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): March 25, 2004
McDERMOTT INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
REPUBLIC OF PANAMA 001-08430 72-0593134
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(State or other jurisdiction (Commission) (IRS Employer
of incorporation) File No.) Identification No.)
1450 Poydras Street, New Orleans, Louisiana 70112-6050
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (504) 587-5400
Item 5. Other Events
On March 25, 2004, Moody's Investors Service downgraded the ratings of J. Ray
McDermott, S.A. ("JRM") to Caa1 from B3. McDermott Inc.'s ("MI") B3 senior
unsecured rating and parent company McDermott International, Inc.'s ("MII")
(P)Caa1/(P)Caa3/(P)Ca senior unsecured/subordinated/preferred stock shelf
ratings were not affected by the downgrade. The outlook for all the above
ratings remains negative. Moody's announced the downgrade in a release issued on
March 25, 2004. A copy of that release is furnished as Exhibit 99.1 to this
report and is incorporated by reference herein.
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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.
McDERMOTT INTERNATIONAL INC.
By: /s/Thomas A. Henzler
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Thomas A. Henzler
Vice President and Corporate Controller
March 25, 2004
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Moody's Investors Service release dated March 25, 2004
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