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: 2006-11-29

Reporting Person: TAYLOR DEAN E (Director, Chairman, CEO & President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-11-29	Common Stock	M	10000	$27.92	Acquired	83202	Direct
2006-11-29	Common Stock	M	24552	$22.75	Acquired	107754	Direct
2006-11-29	Common Stock	S	10000	$53.95	Disposed	97754	Direct
2006-11-29	Common Stock	S	24552	$54.95	Disposed	73202	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-11-29	Stock Option (Right to Buy)	$27.92	M	10000	Disposed	2013-03-12	Common Stock (10000)	Direct
2006-11-29	Stock Option (Right to Buy)	$22.75	M	24552	Disposed	2009-03-11	Common Stock (24552)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5757	Indirect
Common Stock	3639.5319	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: The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.

F3: 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.

F4: The options vested in 3 equal annual installments beginning on the date indicated.