Exhibit 24.1

                                POWER OF ATTORNEY

         The undersigned directors of Oil States International, Inc. (the
"Company") do hereby constitute and appoint Douglas E. Swanson and Cindy B.
Taylor, and each of them, with full power of substitution, our true and lawful
attorneys-in-fact and agents to do any and all acts and things in our name and
behalf in our capacities as directors, and to execute any and all instruments
for us and in our names in such capacities indicated below which such person may
deem necessary or advisable to enable the Company to comply with the Securities
Exchange Act of 1934, as amended and any rules, regulations and requirements of
the Securities and Exchange Commission, in connection with the Company's annual
report on Form 10-K for the year ended December 31, 2003, including
specifically, but not limited to, power and authority to sign for us, or any of
us, in our capacities indicated below and any and all amendments thereto; and we
do herby ratify and confirm all that such person or persons shall do or cause to
be done by virtue hereof.

         IN WITNESS WHEREOF, each of the undersigned have executed this Power of
Attorney as of the dates set forth beside their respective names below.



             SIGNATURE                        TITLE                DATE
             ---------                        -----                ----
                                                         
/s/ L.E. Simmons                       Chairman of the Board   March 5, 2004
- ------------------------------------
          L.E. Simmons

/s/ Martin Lambert                           Director          March 5, 2004
- ------------------------------------
        Martin Lambert

/s/ Mark G. Papa                             Director          March 5, 2004
- ------------------------------------
        Mark G. Papa

/s/ Gary L. Rosenthal                        Director          March 5, 2004
- ------------------------------------
       Gary L. Rosenthal

/s/ Andrew L. Waite                          Director          March 5, 2004
- ------------------------------------
         Andrew L. Waite

/s/ Stephen A. Wells                         Director          March 5, 2004
- ------------------------------------
        Stephen A. Wells


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