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 Report (Date of earliest event reported) May 15, 2008

TIDEWATER INC.

(Exact name of registrant as specified in its charter)

Delaware	1-6311	72-0487776
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

601 Poydras Street, Suite 1900	70130
(Address of principal executive offices)	(Zip Code)

(504) 568-1010

(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 registrants under any of the following provisions:

¨ 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))

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 those risks and uncertainties, many of which are beyond the control of the company, include, without limitation, fluctuations in oil and gas prices; fleet additions by competitors and vessel overcapacity; changes in capital spending by customers in the energy industry for exploration, development and production; changing customer demands for different vessel specifications which may make some of our vessels technologically obsolete for certain customer projects or in certain markets; acts of terrorism; significant weather conditions; unsettled political conditions, war, civil unrest and governmental actions, especially in higher risk countries of operations; foreign currency fluctuations; and enforcement of laws related to the environment, labor and foreign corrupt practices. Readers should consider all of these risk factors as well as other information contained in this report.

On May 15, 2008, Joseph M. Bennett, Senior Vice President, Principal Accounting Officer and Chief Investor Relations Officer, presented at the 40^th Annual University of New Orleans Energy Accounting and Technology Conference in New Orleans, Louisiana.

A copy of the slides presented by Tidewater Inc. at this conference is filed as Exhibit 99.1 to this Current Report and is 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:

99.1 Tidewater Inc. slide presentation at 40^th Annual University of New Orleans Energy Accounting and Technology Conference in New Orleans, Louisiana on May 15, 2008.

2

SIGNATURE

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.

TIDEWATER INC.
By:	/s/ J. Keith Lousteau
	J. Keith Lousteau
	Executive Vice President and Chief Financial Officer

Date: May 16, 2008

3

EX-99.1

May 15, 2008

May 15, 2008

40

40

th

Annual

Annual

UNO

UNO

Energy

Energy

Accounting

Accounting

&

&

Technology

Technology

Conference

Conference

“Opportunities and Challenges

“Opportunities and Challenges

Confronting Current Offshore

Confronting Current Offshore

Service Providers”

Service Providers”

Joe Bennett –

Joe Bennett –

Sr. VP, Principal Accounting Officer and

Sr. VP, Principal Accounting Officer and

Chief Investor Relations Officer

Chief Investor Relations Officer

Exhibit 99.1

2

TIDEWATER

TIDEWATER

601 Poydras Street, Suite 1900

601 Poydras Street, Suite 1900

New Orleans, LA 70130

New Orleans, LA 70130

FORWARD-LOOKING STATEMENTS

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 presentation 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 any way anticipated

or projected by the Company, involve many risks and uncertainties. Among those risks and

uncertainties, many of which are beyond the control of the Company, are: fluctuations in oil

and gas prices; the level of fleet additions by competitors and vessel overcapacity; changes in

levels of capital spending in domestic and international markets

by customers in the energy

industry for exploration, development and production; unsettled political conditions, civil

unrest and governmental actions, especially in higher risk countries of operations; changing

customer demands for different vessel specifications; acts of terrorism; unsettled political

conditions, war, civil unrest and governmental actions, especially in higher risk countries of

operations; foreign currency fluctuations; and environmental and

labor laws. Participants

should consider all of these risk factors as well as other information contained in the

Company’s form 10-K’s and 10-Q’s.

Phone:

504.568.1010

•

Fax:

504.566.4580

Web

site

address:

www.tdw.com

•

Email:

connect@tdw.com

3

OUR WORKPLACE

OUR WORKPLACE

SAFETY IS

SAFETY IS

PRIORITY #1

PRIORITY #1

5

SAFETY RECORD RIVALS

SAFETY RECORD RIVALS

LEADING COMPANIES

LEADING COMPANIES

0.00

0.25

0.50

0.75

1.00

Total Recordable Incident Rates

Total Recordable Incident Rates

2001

2002

2003

2004

2005

2006

Calendar Years

Calendar Years

TIDEWATER

DOW CHEMICAL

DUPONT

EXXON/MOBIL

BP

TIDEWATER’S 

TIDEWATER’S 

BEGINNINGS

BEGINNINGS

A NEW DEEPWATER

A NEW DEEPWATER

VESSEL

VESSEL

8

TIDEWATER

TIDEWATER

CHALLENGES

CHALLENGES

Oil & gas prices are highly volatile

Changes in the level of capital spending by our

customers

The offshore marine service industry is highly

competitive

Failure to attract & retain key management &

technical personnel

9

294

83

71

61

58

VESSEL POPULATION

VESSEL POPULATION

BY OWNER

BY OWNER

(Includes AHTS and PSV’s

(Includes AHTS and PSV’s

only)

only)

