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 13, 2002
TRANSOCEAN INC.
(Exact name of registrant as specified in its charter)
CAYMAN ISLANDS 333-75899 66-0587307
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
4 GREENWAY PLAZA
HOUSTON, TEXAS 77046
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (713) 232-7500
ITEM 9. REGULATION FD DISCLOSURE.
On August 13, 2002, the chief executive officer and chief financial
officer of Transocean Inc. submitted the following sworn statements in
compliance with Order No. 4-460 of the Securities and Exchange Commission (June
27, 2002). The information in Item 9 of this report is being furnished, not
filed, pursuant to Regulation FD. Accordingly, the information in Item 9 of this
report will not be incorporated by reference into any registration statement
filed by Transocean Inc. under the Securities Act of 1933, as amended, unless
specifically identified therein as being incorporated therein by reference.
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL
OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, J. Michael Talbert, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Transocean Inc., and, except as corrected or supplemented in a subsequent
covered report:
- no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
- no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the period
covered by such report (or in the case of a report on Form 8-K or
definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the audit committee of
the board of directors of Transocean Inc.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- the Annual Report on Form 10-K for the fiscal year ended December 31,
2001 of Transocean Inc.;
- all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Transocean Inc. filed with the Commission
subsequent to the filing of the Form 10-K identified above; and
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- any amendments to any of the foregoing.
/s/ J. Michael Talbert Subscribed and sworn to
--------------------------- before me this 13th day of
J. Michael Talbert August 2002.
Chief Executive Officer /s/ Joan D. Chewning
August 13, 2002 -------------------------------
Notary Public
My Commission Expires: January 18, 2004
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL
OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Gregory L. Cauthen, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Transocean Inc., and, except as corrected or supplemented in a subsequent
covered report:
- no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
- no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the period
covered by such report (or in the case of a report on Form 8-K or
definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the audit committee of
the board of directors of Transocean Inc.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- the Annual Report on Form 10-K for the fiscal year ended December 31,
2001 of Transocean Inc.;
- all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Transocean Inc. filed with the Commission
subsequent to the filing of the Form 10-K identified above; and
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- any amendments to any of the foregoing.
/s/ Gregory L. Cauthen Subscribed and sworn to
----------------------------- before me this 13th day of
Gregory L. Cauthen August 2002.
Senior Vice President, Chief /s/ Joan D. Chewning
Financial Officer and Treasurer ------------------------------
August 13, 2002 Notary Public
My Commission Expires: January 18, 2004
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SIGNATURES
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.
TRANSOCEAN INC.
Date: August 13, 2002 By: /s/ Gregory L. Cauthen
-----------------------------
Gregory L. Cauthen
Senior Vice President, Chief Financial
Officer and Treasurer
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