EXHIBIT NO. 3.3

                               State of Delaware
                       OFFICE OF THE SECRETARY OF STATE
                       ________________________________


     I, EDWARD J. FREEL, SECRETARY OF STATE  OF THE STATE OF DELAWARE, DO

HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE

OF  AMENDMENT  OF  "ENERGY SERVICE COMPANY, INC.," CHANGING ITS NAME FROM

"ENERGY  SERVICE  COMPANY,  INC." TO  "ENSCO INTERNATIONAL INCORPORATED",  

FILED IN THIS OFFICE ON THE TWENTY-THIRD DAY OF MAY, A. D. 1995,  AT 4:30 

O'CLOCK P.M.

     A CERTIFIED COPY  OF THIS CERTIFICATE  HAS BEEN FORWARDED TO THE NEW

CASTLE COUNTY RECORDER OF DEEDS FOR RECORDING.






[ S E A L ]


                                  /s/ EDWARD J. FREEL, SECRETARY OF STATE
                                  ---------------------------------------
                                      Edward J. Freel, Secretary of State


2134970  8100                     AUTHENTICATION:     7515069

950114310                                   DATE:     05-23-95










                          CERTIFICATE OF AMENDMENT

                                     OF

                    RESTATED CERTIFICATE OF INCORPORATION


     Energy  Service  Company, Inc., a  corporation  organized  and existing
under and by virtue of the General Corporation Law of the State of Delaware,
DOES HEREBY CERTIFY:

     FIRST:   That at a meeting of the Board of Directors  of Energy Service
Company, Inc. resolutions were duly  adopted setting forth a proposed amend-
ment  to  the  Restated  Certificate  of  Incorporation of said corporation,
declaring  said  amendment  to  be  advisable  and  calling a meeting of the 
stockholders of said corporation for  consideration thereof.  The resolution
setting forth the proposed amendment is as follows:

          RESOLVED, that the Restated Certificate of Incorporation
          of this corporation  be amended by  changing ARTICLE ONE
          thereof so  that, as amended, said  Article shall be and
          read as follows:

                  "The name of the corporation is ENSCO
                   International Incorporated."

     SECOND:    That  thereafter,  pursuant  to  resolution  of its Board of
Directors, an annual  meeting of the  stockholders  of said  corporation was
duly called  and held,  upon  notice  in  accordance with Section 222 of the
General Corporation Law of the  State  of  Delaware  at  which  meeting  the
necessary number of shares  as required  by statute  were  voted in favor of
the amendment.

    THIRD:   That said amendment  was duly  adopted in  accordance with  the
provisions  of  Section  242  of the General Corporation Law of the State of
Delaware.

     FOURTH:  That this Certificate of Amendment of the Restated Certificate
of Incorporation shall be effective on May 24, 1995.

     IN WITNESS WHEREOF, said  Energy  Service Company, Inc. has caused this
certificate to be signed by Carl F. Thorne,  its Chairman and CEO, this 23rd
day of May, 1995.


                                         By:  /s/ CARL F. THORNE
                                              --------------------------
                                      Title:      CEO
                                              --------------------------