Estimated as of March 2008

Estimated as of March 2008

Source:

ODS-Petrodata

and

Tidewater

1,432

Tidewater

Competitor #1

Competitor #2

Competitor #3

Competitor #4

All Others

10

TIDEWATER

TIDEWATER

CHALLENGES

CHALLENGES

Risks associated with operating internationally

Operational risks inherent to the Offshore Marine

Industry

Potential overcapacity in the Offshore Marine

Industry

Difficult market conditions

11

TIDEWATER

TIDEWATER

CHALLENGES

CHALLENGES

Consolidation of the company’s customer base

Risks associated with construction and

maintenance

Compliance with Foreign Corrupt Practices Act

Compliance with complex and developing laws

and regulations

12

THE FCPA AND

THE FCPA AND

TIDEWATER

TIDEWATER

Updating of FCPA policies (facilitating payments,

gifts, entertainment, donations)

Increased vetting of Third Party Agents

Updating Third Party Agency agreements and

Compliance Certificates

Increased worldwide FCPA training

13

TIDEWATER’S

TIDEWATER’S

COMPLIANCE PROGRAM

COMPLIANCE PROGRAM

Establishment of Corporate Compliance

Committee

Training on other legal and policy compliance

topics

Updating of Compliance Reporting Systems

Implementation of broader employee background

checks

14

TIDEWATER TODAY

TIDEWATER TODAY

Solid safety record

International presence driving earnings

Use cash to grow industry’s largest new fleet –

earning

great returns

Mature vessels providing continued outstanding returns

A strong balance sheet

Returns to shareholders: share repurchases and

dividends

15

TIDEWATER TOMORROW

TIDEWATER TOMORROW

Fleet with expanded capabilities

Increased international presence

Generating solid returns regardless of market cycle

Financially strong

Creating value for shareholders

16

HOW DO WE ACCOMPLISH

HOW DO WE ACCOMPLISH

OUR VISION?

OUR VISION?

Deploy cash to renew fleet with expanded capabilities

Push dayrates and utilization to grow profits and cash flow

Balance long-term and spot market opportunities

Right acquisitions, right price, right time

Utilize balance sheet strength

Focus on creating shareholder value

17

WHY A POSITIVE OUTLOOK?

WHY A POSITIVE OUTLOOK?

(Almost too many to list)

(Almost too many to list)

Favorable commodity price environment

International E&P spending up 16% in 2008 (Lehman Bros.)

More vessels needed

-

High rig utilization

-

New rigs and FPSO’s

coming

-

Strong seismic and construction markets

Largest new fleet in the industry

Mature vessels earning excellent returns

INTERNATIONAL!!!! –

93% of Fiscal 2008 Profits

18

GLOBAL VESSEL

FLEET BY AGE

0

20

40

60

80

100

120

140

160

180

200

1965

1970

1975

1980

1985

1990

1995

2000

2005

(Includes

AHTS

and

PSV’s

only)

Source:

ODS-Petrodata

and

Tidewater

As of 3/31/08, there are

As of 3/31/08, there are

approximately 710 additional AHTS

approximately 710 additional AHTS

and PSV’s

and PSV’s

under construction

under construction

Estimated as of March 2008

Estimated as of March 2008

2,000 active vessels

2,000 active vessels

19

GLOBAL VESSEL

FLEET BY AGE

0

20

40

60

80

100

120

140

160

180

200

1965

1970

1975

1980

1985

1990

1995

2000

2005

(Includes

AHTS

and

PSV’s

only)

Source:

ODS-Petrodata

and

Tidewater

As of 3/31/08, there are

As of 3/31/08, there are

approximately 710 additional AHTS

approximately 710 additional AHTS

and PSV’s

and PSV’s

under construction

under construction

Estimated as of March 2008

Estimated as of March 2008

Of the total 2,000 vessels, 302 vessels are 30+ yrs old.

Of the total 2,000 vessels, 302 vessels are 30+ yrs old.

