DE COLOMBIA, LTD. (HDC), a Cayman Islands corporation
         ('OPERATOR'), and PARKER DRILLING COMPANY INTERNATIONAL LTD., a Nevada
         corporation ('CONTRACTOR').

2.       THE WORK

         CONTRACTOR shall drill all wells by the rotary method (inclusive of
         downhole motor operations and directional wells) for OPERATOR to
         depths specified by OPERATOR, but not to exceed 15,000 feet unless
         with CONTRACTOR's agreement. These wells shall be at locations
         selected by OPERATOR within Operators Association Contract areas (the
         'Block(s)') located in Colombia, South America. CONTRACTOR represents
         that it possesses well-skilled employees and proper equipment as
         specified herein for performance of all its work under this Contract.
         CONTRACTOR has knowledge of the physical, health and climatic
         conditions existing in the Blocks where the drilling operations will
         be undertaken. CONTRACTOR shall perform all operations with diligence
         and skill, applying sound engineering principles and good oil field
         practices, CONTRACTOR shall conduct drilling, completion and testing
         operations on a full twenty-four hour day, seven day week basis.

3.       CONTRACT DURATION

         This Contract shall become effective upon signing by the parties and
         shall continue in effect for one year from and after the Commencement
         Date (as defined in Section 30.2 hereof). The parties contemplate that
         the operation will commence on or about November 1, 1997, however, in
         the event Operator is not ready to mobilize Contractor's rig at the
         termination of the Chevron contract, or by October 1, 1997 in the
         event Contractor does not enter into a contract with Chevron, a rate
         of US$ 4,860.00/day will be due until mobilization to Operator's first
         well site. Subject to Article 3.1, OPERATOR shall have a renewable
         option to extend this contract for a period or periods, each period
         being not less than 6 months nor more than 12 months. OPERATOR shall
         notify to CONTRACTOR in writing of its election to extend this
         Contract as soon as practicable BUT NOT LATER THAN SIXTY (60) DAYS
         BEFORE THE END OF THE INITIAL TERM or subsequent extension period term
         of the Contract. OPERATOR may terminate this contract effective any
         time after the date of spudding of the first well, subject to the
         early termination provisions herein.





                                       1

3.1      Contract Extension - OPERATOR's election to extend this Contract as
         provided in Article 3 above is subject to OPERATOR's and CONTRACTOR's
         negotiation of mutually acceptable rates and Contract modifications
         agreeable to both parties.

3.2      Early Termination

         3.2.1   Either party may immediately terminate this Contract upon
                 written notice to the other Party, if the Rig is declared by
                 either Party as an actual, constructive, compromised or
                 arranged total loss except that compensation properly earned
                 up to the time of day of that loss shall be owed by OPERATOR
                 to CONTRACTOR.

         3.2.2   Notwithstanding anything contained herein to the contrary,
                 OPERATOR shall, at any time, have the right to terminate this
                 Contract, upon thirty (30) days written notice, even though
                 CONTRACTOR has not defaulted hereunder, and, in such event,
                 CONTRACTOR shall be entitled to compensation properly earned
                 through the end of that thirty (30) day notice period,
                 including the applicable Demobilization Fee and Early
                 Termination Fee as defined by 30.11.

         3.2.3   Notwithstanding anything herein to the contrary, CONTRACTOR
                 shall have the right to terminate this Contract, upon thirty
                 (30) days written notice stating that, in CONTRACTOR's
                 reasonable opinion, it is uneconomical for CONTRACTOR to
                 continue operations under this Contract, and certifying that
                 one of the following conditions applies:

                          3.2.3.1  OPERATOR has failed to pay CONTRACTOR
                                   undisputed amounts and such amounts remain
                                   unpaid following notice and a seven day grace
                                   period.

                          3.2.3.2  New government edict, decree, rule,
                                   regulation or law has been applied to
                                   CONTRACTOR or his entitlement under this
                                   Contract.





                                       2

4.       DRILLING OPERATIONS

         4.1     CONTRACTOR'S STANDARD OF PERFORMANCE - CONTRACTOR warrants
                 that the operation and maintenance of Contractor's Equipment
                 will be performed safely and in good and workmanlike manner in
                 accordance with accepted international oilfield practices and
                 in compliance with all applicable laws, rules and regulations
                 in effect as of the effective date of this Contract; that
                 CONTRACTOR's equipment shall be in good working order and its
                 personnel fully trained and capable of safely operating such
                 equipment and performing services required herein for
                 OPERATOR; that CONTRACTOR regularly conducts training and
                 safety programs; that all materials, equipment, goods,
                 supplies or manufactured articles furnished by CONTRACTOR in
                 the performance of the work or services shall be of suitable
                 quality and workmanship for their intended purposes, in
                 accordance with specifications, and shall be free from
                 defects; and that CONTRACTOR will not employ any employee
                 whose employment violates applicable labor or other laws.
                 CONTRACTOR further covenants, warrants and represents that all
                 work performed by it hereunder shall be conducted in
                 accordance with accepted international safety regulations (as
                 used in the country of Colombia), environmental laws and
                 regulations, precautions and procedures in effect as of the
                 effective date and by employing the necessary protective
                 equipment and devices described in the attached inventory. Any
                 breach of this safety covenant shall be grounds for immediate
                 termination of this Contract by Operator.

         4.2     THE RIG - CONTRACTOR shall furnish its RIG 223 which is a
                 complete drilling rig as described in Exhibit 'B'. CONTRACTOR
                 shall operate the rig and ancillary equipment at ninety (90)
                 percent of manufacturer's rated operating specifications.
                 Contractor shall provide rig modifications (including
                 modifications to substructure) as necessary to accommodate
                 underbalanced drilling equipment, and one additional mud pump
                 independently powered and compatible with the existing
                 drilling rig equipment. The Drilling Tubulars (Drill Pipe,
                 Heavy Weight Drill Pipe, Collars, Cross-Overs, Stabilizers,
                 Subs, etc.) will be subject to Exhibit E, 'Tubular Standards'.
                 In special circumstances, at OPERATOR request, CONTRACTOR in
                 its sole discretion may operate the rig and ancillary
                 equipment at manufacturer's rated operating specifications.
                 CONTRACTOR shall maintain the rig and ancillary equipment in
                 good working order.





