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) August 16, 2001


                                 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)


ITEM 9.    REGULATION 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, are: fluctuations in oil and gas prices; level of fleet
additions by competitors; 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; foreign
currency fluctuations; and environmental and labor laws. Readers should consider
all of these risk factors as well as other information contained in this report.

     On August 16, 2001, the Company issued the following Quarterly Report to
Shareholders:



Fellow Shareholders:

          Tidewater's growth trend continued throughout the first quarter of
fiscal 2002. Despite a general market slow down and concerns about the effects
of lower-than-expected oil and gas prices in the energy segment, your Company
posted its fifth straight quarter of revenue growth. Revenues for the March
quarter, which were up 10 percent from the previous quarter, rose another 9.2
percent this quarter. Net earnings have also increased for the third consecutive
quarter, climbing from $22.3 million in the December quarter to $39 million for
the June quarter. While revenues and earnings are not Tidewater's whole story,
they point to a steady and sustainable improvement in the energy industry as a
whole.

For the quarter ended June 30, 2001, Tidewater's net earnings were $39 million,
or $.69 per share, on revenues of $190.6 million. That compares to the same
quarter last year when net earnings were $8.2 million, or $.15 per share, on
revenues of $136.9 million. Net earnings in the immediately preceding quarter
ended March 31, 2001, were $29.3 million, or $.52 per share, on revenues of
$174.5. Included in earnings for the period ended June 30, 2001, is an increase
of $.03 per share from the early adoption of the recently issued Financial
Standards Board's Statement of Financial Accounting Standards No. 142 covering
Goodwill amortization.

Continuing to grow, Tidewater is implementing its deepwater new construction and
acquisition programs. Since August 2000, 15 of the Company's large anchor-
handling towing supply vessels and platform supply vessels have been delivered,
with 13 more deepwater AHTS and PSVs to be delivered between now and January of
2003. The financial impact of these new vessels on our revenues is impressive,
and we expect that dayrates for these vessels will trend higher if, as expected,
exploration and production budgets are expanded for the deepwater areas of the
world.

Although we are currently experiencing a temporary slowing of our Gulf of Mexico
market due to lower prices for North American natural gas, we believe that the
global demand for energy will continue to grow, resulting in the continued
expansion of our international markets. With almost two-thirds of our fleet
working in the international segment, your


Company is well positioned to take advantage of what we believe to be an era of
extended energy expansion throughout the world.


William C. O'Malley
Chairman, President and Chief Executive Officer
Tidewater Inc.
August 6, 2001


                                   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 thereunto duly authorized.

                              TIDEWATER INC.


                              By:   /s/  William C. O'Malley
                                 ----------------------------
                                    William C. O'Malley
                                    Chief Executive Officer and
                                    President

Date:  August 16, 2001