20

GLOBAL VESSEL

FLEET BY AGE

0

20

40

60

80

100

120

140

160

180

200

1965

1970

1975

1980

1985

1990

1995

2000

2005

(Includes

AHTS

and

PSV’s

only)

Source:

ODS-Petrodata

and

Tidewater

As of 3/31/08, there are

As of 3/31/08, there are

approximately 710 additional AHTS

approximately 710 additional AHTS

and PSV’s

and PSV’s

under construction

under construction

Estimated as of March 2008

Estimated as of March 2008

Of the total 2,000 vessels, 302 vessels are 30+ yrs old,

Of the total 2,000 vessels, 302 vessels are 30+ yrs old,

another 495 are 25-29 yrs old.

another 495 are 25-29 yrs old.

21

GLOBAL VESSEL

FLEET BY AGE

0

20

40

60

80

100

120

140

160

180

200

1965

1970

1975

1980

1985

1990

1995

2000

2005

(Includes

AHTS

and

PSV’s

only)

Source:

ODS-Petrodata

and

Tidewater

As of 3/31/08, there are

As of 3/31/08, there are

approximately 710 additional AHTS

approximately 710 additional AHTS

and PSV’s

and PSV’s

under construction

under construction

Estimated as of March 2008

Estimated as of March 2008

Of the total 2,000 vessels, 302 vessels are 30+ yrs old,

Of the total 2,000 vessels, 302 vessels are 30+ yrs old,

another 495 are 25-29 yrs old, and

another 495 are 25-29 yrs old, and

174 are 20-24 yrs old

174 are 20-24 yrs old

22

VESSEL / RIG RATIO

VESSEL / RIG RATIO

Current Vessel Demand Dynamics:

2,000

Global Vessel Count (AHTS & PSV only)

573

Global Working Rigs

3.5

Vessel to Rig Ratio

Incremental Vessel Demand:

58

Older rigs in yards getting prepared for work

163

New rigs under construction

Source:

ODS-Petrodata

and

Tidewater

Estimated as of March 2008

Estimated as of March 2008

23

90% International       10% Domestic

90% International       10% Domestic

(vs. 57% International and 43% Domestic ten years ago)

(vs. 57% International and 43% Domestic ten years ago)

Active Vessel Count By Region

Active Vessel Count By Region

(excludes stacked vessels)

(excludes stacked vessels)

TIDEWATER TODAY

TIDEWATER TODAY

INTERNATIONAL PRESENCE

INTERNATIONAL PRESENCE

DRIVING EARNINGS

DRIVING EARNINGS

North

North

America

America

38 (10%)

38 (10%)

(10%)

Central/South

Central/South

America

America

99 (27%)

99 (27%)

(27%)

West

West

Africa

Africa

150 (40%)

150 (40%)

(40%)

Far East

Far East

48 (13%)

48 (13%)

(13%)

Europe/M.E.

Europe/M.E.

38 (10%)

38 (10%)

(10%)

24

INTERNATIONAL

INTERNATIONAL

VESSEL DAYRATES

VESSEL DAYRATES

Growth

Growth

Total Dayrate

Total Dayrate

Growth from FY‘04  +71%,

Growth from FY‘04  +71%,

New vessels +81%, Mature vessels +44%

New vessels +81%, Mature vessels +44%

0%

10%

20%

30%

40%

50%

60%

70%

80%

Fiscal 2005

Fiscal 2006

Fiscal 2007

Fiscal 2008

25

USE CASH TO

USE CASH TO

GROW INDUSTRY’S

GROW INDUSTRY’S

LARGEST NEW FLEET

LARGEST NEW FLEET

Commit $300-$500 MM per year for fleet renewal

Paid from internal cash flow

Fiscal 2008 CapEx

of $354 MM

Always weigh build vs. buy criteria

Strive for a Balance Between

Strive for a Balance Between

Performance, Growth and Financial Strength

Performance, Growth and Financial Strength

26

LARGEST NEW FLEET

LARGEST NEW FLEET

IN THE INDUSTRY

IN THE INDUSTRY

$1,238m

68

PSV’s

$2,611m

(2)

189

TOTALS:

(1)

$272m 

63

Crewboats & Tugs

$1,101m

58

AHTS

Estimated Cost

Vessel Count

(1) Includes vessels added to the fleet financed by bareboat charter.

(2) $1,868m funded through 3/31/08.

*Excludes ENSCO fleet acquisition effected April 1, 2003.

