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                       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 REPORT (DATE OF EARLIEST EVENT REPORTED): July 6, 2005

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                         OIL STATES INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)

             Delaware                      1-16337              76-0476605
   (State or other jurisdiction          (Commission         (I.R.S. Employer
 of incorporation or organization)       File Number)       Identification No.)

                               Three Allen Center
                           333 Clay Street, Suite 4620
                              Houston, Texas 77002
              (Address and zip code of principal executive offices)

       Registrant's telephone number, including area code: (713) 652-0582

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 8.01  OTHER EVENTS.

     On July 6, 2005, Oil States International, Inc. (NYSE: OIS) announced
that the initial purchaser of its 2 3/8% contingent convertible senior notes
due 2025 has elected to exercise in full its option to purchase an additional
$50 million in principal of the notes. A copy of the press release is furnished
herewith as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS.

     (c) Exhibits

Exhibit
Number         Description of Document
-------        --------------------------------    
99.1           Press Release dated July 6, 2005



                                   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.

Dated:  July 6, 2005

                                OIL STATES INTERNATIONAL, INC.

                                By:      /s/ Robert W. Hampton
                                         ---------------------------------------
                                Name:    Robert W. Hampton
                                Title:   Vice President - Finance and Accounting



                                INDEX TO EXHIBITS

Exhibit
Number         Description of Document
-------        --------------------------------  
99.1           Press Release dated July 6, 2005