SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Bay Harbour Master Ltd. (Last) (First) (Middle) 375 PARK AVENUE, 20TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol TRICO MARINE SERVICES INC [ TRMA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/15/2009
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock (par value $0.01)	11/04/2009		S		26,670	D	$6.349	1,777,350	D(1)(2)
Common Stock (par value $0.01)	11/05/2009		S		355,410	D	$6.517	1,421,940	D(1)(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
6.50% Senior Convertible Debentures due 2028	$40.42	05/15/2009		J			7,997,000	05/16/2008	05/15/2028	Common Stock	197,847(4)	(1)(2)	0	D(1)(2)(3)
8.125% Secured Convertible Debentures due 2013	$14	05/15/2009		J		6,397,600		05/15/2009	02/01/2013	Common Stock	456,972(4)	(1)(2)	6,397,600	D(1)(2)(3)
Warrants to Purchase Common Stock	$0.01	05/15/2009		J		95,964		05/15/2009	05/15/2019	Common Stock	95,964	(1)(2)	95,964	D(1)(2)(3)
8.125% Secured Convertible Debentures due 2013	$14	07/23/2009		A		1,600,000		05/15/2009	02/01/2013	Common Stock	114,286(4)	$1,024,000	7,997,600(1)(2)	D(1)(2)(3)
8.125% Secured Convertible Debentures due 2013	$14	07/24/2009		A		481,000		05/15/2009	02/01/2013	Common Stock	34,358(4)	$307,840	8,478,600(1)(2)	D(1)(2)(3)
8.125% Secured Convertible Debentures due 2013	$14	10/29/2009		S			2,000,000	05/15/2009	02/01/2013	Common Stock	142,858(4)	$1,810,000	6,478,600(1)(2)	D(1)(2)(3)

1. Name and Address of Reporting Person* Bay Harbour Master Ltd. (Last) (First) (Middle) 375 PARK AVENUE, 20TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BAY HARBOUR MANAGEMENT LC (Last) (First) (Middle) 375 PARK AVENUE, 20TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. All of the securities reported on this form are held directly by Bay Harbour Master Ltd. (?BHM?), a "master" investment vehicle for clients of Bay Harbour Management, L.C. (?Bay Harbour?), an investment adviser registered under the Investment Advisers Act of 1940, as amended (the ?Advisers Act?). Bay Harbour exercises full investment and voting discretion with respect to all such securities. As an investment adviser registered under Section 203 of the Advisers Act, Bay Harbour is deemed not to have beneficial ownership of any of the securities of the Issuer reported on this form, pursuant to Rule 16a-1(a)(1)(v) promulgated under the Advisers Act, and is not subject to the ongoing reporting or other requirements under Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to any securities owned by Bay Harbour or any of the accounts that it manages, including BHM.

2. [Footnote 1, continued] Accounts of Bay Harbour and its affiliates and managed accounts own, or own the right to acquire, certain shares of the Issuer in addition to the shares of the Issuer beneficially owned by BHM as reported on this form, but no other account holds more than 10% of such securities. Bay Harbour disclaims beneficial ownership of all securities reported on this form except to the extent of any pecuniary interest therein and this filing should not be deemed an admission of beneficial ownership of such securities by Bay Harbour or any account that it manages, including without limitation BHM, for any purpose under Section 16 or any other purpose.

3. BHM acquired the securities to which this footnote refers in a restructuring conducted by the Issuer, pursuant to which BHM exchanged its 6.50% Senior Convertible Debentures for 8.125% Secured Convertible Debentures due 2013, warrants to purchase common stock of the Issuer, and cash. BHM acquired the securities that it exchanged in 2008, and filed a separate Form 4 regarding such acquisition at such time. The restructuring was an exempt transaction covered by Rule 16b-7 promulgated under the Exchange Act, and was conducted by the Issuer to reduce the Issuer's overall leverage position. Following the restructuring, the Issuer continued to own 100% of its assets, computed according to their book values before the transaction as determined by reference to their most recent available financial statements for a 12-month period prior to the transaction.

4. The derivative securities to which this footnote refers are bonds with conversion rights to acquire securities at a very significant premium to the current market price of such securities. The premium makes the conversion right economically meaningless. Bay Harbour and BHM disclaim beneficial ownership of the common shares underlying such conversion rights and this filing should not be deemed an admission of beneficial ownership of such securities by Bay Harbour or BHM for purposes of Section 16 or any other purpose.

Remarks:

	/s/ Steven Van Dyke, Managing Principal of Bay Harbour	11/06/2009
	** Signature of Reporting Person	Date
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