Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                Date of Report (Date of earliest event reported)
                                JANUARY 23, 1998


                          BLACK WARRIOR WIRELINE CORP.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


DELAWARE                                  0-18754                11-2904094
--------------------------------------------------------------------------------
(State or other jurisdiction     (Commission File Number)      (IRS Employer
of incorporation)                                            Identification No.)


               3748 HIGHWAY 45 NORTH, COLUMBUS, MISSISSIPPI 39701
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (601) 329-1047


--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)







<PAGE>



ITEM 5.  OTHER EVENTS

         Phoenix  Acquisition - On January 23, 1998, the Company entered into an
agreement  with  Phoenix  Drilling  Services,  Inc.  ("Phoenix")  to acquire the
domestic  oil and gas well survey  business and  domestic  directional  drilling
business of Phoenix.  The purchase  price for the assets to be acquired is $19.0
million.  The  transaction  is  scheduled to be completed on or before March 16,
1998  with an  effective  date for the  transaction  of  January  1,  1998.  The
operations of the business to be acquired are conducted  throughout  the primary
oil and gas producing areas of the United States. The purchase price is intended
to be financed through secured borrowings and the private sale of securities.

         St. James  Transaction - On January 23, 1998, the Company  entered into
an  Agreement  for Purchase and Sale (the "Note  Purchase  Agreement")  with St.
James Capital  Partners,  L.P. ("St.  James"),  a Delaware limited  partnership,
whereby St. James agreed to purchase and the Company  agreed to sell up to $10.0
million  principal  amount of a convertible  promissory note (the "Note") due on
July 23, 1999. On January 23, 1998, the Company  borrowed $1.0 million under the
Note Purchase  Agreement and the balance is intended to be borrowed primarily to
finance  the  payment  of a portion of the  purchase  price for the assets to be
purchased  from Phoenix  described  above and possibly to be used in  connection
with  other  acquisitions.  Payment of  principal  and  interest  on the Note is
collateralized  by  substantially  all the  assets of the  Company.  The Note is
convertible  into shares of the Company's  Common Stock at a conversion price of
$7.00 per share,  subject to anti-dilution  adjustment for certain  issuances of
securities  by the  Company  at prices  per share of Common  Stock less than the
conversion  price  then in  effect.  St.  James has  agreed to  subordinate  its
security  interests and rights to the indebtedness and security interests of the
lenders  providing up to $4.5  million  pursuant to a term loan and $3.0 million
pursuant to a revolving  credit  facility,  neither of which financings have yet
been arranged.  Pursuant to the Note Purchase Agreement,  the Company has agreed
to issue to St. James for nominal  consideration  warrants  (the  "Warrant")  to
purchase  shares  of Common  Stock  exercisable  at a price of $6.75 per  share,
subject to anti-dilution  adjustment for certain  issuances of securities by the
Company at prices per share of Common Stock less than the exercise price then in
effect.  St. James will be issued  warrants to purchase  20,000 shares of Common
Stock for each $100,000 borrowed under the Note Purchase Agreement, or a maximum
aggregate of warrants to purchase 2,000,000 shares of which warrants to purchase
200,000 shares have been issued.  The shares  issuable on conversion of the Note
and exercise of the Warrant have demand and piggy-back registration rights under
the Securities Act of 1933. The Company agreed that one

                                      -2-

<PAGE>



person  designated  by St. James will be nominated for election to the Company's
Board of Directors.  Mr. John L. Thompson,  currently a Director of the Company,
serves in this capacity.  The Note Purchase  Agreement  grants St. James certain
preferential  rights to provide  future  financings  to the Company,  subject to
certain   exceptions.   The  Note  contains  various  affirmative  and  negative
covenants, including a prohibition against the Company consolidating, merging or
entering into a share  exchange with another  person,  with certain  exceptions,
without  the consent of St.  James.  Events of default  under the Note  include,
among other events, (i) a default in the payment of principal or interest on the
Note;  (ii) a default under the 9% Convertible  Promissory Note in the principal
amount  of  $2.0  million  dated  as of June  5,  1997 or on the 7%  Convertible
Promissory Note in the principal  amount of $2.9 million dated as of October 10,
1997  issued to St.  James and the  failure to cure such  default for five days;
(iii) a breach of the Company's covenants,  representations and warranties under
the Note  Purchase  Agreement or the Purchase and Sale  Agreements  entered into
with St. James dated June 7, 1997 and October 10, 1997;  (iv) a breach under the
other  agreements  between  the  Company  and  St.  James,  subject  to  certain
exceptions;  (v) any  person or group of  persons  acquiring  40% or more of the
voting power of the Company's  outstanding  shares who was not the owner thereof
as of January  23,  1998,  a merger of the  Company  with  another  person,  its
dissolution or liquidation or a sale of all or substantially all its assets; and
(vi) certain events of bankruptcy. In the event of a default under the Note, St.
James could seek to foreclose  against the collateral for the Note. In addition,
such default  would be a default under the notes issued to St. James in the June
1997 and the October 1997 transactions. St. James received an origination fee of
$125,000 in connection with the transaction.

