TIDEWATER INC — Director's Dealing 2006

Dec 1, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIDEWATER INC (TDW)
CIK: 0000098222
Period of Report: 2006-11-30

Reporting Person: LOUSTEAU J KEITH (Exec VP, CFO & Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-11-30	Common Stock	M	20000	$27.92	Acquired	65982	Direct
2006-11-30	Common Stock	S	20000	$55.00	Disposed	45982	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-11-30	Stock Option (Right to Buy)	$27.92	M	20000	Disposed	2013-03-12	Common Stock (20000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4837.2540	Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously entered into by the Reporting Person.

F2: Acquired on a periodic basis by the Trustee of the Tidewater Inc. 401(k) Savings Plan. Includes shares acquired for my account through November 30, 2006.

F3: The options vested in 3 equal annual installments beginning on the date indicated.