8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): June 2, 2008

GULFMARK OFFSHORE, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

000-22853

(Commission file number)

76-0526032

(I.R.S. Employer Identification No.)

10111 Richmond Avenue, Suite 340, Houston, Texas (Address of principal executive offices) 77042 (Zip Code)

(713) 963-9522

(Registrant's telephone number, including area code)

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 7.01.FD Disclosure

In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the company notes that certain statements set forth in this Current Report on Form 8-K provide other than historical information and are forward looking. The actual achievement of any forecasted results, or the unfolding of future economic or business developments in a way anticipated or projected by the company, involve numerous risks and uncertainties. Among the factors that could cause actual results to differ materially are: price of oil and gas and their effect on industry conditions; industry volatility; fluctuations in the size of the offshore marine vessel fleet in areas where GulfMark operates; changes in competitive factors; delay or cost overruns on construction projects and other material factors that are described from time to time in the GulfMark’s filings with the SEC, including its Form 10-K for the year ended December 31, 2007. Consequently, the forward-looking statements contained herein should not be regarded as representations that the projected outcomes can or will be achieved. Readers should consider all of these risk factors as well as other information contained in this report.

On June 2, 2008, Bruce Streeter, President and CEO, and Russell Bay, Vice President – Investor Relations and Treasurer presented at the RBC Capital Markets Energy Conference in New York, New York.

A copy of the slides presented by GulfMark Offshore, Inc. at this conference are filed as Exhibit 99.1 to this Current Report and are incorporated herein by reference as if fully set forth. The presentation slides include statements intended as “forward-looking statements,” which are subject to the cautionary statement about forward-looking statements set forth therein.

ITEM 9.01. Financial Statements and Exhibits

(d)   Exhibits

The following exhibit is furnished with this Form 8-K:

Exhibit No.	Descriptions
99.1	GulfMark Offshore, Inc. slide presentation at the RBC Capital Markets Energy Conference held in New York, New York on June 2, 2008.

SIGNATURES

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

Date:  June 4, 2008		GulfMark Offshore, Inc.
		(Registrant)
	By:	/s/ Edward A. Guthrie
	Name:	Edward A. Guthrie
	Title:	Executive Vice President – Finance and Chief Financial Officer

EX-99.1

GulfMark Offshore, Inc.

GulfMark Offshore, Inc.

GULFMARK
OFFSHORE

RBC Energy Conference

June 2008

Cautionary Statement Regarding Forward-Looking Statements

This presentation includes forward-looking statements and projections,made in reliance on the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.The Company has made every
reasonable effort to ensure that the information and assumptions on which these statements and projections are
based are current, reasonable, and complete.However, a variety of factors could cause actual results to differ
materially from the projections, anticipated results or other expectations expressed in this presentation.While
the Company makes these statements and projections in good faith, neither the company nor its management can
guarantee that the anticipated future results will be achieved.Reference should be made to the Company’s
Securities and Exchange Commission filings for additional important factors that may affect actual results.

GulfMark Offshore, Inc.•10111 Richmond Avenue, Suite 340 • Houston, TX 77042

Phone:(713) 963-9522•Fax:(713) 963-9796

E-Mail: gmrk@gulfmark.com• Website: www.gulfmark.com

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3

Investment Highlights

›Strong demand for offshore marine services

›Global presence and operations expertise

›Financial flexibility to pursue opportunities

›Rigdon Marine acquisition fuels growth

›Young, versatile high-spec fleet

4

GulfMark at a Glance

Leader in providing marine transportation services to the offshore oil and
gas exploration and production industry world-wide.

› Ticker:GLF

› Stock price:$65.41(1)

› Market cap:~$1.5 billion(1)

› Current fleet size:67 vessels

› Employees:1,300(2)

› Company inception:1953

(1)At May 29, 2008

(2)At February 28, 2008

5

GulfMark Growth Story

*2010E Includes Construction in Progress and Assumes Sale of Three Older Vessels.

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Strategic Focus

7

Worldwide Operating Locations
Including Rigdon

1

2

20

4

71 Owned Vessels at 6/30/08

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8

Financial Review

9

Rigdon Marine

Transaction Overview

I.Structure- GulfMark to acquire 100% of the stock of Rigdon Marine

II.Purchase Price- $150 million in cash
- 2.1 million shares in GulfMark common stock
- $268 million of assumed debt
- $19 million remaining capex under new build program

III.Financing (estimates)- $110 million to be drawn against GulfMark’s $175 million revolver
- $40 million from cash on hand
- $268 million in assumed debt held by DVB Bank

(1) Using GulfMark stock price at 5-27-08 of $61.75.

