Proxy Card

GULFMARK OFFSHORE, INC.

ANNUAL MEETING OF STOCKHOLDERS

May 18, 2006

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned stockholder of GulfMark Offshore, Inc. (“GulfMark”) hereby appoints Peter I. Bijur and Sheldon S. Gordon, or either of them, as proxies, each with power to act without the other and with full power of substitution, for the undersigned to vote the number of shares of Common Stock of GulfMark that the undersigned would be entitled to vote if personally present at the Annual Meeting of Stockholders of GulfMark to be held on May 18, 2006, at 9:00 a.m., CDT, at 10111 Richmond Avenue, Suite 340, Houston, Texas 77042, and at any adjournment or postponement thereof, on the following matters that are more particularly described in the Proxy Statement dated April 7, 2006:

(Continued and to be signed on the reverse side)

ANNUAL MEETING OF STOCKHOLDERS OF

GULFMARK OFFSHORE, INC.

MAY 18, 2006

Please date, sign, and mail

your proxy card in the

envelope provided as soon

as possible.

Please detach along perforated line and mail in the envelope provided.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” THE ELECTION OF DIRECTORS AND “FOR” PROPOSALS 2 AND 3. PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x

1. Election of Directors □ FOR ALL NOMINEES □ WITHHOLD AUTHORITORY FOR ALL NOMINEES □ FOR ALL EXCEPT (see instructions below)	Nominees: ○ David J. Butters ○ Peter I. Bijur ○ Marshall A. Crowe ○ Louis S. Gimbel, 3^rd ○ Sheldon S. Gordon ○ Robert B. Millard ○ Bruce A. Streeter	2. To ratify the selection of UHY Mann Frankfort Stein FOR AGAINST ABSTAIN & Lipp CPAs, LLP as the Company’s independent □ □ □ accountants for the fiscal year ending December 31, 2006. 3. To transact such other business as may properly come before the meeting or any adjournment thereof. This proxy, when properly executed, will be voted in the manner directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted "for" all Proposals listed. Receipt of the Proxy Statement dated April 7, 2006 is hereby acknowledged. PLEASE MARK, SIGN DATE AND RETURN USING THE ENCLOSED ENVELOPE.
INSTRUCTION: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here: ●

To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method. □

Signature of Stockholder

Date:

Signature of Stockholder

Date:

Note: Please sign exactly as your name appears on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.

ANNUAL MEETING OF STOCKHOLDERS OF

GULFMARK OFFSHORE, INC.

MAY 18, 2006

PROXY VOTING INSTRUCTIONS

MAIL - Date, sign and mail your proxy card in the envelope provided as soon as possible. - or - INTERNET - Access “www.voteproxy.com” and follow the on-screen instructions. Have your proxy card available when you access the web page.	COMPANY NUMBER
	ACCOUNT NUMBER

You may enter your voting instructions at www.voteproxy.com up until 11:59 Eastern Time the day before the cut-off or meeting date.

Please detach along perforated line and mail in the envelope provided IF you are not voting via the Internet.

1. Election of Directors □ FOR ALL NOMINEES □ WITHHOLD AUTHORITORY FOR ALL NOMINEES □ FOR ALL EXCEPT (see instructions below)	Nominees: ○ David J. Butters ○ Peter I. Bijur ○ Marshall A. Crowe ○ Louis S. Gimbel, 3^rd ○ Sheldon S. Gordon ○ Robert B. Millard ○ Bruce A. Streeter	2. To ratify the selection of UHY Mann Frankfort Stein FOR AGAINST ABSTAIN & Lipp CPAs, LLP as the Company’s independent □ □ □ accountants for the fiscal year ending December 31, 2006. 3. To transact such other business as may properly come before the meeting or any adjournment thereof. This proxy, when properly executed, will be voted in the manner directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted "for" all Proposals listed. Receipt of the Proxy Statement dated April 7, 2006 is hereby acknowledged. PLEASE MARK, SIGN DATE AND RETURN USING THE ENCLOSED ENVELOPE.
INSTRUCTION: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here: ●

To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method. □

Signature of Stockholder

Date:

Signature of Stockholder

Date: