Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non- accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer”  and smaller reporting company in Rule 12b-2 of the Exchange Act.  As of September 30, 2009, the aggregate market value of the registrant’s voting common stock held by non- affiliates of the registrant was $2,418,405,274 based on the closing sales price as reported on the New York  Stock Exchange of $47.09. As of May 11, 2010, 51,858,527 shares of Tidewater Inc. common stock $0.10 par value per share were  outstanding. Registrant has no other class of common stock outstanding.  Portions of the Registrant’s definitive proxy statement for its 2010 Annual Meeting of Stockholders to be filed  with the Securities and Exchange Commission within 120 days after the end of the Registrant’s last fiscal  year is incorporated by reference into Part III of this Annual Report on Form 10-K.  DOCUMENTS INCORPORATED BY REFERENCE  Large accelerated filer  : Accelerated filer Non-accelerated filer  Smaller reporting company  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange  Act). Yes  No  : -2- 