SecProbe.io

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Mail Stop 7010
								August 8, 2005

Victor M. Perez
Chief Financial Officer
Allis-Chalmers Energy Inc.
5075 Westheimer, Suite 890
Houston, Texas 77056

      Re:	Allis-Chalmers Energy Inc.
      Item 4.02 Form 8-K
      Filed August 5, 2005
		File No. 1-2199

Dear Mr. Perez:

	We have reviewed your Item 4.02 Form 8-K for compliance with
the
form requirements and have the following comment.

1.	We note your disclosure that you intend to file restated
financial statements for the affected periods.  However, you have
not
indicated when or how you intend to do so.  Please tell us when
and
how you intend to file restated financial statements.  We may have
further comments after you file the restated financial statements.

We remind you that when you file your Forms 10-K/A and 10-Q/A you
should appropriately address the following:
* full compliance with APB 20, paragraphs 36 and 37,
* Item 9A and Item 4 disclosures should include the following:
o a discussion of the restatement and the facts and circumstances
surrounding it,
o how the restatement impacted the CEO and CFO`s conclusions
regarding the effectiveness of their disclosure controls and
procedures,
o changes to internal controls over financial reporting, and
o anticipated changes to disclosure controls and procedures and/or
internal controls over financial reporting to prevent future
misstatements of a similar nature.
Refer to Items 307 and 308(c) of Regulation S-K.

       Please respond to this comment within five business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your response to our comment and provides any
requested information.  Detailed letters greatly facilitate our
review.  Please understand that we may have additional comments
after
reviewing your response to our comment.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

	You may contact Bret Johnson at (202) 551-3753, or me at
(202)
551-3768 if you have questions regarding our comments.

Sincerely,

John Cash
Accounting Branch Chief
Cc:  	Joseph P. Bartlett, Esq.
	Greenberg Glusker Fields Claman Machtinger & Kinsella LLP
      1900 Avenue of the Stars
      21st Floor
      Los Angeles, California 90067

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Mr. Perez
Allis-Chalmers Energy Inc.
August 8, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE

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