8-K

UNITED STATES

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 EARLIEST EVENT REPORTED:  MAY 4, 2010

ATWOOD OCEANICS, INC.

(Exact name of registrant as specified in its charter)

COMMISSION FILE NUMBER 1-13167

TEXAS

(State or other jurisdiction of incorporation or organization)

Internal Revenue Service – Employer Identification No. 74-1611874

15835 Park Ten Place Drive, Houston, Texas, 77084

(281) 749-7800

____________

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 (see General Instruction A.2. below):

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

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

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

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

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ITEM 2.02                      RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 4, 2010, the Company announced its earnings for the fiscal year 2010 second quarter ended March 31, 2010. A copy of the press release summarizing these earnings is filed with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Additional information with respect to the Company’s consolidated statements of operations for the three months and six months ended March 31, 2010 and 2009, an analysis of revenues and contract drilling costs for the three months and six months ended March 31, 2010 and condensed consolidated balance sheets at March 31, 2010 and September 30, 2009 are attached hereto as Exhibits 99.2, 99.3, and 99.4 respectively, which are being furnished; however, should not be deemed to be filed under Section 18 of the Exchange Act.

Statements contained in this report with respect to the future are forward-looking statements.  These statements reflect management's reasonable judgment with respect to future events.  Forward-looking statements involve risks and uncertainties.  Actual results could differ materially from those anticipated as a result of various factors including; the Company's dependence on the oil and gas industry; the risks involved the construction of a rig; competition; operating risks; risks involved in foreign operations; risks associated with possible disruption in operations due to terrorism; risks associated with a possible disruption in operations due to a war with Iraq; and governmental regulations and environmental matters.  A list of additional risk factors can be found in the Comp any's annual report on Form 10-K for the year ended September 30, 2009, filed with the Securities and Exchange Commission.

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ITEM 9.01                      EXHIBITS

EXHIBIT 99.1    PRESS RELEASE DATED MAY 4, 2010

EXHIBIT 99.2   CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 2010 AND 2009

EXHIBIT 99.3   ANALYSIS OF REVENUES AND CONTRACT DRILLING COSTS FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 2010

EXHIBIT 99.4   CONDENSED CONSOLIDATED BALANCE SHEETS AT MARCH 31, 2010 AND SEPTEMBER 30, 2009

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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.

ATWOOD OCEANICS, INC.

(Registrant)

/s/ James M. Holland

James M. Holland

Senior Vice President

DATE:    May 4, 2010

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EXHIBIT INDEX

EXHIBIT NO.                         & #160;                                                 DESCRIPTION

 99.1   Press Release dated May 4, 2010

 99.2  Consolidated Statements of Operations for the Three Months and Six Months ended March 31, 2010 and 2009

 99.3  Analysis of Revenues and Drilling Costs for the Three Months and Six Months ended March 31, 2010

 99.4  Condensed Consolidated Balance Sheets at March 31, 2010 and September 30, 2009

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EX-99.1

EXHIBIT 99.1

Houston, Texas

4 May 2010

FOR IMMEDIATE RELEASE

EARNINGS-

ATWOOD OCEANICS, INC., Houston-based International Drilling Contractor, announced today that the Company earned net income of $66,755,000 or $1.03 per diluted share, on revenues of $159,069,000 for the quarter ended March 31, 2010 compared to net income of $56,427,000 or $0.88 per diluted share, on revenues of $140,652,000 for the quarter ended March 31, 2009.  For the six months ended March 31, 2010, the Company earned net income of $133,739,000 or $2.06 per diluted share, on revenues of $323,312,000 compared to net income of $134,790,000 or $2.10 per diluted share, on revenues of $306,156,000 for the six months ended March 31, 2009.

	FOR THE THREE MONTHS ENDED  MARCH 31,
	2010	2009
Revenues	$        159,069,000	$        140,652,000
Income before Income Taxes	77,018,000	71,533,000
Provision for Income Taxes	(10,263,000)	(15,106,000)
Net Income	66,755,000	56,427,000
Earnings per Common Share -
Basic	1.04	0.88
Diluted	1.03	0.88
Weighted Average Shares
Outstanding -
Basic	64,396,000	64,186,000
Diluted	65,103,000	64,235,000
	FOR THE SIX MONTHS ENDED  MARCH 31,
	2010	2009
Revenues	$        323,312,000	$        306,156,000
Income before Income Taxes	158,273,000	163,249,000
Provision for Income Taxes	(24,534,000)	(28,459,000)
Net Income	133,739,000	134,790,000
Earnings per Common Share -
Basic	2.08	2.10
Diluted	2.06	2.10
Weighted Average Shares
Outstanding -
Basic	64,349,000	64,134,000
Diluted	65,063,000	64,284,000