         In the  Agreement,  St.  James  agreed  to  convert  its  $2.0  million
convertible note dated June 5, 1997 and its $2.9 million  convertible note dated
October 10, 1997 into shares of the  Company's  Common Stock at such time as the
Company has filed a  registration  statement  under the  Securities  Act of 1933
relating to the shares  issuable on conversion of such notes,  the Note,  and on
exercise of the warrants  issued in  connection  with the sale by the Company of
notes in the June 1997 and October  1997  transactions  with St.  James,  and on
exercise  of the  Warrant  and such  registration  statement  has been  declared
effective.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)      Financial statements of business acquired.

                                      -3-

<PAGE>



                  None required at this time.

         (b)      Pro forma financial information.

                  None required at this time.

         (c)      Exhibits

                  10.1  Asset  Purchase  Agreement  dated as of  January 1, 1998
between Black Warrior Wireline Corp. and Phoenix Drilling Services, Inc.

                  10.2  Agreement  for Purchase and Sale dated  January 23, 1998
between Black Warrior Wireline Corp. and St. James Capital Partners, L.P.

                  10.3 $10,000,000 Convertible Promissory Note dated January 23,
1998 issued to St. James Capital Partners, L.P.

                  10.4 Warrant dated January 23, 1998 to purchase 200,000 shares
of Common Stock issued to St. James Capital Partners, L.P.

                  10.5 Amendment No. 2 to Registration  Rights Agreement between
Black Warrior Wireline Corp. and St. James Capital Partners,  L.P. dated January
23, 1998.




                                      -4-
<PAGE>



                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


                                                 BLACK WARRIOR WIRELINE CORP.





Dated:  February 6, 1997                 By:     /s/ William L. Jenkins
                                                 -------------------------------
                                                 William L. Jenkins, President




                                      -5-
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Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                Date of Report (Date of earliest event reported)
                                JANUARY 23, 1998

                          BLACK WARRIOR WIRELINE CORP.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

DELAWARE                                  0-18754                11-2904094
--------------------------------------------------------------------------------
(State or other jurisdiction     (Commission File Number)      (IRS Employer
of incorporation)                                            Identification No.)

               3748 HIGHWAY 45 NORTH, COLUMBUS, MISSISSIPPI 39701
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (601) 329-1047

--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
ITEM 5.  OTHER EVENTS

         Phoenix  Acquisition - On January 23, 1998, the Company entered into an
agreement  with  Phoenix  Drilling  Services,  Inc.  ("Phoenix")  to acquire the
domestic  oil and gas well survey  business and  domestic  directional  drilling
business of Phoenix.  The purchase  price for the assets to be acquired is $19.0
million.  The  transaction  is  scheduled to be completed on or before March 16,
1998  with an  effective  date for the  transaction  of  January  1,  1998.  The
operations of the business to be acquired are conducted  throughout  the primary
oil and gas producing areas of the United States. The purchase price is intended
to be financed through secured borrowings and the private sale of securities.

         St. James  Transaction - On January 23, 1998, the Company  entered into
an  Agreement  for Purchase and Sale (the "Note  Purchase  Agreement")  with St.
James Capital  Partners,  L.P. ("St.  James"),  a Delaware limited  partnership,
whereby St. James agreed to purchase and the Company  agreed to sell up to $10.0
million  principal  amount of a convertible  promissory note (the "Note") due on
July 23, 1999. On January 23, 1998, the Company  borrowed $1.0 million under the
Note Purchase  Agreement and the balance is intended to be borrowed primarily to
finance  the  payment  of a portion of the  purchase  price for the assets to be
purchased  from Phoenix  described  above and possibly to be used in  connection
with  other  acquisitions.  Payment of  principal  and  interest  on the Note is
collateralized  by  substantially  all the  assets of the  Company.  The Note is
convertible  into shares of the Company's  Common Stock at a conversion price of
$7.00 per share,  subject to anti-dilution  adjustment for certain  issuances of
securities  by the  Company  at prices  per share of Common  Stock less than the
conversion  price  then in  effect.  St.  James has  agreed to  subordinate  its
security  interests and rights to the indebtedness and security interests of the
lenders  providing up to $4.5  million  pursuant to a term loan and $3.0 million
pursuant to a revolving  credit  facility,  neither of which financings have yet
been arranged.  Pursuant to the Note Purchase Agreement,  the Company has agreed
to issue to St. James for nominal  consideration  warrants  (the  "Warrant")  to
purchase  shares  of Common  Stock  exercisable  at a price of $6.75 per  share,
subject to anti-dilution  adjustment for certain  issuances of securities by the
Company at prices per share of Common Stock less than the exercise price then in
effect.  St. James will be issued  warrants to purchase  20,000 shares of Common
Stock for each $100,000 borrowed under the Note Purchase Agreement, or a maximum
aggregate of warrants to purchase 2,000,000 shares of which warrants to purchase
200,000 shares have been issued.  The shares  issuable on conversion of the Note
and exercise of the Warrant have demand and piggy-back registration rights under
the Securities Act of 1933. The Company agreed that one

