73756--2/26/2009--OCEANEERING_INTERNATIONAL

related topics

{cost, regulation, environmental}

{regulation, government, change}

{interest, director, officer}

{acquisition, growth, future}

{personnel, key, retain}

{control, financial, internal}

{condition, economic, financial}

{operation, natural, condition}

{stock, price, share}

{competitive, industry, competition}

{loss, insurance, financial}

Our backlog is subject to unexpected adjustments and cancellations and is, therefore, an uncertain indicator of our future revenues and earnings. The global financial crisis may impact our business and financial condition in ways that we currently cannot predict. Our business strategy contemplates future acquisitions. Acquisitions of other businesses or assets present various risks and uncertainties. The loss of the services of one or more of our key personnel, or our failure to attract, assimilate and retain trained personnel in the future, could disrupt our operations and result in loss of revenues. Employee, agent or partner misconduct or our overall failure to comply with laws or regulations could weaken our ability to win contracts, which could result in reduced revenues and profits. We may not be able to compete successfully against current and future competitors. Our offshore oilfield operations involve a variety of operating hazards and risks that could cause losses. Laws and governmental regulations may add to our costs or adversely affect our operations. Environmental laws and regulations can increase our costs, and our failure to comply with those laws and regulations can expose us to significant liabilities. Our internal controls may not be sufficient to achieve all stated goals and objectives. The use of estimates could result in future adjustments to our assets, liabilities and results of operations. We may issue preferred stock whose terms could adversely affect the voting power or value of our common stock.

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73756--2/26/2009--OCEANEERING_INTERNATIONAL_INC