content: <PAGE>   1
  
     As filed with the Securities and Exchange Commission on September 11, 1997
  
                                                     Registration No. 33-_________
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C.  20549
  
                                 ------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                       UNDER
                             THE SECURITIES ACT OF 1933
  
                                 ------------------
  
                               PATTERSON ENERGY, INC.
               (Exact name of registrant as specified in its charter)
  
  <TABLE>
        <S>                                                                 <C>
                                 Delaware                                                           75-2504748
        (State or other jurisdiction of incorporation or organization)                   (IRS Employer Identification No.)
  
                      4510 Lamesa Highway, Snyder, Texas                                               79549
                   (Address of Principal Executive Offices)                                          (ZIP Code)
  </TABLE>
  
  
     PATTERSON ENERGY, INC. 1993 STOCK INCENTIVE PLAN, AS AMENDED (THE "PLAN")
                              (Full title of the plan)
  
                                 CLOYCE A. TALBOTT
                                4510 LAMESA HIGHWAY
                               SNYDER, TEXAS   79549
                      (Name and address of agent for service)
  
                                   (915) 573-1104
           (Telephone number, including area code, of agent for service)
  
                                     COPIES TO:
  
             JAMES C. BROWN                        THOMAS H. MAXFIELD, ESQ.
        VICE PRESIDENT--FINANCE                      BAKER & HOSTETLER LLP
          4510 LAMESA HIGHWAY                  303 EAST 17TH AVENUE, SUITE 1100
         SNYDER, TEXAS   79549                      DENVER, COLORADO 80203
  
         Approximate date of commencement of proposed sales to the public:
    As soon as practicable after this Registration Statement becomes effective.
  
                          CALCULATION OF REGISTRATION FEE
  
  <TABLE>
  <CAPTION>
  ================================================================================================================
                                                       Proposed          Proposed maximum
    Title of securities       Amount to be         maximum offering     aggregate offering            Amount of
     to be registered          registered        price per share(1)            price              registration fee
     ----------------          ----------        -------------------    ------------------        ----------------
   <S>                     <C>                        <C>                  <C>                     <C>
   Common Stock            350,000 shares(2)          $  39.375            $  13,781,250           $  4,177
  ================================================================================================================
  </TABLE>
  
  (1)      Determined in accordance with Rule 457(c) under the Securities Act of
           1933, as amended.
  (2)      Represents the additional shares added to the Plan pursuant to an
           amendment to the Plan approved by the stockholders of the Registrant
           at the Annual Meeting of Stockholders held on July 1, 1997.  The
           number of shares stated gives effect to the 2-for-1 stock split
           effected on July 25, 1997, to stockholders of record on July 11, 1997.
  ================================================================================
  <PAGE>   2
                                  EXPLANATORY NOTE
  
           This Registration Statement is being filed pursuant to Rule 413 under
  the Securities Act of 1933, as amended.  The contents of Post Effective
  Amendment No. 1 to Registration Statement on Form S-8 (No. 33-97972) filed by
  Patterson Energy, Inc. with the Securities and Exchange Commission on July 17,
  1997, is incorporated herein by reference pursuant to General Instruction E to
  Registration Statement on Form S-8.
  <PAGE>   3
                                     PART II
                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  
  Item 3.  Incorporation of Documents by Reference.
  
           The following documents have been filed by the Registrant with the
  Securities and Exchange Commission and are hereby incorporated by reference
  into this Registration Statement:
  
           (a)     Annual Report on Form 10-K for the year ended December 31,
                   1996;
  
           (b)     Quarterly Report on Form 10-Q for the quarter ended March 31,
                   1997;
  
           (c)     Current Report on Form 8-K dated July 30, 1996, as amended by
                   Form 8-K/A dated July 30, 1996, as further amended by Form
                   8-K/A dated July 30, 1996;
  
           (d)     Current Report on Form 8-K dated January 3, 1997;
  
           (e)     Current Report on Form 8-K dated January 7, 1997;
  
           (f)     Current Report on Form 8-K dated January 27, 1997;
  
           (g)     Current Report on Form 8-K dated May 7, 1997;
  