                                      -2-
person  designated  by St. James will be nominated for election to the Company's
Board of Directors.  Mr. John L. Thompson,  currently a Director of the Company,
serves in this capacity.  The Note Purchase  Agreement  grants St. James certain
preferential  rights to provide  future  financings  to the Company,  subject to
certain   exceptions.   The  Note  contains  various  affirmative  and  negative
covenants, including a prohibition against the Company consolidating, merging or
entering into a share  exchange with another  person,  with certain  exceptions,
without  the consent of St.  James.  Events of default  under the Note  include,
among other events, (i) a default in the payment of principal or interest on the
Note;  (ii) a default under the 9% Convertible  Promissory Note in the principal
amount  of  $2.0  million  dated  as of June  5,  1997 or on the 7%  Convertible
Promissory Note in the principal  amount of $2.9 million dated as of October 10,
1997  issued to St.  James and the  failure to cure such  default for five days;
(iii) a breach of the Company's covenants,  representations and warranties under
the Note  Purchase  Agreement or the Purchase and Sale  Agreements  entered into
with St. James dated June 7, 1997 and October 10, 1997;  (iv) a breach under the
other  agreements  between  the  Company  and  St.  James,  subject  to  certain
exceptions;  (v) any  person or group of  persons  acquiring  40% or more of the
voting power of the Company's  outstanding  shares who was not the owner thereof
as of January  23,  1998,  a merger of the  Company  with  another  person,  its
dissolution or liquidation or a sale of all or substantially all its assets; and
(vi) certain events of bankruptcy. In the event of a default under the Note, St.
James could seek to foreclose  against the collateral for the Note. In addition,
such default  would be a default under the notes issued to St. James in the June
1997 and the October 1997 transactions. St. James received an origination fee of
$125,000 in connection with the transaction.

         In the  Agreement,  St.  James  agreed  to  convert  its  $2.0  million
convertible note dated June 5, 1997 and its $2.9 million  convertible note dated
October 10, 1997 into shares of the  Company's  Common Stock at such time as the
Company has filed a  registration  statement  under the  Securities  Act of 1933
relating to the shares  issuable on conversion of such notes,  the Note,  and on
exercise of the warrants  issued in  connection  with the sale by the Company of
notes in the June 1997 and October  1997  transactions  with St.  James,  and on
exercise  of the  Warrant  and such  registration  statement  has been  declared
effective.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)      Financial statements of business acquired.

                                      -3-
None required at this time.

         (b)      Pro forma financial information.

                  None required at this time.

         (c)      Exhibits

                  10.1  Asset  Purchase  Agreement  dated as of  January 1, 1998
between Black Warrior Wireline Corp. and Phoenix Drilling Services, Inc.

                  10.2  Agreement  for Purchase and Sale dated  January 23, 1998
between Black Warrior Wireline Corp. and St. James Capital Partners, L.P.

                  10.3 $10,000,000 Convertible Promissory Note dated January 23,
1998 issued to St. James Capital Partners, L.P.

                  10.4 Warrant dated January 23, 1998 to purchase 200,000 shares
of Common Stock issued to St. James Capital Partners, L.P.

                  10.5 Amendment No. 2 to Registration  Rights Agreement between
Black Warrior Wireline Corp. and St. James Capital Partners,  L.P. dated January
23, 1998.

                                      -4-
SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                                 BLACK WARRIOR WIRELINE CORP.

Dated:  February 6, 1997                 By:     /s/ William L. Jenkins
                                                 -------------------------------
                                                 William L. Jenkins, President

                                      -5-