Vessel Commitments Jan. ’00 –

Vessel Commitments Jan. ’00 –

March ‘08

March ‘08

First Priority: Disciplined Renewal of Fleet

First Priority: Disciplined Renewal of Fleet

27

LARGEST NEW FLEET IN THE

LARGEST NEW FLEET IN THE

INDUSTRY …

INDUSTRY …

AND COUNTING

AND COUNTING

Our approach to managing construction

Our approach to managing construction

49

Total

24

PSV

7

Crew and Tug

18

AHTS

Count

Vessels Under Construction

Vessels Under Construction

As of March 31, 2008

As of March 31, 2008

Building vessels 

worldwide

Due diligence focused

on yards

Tidewater staff

supervise on site

Estimated delivery schedule –

Estimated delivery schedule –

19 in FY ’09, 

19 in FY ’09, 

20 in FY ’10 and 10 thereafter

20 in FY ’10 and 10 thereafter

When delivered, these 49 vessels (using today’s

When delivered, these 49 vessels (using today’s

dayrate, utilization, costs and share count) should

dayrate, utilization, costs and share count) should

generate approximately $3.50 of EPS

generate approximately $3.50 of EPS

TIDEWATER’S NEXT

TIDEWATER’S NEXT

GENERATION VESSELS

GENERATION VESSELS

29

0

100

200

300

400

500

Active Fleet

Dispositions

* Net vessels added to the fleet since January 2000, including

49 vessels under construction at 3/31/08.

* Since 4/01/05, 28 vessels have been scrapped and 115 have been sold.

* Total fleet count excludes 53 stacked vessels.

Out With the Old –

Out With the Old –

In With the New

In With the New

LARGEST NEW FLEET

LARGEST NEW FLEET

IN THE INDUSTRY

IN THE INDUSTRY

(as of 3/31/08)

(as of 3/31/08)

422

422

392

392

175 New Vessels

175 New Vessels

71 Scrapped

71 Scrapped

321 Sold

321 Sold

(Since 4/1/99)

30

STRONG

STRONG

BALANCE SHEET

BALANCE SHEET

$300

$300

Long-term Debt*

$1,930

$1,883

Stockholders’

Equity

1.5%

0%

Net Debt* to Total Cap

$270           

$394

Cash

March 2008

March 2007

Further Proof of Our Discipline and

Further Proof of Our Discipline and

Sound Business Strategy

Sound Business Strategy

(in Millions)

(in Millions)

* Excludes $21.9 million at March 2007, and $10.1 million at March 31, 2008, of total capitalized lease obligations.

$0.00

$2.00

$4.00

$6.00

$8.00

Fiscal 2004

Fiscal 2005

Fiscal 2006

Fiscal 2007

Fiscal 2008

31

SIGNIFICANT

SIGNIFICANT

EARNINGS GROWTH

EARNINGS GROWTH

58% Four-Year Compounded

58% Four-Year Compounded

Annual Earnings Growth Rate

Annual Earnings Growth Rate

$1.03

$1.03

$1.78

$1.78

$3.33

$3.33

$5.94

$5.94

**

EPS in Fiscal 2004 is exclusive of the $.30 per share after tax impairment charge. EPS in Fiscal 2006 is

exclusive of the $.74 per share after tax gain from the sale of six KMAR vessels.

EPS in Fiscal 2007 is exclusive of $.37 per share of after tax gains from the sale of 14 offshore tugs.

FY End Stock Price  $28.13

$38.86            $55.23             $58.58             $55.11

$6.39

$6.39

32

RETURNING VALUE TO

RETURNING VALUE TO

SHAREHOLDERS

SHAREHOLDERS

SHARE REPURCHASE PROGRAM

Current repurchase authority $250 MM

Spent $196.4 MM through 3/31/08

Since 8/05, have repurchased 8.5 MM shares for $462.5 MM, 

($54.14 per share)

DIVIDENDS

Current 1.1% yield (highest among OSX companies)

One of eight OSX companies paying dividends

33

GOALS & OBJECTIVES

GOALS & OBJECTIVES

Consistent Over Last Several Years

Consistent Over Last Several Years

Renew

Renew

Fleet

Fleet

Maintain Financial

Maintain Financial

Strength

Strength

Deliver

Deliver

Results

Results

CELEBRATING 50 YEARS

CELEBRATING 50 YEARS

May 15, 2008

May 15, 2008

40

40

th

Annual UNO Energy Accounting &

Annual UNO Energy Accounting &

Technology Conference

Technology Conference

“Opportunities and Challenges

“Opportunities and Challenges

Confronting Current Offshore

Confronting Current Offshore

Service Providers”

Service Providers”

Joe Bennett –

Joe Bennett –

Sr. VP, Principal Accounting Officer and

Sr. VP, Principal Accounting Officer and

Chief Investor Relations Officer

Chief Investor Relations Officer