           (h)     Current Report on Form 8-K dated June 3, 1997;
  
           (i)     Current Report on Form 8-K dated June 12, 1997, as amended by
                   Form 8-K/A dated June 12, 1997;
  
           (j)     Current Report on Form 8-K dated July 1, 1997;
  
           (k)     Quarterly Report on Form 10-Q for the quarter ended June 30,
                   1997;
  
           (l)     Current Report on Form 8-K dated July 24, 1997;
  
           (m)     Current Report on Form 8-K dated August 5, 1997; and
  
           (n)     Description of the Registrant's Common Stock contained in the
                   Registrant's Registration Statement on Form 8-A, which became
                   effective with the Securities and Exchange Commission on
                   November 2, 1993.
  
           All documents filed by the Registrant pursuant to Section 13(a),
  13(c), 14 and 15(d) of the Securities Exchange Act of 1934 subsequent to the
  date of this Registration Statement and prior to the filing of a post-effective
  amendment, which indicates all shares under the Plan have been sold or which
  deregisters all shares then remaining unsold under the Plan, shall be deemed to
  be incorporated by reference in this Registration Statement and to be a part
  hereof from the date of filing such documents.
  
  
  
  
  
                                        II-1
  <PAGE>   4
  Item 8.  Exhibits.
  
           The following exhibits are filed herewith:
  
  <TABLE>
  <CAPTION>
     Exhibit     Item 601 Cross
     Number        Reference                      Document as Form S-8 Exhibit
     ------        ---------                      ----------------------------
      <S>              <C>         <C>
       4.1              4          Excerpt from Restated Certificate of Incorporation, as amended, of Patterson Energy, Inc.(1)
       4.2              4          Rights Agreement dated as of January 2, 1997, between Patterson Energy, Inc. and Continental 
                                   Stock Transfer & Trust Company, as Rights Agent.(2)
       5.1              5          Opinion of Baker & Hostetler LLP regarding legality of shares to be offered.
      10.1             10          Patterson Energy, Inc. 1993 Stock Incentive Plan, as amended. (1)
      15.1             15          Awareness Letter of Coopers & Lybrand L.L.P.
      15.2             15          Awareness Letter of Davis, Kinard & Co., P.C.
      23.1             23          Consent of Independent Accountants, Coopers & Lybrand L.L.P.
      23.2             23          Consent of Independent Public Accountants, Arthur Andersen LLP
      23.3             23          Consent of M. Brian Wallace,  independent petroleum engineer.
      23.4             23          Consent of Baker & Hostetler LLP (included in Exhibit 5.1).
      23.5             23          Consent of Independent Accountants, Davis, Kinard & Co., P.C.
                                
  </TABLE>
  
  ------------------------------
  
   (1)     Filed as an Exhibit to Post-Effective Amendment No. 1 to Form S-8
           (Registration No. 33-97972) filed with the Commission on July 17,
           1997.
  
   (2)     Filed as an Exhibit to Form 8-A dated January 10, 1997.
  
  
  
  
  
                                        II-2
  <PAGE>   5
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act of 1933, the
  Registrant certifies that it has reasonable grounds to believe that it meets
  all of the requirements for filing on Form S-8 and has duly caused this
  Registration Statement to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Snyder, State of Texas, on the 11th day of
  September, 1997.
  
                                      PATTERSON ENERGY, INC.
  
  
                                      By: /s/ A. GLENN PATTERSON
                                         -----------------------------------------
                                             A. Glenn Patterson, President
  
  
           Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed as of September 11, 1997, by the
  following persons in the capacities indicated:
  
  
  <TABLE>
        <S>                                          <C>
           /s/ CLOYCE A. TALBOTT                     Chairman of the Board and Chief Executive Officer
  ----------------------------------------------            
               Cloyce A. Talbott               
         (Principal Executive Officer)         
  
          /s/ A. GLENN PATTERSON                     Director, President and Chief Operating Officer
  ----------------------------------------------                                            
              A. Glenn Patterson                     
  
            /s/ ROBERT C. GIST                       Director
  ----------------------------------------------             
                Robert C. Gist                 
  
                                                     Director
  ----------------------------------------------             
               Kenneth E. Davis                
  
                                                     Director
  ----------------------------------------------             
             Vincent A. Rossi, Jr.             
  
