Delaware

(State or other jurisdiction

of incorporation)

1-10945

(Commission

File Number)

95-2628227

(IRS Employer

Identification No.)

11911 FM 529

Houston, TX

(Address of principal executive offices)

77041

(Zip Code)

Our expectation that our 2010 earnings per share will be $2.80 to $3.10;

Our expectation that our 2010 2nd quarter earnings per share will be $0.80 to $0.85;

Our segment operating income guidance for 2010 compared to 2009, with projections that Subsea Products will be up, Inspection will be flat, and ROVs and Subsea Projects will be down;

Our expectation that ROVs, Subsea Products and Subsea Projects will total more than 85% of our 2010 operating income;

Our projection of strong 2010 cash flow;

Our belief that we will have ample resources to invest in growth;

Anticipated worldwide deepwater discoveries to be evaluated and developed;

Floating rigs on order and contracted at March 31, 2010, with 30 to 35 expected to be placed in service during 2010;

Our expectations that 2010 ROV revenue per day-on-hire and fleet utilization will be lower due to the six month drilling moratorium in the Gulf of Mexico;

Our expectation of adding 15 to 20 new ROV systems in 2010;

Our expectation that 2010 ROV operating income will be less than that of 2009 due to the Gulf of Mexico drilling moratorium;

Expected increase of over 65% in subsea completions in the decade commencing 2010;

Subsea tree orders forecast to be up approximately 40% in the period 2010 – 2014 compared to the period 2005 – 2009;

Our expectation that 2010 Subsea Products operating income and operating margin will be higher than that of 2009, due to manufacturing process improvements and cost reductions, anticipated increased umbilical plant throughput, and higher subsea field development hardware sales;

Projected cumulative subsea completions in the Gulf of Mexico through 2014;

Our belief that demand for deepwater inspection, maintenance and repair services tracks with growth in deepwater infrastructure;

Our intention to sell our vessel The Performer;

Our expectation that our vessel Ocean Intervention II will be out of service until the end of the 3rd quarter of 2010;

Our expectation that the new, purpose-built U.S.-flagged diving service vessel that we have under construction to replace our 37 year-old vessel the Ocean Project should be available in 2011;

Our expectations that:

delivery of the vessel DMT Sapphire will occur by the end of June 2010;

we will incur additional investment for vessel upgrades;

the vessel will be dedicated for saturation diving service; and

it will be accretive to our 2011 earnings;

Our expectation that 2010 Subsea Projects operating income and margin will be lower than 2009, due to:

lower profit contributions from the Ocean Producer, The Performer and Ocean Intervention II;

a softer market for our deepwater vessels in the Gulf of Mexico in 2010;

continued decline in demand for diving and shallow water vessel services; and

higher vessel drydock expenses;

Subsea production control umbilicals orders forecast to be up approximately 30% in the period 2010 – 2014 compared to the period 2005 – 2009 in the Supplemental Financial Information.

worldwide demand and prices for oil and gas;

general economic and business conditions and industry trends;

delays in deliveries of deepwater drilling rigs;

the ability of the Organization of Petroleum Exporting Countries, or OPEC, to set and maintain production levels and pricing;

the level of production by non-OPEC countries;

uncertainties in the level of our customers’ capital spending on deepwater exploration and development and the timing of approved projects, and particularly the timing and order flow rate related to subsea field development (construction) activities, which may have been exacerbated by the Deepwater Horizon drilling rig tragedy in the U.S. Gulf of Mexico in April 2010, the potential environmental impact and the drilling moratorium imposed in the Gulf of Mexico;

domestic and foreign tax policy;

laws and governmental regulations that restrict exploration and development of oil and gas in various offshore jurisdictions;

rapid technological changes;

the political environment of oil-producing regions;

the price and availability of alternative fuels;

changes in competitive factors;

changes in project designs or schedules;

contract cancellations, change orders and other modifications;

difficulties executing on projects; and

overall economic conditions.