SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BROWN ERIC B

(Last)

(First)

(Middle)

4 GREENWAY PLAZA

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TRANSOCEAN INC [ RIG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr.VP, Gen Counsel & Corp Scty

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/20/2007

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	03/19/2007		M		2,420⁽¹⁾	A	$0	34,786	D
Ordinary Shares	03/19/2007		F⁽²⁾		883	D	⁽²⁾	33,903⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Deferred Units	⁽⁴⁾	03/19/2007		A		7,260		⁽¹⁾	⁽¹⁾	Ordinary Shares	7,260	⁽¹⁾	7,260	D
Deferred Units	⁽⁴⁾	03/19/2007		M			2,420	⁽¹⁾	⁽¹⁾	Ordinary Shares	2,420	⁽¹⁾	4,840	D

Explanation of Responses:

1. On July 13, 2005, the reporting person was awarded a contingent, performance based grant for an opportunity to earn 12,517 deferred units. This opportunity was subject to the satisfaction of certain performance criteria based upon specified peer groups. Depending upon the issuer's performance within the peer groups, the reporting person could earn some, all or none of the units. The issuer's actual performance resulted in 7,260 deferred units being granted, which vest as follows: 2,420 on March 19, 2007, 2,420 on January 1, 2008 and 2,420 on January 1, 2009. These deferred units were incorrectly reported as restricted shares and included in Table I on the reporting person's Form 4 filed on March 20, 2007.

2. Shares automatically withheld upon vesting of deferred units to satisfy tax withholding obligations.

3. The number of shares directly beneficially owned following the reported transactions was incorrectly reported on the reporting person's Form 4 filed on March 20, 2007. Following the transactions reported on the reporting person's Form 4 filed on March 20, 2007, the reporting person directly beneficially owned 33,903 ordinary shares.

4. Each deferred unit represents a contingent right to receive one ordinary share of issuer stock.

Remarks:

	Chipman Earle by Power of Attorney	12/06/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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