            /s/ JAMES C. BROWN                       Vice President--Finance, Secretary and
  ----------------------------------------------     Treasurer and Chief Financial Officer 
                James C. Brown                                                            
        (Principal Accounting Officer)         
  </TABLE>
  
  
  
  
  
                                        II-3
  <PAGE>   6
  
                                   EXHIBIT INDEX
  
  
  <TABLE>
  <CAPTION>
     Exhibit     Item 601 Cross
     Number        Reference                               Document as Form S-8 Exhibit
     ------        ---------                               ----------------------------
      <S>              <C>         <C>
       4.1              4          Excerpt from Restated Certificate of Incorporation, as amended, of Patterson
                                   Energy, Inc.(1)
       4.2              4          Rights Agreement dated as of January 2, 1997, between Patterson Energy, Inc.
                                   and Continental Stock Transfer & Trust Company, as Rights Agent. (2)
       5.1              5          Opinion of Baker & Hostetler LLP regarding legality of shares to be offered.
      10.1             10          Patterson Energy, Inc. 1993 Stock Incentive Plan, as amended. (1)
      15.1             15          Awareness Letter of Coopers & Lybrand L.L.P.
      15.2             15          Awareness Letter of Davis, Kinard & Co., P.C.
      23.1             23          Consent of Independent Accountants, Coopers & Lybrand L.L.P.
      23.2             23          Consent of Independent Public Accountants, Arthur Andersen LLP.
      23.3             23          Consent of M. Brian Wallace, independent petroleum engineer.
      23.4             23          Consent of Baker & Hostetler LLP (included in Exhibit 5.1).
      23.5             23          Consent of Independent Accountants, Davis, Kinard & Co., P.C.
  </TABLE>
  
  
  -----------------------
  
  (1)      Filed as an Exhibit to Post-Effective Amendment No. 1 to Form S-8
           (Registration No. 33-97972) filed   with the Commission on July
           17,1997.
  
  (2)      Filed as an Exhibit to Form 8-A dated January 10, 1997.
metadata_documents: [{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 12645}]
metadata_filer: {"company-data": {"conformed-name": "PATTERSON ENERGY INC", "cik": "0000889900", "assigned-sic": "1381", "irs-number": "752504748", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-35399", "film-number": "97679027"}, "business-address": {"street1": "4510 LAMESA HWY", "street2": "P O DRAWER 1416", "city": "SNYDER", "state": "TX", "zip": "79550", "phone": "9155731104"}, "mail-address": {"street1": "P O DRAWER 1416", "city": "SNYDER", "state": "TX", "zip": "79550"}}
text: 1
  
     As filed with the Securities and Exchange Commission on September 11, 1997
  
                                                     Registration No. 33-_________
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C.  20549
  
                                 ------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                       UNDER
                             THE SECURITIES ACT OF 1933
  
                                 ------------------
  
                               PATTERSON ENERGY, INC.
               (Exact name of registrant as specified in its charter)
  Delaware                                                           75-2504748
        (State or other jurisdiction of incorporation or organization)                   (IRS Employer Identification No.)
  
                      4510 Lamesa Highway, Snyder, Texas                                               79549
                   (Address of Principal Executive Offices)                                          (ZIP Code)
  PATTERSON ENERGY, INC. 1993 STOCK INCENTIVE PLAN, AS AMENDED (THE "PLAN")
                              (Full title of the plan)
  
                                 CLOYCE A. TALBOTT
                                4510 LAMESA HIGHWAY
                               SNYDER, TEXAS   79549
                      (Name and address of agent for service)
  
                                   (915) 573-1104
           (Telephone number, including area code, of agent for service)
  
                                     COPIES TO:
  
             JAMES C. BROWN                        THOMAS H. MAXFIELD, ESQ.
        VICE PRESIDENT--FINANCE                      BAKER & HOSTETLER LLP
          4510 LAMESA HIGHWAY                  303 EAST 17TH AVENUE, SUITE 1100
         SNYDER, TEXAS   79549                      DENVER, COLORADO 80203
  
         Approximate date of commencement of proposed sales to the public:
    As soon as practicable after this Registration Statement becomes effective.
  