10

Rigdon Marine

Transaction Overview

IV.Rigdon Fleet - 28 Owned Vessels (21 Delivered; 7 Under Construction)- 10 R5000 series PSV’s built in 2004-2005
- 10 R4000 series PSV’s built in 2007-2008 (8 delivered)
-4 fast supply boats (FSV’s) built in 2007-2009 (1 delivered)
-4 crew boats (CB’s) built in 2007-2008 (2 delivered)
-1 managed crew boat (CB) built in 2007

V.Rigdon Operations Infrastructure
-Industry savvy Rigdon management team
-Highly qualified team of mariners
-Operating base in Louisiana

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Selected Financial Data

($ Millions, except per share amounts)

Excluding Gains on Asset Sales	2004	2005	2006	2007(1)	1st Call 2008E	1st Call 2009E
EBITDA	$42.0	$88.6	$125.5	$152.7	$187.0	$203.7
Net Income	$0.4	$38.4	$79.5	$114.4	$137.5	$150.9
Share O/S	20.1	20.4	22.7	23.1	23.2	23.3
E.P.S.	$0.02	$1.86	$3.79	$4.95	$5.92	$6.47
Including Gains
EBITDA	$44.3	$88.6	$135.7	$164.9	n/a	n/a

EBITDA shown adjusted for other income/expense items.2004 Net Income shown before cum. effect of
change in accounting.principle.1st Call estimates for 2008-09 as of 05/28/08; shares o/s calculated.

(1)2007 excluded impact of foreign tax law changes which resulted in a $27.6 million tax adj.

Capital Expenditures

	Actual 2007	2008E	2009E	2010E
New Build Vessels	175.7	98.6	84.3	57.3
Other (1)	9.3	5.7	5.7	5.7
Total	185.0	104.3	90.0	63.0

$ in Millions

2001-2006 Average = $65.1Million Annually

(1)Other line excludes capitalized interest of $6.2 million at 12/31/07 and in future years.

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Capital Expenditures w/Rigdon

	GLF Actual 2007	GLF+ Rigdon 2008E	GLF+ Rigdon 2009E	GLF+ Rigdon 2010E
New Build Vessels	175.7	108.8	90.3	57.3
Other (1)	9.3	5.7	5.7	5.7
Total	185.0	114.5	96.0	63.0

$ in Millions

2001-2006 Average = $65.1Million Annually

(1)Other line excludes capitalized interest of $6.2 million at 12/31/07 and in future years.

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Contract Cover*	9 Mos 2008E	12 Mos 2009E
North Sea	90.1%	53.7%
Southeast Asia	75.1%	54.5%
Americas	95.5%	88.5%
All Vessels	87.2%	59.9%
EBITDA ($mm)	$149.6	$126.9

GLF Contract Cover (Including Options)

4-15-08

*Represents percentage of available days vessels are under charter contract or option.

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Contract Cover*	6 Mos 2008E	12 Mos 2009E	12 Mos 2010E
North Sea	87.9%	53.7%	33.0 %
Southeast Asia	64.9%	54.5%	43.9%
Americas	66.9%	47.7%	19.8%
All Vessels	75.0%	51.2%	28.8%

Contract Cover (Including Options)

With Rigdon (6 mths 2008; 12 mths thereafter)

*Represents percentage of available days vessels are under charter contract or option.

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Industry Growth Dynamics

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Market Demand

lJackup and Floating Rig Construction

lFloating Production, Storage & Offloading (FPSO)
Growth

lSubsea Development

lConstruction Support

lGlobal Demand for Energy

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Demand Drivers - Rig Construction

Source: ODS Petrodata, Pareto Securities, AG Edwards & Jefferies research.

Near 70 New build Semi’s/Ships due thru 2011

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Demand Drivers- Floating Rigs & FPSO’s

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Demand Drivers - Subsea

Source:Infield/Offshore Research

Substantial growth in
water depths > 900m

	Global Capex
2007	$ 31B
2011E	$ 41B
CAGR	7.1%

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Subsea Market Growth

What’s driving the growth?

ü Increase in deepwater
production.

üCost benefits of subsea
installations.

üAbility to “fast-track” field to
production.

üInternational far outpacing
North American spending.

Source:Citi Presentation, Feb 2008

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Construction Demand

The Highland Rover
supporting the Allseas pipe-
lay vessel Solitaire.

Estimates indicate nearly
13,000 km of pipelines to be
installed between 2008 - -
2012.1

1 Source:Douglas-Westwood forecast as published in Nov 2007 Marine News.

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The GulfMark Fleet -

Past, Present and Future

PSV & AHTS Fleet Development - Major
Construction Programs Underway Since 2000

*Assumes planned acquisition and disposals occur and assumes sale of three older vessels.