                                       3

                 The rig will maintain a current inspection certificate for all
                 major load bearing components. The inspection will be
                 performed by a third party inspection contractor.

                 OPERATOR shall notify CONTRACTOR of the location of the
                 initial well. CONTRACTOR shall mobilize the rig, the equipment
                 described herein, and its personnel to the location of the
                 initial well and shall make all necessary preparations for
                 spudding the initial well within approximately 25 days
                 following OPERATOR's notification of the location of the
                 initial well.

         4.3     DRILLING PROGRAM - Before any drilling begins on any well,
                 OPERATOR shall deliver the drilling program to CONTRACTOR
                 which Contractor shall give notice to Operator of its'
                 receipt. Contractor shall also certify in writing to Operator
                 that 'rigging-up' is satisfactorily completed. CONTRACTOR
                 shall use reasonable diligence to conduct all drilling
                 operations in conformance with OPERATOR's drilling program.
                 OPERATOR may modify the drilling program so long as any
                 modifications which materially increases CONTRACTOR's hazards
                 or costs of performance bears CONTRACTOR's approval and
                 provides for an appropriate rate increase as mutually agreed
                 by the parties. CONTRACTOR SHALL NOT BEGIN TO DISMANTLE ITS
                 RIG AND EQUIPMENT FOR DEMOBILIZATION UNTIL AUTHORIZED TO DO SO
                 BY OPERATOR IN WRITING.

                 4.3A     ABANDONMENT OF WELL: OPERATOR at any time may elect
                          to have a well abandoned. Upon notice of such
                          election, CONTRACTOR shall promptly remove from the
                          hole and lay down all recoverable casing and tubing
                          and plug and abandon the hole in accordance with the
                          program provided by OPERATOR in a manner satisfactory
                          to OPERATOR and in compliance with all government
                          rules and regulations including environmental laws
                          and permits (obtained by OPERATOR) and CONTRACTOR
                          shall also promptly remove in compliance with all
                          government rules and regulations all its equipment,
                          machinery, tools, supplies and materials furnished
                          and all its debris and refuse from the location
                          resulting from its activities under this agreement.

                 4.3B     COMPLETION OF WELL: OPERATOR may at any time elect to
                          have a well completed or recompleted, and in that
                          event, CONTRACTOR shall perform the work of
                          completing the well in accordance with the program
                          provided by OPERATOR in a manner and to the extent
                          desired by OPERATOR, including but not limited to the
                          running of liner and tubing, making permanent well
                          head connections and installing Christmas trees.





                                       4

         4.4     WELL CONTROL - CONTRACTOR shall maintain their provided well
                 control equipment in good operating condition at all times,
                 and shall in addition make such further checks as OPERATOR
                 shall direct and shall use reasonable means to control and
                 prevent fires, blowouts and other damage, to protect the hole
                 and to protect OPERATOR equipment.

         4.5     CUTTINGS AND CORES - When requested by OPERATOR, CONTRACTOR
                 shall save and identify the cuttings and cores free from
                 contamination and place them in separate containers furnished
                 by OPERATOR. Such cuttings and cores shall be made available
                 to a representative of OPERATOR at the site.

         4.6     MEASUREMENTS AND TESTS - Routinely and in addition whenever
                 requested by OPERATOR, CONTRACTOR shall measure and record the
                 total length of all in-hole tubulars in service with a steel
                 tape.

         4.7     SAFETY PRECAUTIONS - OPERATOR and CONTRACTOR shall take
                 measures to provide safe working conditions and shall comply
                 with safety procedures in effect as of the effective date of
                 this Contract regarding the maintenance and operation of
                 Contractors Equipment, delivered in writing by OPERATOR or
                 promulgated by applicable governmental agency, ministry or
                 authority and incorporated with this contract and without
                 limiting the generality of the foregoing, shall maintain
                 proper barriers, guard rails and other safety devices to
                 lessen hazards during the performance of work under this
                 Contract. Any safety equipment required by OPERATOR and
                 provided in addition to that listed in Exhibit 'B' shall be
                 for OPERATOR account.' CONTRACTOR shall not permit smoking,
                 hot work or any open flames at the wellsite (except in
                 OPERATOR designated areas). Smoking, hot work and open flames
                 will be controlled via permits issued by OPERATOR and may be
                 canceled or reinstated by OPERATOR due to site conditions.
                 CONTRACTOR shall equip the rig with vapor proof lights and
                 shall equip the drilling engines' exhaust with a water
                 injection device so as to reduce the hazard of fire.
                 CONTRACTOR shall install on each well worked on hereunder
                 blowout prevention devices of the type shown in Exhibit 'B'
                 and shall operate such devices at regular intervals.
                 Contractor is aware that use of underbalanced drilling
                 techniques are expected during the term of this contract. If
                 required, CONTRACTOR shall, within the capabilities of the
                 equipment and personnel required to be furnished by CONTRACTOR
                 hereunder, take precautions to prevent the well from igniting.
                 Notwithstanding the foregoing, should CONTRACTOR determine
                 that conditions exist that present an unreasonably dangerous
                 risk of injury or loss to persons or property, it may cease
                 operations until the cause of such unsafe condition has been
                 remedied. CONTRACTOR shall report to OPERATOR as soon as
                 practicable all accidents or occurrences resulting in injuries
                 to CONTRACTOR's employees or third parties or damage to the
                 property of CONTRACTOR, OPERATOR or any third parties arising
                 out of or in the course of the operations hereunder.





                                       5

         4.8     OPERATOR TAKING COMPLETE CONTROL OVER DRILLING OPERATIONS

                 4.8A     Should any well blow-out, ignite, or in any manner
                          get out of control, OPERATOR may assume complete
                          control and supervision of the work of bringing the
                          well under control or putting out the fire. Unless
                          and until OPERATOR so elects in writing to assume
                          such complete control, CONTRACTOR shall be in
                          complete control and supervision of the same.

                 4.8B     Should CONTRACTOR at any time fail to conduct its
                          operations in compliance with applicable laws, rules
                          and regulations, with skill and diligence, in
                          conformance with accepted oilfield practice and sound
                          engineering principles, and in accordance with the
                          terms of this Contract, then OPERATOR shall notify
                          CONTRACTOR in writing of the specific deficiency.
                          After having received such notice, CONTRACTOR shall
                          have five days in which to fulfill its contractual
                          responsibilities by taking measures to rectify the
                          deficiency. Should CONTRACTOR fail to correct the
                          deficiency, OPERATOR may assume control of the rig
                          and ancillary equipment and continue the drilling
                          operations on that well until CONTRACTOR remedied any
                          deficiencies.

