SCHEDULE 13D

(Rule 13d-101)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Under the Securities Exchange Act of 1934
(Amendment No. 5)*

PIONEER DRILLING COMPANY

(Name of Issuer)

Common Stock, par value $0.10
(Title of Class of Securities)

723655106
(CUSIP Number)

Richard E. Blohm, Jr.
1415 Louisiana Street, Suite 3000
Houston, Texas 77002
Telephone: (713) 739-6500
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 17, 2009
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No.		723655106

NAME OF REPORTING PERSONS

Pebbleton Corporation N.V.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS*

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Netherlands Antilles

SOLE VOTING POWER

NUMBER OF

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

6,990,608

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

WITH

SHARED DISPOSITIVE POWER

6,990,608

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,990,608

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

Approximately 12.92 %

TYPE OF REPORTING PERSON*

*SEE INSTRUCTIONS


CUSIP No.		723655106

NAME OF REPORTING PERSONS

Issam M. Fares

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS*

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Lebanon

SOLE VOTING POWER

NUMBER OF

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

6,990,608

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

WITH

SHARED DISPOSITIVE POWER

6,990,608

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,990,608

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

Approximately 12.92%

TYPE OF REPORTING PERSON*

*SEE INSTRUCTIONS

This Amendment No. 5 (this “Amendment”) amends and supplements the statement on Schedule 13D filed by Pebbleton Corporation N.V. and Issam M. Fares (together the “Reporting Persons”) with the Securities and Exchange Commission (the “Commission”) on February 2, 2009 (the “Original Schedule 13D”). This Amendment is being filed in connection with a change in the number of outstanding shares of common stock, par value $0.10 per share (“Common Stock”), of Pioneer Drilling Company, a Texas corporation, as well as recent sales of such shares by the Reporting Persons. Unless otherwise stated herein, the Original Schedule 13D remains in full force and effect.

Capitalized terms used but not defined herein shall have the meanings assigned to them in the Original Schedule 13D.

Item 5. Interest in Securities of the Issuer

Item 5(a) of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

(a) As set forth in this Schedule 13D, Pebbleton owns 6,990,608 shares of Common Stock of the Issuer, which represents approximately 12.92% of the outstanding Common Stock (based upon 54,126,552 shares of Common Stock to be outstanding after the closing of a public offering of Common Stock by the Issuer, as represented by the Issuer in its final prospectus supplement, dated November 12, 2009, as filed with the Securities and Exchange Commission on November 12, 2009, and assuming the over-allotment granted to the underwriters in connection with such offering is not exercised).

As set forth in this Schedule 13D, Mr. Fares may be deemed to beneficially own 6,990,608 shares of Common Stock of the Issuer, which represents approximately 12.92% of the outstanding Common Stock (based upon 54,126,552 shares of Common Stock to be outstanding after the closing of a public offering of Common Stock by the Issuer, as represented by the Issuer in its final prospectus supplement, dated November 12, 2009, as filed with the Securities and Exchange Commission on November 12, 2009, and assuming the over-allotment granted to the underwriters in connection with such offering is not exercised).

Item 7. Material to Be Filed as Exhibits.


Exhibit A		Joint Filing Statement (incorporated by reference to Exhibit A to the Original Schedule 13D filed with the Commission on February 2, 2009).

Exhibit B		Transactions in Common Stock by Pebbleton

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Dated: November 18, 2009


PEBBLETON CORPORATION N.V.

By:	Issam M. Fares,
	its Managing Director

	By:	/s/ Richard E. Blohm, Jr.
		Richard E. Blohm, Jr.
		Attorney-in-Fact

ISSAM M. FARES

By:	/s/ Richard E. Blohm, Jr.

	Richard E. Blohm, Jr.
	Attorney-in-Fact

EXHIBIT INDEX


Exhibit A		Joint Filing Statement (incorporated by reference to Exhibit A to the Original Schedule 13D filed with the Commission on February 2, 2009).

Exhibit B		Transactions in Common Stock by Pebbleton

PEBBLETON CORP N V SC 13D/A