(e) Long-Term Incentive Compensation Awards

Restricted Stock. On March 5, 2009, the Compensation Committee of the Board of Directors of Tidewater Inc. (the "Company") finalized the awards of restricted stock under the 2006 Stock Incentive Plan to our Chief Executive Officer, our Chief Financial Officer, and the other current executive officers for whom we reported compensation information in our most recent proxy statement (our "Named Executive Officers") in the amounts provided below. Each restricted stock grant consists of a portion for which restrictions will lapse based on continued employment and a portion for which the restrictions will lapse only if certain performance targets are met.

The restrictions on the time-based portion of restricted stock will lapse in four equal tranches over the next four years. The restrictions on the performance-based portion will lapse following fiscal 2013 if the simple average of the preceding four fiscal years of return on capital employed (ROCE) is greater than 10%, which is Tidewater's current estimated weighted average cost of capital. If the four-year simple average of ROCE (SAROCE) is 10% or less, all performance-based restricted shares will be cancelled. For each 1% in excess of 10% SAROCE, the restrictions on 20% of the shares will lapse, up to a full lapse of all restrictions at 15% or greater SAROCE. Proration will apply between 10% and 15%.

                                                          Number of
                                      Number of       Performance-Based
             Name                 Time-Based Shares        Shares
             Dean E. Taylor                  32,498              16,249
             Quinn P. Fanning                10,914               5,457
             Jeffrey M. Platt                11,729               5,864
             Stephen W. Dick                 11,577               5,789
             Bruce D. Lundstrom              11,350               5,675

Stock Options. On March 5, 2009, the Compensation Committee also finalized the awards of stock options under the 2006 Stock Incentive Plan to the Named Executive Officers. The options vest one-third per year beginning one year after the date of grant. The options were granted at an exercise price of $33.83 per share, which was equal to the closing price of a share of the Company's Common Stock on March 4, 2009.

                      Name                 Number of Shares
                      Dean E. Taylor                 92,538
                      Quinn P. Fanning               31,077
                      Jeffrey M. Platt               33,398
                      Stephen W. Dick                32,967
                      Bruce D. Lundstrom             32,320


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Annual Incentive Plan

The annual incentive compensation for Dean E. Taylor, the Company's Chairman, President and Chief Executive Officer, has not previously included an individual performance component. For fiscal 2010, Mr. Taylor will be eligible to receive an incentive payment based upon his individual performance in addition to the Company's performance. The individual performance component can be in an amount up to 37.5% of his targeted payout.