27 Owned Vessels at Jan 2000

52 Owned Vessels at Dec 2010*

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PSV & AHTS Fleet Development - Major Construction
Programs Underway Since 2000 w/Rigdon

*Assumes planned acquisition and disposals occur and assumes sale of three older vessels.

27 Owned Vessels at Jan 2000

72 Owned Vessels at Dec 2010*

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Changing Fleet Including Rigdon Vessels

Sold (8)	Built	New builds Delivered (21)	Built	New builds Cont’d	Built
Sea Whip Sea Witch Sea Conquest Highland Sentinel Highland Patriot North Prince Sem Courageous Sea Explorer Future Sales (3)	1983 1983 1977 1979 1982 1978 1981 1981	Coloso Titan Sea Intrepid Sea Guardian Sea Sovereign Highland Prestige North Promise Sea Cheyenne Sea Supporter First and Ten Purchases (1)	2005 2005 2005 2006 2006 2007 2007 2007 2007 2007	Double Eagle Triple Play Sailfish Sea Apache Sea Kiowa Grand Slam Touchdown Hat Trick Hammerhead Slap Shot Bluefin	2007 2007 2007 2008 2008 2008 2008 2008 2008 2008 2008
T/B/A		Citadel*	2003

•Twenty-two recent vessel additions

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PSV’s (7)	Est Delivery	AHTS’s (5)	Est Delivery	Crew boats and FSV’s (5)	Est Delivery
Homerun Knockout Aker 09CD1 Bender1 Aker 09CD2 Bender2 Bender3	Q2 08 Q3 08 Q4 09 Q4 09 Q2 10 Q2 10 Q3 10	Sea Choctaw Sea Cherokee Sea Comanche Remontowa 1 Remontowa 2	Q3 08 Q4 08 Q4 08 Q2 10 Q3 10	Mako Albacore Swordfish Tiger Blacktip	Q3 08 Q4 08 Q4 08 Q2 09 Q2 09

•Seventeen additional vessels “on the way”

Changing Fleet Including Rigdon Vessels

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Fleet Overview with Rigdon Vessels

*Average age of owned vessels, excluding SPV’s.

(1)Current new build program delivers 17 additional vessels, within expected time frames; and, three older vessels sold.

	Fleet at June 30, 2008				Fleet at December 31, 2010(1)
	North Sea	SE Asia	Americas	Total	North Sea	SE Asia	Americas	Total
PSV	21	3	22	46	23	3	26	52
AHTS	4	11	3	18	5	11	4	20
FSV / CB	-	-	3	3	-	-	8	8
SpV	3	-	1	4	3	-	1	4
Total Owned Fleet	28	14	29	71	31	14	39	84
Avg. Age (Yrs.)*	11.6	12.0	3.8	8.6	11.8	10.7	5.5	8.9
Managed Fleet	14	-	5	19	14	-	5	19

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Recent New Build Vessels

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Rigdon 4000’s

Rigdon 4000’s = Next Generation

lAll are dynamically positioned (DPS 2) - critical for deepwater applications

lDiesel electric propulsion

lFuel efficiency - lower operating costs to customer

lProvidesmaximum utilization of cargo space (no shaft lines)

lLow environmental impact

lZero discharge

lLower fuel consumption

lMain deck machinerylocation enhances below deck capacity

lCargo capacities below deckand 1,860 DWT exceedmany

220 ft. vessels

l“Next Generation” = Suitable for both deepwater and shelf

32

Recent GulfMark New Builds

•AKER 09 - - 4,850 DWT PSV (2 vessels)

•Price approximately $30 million per vessel

•Highland Prestige delivered April 4, 2007

•North Promise delivered September 15, 2007

•Both on long-term charter in North Sea

•Jaya 861B (Sea Supporter) - - 7,900 BHP AHTS

•Price approximately $19.0 million

•Delivered October 20, 2007

•Currently on charter in SE Asia

•Keppel MTD 313A - - 10,600 BHP AHTS (3 vessels)

•Six ordered at approximately $23 million each

•Sea Cheyenne delivered October 27, 2007

•Sea Apache delivered January 9, 2008

•Sea Kiowa delivered March 31, 2008

•All on charter in SE Asia upon delivery

Strong demand allowed for all five new deliveries to immediately
begin mid to long-term charters at attractive day rates.

