===============================================================================
                                  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: July 19, 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))

===============================================================================
                                      -1-



ITEM 8.01 OTHER EVENTS

     On July 19,  2005,  the Company  announced  that the  VICKSBURG,  owned and
operated by its wholly owned subsidiary  Atwood Oceanics  Pacific  Limited,  has
been awarded a contract by Total Exploration and Production Myanmar ("Total") to
drill two (2) development  wells plus an option to drill one (1) additional well
offshore Myanmar  immediately upon completion of the rig's current contract with
ExxonMobil Exploration & Production Malaysia Inc. ("EMEPMI").  The rig's current
contract is expected to be completed  during the first  quarter of calendar year
2006.  The  contract  provides  for a dayrate of $92,000,  with a moving rate of
$80,500.  Total will also  provide a tow  vessel to move the rig.  All wells are
expected to take approximately 20 days to complete.  It is also expected to take
approximately  20 days to  move  the rig  from  its  current  location  offshore
Malaysia to Myanmar. Upon completion of the drilling program, Total will provide
a tow  vessel  and pay the  moving  rate to move  the rig to its  next  drilling
location no greater  distance than the release  point from the EMEPMI  contract.
Including  moving time and assuming  that the option well is drilled,  the Total
drilling program could extend approximately 80 to 100 days.

     A copy of the press release announcing the VICKSBURG contract is filed with
the Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01 EXHIBITS

EXHIBIT NO.

EX-99.1  Press Release dated July 19, 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  in  the  construction  and  repair  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 war; 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, 2004, filed with the Securities and Exchange Commission.


                                      -2-




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 19, 2005



                                      -3-



                                  EXHIBIT INDEX


EXHIBIT NO.                          DESCRIPTION


EX - 99.1               Press Release dated July 19, 2005




                                      -4-



                                                             EXHIBIT EX. - 99.1

               ATWOOD OCEANICS ANNOUNCES VICKSBURG CONTRACT AWARD

Houston, Texas
19 July 2005

FOR IMMEDIATE RELEASE

     Atwood  Oceanics,  Inc.  (Houston  based  International  Offshore  Drilling
Contractor - NYSE ATW) announced today that the VICKSBURG, owned and operated by
its wholly owned subsidiary Atwood Oceanics Pacific Limited,  has been awarded a
contract by Total Exploration and Production  Myanmar ("Total") to drill two (2)
development  wells  plus an  option to drill one (1)  additional  well  offshore
Myanmar   immediately  upon  completion  of  the  rig's  current  contract  with
ExxonMobil Exploration & Production Malaysia Inc. ("EMEPMI").  The rig's current
contract is expected to be completed  during the first  quarter of calendar year
2006.  The  contract  provides  for a dayrate of $92,000,  with a moving rate of
$80,500.  Total will also  provide a tow  vessel to move the rig.  All wells are
expected to take approximately 20 days to complete.  It is also expected to take
approximately  20 days to  move  the rig  from  its  current  location  offshore
Malaysia to Myanmar. Upon completion of the drilling program, Total will provide
a tow  vessel  and pay the  moving  rate to move  the rig to its  next  drilling
location no greater  distance than the release  point from the EMEPMI  contract.
Including  moving time and assuming  that the option well is drilled,  the Total
drilling program could extend approximately 80 to 100 days.


     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, 2004, filed with the Securities and Exchange Commission.


                                                     Contact:  Jim Holland
                                                            (281) 749-7804

                                      -5-