File No. 333-44677
                                                                  Rule 424(b)(3)

                             Key Energy Group, Inc.

                 Supplement to Prospectus dated February 6, 1998


Everen Securities,  Inc. as Selling Securityholder is hereby offering for resale
$100,000,000 aggregate principal amount of 5% Convertible Subordinated Notes due
2004 (the  "Notes")  of Key Energy  Group,  Inc.,  a Maryland  corporation  (the
"Company").  The Notes are being offered by, and are being sold through,  Everen
Securities,  Inc. at a price of $808,750;  no  commissions  or discounts will be
paid in connection  with such  resales.  The Company will not receive any of the
proceeds from the resale of the Notes offered hereby.











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            The date of this Prospectus Supplement is May 13, 1998