                          CALCULATION OF REGISTRATION FEE
  ================================================================================================================
                                                       Proposed          Proposed maximum
    Title of securities       Amount to be         maximum offering     aggregate offering            Amount of
     to be registered          registered        price per share(1)            price              registration fee
     ----------------          ----------        -------------------    ------------------        ----------------
  Common Stock            350,000 shares(2)          $  39.375            $  13,781,250           $  4,177
  ================================================================================================================
  (1)      Determined in accordance with Rule 457(c) under the Securities Act of
           1933, as amended.
  (2)      Represents the additional shares added to the Plan pursuant to an
           amendment to the Plan approved by the stockholders of the Registrant
           at the Annual Meeting of Stockholders held on July 1, 1997.  The
           number of shares stated gives effect to the 2-for-1 stock split
           effected on July 25, 1997, to stockholders of record on July 11, 1997.
  ================================================================================
  2
                                  EXPLANATORY NOTE
  
           This Registration Statement is being filed pursuant to Rule 413 under
  the Securities Act of 1933, as amended.  The contents of Post Effective
  Amendment No. 1 to Registration Statement on Form S-8 (No. 33-97972) filed by
  Patterson Energy, Inc. with the Securities and Exchange Commission on July 17,
  1997, is incorporated herein by reference pursuant to General Instruction E to
  Registration Statement on Form S-8.
  3
                                     PART II
                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  Item 3.  Incorporation of Documents by Reference.
  
           The following documents have been filed by the Registrant with the
  Securities and Exchange Commission and are hereby incorporated by reference
  into this Registration Statement:
  
           (a)     Annual Report on Form 10-K for the year ended December 31,
                   1996;
  
           (b)     Quarterly Report on Form 10-Q for the quarter ended March 31,
                   1997;
  
           (c)     Current Report on Form 8-K dated July 30, 1996, as amended by
                   Form 8-K/A dated July 30, 1996, as further amended by Form
                   8-K/A dated July 30, 1996;
  
           (d)     Current Report on Form 8-K dated January 3, 1997;
  
           (e)     Current Report on Form 8-K dated January 7, 1997;
  
           (f)     Current Report on Form 8-K dated January 27, 1997;
  
           (g)     Current Report on Form 8-K dated May 7, 1997;
  
           (h)     Current Report on Form 8-K dated June 3, 1997;
  
           (i)     Current Report on Form 8-K dated June 12, 1997, as amended by
                   Form 8-K/A dated June 12, 1997;
  
           (j)     Current Report on Form 8-K dated July 1, 1997;
  
           (k)     Quarterly Report on Form 10-Q for the quarter ended June 30,
                   1997;
  
           (l)     Current Report on Form 8-K dated July 24, 1997;
  
           (m)     Current Report on Form 8-K dated August 5, 1997; and
  
           (n)     Description of the Registrant's Common Stock contained in the
                   Registrant's Registration Statement on Form 8-A, which became
                   effective with the Securities and Exchange Commission on
                   November 2, 1993.
  
           All documents filed by the Registrant pursuant to Section 13(a),
  13(c), 14 and 15(d) of the Securities Exchange Act of 1934 subsequent to the
  date of this Registration Statement and prior to the filing of a post-effective
  amendment, which indicates all shares under the Plan have been sold or which
  deregisters all shares then remaining unsold under the Plan, shall be deemed to
  be incorporated by reference in this Registration Statement and to be a part
  hereof from the date of filing such documents.
  
                                        II-1
  4
  Item 8.  Exhibits.
  