                 4.8C     For all time during which OPERATOR is in control of
                          the drilling operations pursuant to Articles 4.8A or
                          4.8B. OPERATOR shall have full use of CONTRACTOR's
                          rig, equipment, machinery, facilities, material,
                          supplies and personnel at the location with
                          remuneration to CONTRACTOR at the Operating Day Rate,
                          Article 30.2, and all operations shall be conducted
                          at the sole risk of OPERATOR and CONTRACTOR's
                          indemnity obligations shall be suspended. CONTRACTOR
                          agrees to provide continuing insurance coverage for
                          the Contractor's Equipment, subject to insurers
                          approval, but OPERATOR will be solely responsible for
                          any damage not covered by insurance.

5.       PERSONNEL ASSIGNED TO THE OPERATIONS

         CONTRACTOR shall provide the personnel listed in Exhibit 'C' at its
         expense, Should CONTRACTOR provide additional personnel at OPERATOR
         request for brief periods, remuneration shall be at cost plus ten
         percent (10%). At OPERATOR's written notice, specifying the
         deficiency, CONTRACTOR shall withdraw from the operations any employee
         OPERATOR reasonably requests. CONTRACTOR shall pay any costs incurred
         in withdrawing and replacing the unsuitable individual. CONTRACTOR
         shall conduct all industrial relations matters in conformance with
         applicable laws and customs.





                                       6

6.       EQUIPMENT AND SUPPLIES FURNISHED BY THE PARTIES

         6.1     BY OPERATOR - At its expense, OPERATOR shall furnish the
                 equipment, machinery, tools, supplies, materials and services
                 listed in Exhibit 'D'.

         6.2     BY CONTRACTOR - At its expense, CONTRACTOR shall furnish the
                 equipment, machinery, drill strings, tools, supplies and
                 personnel as listed in Exhibits 'B', 'C', and 'D' (subject to
                 the requirements of Exhibit E). The parties deem these items
                 to be necessary items for the full performance of CONTRACTOR
                 duties.

         6.3     INSPECTION AND USE OF OPERATOR EQUIPMENT - Before using
                 OPERATOR furnished items, CONTRACTOR representative shall
                 visually inspect same with reasonable diligence and shall
                 advise OPERATOR of any apparent defect observed. All such
                 equipment, machinery, tools, and materials in CONTRACTOR's
                 possession shall remain OPERATOR's property and shall be
                 returned to OPERATOR at the end of operations in the same good
                 state of repair and operating conditions as when received,
                 subject to reasonable deterioration due to use. OPERATOR shall
                 not be entitled to any compensation for normal wear and tear
                 resulting from CONTRACTOR's use of such items. Liability for
                 damage to OPERATOR equipment is subject to Clause 15.

7.       TRAVEL OF PERSONNEL

         CONTRACTOR shall mobilize its personnel to the initial wellsite for
         the beginning of operations at no extra cost to OPERATOR, other than
         the mobilization fee. CONTRACTOR shall furnish transportation to each
         wellsite for all of CONTRACTOR's personnel in connection with initial
         personnel mobilization, crew changes and final personnel
         demobilization. CONTRACTOR shall demobilize its personnel from each
         wellsite at the end of operations at no extra cost to OPERATOR, other
         than the demobilization fee.

8.       TRANSPORT OF EQUIPMENT AND SUPPLIES

         CONTRACTOR shall prepare its rig and equipment and supplies for
         mobilization at the beginning of operations as consideration for
         OPERATOR's payment of the lump sum Mobilization Fee in Exhibit A. The
         same Mobilization Fee will also include in total the transportation of
         CONTRACTOR's rig and equipment to OPERATOR's wellsite, rigged up ready
         to spud the well to be drilled hereunder. The rig shall be ready to
         commence operations when CONTRACTOR has tested all necessary equipment
         and is ready to run in the hole with the initial tools. In the event
         OPERATOR is not ready to commence operations once CONTRACTOR is rigged
         up and ready, the Standby with Crews Rate provided in Article 30.5
         shall commence and continue from day to day





                                       7

         thereafter until such time as the OPERATOR has authorized the
         CONTRACTOR to commence drilling operations. The Moving Rate shall apply
         during all time after the rig is released from one drilling location
         to move and rig up on another location. During demobilization, the
         Demobilization Fee in Exhibit A will apply while CONTRACTOR'S
         equipment is being moved from OPERATOR's wellsite to CONTRACTOR's
         yard. CONTRACTOR shall furnish transportation for CONTRACTOR's
         operating supplies and materials from point of origin to the wellsite.
         OPERATOR shall furnish transportation for OPERATOR's operating
         supplies and materials to each wellsite and for Contractor's rig and
         equipment to the second and subsequent wellsites.

PART II: ADMINISTRATION OF THE CONTRACT

9.       IMPORT AND EXPORT OF DRILLING RIG, ANCILLARY EQUIPMENT, MATERIALS AND
         SUPPLIES

         CONTRACTOR's drilling rig, Rig 223, has been completely imported into
         Colombia and includes at least all of the equipment listed in Exhibit
         'B' and CONTRACTOR shall assume all fees, duties and taxes in
         connection therewith.  OPERATOR shall pay all import and export
         expense, including without limitation, fees, duties, taxes, port
         charges, storage charges and documentary taxes for other equipment
         required by OPERATOR not included in Exhibit 'B'. CONTRACTOR's
         obligation shall be limited to arranging for the transporting,
         importing and clearing of spare parts and supplies for CONTRACTOR's
         equipment to support its operations under this Contract.

