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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): September 2, 2005

 

McDERMOTT INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

REPUBLIC OF PANAMA		001-08430		72-0593134
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1450 Poydras Street, New Orleans, Louisiana				70112-6050
(Address of principal executive offices)				(Zip Code)

 

Registrant’s Telephone Number, including Area Code: (504) 587-5400

 

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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Item 2.02

Results of Operations and Financial Condition

 

Item 7.01

Regulation FD Disclosure

 

The following information is furnished pursuant to both Item 2.02 and Item 7.01.

 

Attached hereto as Exhibit 99.1 and incorporated herein is a presentation to be presented by McDermott International, Inc. (“McDermott”) at the Lehman Brothers 2005 CEO Energy/Power Conference in New York on September 6, 2005 at 1:45 p.m. eastern time. The presentation will also be available on McDermott’s website at www.mcdermott.com and will be available for replay for a period of time.

 

The information furnished pursuant to these Items, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(c)

Exhibits

 

99.1		CEO Energy/Power Conference September 2005.

 

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.

 

 

September 2, 2005

 

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