EXHIBIT 24

                    POWER OF ATTORNEY

       Know all by these presents, that the undersigned
hereby constitutes and appoints each of Newton W. Wilson,
III and Kimberly R. Frye, signing singly, the
undersigned's true and lawful attorney-in-fact to:

1.	execute for and on behalf of the undersigned, in
the undersigned's capacity as an officer and/or director of
Key Energy Services, Inc. (the 'Company'), Forms 3, 4, and
5 (collectively, 'Section 16 Reports') in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder;

2.	do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to
complete and execute any Section 16 Reports, complete and
execute any amendments thereto, and timely file such form
with the United States Securities and Exchange Commission
and any stock exchange or similar authority; and

3.	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest
of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-
fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

       The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform any and
every act and thing whatsoever requisite, necessary, or
proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes
as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted.  The
undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming,
any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934.

       This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file
Section 16 Reports with respect to the undersigned's
holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-
fact.
       IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 31st day of
January, 2005.

/s/ William M. Austin
Signature

William M. Austin