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R&B Falcon Reports Third Quarter 1998 Results

    HOUSTON, Nov. 4 /PRNewswire/ -- R&B Falcon Corporation (NYSE: FLC)
reported a net loss of $20.5 million ($.12 net loss per diluted share) for the
three months ended September 30, 1998, compared with net income of
$35.0 million ($.22 net income per diluted share) for the three months ended
September 30, 1997.  Included in the third quarter 1998 results is a charge of
$85.8 million in conjunction with the previously announced termination of the
Peregrine VI and Peregrine VIII conversion projects.  Included in the third
quarter 1997 results is a loss from discontinued operations of $42.2 million
pertaining to the discontinuance of the Company's oil and gas operations.
Operating Income, excluding the cancellation of conversion projects charge of
$85.8 million, is $70.5 million for the three months ended September 30, 1998
compared to $103.6 million for the three months ended September 30, 1997.  The
$33.1 million decrease in operating income (excluding the cancellation of
conversion projects charge) between the two quarters is primarily due to
higher operating expenses associated with the activation of two incremental
deepwater units, marine fleet additions and a decline in profitability in our
inland water operations.  Further, the fleet wide utilization rate decreased
from 95% utilization for the third quarter of 1997 to 64% utilization in the
third quarter of 1998.
    For the nine months ended September 30, 1998, the Company reported net
income of $87.7 million ($.53 net income per diluted share) compared with net
income of $117.9 million ($.71 net income per diluted share) for the nine
months ended September 30, 1997.  Included in the nine months ended
September 30, 1998 results is a charge of $85.8 million in conjunction with
the previously announced termination of the Peregrine VI and Peregrine VIII
conversion projects and a $22.0 million extraordinary loss related to the
early extinguishment of debt.  Included in the nine months ended
September 30, 1997 results is a loss from discontinued operations of
$64.7 million pertaining to the discontinuance of the Company's oil and gas
operations.  Operating Income, excluding the cancellation of conversion
projects charge of $85.8 million, is $307.6 million for the nine months ended
September 30, 1998 compared to $263.1 million for the nine months ended
September 30, 1997.  The fleet wide utilization rate for the nine months ended
September 30, 1998 is 77% versus 94% for the nine months ended
September 30, 1997.
    Steven Webster, the Company's President and CEO, said, "Operating income
was significantly impacted by weaker utilization of our shallow water fleet,
particularly barge rig operations, and declining dayrates in our jackup fleet.
We expect softness in shallow water operations over the next several quarters.
Our deepwater backlog remains strong and will continue to account for an
increasing portion of revenues and profits.  In 1999, we should benefit from
both the rollover of existing deepwater contracts at higher dayrates and the
addition to the revenue stream of new deepwater rigs currently under
construction, with term contract commitments.  We also expect an improvement
in the underlying commodity price outlook which should produce better results
in shallow water in the second half of 1999.
    "As previously announced, we are taking a charge against earnings for
cancellation of the two large scale conversion projects.  We are confident
this restructuring has significantly improved the overall outlook for our
deepwater construction program.  Our newbuilding program has been very
successful as evidenced by the christening of the "DEEPWATER PATHFINDER" in
late September."
    R&B Falcon Corporation operates the world's largest fleet of 118 marine-
based drilling rigs for the international oil and gas industry consisting of
twelve drillships (including six under construction), twelve semisubmersible
rigs (including three under construction), 26 jackups, three submersible rigs,
two tender rigs, 62 barge drilling and workover rigs and a floating production
vessel.  R&B Falcon actively markets 103 of these units in the offshore and
inland waters worldwide.  R&B Falcon also operates a leading offshore and
inland marine towing and service business.  On August 21, 1998, the Company
announced execution of a definitive merger agreement with Cliffs Drilling
Company which will result in addition of sixteen jackups, three self-contained
platform rigs, eleven international class land rigs and four mobile offshore
production units (MOPU's) to R&B Falcon's fleet.