         All costs incident to the transport, importation/exportation, and
         clearing of equipment, materials and supplies, which OPERATOR requests
         CONTRACTOR to provide, will be for OPERATOR account. Special
         amortized equipment such as the top drive unit, drilling tubulars and
         third mud pump, requested by operator, is the responsibility of
         Contractor

10.      RESPONSIBILITY AS TO RECORDS, REPORTS, INSPECTIONS, ETC.

         10.1    REPORTS AND INSPECTIONS - CONTRACTOR shall at all times permit
                 OPERATOR and its authorized employees and representatives to
                 inspect all work performed hereunder and to witness and check
                 all measurements and tests made in connection with said work.
                 CONTRACTOR shall keep an authentic and accurate history and
                 log of said wells, including all measurements required for
                 fishing operations with a record of all downhole equipment
                 which shall be open at all reasonable times to inspection by
                 OPERATOR and its authorized employees and representatives.
                 CONTRACTOR shall furnish each of OPERATOR's designated
                 representatives (pursuant to the Notice provision in Section
                 13) with a copy of the daily written I.A.D.C. drilling report
                 showing depths and work performed during the preceding
                 twenty-four (24) hours and any other information relative to
                 said well requested by OPERATOR.





                                       8

         10.2    CONFIDENTIALITY - Recognizing the confidential nature of the
                 work, CONTRACTOR shall not, without OPERATOR's prior written
                 consent, allow any third person access to the well, nor give
                 out to any third person any information concerning the well,
                 or give out to third persons, nor permit any third person to
                 examine, any samples from the well. Upon completion of the
                 work on the well, the original history and log book, as well
                 as any copies and all other data, records and reports (except
                 one copy of the daily drilling report) of any nature
                 pertaining to CONTRACTOR's operations, shall be delivered to
                 OPERATOR, it being understood that neither CONTRACTOR nor any
                 of its employees shall retain any records or data relative to
                 any well which has reference to geologic information. This
                 ability to maintain such confidentiality shall extend beyond
                 any termination of this contract for an additional period of
                 two years beyond the remaining term of that specific Harken de
                 Colombia, Ltd. Association Contract.

11.      INVOICING AND PAYING

         11.1    INVOICE PRESENTATION - CONTRACTOR shall prepare invoices at
                 the end of each calendar month and after the rig is released
                 from each well and after each rig move. The invoices shall be
                 stated in U.S.  Dollars. CONTRACTOR shall deliver the invoices
                 to OPERATOR's representative in Bogota, Colombia, with copy to
                 its Houston, Texas, office.

         11.2    CURRENCY AND TIME OF PAYMENT - OPERATOR shall pay invoices in
                 U.S. Dollars, provided that CONTRACTOR may request payment of
                 a portion of the invoices in local currency by so specifying
                 at the time of invoice presentation. The exchange rate for
                 local currency payments shall be the Tasa Representativa del
                 Mercado (TRM) effective on date of invoice. OPERATOR shall pay
                 CONTRACTOR the approved amount of invoices within thirty (30)
                 days of receipt of the invoices. OPERATOR shall deliver local
                 currency payments to CONTRACTOR's office in Colombia. If
                 OPERATOR fails to pay the undisputed portion of any invoice
                 within thirty days of receipt, interest shall accrue from the
                 thirty-first day at the prime rate in effect from time to time
                 at Citibank, plus two percent (2%) until payment is received,
                 but the rate of interest shall not exceed the maximum rate
                 permitted by applicable law.

         11.3    DISPUTED INVOICES - If OPERATOR disputes an item invoiced,
                 OPERATOR shall notify CONTRACTOR in writing of the item
                 disputed, specifying the reason and payment of the disputed
                 item shall be withheld until settlement of the dispute, but
                 PAYMENT SHALL BE MADE OF ANY UNDISPUTED PORTION. Payment of
                 any invoice shall not prejudice the right of OPERATOR to
                 question the correctness of any such invoice, provided that
                 within twenty-four (24) months of the date of any such invoice
                 OPERATOR shall make objection to any item or items thereof by
                 delivering CONTRACTOR written notice specifying the reasons
                 for its objection. Should OPERATOR within such a twenty-four
                 (24) month





                                       9

                 period so notify CONTRACTOR, adjustments shall be made between
                 the parties as the correctness of such item shall be
                 determined. Any invoice not objected to by OPERATOR within
                 such twenty-four month period shall be deemed final and not
                 subject to review. OPERATOR upon written notice to CONTRACTOR,
                 within the twenty-four (24) month period an invoice is
                 received shall have the right to audit CONTRACTOR's accounts
                 and records relating to operations hereunder.

         11.4    IVA - For purposes of invoicing IVA tax applicable to this
                 construction contract, according to Article 3 of Decree 1372
                 of August 20, 1992, the Contractor deems his service included
                 to be 10% of the value of this Contract.

12.      NOTICES AND DESIGNATION OF REPRESENTATIVES

         All notices given by OPERATOR to CONTRACTOR shall be sent by
         registered mail and telex or delivered to:

         If to OPERATOR:           HARKEN DE COLOMBIA, LTD.         
                                   Carrera 6, No.115-65 Oficina 514F
                                   Santafe de Bogota, Colombia      
                                   Attn: Alvaro Puerta              
                                   Ph: 57-1-214-3444                
                                   Fax: 57-7-619-2676               

         with copy to:             HARKEN INTERNATIONAL, LTD.
                                   2929 Briarpark, Suite 440 
                                   Houston, TX               
                                   Attn: Stephen C. Voss     
                                   Ph: 713-789-9595          
                                   Fax: 713-789-9701         

         If to CONTRACTOR:         PARKER DRILLING CO. INTERNATIONAL, LTD.
                                   Carrera 62 No.16-92                    
                                   Santafe de Bogota, Colombia            
                                   Attn: Mr. Greg Helmen                  
                                   Ph: 011-57-1-419-1767                  
                                   Fax: 011-57-1-261-2725                 

         with copy to:             PARKER DRILLING COMPANY
                                   8 East Third Street    
                                   Tulsa, Oklahoma 74103  
                                   Attn: Donald L. Goodson
                                   Ph: 918-631-1216       
                                   Fax: 918-631-1391      




                                       10

PART III: LIABILITIES OF THE PARTIES

13.      DEFINITIONS

         As used in this contract, 'OPERATOR's personnel' shall mean the
         employees, agents, personnel, invitees, etc. of OPERATOR and its
         contractors (excluding CONTRACTOR).

         'CONTRACTOR's personnel' shall mean the employees, agents, personnel,
         invitees, etc. of CONTRACTOR and its subcontractors.

