TIDEWATER INC — Director's Dealing 2011

Mar 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIDEWATER INC (TDW)
CIK: 0000098222
Period of Report: 2011-03-04

Reporting Person: Demarest Craig (Principal Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-04	Common Stock	M	4748	$33.83	Acquired	23177	Direct
2011-03-04	Common Stock	S	4748	$62.97	Disposed	18429	Direct
2011-03-04	Common Stock	S	581	$63.38	Disposed	17848	Direct
2011-03-04	Common Stock	F	265	$63.50	Disposed	17583	Direct
2011-03-07	Common Stock	S	782	$62.67	Disposed	16801	Direct
2011-03-07	Common Stock	S	860	$62.67	Disposed	15941	Direct
2011-03-07	Common Stock	F	391	$62.42	Disposed	15550	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-04	Stock Option (Right to Buy)	$33.83	M	4748	Disposed	2019-03-04	Common Stock (4748)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	575.8051	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $62.91 to $63.22. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: Acquired on a periodic basis by the Trustee of the Tidewater Inc. 401(k) Savings Plan. Includes shares acquired for the account through February 28, 2011.

F3: Options vest in three equal annual installments beginning on the date shown.

F4: Withholding of shares to pay taxes.

F5: This transaction was effected pursuant to a Rule 10b5-1 plan previously entered into by the reporting person.