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                                  UNITED STATES

                       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 EARLIEST EVENT REPORTED: March 2, 2005


                              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
                                  ------------

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[  ] Written communications pursuant to Rule 425 under the Securities Act 
        (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act 
        (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the 
        Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the 
        Exchange Act (17 CFR 240.13e-4(c))

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ITEM 7.01    REGULATION FD DISCLOSURE

     The ATWOOD FALCON is expected to complete its current  drilling program for
Sarawak Shell Berhad ("Shell") by mid-March 2005. Immediately upon completion of
the  Shell  contract,  the rig will be moved  to  Japan to  commence  a two well
program for Japan Energy  Development  Co., Ltd. The drilling of these two wells
could take until September 2005 to complete. The dayrate for the Japan work will
be $88,300 for all wells drilled,  with a mobilization and demobilization fee of
approximately $1.9 million, respectively.

     The ATWOOD EAGLE has  commenced  working  under its  drilling  contract for
Woodside Energy, Ltd.  ("Woodside") which includes the drilling of four (4) firm
wells  with  options  to drill  three  (3)  additional  wells  off the  coast of
Australia. Upon completion of the Woodside drilling program, the rig will return
to work for BHP  Billiton  Petroleum  ("BHP") to drill one (1) firm well with an
option to drill one (1) additional well. If all of the option wells are drilled,
the combined  drilling programs could extend into November 2005. The dayrate for
the Woodside  work ranges from $89,000 to $109,000  depending on water depths of
wells drilled. The dayrate for the BHP work is approximately $150,000.

     The ATWOOD HUNTER  continues to work under its sixteen (16) wells  drilling
program for Burullus Gas Co. ("Burullus").  This drilling program is expected to
take until  September  2005 to  complete.  Immediately  upon  completion  of the
current drilling  program,  the rig will commence an estimated 30 days equipment
upgrade to enable the rig to have the capability of drilling high pressure wells
(15,000 P.S.I.).  Upon completion of the upgrade, the rig will commence drilling
two (2) firm wells for  Burullus  off the coast of Egypt,  which is estimated to
take 270 days to  complete.  The  current  dayrate is  $62,400  which will apply
during the 30-day  upgrade plus Burullus will pay a lump sum fee of $1.5 million
for the upgrade.  After the  equipment  upgrade,  the dayrate  will  increase to
$125,000 during the drilling of the two firm wells.

     The SEAHAWK has  completed  its  drilling  commitment  with  Sarawak  Shell
Berhad. The rig is in the process of preparing to move to a dockside location in
Malaysia and is expected to be off dayrate  from  mid-March  2005 through  April
2005. The rig is expected to return to work in Malaysia in May 2005 at a dayrate
of $50,000 for a contract that should extend until the rig commences preparation
for its contract  commitment in 2006 for Amerada Hess  Equatorial  Guinea,  Inc.
("Hess") off the coast of  Equatorial  Guinea.  The Hess  contract is for a firm
period of 730 days with four options of 180 days each. The contract provides for
a base operating dayrate of $68,430.

     The ATWOOD  SOUTHERN CROSS continues to work under its contract with Daewoo
International  Corporation ("Daewoo"),  which now includes the drilling of three
(3) firm wells after  Daewoo  exercised  its option.  This  drilling  program is
expected to take until May/June 2005 to complete.  This contract  provides for a
dayrate  of  $35,000  for the first two wells  and  $40,000  for the last  well.
Additional  work,  following  the Daewoo  contract is being pursued in Southeast
Asia and the Mediterranean as well as other areas of the world.

     The RICHMOND is currently  drilling the sixth well under its contract  with
Helis Oil & Gas Company ("Helis"),  which now includes ten (10) firm wells after
Helis  exercised  its most  recent  option.  Helis  has also been  granted  four
additional  option  wells.  The dayrate for the sixth well is $30,000,  with the
dayrate for wells 7 and 8 being  $32,500 and wells 9 and 10 being  $39,500.  The
dayrate  for the four  option  wells is  $45,000.  The  drilling  of the current
10-wells firm program is expected to take until July 2005 to complete and if the
option wells are drilled, the drilling program could extend into November 2005.

                                      -2-


     Additional  information  with  respect  to the  Company's  Contract  Status
Summary  at March 2, 2005 is  attached  hereto as Exhibit  99.1,  which is being
furnished in accordance with rule 101(e)(l)  under  Regulation FD and should not
be deemed to be filed.

ITEM 9.01 EXHIBITS


EXHIBIT NO.99.1

EX-99.1  Contract Status Summary at March 2, 2005


     Statements  contained  in  this  report  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 the construction of a rig; competition;  operating
risks;  risks involved in foreign  operations;  risks  associated  with possible
disruption in  operations  due to terrorism;  risks  associated  with a possible
disruption in operations  due to a war with Iraq; and  governmental  regulations
and environmental matters. A list of additional risk factors can be found in the
Company' annual report on Form 10-K for the year ended September 30, 2004, filed
with the Securities and Exchange Commission.