14.      RESPONSIBILITY FOR LOSS OR DAMAGE TO CONTRACTOR ITEMS

         CONTRACTOR shall assume the entire risk of and be solely responsible
         for damage to or destruction or loss (by any means including blowout
         and fire) of equipment, machinery, tools, (including but not limited
         to CONTRACTOR's drill pipe, drill collars, subs, choke and kill lines,
         flexible hoses, hydraulic hoses supplies and materials furnished by
         CONTRACTOR in connection with the operations hereunder), except for
         losses or damages to equipment resulting from the following: (1) all
         occurrences when OPERATOR is in control of operations per Article 4.8;
         (2) loss in any transportation furnished by or for account of
         OPERATOR, (3) loss of or damage to equipment in the hole and (4) the
         sole or gross negligence or willful misconduct of OPERATOR's
         personnel. CONTRACTOR shall be responsible for equipment losses and
         damages arising under (3) above resulting from the sole or gross
         negligence or willful misconduct by CONTRACTOR's personnel.

         Reimbursement for equipment damaged in the hole, more than normal wear
         and tear, will be at actual cost of repair or replacement cost,
         including transportation to site, whichever is less. Replacement cost
         shall be based on the attached schedule of downhole tools. OPERATOR
         shall have the option to replace lost or damaged equipment in-kind;
         provided said replacement equipment is of a quality and condition
         acceptable to CONTRACTOR.





                                       11

         Reimbursement for loss or damage to CONTRACTOR's equipment, (1) when
         OPERATOR is in control of operations per Article 4.8; or (2) during
         transportation furnished by or for the account of OPERATOR; or (3) as
         a result of the sole or gross negligence of willful misconduct of
         OPERATOR'S personnel, will be at replacement cost on location without
         any deduction for depreciation; provided that OPERATOR's liability
         hereunder shall be reduced by the proceeds of insurance, if any,
         received by CONTRACTOR.

15.      RESPONSIBILITY FOR LOSS OR DAMAGE TO OPERATOR ITEMS

         OPERATOR shall assume liability at all times for damage to or loss or
         destruction of OPERATOR furnished items regardless of how, when or
         where such damage, loss or destruction occurs and CONTRACTOR shall be
         under no liability to reimburse OPERATOR for such damage, loss or
         destruction except in the case where such damage, loss or destruction
         results from the sole or gross negligence or willful misconduct by
         CONTRACTOR's personnel.

16.      RECIPROCAL INDEMNITIES

         (A)     CONTRACTOR agrees to indemnify and hold harmless OPERATOR from
                 and against any and all claims, costs, liabilities, or
                 expenses for death of, or injury to CONTRACTOR's personnel or
                 loss of or damage to property of CONTRACTOR's personnel,
                 except such death, injury, property loss or property damage as
                 may result from the sole or gross negligence or willful
                 misconduct of OPERATOR's personnel.

         (B      OPERATOR agrees to indemnify and hold harmless CONTRACTOR from
                 and against any and all claims, costs, liabilities, or
                 expenses for death of, or injury to OPERATOR's personnel or
                 loss of or damage to property of OPERATOR's personnel, except
                 such death, injury, property loss or property damage as may
                 result from the sole or gross negligence or willful
                 misconduct of CONTRACTOR's personnel. Irrespective of the
                 insurance coverage provided by CONTRACTOR, OPERATOR's status
                 as an additional insured shall not be applicable except to the
                 extent CONTRACTOR has specifically assumed liability for such
                 loss or damage under this Contract.

         (C)     Neither party shall be liable to the other for special,
                 indirect or consequential damages resulting from or arising
                 out of this Contract, including without limitation, loss of
                 profit or business interruptions, however caused.





                                       12

         (D)     For the purposes of the indemnities OPERATOR's personnel shall
                 be deemed to include its other contractors and CONTRACTOR's
                 personnel shall be deemed to include its subcontractors.

17.      RESPONSIBILITY FOR THE CONDITION OF THE HOLE

         OPERATOR shall be responsible for the condition of the hole and shall
         defend, indemnify and hold CONTRACTOR harmless from and against any
         claims arising from damage to or loss of the hole resulting from any
         of the hazards of drilling or completion operations, including the
         cost of regaining control of the hole except if such loss was due to
         the sole or gross negligence or willful misconduct of CONTRACTOR or
         its personnel. If the hole is lost due to the sole or gross negligence
         or willful misconduct of CONTRACTOR or its personnel, CONTRACTOR shall
         redrill the hole or drill a new hole, to the depth at which the hole
         was lost, at the negligence remedial rate, as OPERATOR's sole and
         exclusive remedy. During any such period of remedial drilling, the
         parties shall continue their respective responsibilities under this
         Contract, including without limitation, those responsibilities
         concerning furnishing of supplies and materials.

18.      RISK OF DAMAGE TO OR LOSS OF UNDER-GROUND MINERAL DEPOSITS

         OPERATOR assumes the entire risk of damage to or loss or destruction
         of underground mineral deposits, reservoirs, or pools, and from any
         loss of oil and gas resulting from operations under this Contract if
         at the time of the act or omission causing such damage, loss or
         destruction, the oil or gas had not been reduced to physical
         possession above the surface of the earth. OPERATOR shall hold
         CONTRACTOR harmless against any such damage to the mineral deposits,
         reservoirs, or pools, and from any loss of oil and gas resulting from
         operations under this Contract regardless of the cause of such loss or
         damage, including the negligence, sole, gross or otherwise of any
         party, if. at the time of the act or omission causing such damage,
         loss or destruction, the oil or gas had not been reduced to physical
         possession above the surface of the earth.