                              R&B FALCON CORPORATION
                                 AND SUBSIDIARIES
                       CONDENSED CONSOLIDATED BALANCE SHEET
                                  (in millions)

                                             9/30/98               12/31/97

    ASSETS:
      Cash, cash equivalents and
       short-term investments            $     149.7             $    100.9
      Other current assets                     278.2                  219.9
      Net property and equipment             2,300.4                1,583.0
      Other assets                              37.9                   29.2
    TOTAL ASSETS                         $   2,766.2             $  1,933.0


    LIABILITIES AND STOCKHOLDERS' EQUITY:
      Current liabilities                $     346.3             $    336.0
      Long-term obligations                  1,374.6                  692.2
      Other noncurrent liabilities             142.6                  121.2
      Minority interest                         59.7                   55.6
      Stockholders' equity                     843.0                  728.0
    TOTAL LIABILITIES AND STOCKHOLDERS'
     EQUITY                              $   2,766.2             $  1,933.0


                              R&B FALCON CORPORATION
                                 AND SUBSIDIARIES
                       CONSOLIDATED STATEMENT OF OPERATIONS
                      (in millions except per share amounts)

                                  THREE MONTHS ENDED       NINE MONTHS ENDED
                                     SEPTEMBER 30,           SEPTEMBER 30,
                                  1998        1997        1998          1997

    OPERATING REVENUES:
      Deepwater                $ 101.0      $ 92.7      $ 298.1       $ 253.3
      Shallow water               88.8        86.8        306.0         234.4
      Inland water                53.7        65.2        199.8         178.7
       Total operating revenues  243.5       244.7        803.9         666.4

    COSTS AND EXPENSES:
      Deepwater                   52.1        32.5        139.2          93.2
      Shallow water               39.5        40.2        119.2         115.7
      Inland water                42.1        34.9        126.2          98.2
      Cancellation of conversion
       projects                   85.8         ---         85.8           ---
      Depreciation                24.1        21.6         68.1          60.2
      General and administrative  15.2        11.9         44.6          36.0
      Merger expenses              ---         ---         (1.0)          ---
       Total costs and expenses  258.8       141.1        582.1         403.3

    OPERATING INCOME (LOSS)      (15.3)      103.6        221.8         263.1

    OTHER INCOME (EXPENSE):
      Interest expense, net of
       capitalized interest      (13.9)      (11.9)       (43.0)        (32.4)
      Interest income              2.4         1.3          7.0           4.4
      Other, net                  (0.3)        0.2         (0.1)         (0.1)
        Total other income
         (expense)               (11.8)      (10.4)       (36.1)        (28.1)

    INCOME (LOSS) FROM
     CONTINUING OPERATIONS
     BEFORE INCOME TAX EXPENSE,
     MINORITY INTEREST AND
     EXTRAORDINARY LOSS          (27.1)       93.2        185.7         235.0
    INCOME TAX EXPENSE (BENEFIT):
      Current                     16.5        14.4         28.9          33.8
      Deferred                   (26.2)       (0.9)        38.9          11.7
        Total income tax expense
         (benefit)                (9.7)       13.5         67.8          45.5
    MINORITY INTEREST             (3.1)       (2.5)        (8.2)         (6.9)
    INCOME (LOSS) FROM CONTINUING
     OPERATIONS BEFORE
     EXTRAORDINARY LOSS          (20.5)       77.2        109.7         182.6

    LOSS FROM DISCONTINUED
     OPERATIONS                    ---       (42.2)         ---         (64.7)

    EXTRAORDINARY LOSS,
     NET OF TAXES                  ---         ---        (22.0)          ---

    NET INCOME (LOSS)         $  (20.5)    $  35.0      $  87.7      $  117.9

    NET INCOME (LOSS)
     PER SHARE:
      BASIC:
       Continuing
        operations            $  (0.12)    $  0.47      $  0.66       $  1.11
       Discontinued
        operations                 ---       (0.26)         ---         (0.39)
       Extraordinary loss          ---         ---        (0.13)          ---
         Net income (loss)    $  (0.12)    $  0.21      $  0.53       $  0.72

      DILUTED:
       Continuing operations  $  (0.12)    $  0.47      $  0.66       $  1.10
       Discontinued operations     ---       (0.25)         ---         (0.39)
       Extraordinary loss          ---         ---        (0.13)          ---
         Net income (loss)    $  (0.12)    $  0.22      $  0.53       $  0.71

    WEIGHTED AVERAGE NUMBER
     OF COMMON SHARES OUTSTANDING:
       BASIC                     165.3       164.3        165.2         164.0
       DILUTED                   166.8       167.8        166.4         166.3


SOURCE R&B Falcon Corporation




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    800-758-5804, ext. 118988
    CONTACT:
    Charles R. Ofner of R&B Falcon Corporation,
    281-496-5000