FORM 4

__ Check this box if no longer
     subject to Section 16. Form 4
     or Form 5 obligations may
     continue. See Instruction 1(b).

(Print or Type Responses)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Whitman Martin Jacob	2. Issuer Name and Tickler or Trading Symbol Nabors Industries, Inc. (NBR)					6. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director ___ 10% Owner ___ Officer (give title below) ___Other (specify below) __________________________________
(Last) (First) (Middle) 767 Third Avenue	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)		4. Statement for Month/Year March 2002
(Street) New York, NY 10017			5. If Amendment, Date of Original (Month/Year) March 2002			7. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person ___ Form filed by More than One Reporting Person
(City) (State) (Zip)	Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price
Common Stock	3/20/02	S		50,000		$42.34	602,932(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1.Title of
   Derivative
   Security
   (Instr.3)

2.Conversion or
Exercise Price of
Derivative Security

3.Transaction Date
(Month/Day/Year)

4.Transaction Code
(Instr. 8)

5.Number of Derivative
   Securities Acquired
   (A) or Disposed of (D)
   (Instr. 3, 4 and 5)

6.Date Exerciseable
and Expiration Date
(Month/Day/Year)

7.Title and Amount of
Underlying Securities
(Instr. 3 and 4)

8.Price of
   Derivative
   Security
   (Instr. 5)

9.Number of
   Derivative
   Securities
    Beneficially
    Owned at
    End of Month
    (Instr. 4)

10.Ownership
     Form of
     Derivative
     Securities
     Beneficially
     Owned at
     End of Month
     (Instr. 4)

11.Nature of
     Indirect
     Beneficial
     Ownership
     (Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses: 1) The amount of securities listed for Mr. Whitman include 75,000 shares which may be acquired pursuant to the exercise of vested options. The securities listed also include 424,808 shares of Nabors common stock owned by M.J. Whitman & Co., Inc., a corporation of which Mr. Whitman is the majority shareholder, 787 shares of Nabors common stock owned by Lois Whitman, Mr. Whitman's wife, and 110,837 shares of Nabors common stock owned by Mr. Whitman individually. Mr. Whitman disclaims beneficial ownership of any other securities of the issuer.
		By:/s/ Martin J. Whitman **Signature of Reporting Person	April 10, 2002 Date

Reminder:	Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, on of which must be manually signed. If space is insufficient, see Instruction 6 for procedure

NABORS INDUSTRIES INC 4/A