EX-99.2

EXHIBIT 99.2

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

	Three Months Ended March 31,		Six Months Ended March 31,
	2010	2009	2010	2009
REVENUES:
Contract drilling	$    159,069	$    140,652	$    323,312	$    306,156
COSTS AND EXPENSES:
Contract drilling	62,769	53,008	123,811	108,405
Depreciation	9,643	8,143	19,356	16,052
General and administrative	9,721	7,645	21,344	17,889
Gain on involuntary conversion of assets	(573)	-	(573)	-
Gain on sale of equipment	(39)	(229)	(126)	(181)
	81,521	68,567	163,812	142,165
OPERATING INCOME	77,548	72,085	159,500	163,991
OTHER INCOME (EXPENSE)
Interest expense, net of capitalized interest	(579)	(604)	(1,312)	(909)
Interest income	49	52	85	167
	(530)	(552)	(1,227)	(742)
INCOME  BEFORE INCOME TAXES	77,018	71,533	158,273	163,249
PROVISION FOR INCOME TAXES	10,263	15,106	24,534	28,459
NET INCOME	$      66,755	$      56,427	$    133,739	$    134,790
EARNINGS PER COMMON SHARE:
Basic	1.04	0.88	2.08	2.10
Diluted	1.03	0.88	2.06	2.10
AVERAGE COMMON SHARES OUTSTANDING:
Basic	64,396	64,186	64,349	64,134
Diluted	65,103	64,235	65,063	64,284

 

EX-99.3

EXHIBIT 99.3

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

ANALYSIS OF REVENUES AND DRILLING COSTS

 (Unaudited)

	FOR THE THREE MONTHS ENDED  MARCH 31, 2010
		CONTRACT
		DRILLING
	REVENUES	COSTS
	(In Millions)
ATWOOD HUNTER	$              49.3	$                 8.6
ATWOOD FALCON	35.9	9.3
ATWOOD EAGLE	32.9	12.7
ATWOOD AURORA	11.8	5.0
ATWOOD BEACON	10.6	7.8
SEAHAWK	7.9	6.0
VICKSBURG	7.6	4.5
RICHMOND	3.1	3.7
ATWOOD SOUTHERN CROSS	-	3.1
OTHER	-	2.1
	$            159.1	$                62.8
	FOR THE SIX MONTHS ENDED MARCH 31, 2010
		CONTRACT
		DRILLING
	REVENUES	COSTS
	(In Millions)
ATWOOD HUNTER	$              98.5	$                17.7
ATWOOD FALCON	76.1	16.9
ATWOOD EAGLE	70.6	25.2
ATWOOD AURORA	24.0	10.9
ATWOOD BEACON	16.7	14.2
VICKSBURG	16.3	8.2
SEAHAWK	15.7	12.9
RICHMOND	5.4	7.3
ATWOOD SOUTHERN CROSS	-	6.1
OTHER	-	4.4
	$            323.3	$              123.8

EX-99.4

EXHIBIT 99.4

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	March 31,	September 30,
	2010	2009
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$           175,783	$              100,259
Accounts receivable, net of an allowance
of $0 at March 31, 2010
and $65 at September 30, 2009	79,411	124,053
Income tax receivable	19,916	8,306
Insurance receivable	-	2,518
Inventories of materials and supplies, net	51,862	50,136
Deferred tax assets	39	35
Prepaid expenses and deferred costs	9,283	19,297
Total Current Assets	336,294	304,604
NET PROPERTY AND EQUIPMENT	1,250,216	1,184,300
	1,250,216	1,184,300
LONG TERM ASSETS:
Other Receivables	15,799	14,331
Deferred costs and other assets	4,853	6,167
	20,652	20,498
	$        1,607,162	$           1,509,402
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$             35,391	$                19,066
Accrued liabilities	44,329	58,027
Deferred credits	19,587	35,825
Total Current Liabilities	99,307	112,918
LONG-TERM DEBT	250,000	275,000
LONG TERM LIABILITIES:
Deferred income taxes	974	6,082
Deferred credits	2,275	2,921
Other	12,474	10,188
	15,723	19,191
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Preferred stock, no par value;
1,000 shares authorized,  none outstanding	-	-
Common stock, $1 par value, 90,000 shares
authorized with 64,401 and 64,236 issued
and outstanding at March 31, 2010
and September 30, 2009, respectively	64,401	64,236
Paid-in capital	128,392	122,457
Retained earnings	1,049,339	915,600
Total Shareholders' Equity	1,242,132	1,102,293
	$        1,607,162	$           1,509,402