X0303 4 2010-08-02 0000708819 MCDERMOTT INTERNATIONAL INC MDR 0001207166 JOHNSON STEPHEN MARCUM C/O MCDERMOTT INTERNATIONAL, INC. 777 N. ELDRIDGE PARKWAY HOUSTON TX 77079 0 1 0 0 President and CEO Restricted Stock Units 2010-08-02 5 J 0 120149 0 A 2012-05-14 Common Stock 120149 120149 D Stock Options (right to buy) 9.36 2010-08-02 5 J 0 255744 0 A 2016-05-14 Common Stock 255744 255744 D Restricted Stock Units 2010-08-02 5 J 0 104302 0 A 2012-05-14 2012-05-14 Common Stock 104302 104302 D Stock Options (right to buy) 13.09 2010-08-02 5 J 0 141597 0 A 2017-03-04 Common Stock 141597 141597 D Restricted Stock Units 2010-08-02 5 J 0 95493 0 A 2013-03-04 Common Stock 95493 95493 D Each restricted stock unit represents a contingent right to receive one share of MDR common stock. 58,159 additional restricted stock units were granted as a result of adjustments in connection with the July 30, 2010 spin-off of The Babcock & Wilcox Company (the "Spin-off"). The restricted stock units generally vest in three equal installments beginning May 14, 2010. These options were originally reported as covering 131,949 shares at an exercise price of $18.15 per share, and these options were adjusted in connection with the Spin-off. The options generally vest in three equal annual installments beginning May 14, 2010. The restricted stock units were substituted for an original grant of performance shares in connection with the Spin-off. These options were originally reported as covering 73,056 shares at an exercise price of $25.37 per share, and these options were adjusted in connection with the Spin-off. The options generally vest in three equal annual installments beginning March 4, 2011. 46,224 additional restricted stock units were granted as a result of adjustments in connection with the Spin-off. The restricted stock units generally vest in three equal installments beginning March 4, 2011. Robert E. Stumpf, by power of attorney 2010-11-15