                                      -3-




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: March 2, 2005


                                      -4-



                                  EXHIBIT INDEX


EXHIBIT NO.                       DESCRIPTION

EX-99.1            Contract Status Summary at March 2, 2005

                                      -5-





                                                             EXHIBIT 99.1
                                                ATWOOD OCEANICS, INC. AND SUBSIDIARIES
                                                        CONTRACT STATUS SUMMARY
                                                           AT MARCH 2, 2005



NAME OF RIG               LOCATION           CUSTOMER                   CONTRACT STATUS
-----------               --------           ----------                 ---------------
SEMISUBMERSIBLES -
-------------------
                                                               
ATWOOD FALCON             MALAYSIA           SARAWAK SHELL BERHAD       The rig is expected to complete its current drilling
                                             ("SHELL")                  program for Shell by mid-March 2005.  Immediately upon
                                                                        completion of the Shell contract, the rig will be
                                                                        moved to Japan to commence a two-firm well program for
                                                                        Japan Energy Development Co., Ltd.  The drilling of
                                                                        these two wells is estimated to take until September
                                                                        2005 to complete.

ATWOOD HUNTER             EGYPT              BURULLUS GAS CO.           The rig continues to work under its sixteen (16) wells
                                             ("BURULLUS")               drilling program for Burullus, which is expected to
                                                                        take until September 2005 to complete.  Immediately
                                                                        upon completion of the current drilling program, the
                                                                        rig will commence an estimated 30-days equipment
                                                                        upgrade to enable the rig to have the capability of
                                                                        drilling high pressure wells (15,000 P.S.I.).  Upon
                                                                        completion of the upgrade, the rig will commence
                                                                        drilling two (2) firm wells for Burullus off the cost
                                                                        of Egypt, which is expected to take 270 days to
                                                                        complete.

ATWOOD   EAGLE            AUSTRALIA          WOODSIDE ENERGY, LTD.      The rig has commenced a contract with Woodside to
                                             ("WOODSIDE")               drill four (4) firm wells with options to drill three
                                                                        (3) additional wells off the coast of Australia.  The
                                                                        drilling of the four firm wells is expected to take
                                                                        approximately four months to complete, and if all the
                                                                        option wells are drilled, the Woodside work could
                                                                        extend into August 2005.  Upon completion of the
                                                                        Woodside drilling program, the rig will return to work
                                                                        for BHP Billiton Petroleum to drill one (1) firm well
                                                                        (expected to take 30 days to complete) with an option
                                                                        to drill one (1) additional well.

SEAHAWK                   MALAYSIA                                      The rig has completed its drilling commitment with
                                                                        Sarawak Shell Berhad.  The rig is in the process of
                                                                        preparing to move to a dockside location in Malaysia
                                                                        and is expected to be off dayrate from mid-March 2005
                                                                        through April 2005.  The rig is expected to return to
                                                                        work in Malaysia in May 2005 on a contract that should
                                                                        extend until the rig commences preparation for its
                                                                        contract commitment in 2006 for Amerada Hess
                                                                        Equatorial Guinea, Inc. ("Hess").  The Hess contract
                                                                        is for a firm period of 730 days with four options of
                                                                        180 days each.
                                      -6-



ATWOOD SOUTHERN CROSS     MALAYSIA           DAEWOO INTERNATIONAL       The rig is currently drilling a three (3) firm wells
                                             CORPORATION ("DAEWOO")     program after Daewoo exercised an option.  This
                                                                        program is expected to take until May/June 2005 to
                                                                        complete.  Additional work, following the Daewoo
                                                                        contract is being pursued in Southeast Asia and the
                                                                        Mediterranean as well as other areas of the world.


SEASCOUT                  UNITED STATES                                 The SEASCOUT was purchased in December 2000 for future
                          GULF OF MEXICO                                conversion to a tender-assist unit, similar to the
                                                                        SEAHAWK.  There are currently no upgrade plans and the
                                                                        rig is currently coldstacked.
CANTILEVER JACK-UPS -
----------------------
VICKSBURG                 MALAYSIA          EXXONMOBIL EXPLORATION &    In October 2004, the rig commenced drilling under a
                                            PRODUCTION MALAYSIA INC.    seventeen month program for EMEPMI.  EMEPMI retains
                                            ("EMEPMI")                  its right to terminate the contract by providing 120
                                                                        days notice.


ATWOOD BEACON             VIETNAM           HOANG LONG AND HOAN VU      The rig is currently working under a drilling program
                                            JOINT OPERATING COMPANIES   for Hoang Long which includes the drilling of three
                                            ("HOANG LONG")              (3) firm wells with options to drill three (3)
                                                                        additional wells.  The three firm wells have a
                                                                        combined expected duration of 200 days and if all
                                                                        option wells are drilled, the program could extend for
                                                                        another 200 days.

SUBMERSIBLE -
--------------
RICHMOND                  UNITED STATES      HELIS OIL & GAS COMPANY    The rig is currently drilling the sixth well under the
                          GULF OF MEXICO     ("HELIS")                  Helis contract.  Upon completion of this well, the rig
                                                                        will have four (4) firm wells to drill for Helis, with
                                                                        Helis having an option to drill four (4) additional
                                                                        wells. The drilling of the current firm wells is
                                                                        expected to take until July 2005 to complete and if
                                                                        the option wells are drilled, the contract could
                                                                        extend to November 2005.

MODULAR PLATFORMS -
-------------------
GOODWYN 'A' /NORTH        AUSTRALIA          WOODSIDE ENERGY LTD.       There is currently an indefinite planned break in
RANKIN 'A'                                                              drilling activity for the two client-owned rigs
                                                                        managed by the Company.  The Company is involved in
                                                                        maintenance of the two rigs for future drilling
                                                                        programs.

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