TIDEWATER INC — Director's Dealing 2006

May 10, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIDEWATER INC (TDW)
CIK: 0000098222
Period of Report: 2006-05-08

Reporting Person: THOMPSON JACK EDWARD (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-05-08	Common Stock	M	5000	$37.55	Acquired	6500	Direct
2006-05-08	Common Stock	S	4000	$56.773	Disposed	2500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-05-08	Stock Option (Right to Buy)	$37.55	M	5000	Disposed	2015-03-30	Common Stock (5000)	Direct

Footnotes

F1: Exercise of director stock option under the Tidewater Inc. 2001 Stock Incentive Plan. The Plan pursuant to which the reported option was granted provides for tax withholding rights.