SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 21, 2003
ROWAN COMPANIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF INCORPORATION)
1-5491 75-0759420
(COMMISSION FILE NUMBER ) (IRS EMPLOYER IDENTIFICATION NO.)
2800 POST OAK BOULEVARD
SUITE 5450
HOUSTON, TEXAS 77056-6127
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE, INCLUDING ZIP CODE)
(713) 621-7800
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Item 5. Other Events
Rowan Companies, Inc. (the "Company"), has appointed Computershare Trust
Co, Inc., as successor rights agent to replace the existing Rights Agent,
Citibank, N.A., under the Amended and Restated Rights Agreement dated January
24, 2002 (the "Rights Agreement"). The Company has amended the Rights Agreement
to reflect this replacement.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Exhibit Description
------ -------------------
4.1 Restated First Amendment dated March 17, 2003 to
the Amended and Restated Rights Agreement dated
January 24, 2002, between the Company and
Computershare Trust Co., Inc., as Rights Agent,
incorporated by reference to Exhibit 4.2 to the
Company's Form 8-A/A dated March 21, 2003 (File
No. 1-5491).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ROWAN COMPANIES, INC.
By: /s/ E. E. Thiele
----------------------------------------------
E. E. Thiele,
Senior Vice President - Administration and
Finance and Principal Financial Officer
Dated: March 21, 2003
INDEX TO EXHIBITS
EXHIBIT DESCRIPTION
Exhibit
Number Exhibit Description
------ -------------------
4.1 Restated First Amendment dated March 17, 2003 to the
Amended and Restated Rights Agreement dated January
24, 2002, between the Company and Computershare Trust
Co., Inc., as Rights Agent, incorporated by reference
to Exhibit 4.2 to the Company's Form 8-A/A dated
March 21, 2003 (File No. 1-5491).