           The following exhibits are filed herewith:
  Exhibit     Item 601 Cross
     Number        Reference                      Document as Form S-8 Exhibit
     ------        ---------                      ----------------------------
  4.1              4          Excerpt from Restated Certificate of Incorporation, as amended, of Patterson Energy, Inc.(1)
       4.2              4          Rights Agreement dated as of January 2, 1997, between Patterson Energy, Inc. and Continental 
                                   Stock Transfer & Trust Company, as Rights Agent.(2)
       5.1              5          Opinion of Baker & Hostetler LLP regarding legality of shares to be offered.
      10.1             10          Patterson Energy, Inc. 1993 Stock Incentive Plan, as amended. (1)
      15.1             15          Awareness Letter of Coopers & Lybrand L.L.P.
      15.2             15          Awareness Letter of Davis, Kinard & Co., P.C.
      23.1             23          Consent of Independent Accountants, Coopers & Lybrand L.L.P.
      23.2             23          Consent of Independent Public Accountants, Arthur Andersen LLP
      23.3             23          Consent of M. Brian Wallace,  independent petroleum engineer.
      23.4             23          Consent of Baker & Hostetler LLP (included in Exhibit 5.1).
      23.5             23          Consent of Independent Accountants, Davis, Kinard & Co., P.C.
  ------------------------------
  
   (1)     Filed as an Exhibit to Post-Effective Amendment No. 1 to Form S-8
           (Registration No. 33-97972) filed with the Commission on July 17,
           1997.
  
   (2)     Filed as an Exhibit to Form 8-A dated January 10, 1997.
  
                                        II-2
  5
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act of 1933, the
  Registrant certifies that it has reasonable grounds to believe that it meets
  all of the requirements for filing on Form S-8 and has duly caused this
  Registration Statement to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Snyder, State of Texas, on the 11th day of
  September, 1997.
  
                                      PATTERSON ENERGY, INC.
  
                                      By: /s/ A. GLENN PATTERSON
                                         -----------------------------------------
                                             A. Glenn Patterson, President
  
           Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed as of September 11, 1997, by the
  following persons in the capacities indicated:
  /s/ CLOYCE A. TALBOTT                     Chairman of the Board and Chief Executive Officer
  ----------------------------------------------            
               Cloyce A. Talbott               
         (Principal Executive Officer)         
  
          /s/ A. GLENN PATTERSON                     Director, President and Chief Operating Officer
  ----------------------------------------------                                            
              A. Glenn Patterson                     
  
            /s/ ROBERT C. GIST                       Director
  ----------------------------------------------             
                Robert C. Gist                 
  
                                                     Director
  ----------------------------------------------             
               Kenneth E. Davis                
  
                                                     Director
  ----------------------------------------------             
             Vincent A. Rossi, Jr.             
  
            /s/ JAMES C. BROWN                       Vice President--Finance, Secretary and
  ----------------------------------------------     Treasurer and Chief Financial Officer 
                James C. Brown                                                            
        (Principal Accounting Officer)
  II-3
  6
  
                                   EXHIBIT INDEX
  Exhibit     Item 601 Cross
     Number        Reference                               Document as Form S-8 Exhibit
     ------        ---------                               ----------------------------
  4.1              4          Excerpt from Restated Certificate of Incorporation, as amended, of Patterson
                                   Energy, Inc.(1)
       4.2              4          Rights Agreement dated as of January 2, 1997, between Patterson Energy, Inc.
                                   and Continental Stock Transfer & Trust Company, as Rights Agent. (2)
       5.1              5          Opinion of Baker & Hostetler LLP regarding legality of shares to be offered.
      10.1             10          Patterson Energy, Inc. 1993 Stock Incentive Plan, as amended. (1)
      15.1             15          Awareness Letter of Coopers & Lybrand L.L.P.
      15.2             15          Awareness Letter of Davis, Kinard & Co., P.C.
      23.1             23          Consent of Independent Accountants, Coopers & Lybrand L.L.P.
      23.2             23          Consent of Independent Public Accountants, Arthur Andersen LLP.
      23.3             23          Consent of M. Brian Wallace, independent petroleum engineer.
      23.4             23          Consent of Baker & Hostetler LLP (included in Exhibit 5.1).
      23.5             23          Consent of Independent Accountants, Davis, Kinard & Co., P.C.
  -----------------------
  
  (1)      Filed as an Exhibit to Post-Effective Amendment No. 1 to Form S-8
           (Registration No. 33-97972) filed   with the Commission on July
           17,1997.
  
  (2)      Filed as an Exhibit to Form 8-A dated January 10, 1997.