19.      RESPONSIBILITY FOR INSURANCE

         CONTRACTOR shall at all times during the term of this agreement
         purchase or provide insurance coverage in amounts no less than the
         amounts provided in this Article 19. The insurance companies will be
         reasonably acceptable to OPERATOR and CONTRACTOR shall provide
         OPERATOR certificates evidencing the coverage. CONTRACTOR agrees that
         all policies required shall include an endorsement waiving the rights
         of subrogation against OPERATOR for liabilities specifically assumed
         by CONTRACTOR under this Contract. OPERATOR will be named an
         additional insured under CONTRACTOR's General Liability and
         Automobile Liability policies to the extent of the liabilities
         specifically assumed by CONTRACTOR under the terms of this Contract.
         Such policies shall provide for thirty (30) days notice





                                       13

         in writing to OPERATOR in the event of cancellation or material change
         in coverage. In the event subcontractors are used, CONTRACTOR will
         require such subcontractors to maintain Worker's Compensation and
         General Liability Insurance commensurate with the work being
         subcontracted. Any claim against Workers Compensation or Liability
         Insurance shall be defended or discharged by CONTRACTOR. The insurance
         coverage's are:

         Worker's Compensation Insurance sufficient to comply with the laws of
         the State of Texas to cover expatriate employees. CONTRACTOR shall
         further comply with the laws of Colombia related to employment and
         labor including any Worker's Compensation and Worker's Insurance or
         other similar requirements regarding National employees, and shall
         carry Employers Liability Insurance with limits of U.S. $300,000 for
         injury to or death of each person and U.S. $1,000,000 for injuries to
         or death of more than one person by reason of each occurrence;

         Comprehensive General Liability Insurance with limits of U.S. $300,000
         for injury to or death of one person, U.S. $1,000,000 for injury to or
         death of more than one person by reason of each occurrence and
         property damage coverage for loss of or damage to the property of
         third persons in the amount of U.S. $1,000,000 for any occurrence;

         Comprehensive Automobile Liability Insurance with limits of U.S.
         $250,000 per person with a limit of U.S. $1,000,000 each occurrence
         and U.S. $1,000,000 property damage each occurrence;

         Rig Casualty Insurance sufficient to protect CONTRACTOR against loss
         or damage to the drilling equipment specified in Exhibit 'B' to be
         supplied by CONTRACTOR. Such Rig Casualty Insurance shall provide for
         a waiver of subrogation as to OPERATOR, limited to the extent of the
         specific liabilities assumed by CONTRACTOR in this Contract.

         Excess Liabilities coverage in an amount of U.S. $5,000,000.

         CONTRACTOR shall obtain any other coverage required by the laws of the
         Colombia.

20.      FORCE MAJEURE

         Except for obligations for the payment of money, neither party shall
         be liable for loss or damage arising out of any delay or failure of
         performance caused by circumstances beyond its' control, including but
         not limited to earthquake, flood, hurricane, blowout, cratering, acts
         of God or public enemies, war, national emergency, invasion,
         insurrection, riots, strikes, picketing, boycott, interruption of
         services rendered by any public utility or interference by any
         governmental agency or official (whether legal or illegal). Nor shall
         any delay or failure of performance due to any of said causes be
         deemed a breach of or a default in the performance of this Contract.
         The party prevented from performing for any





                                       14

         such cause shall promptly notify the other and shall do all things
         reasonably possible to remove such cause and shall resume performance
         hereunder as soon as such cause is removed. Should any act of force
         majeure causing the suspension of operations hereunder continue for a
         period of thirty (30) days or more, OPERATOR shall have the right to
         terminate this agreement by giving CONTRACTOR five (5) days prior
         notice of its intention to do so, subject to payment in accordance
         with Articles 30.4 and 30.3 and 30.11.

21.      POLLUTION OR CONTAMINATION

         OPERATOR shall assume all liability for and defend, indemnify, hold
         CONTRACTOR harmless from any loss or damage arising from pollution or
         contamination except if caused by Contractor's gross negligence or
         willful misconduct, including but not limited to that which may result
         from (1) blowout, fire, cratering, seepage, or any other uncontrolled
         flow of oil, gas or water during the conduct of operations hereunder
         and (2) the use or disposition of oil emulsion, oil base or chemically
         treated drilling fluids, well cuttings, and cavings, lost circulation
         and fishing operations, recovery of materials and fluids, as well as
         the furnishing of transportation for and disposition of such materials
         when required. CONTRACTOR shall assume liability for surface spills of
         pipe dope, greases, solvents, or other similar surface materials under
         its control.

PART IV: LAW OF THE CONTRACT

22.      ASSIGNMENT OF CONTRACT

         Neither party may assign this Contract or any of its rights under this
         Contract nor delegate any of its obligations other than to a wholly
         owned subsidiary, affiliate corporation or joint venturer, without the
         prior written consent of the other party, which shall not be
         unreasonably withheld. The parties agree to respond to such notice
         within fifteen (15) days.

23.      EXHIBITS AS PART OF CONTRACT

         Exhibits 'A', 'B', 'C', 'D' and 'E' (including Attachment 'A') are
         attached hereto and shall be considered to be part of this agreement
         to the same extent as if incorporated in the body hereof. For better
         identification, such exhibits shall be initialed by both parties.

24.      RELATIONSHIP OF PARTIES

         The work shall be performed by CONTRACTOR as an independent contractor
         and CONTRACTOR's employees shall at all times be under the direction
         and control of CONTRACTOR. CONTRACTOR will receive directions from
         OPERATOR as to the end results to be accomplished, and CONTRACTOR
         shall be responsible for directing its employees as to the manner and
         means of accomplishing the work to be performed by CONTRACTOR pursuant
         to good





                                       15

         and workman's practices. Compliance by CONTRACTOR, or its employees,
         with engineering directions, safety practices, maintenance
         instructions or change of orders issued by OPERATOR shall not affect
         CONTRACTOR's status as an independent contractor and shall not relieve
         CONTRACTOR of the obligations assumed by him under this Contract.

25.      GOVERNING LAW

         This agreement and interpretation hereof shall be governed by the laws
         of the State of Texas, exclusive of the choice of law rules thereof,
         as if therein to be wholly performed.

26.      PRIOR AGREEMENTS

         No prior stipulations, agreements or understanding by the parties or
         any of their representatives shall be valid or enforceable unless
         embodied in this Contract or covered by its provisions or added by
         separate letter executed by both parties or their agents.

27.      WAIVER

         The waiver of or failure to require the performance of any covenant or
         obligation contained in this Contract shall not be deemed to
         constitute a waiver of a similar later breach.

28.      PATENTS AND RIGHTS

         OPERATOR shall not be liable or responsible for any damages or claims
         of any kind arising out of real or alleged patent infringements,
         design trademark or name or other protected rights which arise out of
         or are caused by or are attributed, directly or indirectly, to any
         work carried out and/or any equipment used by CONTRACTOR or its
         subcontractors and CONTRACTOR shall indemnify, save and hold harmless
         OPERATOR, its officers, employees, agents and servants from and
         against such damages and claims. CONTRACTOR shall not be liable or
         responsible for any damages or claims of any kind arising out of real
         and alleged patent infringements, design trademark or name or other
         protected rights which arise out of or are caused by or are attributed
         to, directly or indirectly, any work carried out and/or any equipment,
         except the equipment of CONTRACTOR and its subcontractors, used by
         OPERATOR and OPERATOR shall indemnify, save and hold harmless
         CONTRACTOR, its officers, employees, agents and servants from and
         against such damages and claims.

