Item 1.01. Entry into a Material Definitive Agreement.

First Amendment to Asset Purchase Agreement

In conjunction with the previously announced sale of the Casing Drilling division by Tesco Corporation, an Alberta corporation (the "Company"), to Schlumberger Oilfield Holdings Ltd., a British Virgin Islands company, and Schlumberger Technology Corporation, a Texas corporation (together, the "Schlumberger Group"), the Company and the Schlumberger Group entered on June 4, 2012 into a First Amendment to the Asset Purchase Agreement (the "Amendment"), amending that certain Asset Purchase Agreement dated April 29, 2012 (the "Asset Purchase Agreement").

The Amendment amends certain provisions of the Asset Purchase Agreement to (i) update the schedules and exhibits to the Asset Purchase Agreement, (ii) increase the escrow amount from $3 million to $6 million, and (iii) provide that the Company shall complete the transfer of the physical possession of the tangible assets to the Schlumberger Group and its affiliates within thirty days of the the closing.

Concurrent with the execution of the Amendment, the Company completed on June 4, 2012 the previously announced sale of substantially all of the assets of its Casing Drilling division to the Schlumberger Group, for $45,000,000 in cash, subject to certain adjustments, on the terms previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission ("SEC") on May 1, 2012. The Company had no prior material relationship with any of the parties to the transaction.

The foregoing descriptions are qualified in their entirety by reference to the full text of the (i) Amendment, which is attached hereto as Exhibit 10.1, and
(ii) to the Asset Purchase Agreement, which was attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the SEC on May 1, 2012 and incorporated herein by reference.

Item 2.01. Completion of Acquisition or Disposition of Assets.

The text set forth above under Item 1.01 is incorporated into this Item by reference.

Item 9.01 Financial Statements and Exhibits
(b) Pro Forma Financial Information The unaudited pro forma condensed financial statements required by this Item, with respect to the disposition described in Item 2.01 herein, are filed herewith as Exhibit 99.1 and were prepared using estimates based on preliminary amounts and are subject to customary terms and adjustments, including adjustments for working capital.
(d) Exhibits Exhibit Exhibit Description
10.1 First Amendment to the Asset Purchase Agreement, dated June 4, 2012. The schedules and other attachments to the First Amendment to the Asset Purchase Agreement in this Exhibit 10.1 have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Tesco Corporation hereby agrees to furnish a copy of any omitted schedule and attachment to the Commission upon request.
99.1 Unaudited pro forma condensed consolidated financial statements for the year ended December 31, 2011 and as of and for the three months ending March 31, 2012 that give effect to the disposition of Tesco Corporation's Casing Drilling division.

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