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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


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                                    FORM 8-K


                                 CURRENT REPORT


                        PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                 DATE OF EARLIEST EVENT REPORTED: July 26, 2004



                              ATWOOD OCEANICS, INC.
             (Exact name of registrant as specified in its charter)



                         COMMISSION FILE NUMBER 1-13167


        Internal Revenue Service - Employer Identification No. 74-1611874


                15835 Park Ten Place Drive, Houston, Texas, 77084
                                 (281) 749-7800

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ITEM 5.    OTHER EVENTS

     On July 26,  2004,  the  Company  announced  that the ATWOOD  BEACON  while
positioning  for its  next  well in  Indonesia  incurred  unexpected  rapid  leg
penetration  on two of its legs.  All personnel have been evacuated from the rig
with no injuries  and there were no  environmental  consequences.  A copy of the
press  release  announcing  the damage to the rig is filed with this Form 8-K as
Exhibit 99.1 and is incorporated herein by reference.

ITEM 7.  EXHIBITS

EXHIBIT NO.                     DESCRIPTION
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99.1     Press Release dated July 26, 2004





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.


                                              ATWOOD OCEANICS, INC.
                                              (Registrant)



                                              /s/ James M. Holland
                                              James M. Holland
                                              Senior Vice President

                                              DATE: July 26, 2004






                                  EXHIBIT INDEX


EXHIBIT NO.                  DESCRIPTION
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99.1      Press Release dated July 26, 2004






                                                                  EXHIBIT 99.1

Houston, Texas
26 July 2004


FOR IMMEDIATE RELEASE

     Atwood Oceanics (Houston-based International Offshore Drilling Contractor -
NYSE:  ATW)  today  announced  that on July 25,  2004 the  ATWOOD  BEACON  while
positioning for its next well offshore Indonesia  incurred  unexpected rapid leg
penetration  on two of its legs.  All personnel have been evacuated from the rig
with no  injuries  and  there  were no  environmental  consequences.  The rig is
currently stable and, following inspection on-site, the rig will be removed from
the  location  and is  expected  to be  towed to a  shipyard  in  Singapore  for
inspections and repairs. While some damage to the derrick and legs has occurred,
the extent of damage to the rig is not known at this time.

     The Company has insurance to cover the cost of repairs to the rig in excess
of a $1 million  deductible and has Loss of Hire  Insurance  coverage of $70,000
per day for 180 days, which commences after a 30-day waiting period.

     Statements  contained  in this  release  with  respect  to the  future  are
forward-looking  statements.  These statements reflect  management's  reasonable
judgment with respect to future events. Forward-looking statements involve risks
and uncertainties. Actual results could differ materially from those anticipated
as a result of various  factors;  the  Company's  dependence  on the oil and gas
industry;  the risks  involved in upgrade to the  Company's  rigs;  competition;
operating  risks;  risks involved in foreign  operations;  risks associated with
possible   disruptions  in  operations  due  to  terrorism;   and   governmental
regulations and environmental  matters. A list of additional risk factors can be
found in the Company's  Annual Report on Form 10-K for the year ended  September
30, 2003, filed with the Securities and Exchange Commission.






                                                          Contact:  Jim Holland
                                                                 (281) 749-7804