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Existing Rigdon Marine Vessels

•GPA 640 Diesel Electric DP2 PSV’s (10 vessels)

•All built in 2004 or 2005

•All on contract with average period of 2 + years

•Deepwater capable

•Efficient technology with high capacities low consumption

•GPA 654 Diesel Electric DP2 PSV’s (8 vessels)

•190’ version of GPA 640’s w/similar machinery

•Delivered between July 2007 and May 2008

•Suited for variety of environments - shelf to deepwater

•181’ DP1 Aluminum FSV (1 vessel)

•1000 BBLs of Liquid Mud capacity

•Capable of carriage of Bulk on deck

•Delivered in March 2008

•176’ DP1 Aluminum CB (1 vessel)

•Water Jet 32 knot high speed vessel

•Delivered in May 2007

•165’ Aluminum CB (1 vessel)

•Zero discharge

•Delivered in May 2008

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Future GulfMark New Builds

•Keppel MTD 313A AHTS - 10,600 BHP AHTS (3 vessels)

•Price approximately $23 million per vessel

•Expected deliveries 3Q 2008 - 4Q 2008

•Aker 09CD - 4,850 DWT PSV (2 vessels)

•Enhanced version of first two deliveries

•Price approximately $45 million per vessel

•Delivery in 4Q 2009 and 2Q 2010

•Remontowa - - 10,000 BHP AHTS (2 vessels)

•Price approximately $26.0 million per vessel

•Expected delivery in 2Q 2010 and 3Q 2010

•Bender - - 3,000 DWT PSV (3 vessels)

•Price approximately $25.0 million per vessel

•Expected delivery in 4Q 2009 - 3Q 2010

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Future Rigdon New Builds

•GPA 654 - Rigdon 4000 1895 KW DE PSV’s (2 vessels)

•8 previously delivered

•Expected deliveries 3Q 2008 - 4Q 2008

•181’ DP1 Aluminum FSV (3 vessels)

•1000 BBLs of Liquid Mud capacity

•Capable of carriage of Bulk on deck

•Delivery in 3Q 2008 - 2Q 2009

•176’ DP1 Aluminum CB (1 vessels)

•Water Jet 32 knot high speed vessels

•Expected delivery in 4Q 2008

•165’ Aluminum CB (1 vessel)

•Zero discharge

•Expected delivery in 3Q 2008

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SE Asia - New Vessels, New Approach

	2004	2005	2006	2007
Revenue	$17.5	$19.6	$27.4	$41.3
EBITDA	$ 8.7	$12.6	$17.6	$31.4
Avg Vessels	11.6	10.2	11.7	12.0
Day rate	$5,137	$5,849	$7,062	$10,276

	Total	Small AHTS	Modern AHTS	PSVs	Avg. Age (yrs)
Y/E 2004	10	7	0	3	21.7
Today	14	7	4	3	12.0
Y/E 2008*	14	5	6	3	8.7

Changing Fleet Composition

Performance Trend

* Assumes three new builds arrive as planned, one vessel transferred to Brazil, and two older vessels sold.

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The Best is Yet to Come Pre-Rigdon

Projected vessel EBITDA based on investment hurdle dayrates adjusted to current dayrates.Does not consider
potential impact of vessel dispositions.

38

The Best is Yet to Come Pre-Rigdon

Projected vessel EBITDA based on investment hurdle dayrates adjusted to current dayrates.Does not consider
potential impact of vessel dispositions.

39

Steady Growth in Size & Mix of Fleet

Vessels Designed & Built for Future Customer Needs

Working in Sectors With Increasing Demand

Term Charters That Provide Stable Cash Flow

Future Capital Requirements less Than 50% of EBITDA

Earnings Growth

Higher Levels of EBITDA

Increased Value Per Share

Modern Fleet + Competitive Advantage
= Increased Value

RESULT

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Reconciliation of Adjusted EBITDA

EBITDA is defined as net income (loss) before interest expense, net, income tax provision, and depreciation and
amortization.Adjusted EBITDA is calculated by adjusting EBITDA for certain items that we believe are non-cash or
unusual, consisting of: (i) loss from unconsolidated ventures; (ii) minority interest; and (iii) other (income) expense, net.
EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP and should not be considered
as an alternative to cash flow data, a measure of liquidity or an alternative to income from operations or net income as
indicators of our operating performance or any other measures of performance derived in accordance with GAAP.EBITDA
and Adjusted EBITDA are presented because we believe they are used by security analysts, investors and other interested
parties in the evaluation of companies in our industry.However, since EBITDA and Adjusted EBITDA are not
measurements determined in accordance with GAAP and are thus susceptible to varying calculations, EBITDA and
Adjusted EBITDA as presented may not be comparable to other similarly titled measures of other companies.