29.      CONTRACTOR'S OBLIGATION TO COMPLY WITH LAWS

         CONTRACTOR agrees to comply with all permits, concessions and
         clearances (and with all applicable laws and regulations in effect on
         the effective date of this Contract) that govern the performance of
         CONTRACTOR's obligations





                                       16

         under this Contract by CONTRACTOR. CONTRACTOR shall indemnify OPERATOR
         against any and all liabilities, damages, claims, fines, penalties and
         expense of whatsoever nature resulting from CONTRACTOR's failure to
         comply with this provision. CONTRACTOR represents that it is qualified
         to do business and is established on a proper legal basis to perform
         services for OPERATOR in Colombia.

PART V: COMPENSATION TO CONTRACTOR

         RATES OF COMPENSATION - Except as specified to the contrary herein,
         the rates specified under this Clause 30 shall not accrue until the
         Commencement Date.

         CONTRACTOR shall perform drilling operations and fulfill its
         obligations according to this Contract. OPERATOR shall pay CONTRACTOR
         as full compensation for the work performed and material, equipment
         and supplies furnished as follows:

         30.1    Mobilization Fee - Initial wellsite will be determined prior
                 to Mobilization Fee being quoted by CONTRACTOR and approved by
                 OPERATOR. OPERATOR shall pay CONTRACTOR in a lump sum the
                 amount set forth as Exhibit 'A', Item 1, for CONTRACTOR
                 mobilizing its personnel which are located at Bogota and its
                 rig and ancillary equipment and materials and supplies from
                 last wellsite to Operator's wellsite. OPERATOR shall pay this
                 amount within thirty days of receiving CONTRACTOR's invoice
                 bearing the date of departure of the rig from last wellsite.

         30.2    Operating Day Rate - This rate is set forth as Exhibit 'A',
                 Item 2. Unless superseded by another rate, beginning on the
                 day CONTRACTOR is ready to spud the first well (the
                 'Commencement Date') and continuing all the time until the rig
                 is released in preparation for rigging down to move and
                 including but not limited to time spent reaming, coring,
                 fishing, drill stem testing, picking up drill pipe, tripping,
                 circulating and conditioning mud, running and cementing
                 casing, waiting on cement, logging, waiting on orders,
                 nippling up, running tubing, testing and completing a well or
                 swabbing, OPERATOR shall pay CONTRACTOR the Operating Day
                 Rate.

         30.3    Moving Rate - This rate is set forth as Exhibit 'A', Item 3.
                 This rate shall apply during rigging up operations, during
                 dismantling operations and for all time spent moving the rig
                 from one wellsite to another wellsite. Operator and Contractor
                 shall, within 24 hours or earlier of rig release from
                 Operator's wellsite, mutually agree to a single lump sum
                 mobilization fee to transport all of Contractor's rig and
                 equipment to Operator's next wellsite. If mutual agreement on 
                 a lump sum fee





                                       17

                 cannot be reached then Contractor's equipment will be moved 
                 using Operator furnished transportation and Contractor shall 
                 invoice Operator for all mobilization days at the Moving Rate
                 specified in Exhibit 'A'.

         30.4    Standby With Crews Rate - This rate is set forth in Exhibit
                 'A', Item 4. Except for the situation set forth in Article
                 30.6, whenever the rig is shut down at OPERATOR's request, the
                 rig shall be considered to be standing by with crews. The
                 Operating Day Rate shall be payable for the first 24 hours
                 after Operator's request and thereafter the Standby With Crews
                 Rate shall be payable until the standby with crews status
                 ends.

         30.5    Standby Without Crews Rate - This rate is set forth as Exhibit
                 'A', Item 5. Whenever in OPERATOR'S sole judgment the
                 estimated period of OPERATOR requested rig shut down is long
                 enough to warrant demobilization of personnel, cessation of
                 camp operations or other cost reductions, OPERATOR may place
                 the rig on the Standby Without Crews Rate upon, five days
                 written notice to CONTRACTOR. OPERATOR shall reimburse
                 CONTRACTOR in demobilizing CONTRACTOR's personnel from point
                 of origin and remobilizing them in connection with a period of
                 Standby Without Crews status at cost plus ten percent (10%).
                 Further reductions in this rate can be made by reducing the
                 drilling staff at the request of Operator to watchmen levels
                 only.

         30.6    Mechanical Breakdown Rate - This rate is set forth at Exhibit
                 'A', Item 6 and is calculated as follows: if there is a work
                 stoppage due to mechanical failure not primarily caused by the
                 negligence of CONTRACTOR's personnel, payment shall be at the
                 full Operating Day Rate for any such stoppage up to
                 twenty-four hours per occurrence. Thereafter, CONTRACTOR shall
                 be entitled to receive a rate equal to sixty-five percent
                 (65%) of the Operating Day Rate until the breakdown is
                 repaired.

         30.7    Negligence Remedial Rate

                 30.7.1   This rate is set forth at Exhibit 'A', Item 7 and is
                          calculated as follows: If there is a work stoppage as
                          a primary result of the negligence of CONTRACTOR's
                          personnel, OPERATOR shall pay the Operating Day Rate
                          for any such stoppage up to twenty-four hours.
                          Thereafter, the rate shall be eighty percent (80%) of
                          the Operating Day Rate until the breakdown is
                          repaired or for ten days whichever first occurs. If a
                          breakdown under this Article 30.7.1 continues for
                          more than ten days, CONTRACTOR shall earn zero rate
                          beginning with the eleventh day until the breakdown
                          is repaired.





                                       18

                 30.7.2   Time Negligence Remedial Rate shall also be payable
                          for all time, without limitation, spent performing
                          remedial operations as provided in Article 17.

         30.8    Force Majeure Rate - This rate is set forth at Exhibit 'A',
                 Item 8 and is calculated as sixty-five percent (65%) of the
                 Operating Day Rate. The Force Majeure Rate shall be payable
                 whenever a condition of force majeure exists as described in
                 Article 20.

         30.9    Demobilization Fee - OPERATOR shall pay CONTRACTOR in a lump
                 sum the amount set forth as Exhibit 'A', Item 10 as a
                 demobilization fee within thirty days of receiving
                 CONTRACTOR's invoice bearing the date the rig, ancillary
                 equipment and supplies departs OPERATOR's last wellsite. If
                 Contractor has received another contract for this rig, to
                 commence with release of this rig from Operators last well,
                 then the demobilization will be reduced by the following:


                                                        
                          Well         800 kms distant:       0 discount
                          Well         600 kms distant:       35% discount
                          Well         400 kms distant:       70% discount
                          Well         200 kms distant:       100% discount


         30.10   Application of Rates - The rates set forth in this Article 30
                 apply for a full 24-hour day and shall be prorated when two or
                 more rates apply to parts of a single 24-hour day. Only one
                 rate or fee shall be payable at any one time. During rigging
                 up, dismantling and well to well movement operations, the full
                 daily rate shall be payable even if operations are conducted
                 only during the daylight portion of the day.

         30.11   Early Termination Fee - In the event this Contract is
                 terminated by OPERATOR prior to the one year initial term,
                 CONTRACTOR will receive, in addition to the compensation
                 provided in Section 3.2.2, the Early Termination Fee. The
                 number of days used in calculating the Early Termination Fee
                 shall be the lesser of (1) the number of days remaining in the
                 initial term of this Contract, or (2) 90 days. (The actual
                 number of days constituting this period in any situation shall
                 be referred to as the 'Termination Period.')

                 In the event the OPERATOR elects early termination and the
                 CONTRACTOR acquires other work for the Rig during the
                 Termination Period, then OPERATOR shall be entitled to receive
                 a refund from CONTRACTOR of the daily Standby Without Crew
                 Rate for each day the Rig earns a dayrate under contract to a
                 third party.

                 The Early Termination Fee should not be applicable to any
                 subsequent period(s) to which the Contract has been extended
                 beyond the Initial Term of this Contract.





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31.      REIMBURSABLE ITEMS

         31.1    Materials, Services and Personnel-If OPERATOR requests
                 CONTRACTOR to provide materials, services or personnel in
                 addition to those specified in this Contract. OPERATOR shall
                 reimburse CONTRACTOR for such materials and services as are
                 actually furnished at CONTRACTOR cost plus ten percent (10%).
                 If any additional personnel are furnished by CONTRACTOR on a
                 short term basis, OPERATOR shall reimburse CONTRACTOR at cost
                 plus ten percent (10%).

         31.2    Oil-Based Drilling Fluid Incentives - For each day of the
                 Contract term during which oil base drilling fluid is in use,
                 OPERATOR shall reimburse CONTRACTOR at the rate of U.S. $10.00
                 per person for incentive payments to those expatriate
                 personnel and U.S.$4.00 per person for incentive payments to
                 those national personnel assigned to the operation who are
                 actually on a rig tour on a day when oil base drilling fluid
                 is in use. CONTRACTOR shall invoice OPERATOR separately for
                 this reimbursement each month and shall support the invoice
                 with a schedule of incentive payments made.

32.      DAILY RATE INCREASES

         The rates established in the Contract are based on current costs as of
         the date of this contract. If after the execution of this agreement,
         CONTRACTOR shall demonstrate to the reasonable satisfaction of
         OPERATOR that an increase has occurred in any component of
         CONTRACTOR's costs that increases said costs in excess of 5%,
         including increases in costs as a result of new laws or new
         interpretations of existing laws, the daily rate shall be
         appropriately adjusted in an amount equal to such cost changes. Daily
         Rate increases under this Clause shall not exceed 10% of the Operating
         Day Rate during any 12 month period.

33.      SIGNATURES OF THE PARTIES

         IN WITNESS OF THE COVENANTS AND CONDITIONS OF THE FOREGOING
         THIRTY-THREE ARTICLES OF THIS CONTRACT AND THE EXHIBITS HERETO, the
         parties execute two (2) copies of this Contract, one of which shall
         be retained by OPERATOR and one of which shall be retained by
         CONTRACTOR.

         OPERATOR                       CONTRACTOR

HARKEN COLOMBIA, LTD.                   PARKER DRILLING.COMPANY
                                        INTERNATIONAL LTD.

By: /s/ STEVEN C. VOSS                  By: /s/ DONALD L. GOODSON
   ------------------------------          --------------------------------
Title: Director                         Title: Vice President
      ---------------------------             -----------------------------
Date: July 22, 1997                     Date: July 21, 1997
     ----------------------------            ------------------------------




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                                   EXHIBIT A
                    PARKER DRILLING COMPANY, INC. - RIG 223
                                RATES OF PAYMENT
                            HARKEN DE COLOMBIA, LTD.


----------------------------------------------------------------------------------------------------
ITEM                           DESCRIPTION                                     FEE OR RATE IN U.S. $
----------------------------------------------------------------------------------------------------
                                                                               
1        Mobilization Fee                                                            350,000.00
----------------------------------------------------------------------------------------------------
2.       Operating Day Rate with three mud pumps available.                           13,500.00
----------------------------------------------------------------------------------------------------
3.       Moving Rate                                                                  12,150.00
----------------------------------------------------------------------------------------------------
4.       Standby with Crews Rate
                 After 24 hours                                                       12,150.00
----------------------------------------------------------------------------------------------------
5.       Standby without Crews Rate                                                    8,775.00
----------------------------------------------------------------------------------------------------
6.       Mechanical Breakdown Rate
                 1st 24 hrs. per occurrence                                           13,500.00
                 After 24 hrs. per occurrence                                          8,775.00
----------------------------------------------------------------------------------------------------
7.       Negligence Remedial Rate
                 1st 24 hrs.                                                          13,500.00
                 After 24 hrs. thru 10 days                                           10,800.00
                 After 10 days                                                             0.00
----------------------------------------------------------------------------------------------------
8.       Force Majeure Rate                                                            8,775.00
----------------------------------------------------------------------------------------------------
9.       Early Term Fee                                                                1,000.00
----------------------------------------------------------------------------------------------------
10.      Demobilization Fee                                                          250,000.00
----------------------------------------------------------------------------------------------------






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