Exhibit

HOUSTON, October 27, 2016 – Oceaneering International, Inc. ("Oceaneering") (NYSE:OII) today reported a net loss of $11.8 million, or $(0.12) per share, on revenue of $549 million for the three months ended September 30, 2016. Adjusted net income was $16.6 million, or $0.17 per share, excluding $43.6 million of pre-tax charges recognized during the quarter and the related tax effects of those charges. These charges included $36.0 million related to the Remotely Operated Vehicles ("ROV") segment and $8.2 million related to the Subsea Products segment.

M. Kevin McEvoy, Chief Executive Officer of Oceaneering, stated, "On an adjusted basis, our third quarter operating results were in line with our expectations and the consensus estimate. However, the leading indicator for deepwater activity, contracted floating rigs, continued to decline, as the rate of rigs being idled, either by contract termination or expiration, continued unabated. This prevailing market condition required us to reassess the number of ROVs we have in our fleet, as well as the associated inventory. As a result of our reassessment, we recorded a $36.0 million charge related to our retirement of 39 ROVs this quarter (for a net book value of $10.8 million) and established a $25.2 million reserve for excess inventory. We also scrutinized assets in our Subsea Products segment and recorded an $8.2 million charge, related predominantly to tools and inventory in our portfolio used to support deepwater drilling and operations.

"Sequentially, Subsea Products operating income, on an adjusted basis, declined as expected, due to a combination of lower pricing in our Service and Rental business unit, and lower margins on Manufactured Products as we processed backlog and new orders with lower pricing. Our Subsea Products backlog at September 30, 2016 was $457 million, compared to our June 30, 2016 backlog of $503 million. The backlog decline was primarily related to our Service and Rental business unit. We expect our Subsea Products operating margin to further weaken into the low single-digit territory on considerable backlog pricing degradation, lower throughput, and softer demand for short-cycle services and rentals. Our book-to-bill ratio for the third quarter was 0.71, and year-to-date it was 0.64.

"Compared to the second quarter, Subsea Projects operating income was higher despite a decline in revenue, as a result of some seasonal increase for diving services and survey work in the Gulf of Mexico and a reduction of our vessel fixed costs when the Olympic Intervention IV charter obligation expired in July. Asset Integrity operating income improved, primarily as a result of a smaller workforce, and due to the fact that the second quarter results included a significant bad debt expense. Advanced Technologies operating income was down slightly on flat revenues. Unallocated Expenses were slightly lower.

This release contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995, including, without limitation, statements as to the expectations, beliefs and future expected business, financial performance and prospects of the Company. More specifically, the forward-looking statements in this press release include the statements concerning Oceaneering’s: expectation to continue to focus on maintaining ROV market share on contracted rigs and rigs most likely to return to work; expectation to actively work with vessel owners to increase the number of ROVs onboard third-party vessels; statements about backlog, to the extent it may be an indicator of future revenue or profitability; expectation about Subsea Products’ margins; outlook for the fourth quarter of 2016 and for 2017 and expected contributions of its segments to the operating results; operating strategy; expectation for an industry recovery; and belief that its strategy to grown the company organically and through bolt-on acquisitions positions it well for the eventual offshore and subsea market cycle recovery. The forward-looking statements included in this release are based on our current expectations and are subject to certain risks, assumptions, trends and uncertainties that could cause actual results to differ materially from those indicated by the forward-looking statements. Among the factors that could cause actual results to differ materially include backlog, costs, capital expenditures, future earnings, capital allocation strategies, dividend levels, sustainability of dividend levels, liquidity, competitive position, financial flexibility, debt levels, forecasts or expectations regarding business outlook; growth for Oceaneering as a whole and for each of its segments (and for specific products or geographic areas within each segment); factors affecting the level of activity in the oil and gas industry; supply and demand of drilling rigs; oil and natural gas demand and production growth; oil and natural gas prices; fluctuations in currency markets worldwide; the loss of major contracts or alliances; future global economic conditions; and future results of operations. For a more complete discussion of these risk factors, please see Oceaneering’s latest annual report on Form 10-K and quarterly reports on Form 10-Q filed with the Securities and Exchange Commission.




OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

													Sep 30, 2016			Dec 31, 2015
													(in thousands)
ASSETS
	Current Assets (including cash and cash equivalents of $441,625 and $385,235)												$	1,359,268		$	1,517,493
	Net Property and Equipment												1,166,971			1,266,731
	Other Assets												711,331			645,312
			TOTAL ASSETS										$	3,237,570		$	3,429,536

LIABILITIES AND SHAREHOLDERS' EQUITY
	Current Liabilities												$	501,073		$	615,956
	Long-term Debt												802,256			795,836
	Other Long-term Liabilities												362,461			439,010
	Shareholders' Equity												1,571,780			1,578,734
			TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY										$	3,237,570		$	3,429,536

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

				For the Three Months Ended									For the Nine Months Ended
				Sep 30, 2016			Sep 30, 2015			Jun 30, 2016			Sep 30, 2016			Sep 30, 2015
				(in thousands, except per share amounts)

	Revenue			$	549,275		$	743,613		$	625,539		$	1,783,158		$	2,340,688
	Cost of services and products			513,832			575,300			530,306			1,555,002			1,841,381
		Gross Margin		35,443			168,313			95,233			228,156			499,307
	Selling, general and administrative expense			47,299			54,849			56,853			153,533			171,253
		Income (loss) from Operations		(11,856		)	113,464			38,380			74,623			328,054
	Interest income			684			229			1,442			2,421			436
	Interest expense			(6,325		)	(6,396		)	(6,207		)	(18,924		)	(18,696		)
	Equity earnings (losses) of unconsolidated affiliates			(246		)	1,567			263			543			1,313
	Other income (expense), net			570			(9,099		)	(1,405		)	(6,823		)	(14,883		)
		Income before Income Taxes		(17,173		)	99,765			32,473			51,840			296,224
	Provision for income taxes (benefit)			(5,375		)	31,226			10,164			16,226			92,718
		Net Income (loss)		$	(11,798	)	$	68,539		$	22,309		$	35,614		$	203,506

Weighted average diluted shares outstanding				98,061			98,185			98,424			98,384			98,991
Diluted Earnings (Loss) per Share				$	(0.12	)	$	0.70		$	0.23		$	0.36		$	2.06

The above Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations should be read in conjunction with the Company's latest Annual Report on Form 10-K and Quarterly Report on Form 10-Q.



SEGMENT INFORMATION
			For the Three Months Ended									For the Nine Months Ended
			Sep 30, 2016			Sep 30, 2015			Jun 30, 2016			Sep 30, 2016			Sep 30, 2015
			($ in thousands)

Remotely Operated Vehicles		Revenue	$	126,507		$	198,426		$	139,641		$	413,769		$	634,299
	Gross Margin		$	(16,288	)	$	60,681		$	26,925		$	45,959		$	202,124
Operating Income (Loss)			$	(23,845	)	$	52,417		$	18,020		$	21,162		$	175,893
Operating Income (Loss) %			(19		)%	26		%	13		%	5		%	28		%
	Days available		29,126			31,025			28,959			86,904			91,621
	Days utilized		15,156			21,229			16,057			47,218			65,078
	Utilization %		52		%	68		%	55		%	54		%	71		%

Subsea Products		Revenue	$	157,269		$	220,039		$	190,897		$	542,978		$	700,825
	Gross Margin		$	20,423		$	64,078		$	42,728		$	119,287		$	196,310
Operating Income			$	6,109		$	46,079		$	25,121		$	71,870		$	138,379
Operating Income %			4		%	21		%	13		%	13		%	20		%
Backlog at end of period			$	457,000		$	736,000		$	503,000		$	457,000		$	736,000

Subsea Projects		Revenue	$	110,799		$	147,191		$	138,662		$	378,883		$	473,087
	Gross Margin		$	19,321		$	34,830		$	14,317		$	45,147		$	98,719
Operating Income			$	15,029		$	28,841		$	10,237		$	32,055		$	81,724
Operating Income %			14		%	20		%	7		%	8		%	17		%

Asset Integrity		Revenue	$	71,995		$	95,609		$	73,864		$	215,459		$	289,611
	Gross Margin		$	11,591		$	15,009		$	10,096		$	29,030		$	39,558
Operating Income (Loss)			$	4,725		$	8,549		$	(805	)	$	4,354		$	18,150
Operating Income (Loss) %			7		%	9		%	(1		)%	2		%	6		%

Advanced Technologies		Revenue	$	82,705		$	82,348		$	82,475		$	232,069		$	242,866
	Gross Margin		$	9,665		$	6,974		$	10,600		$	26,092		$	27,319
Operating Income			$	4,357		$	1,635		$	5,528		$	10,478		$	12,922
Operating Income %			5		%	2		%	7		%	5		%	5		%

Unallocated Expenses
Gross Margin			$	(9,269	)	$	(13,259	)	$	(9,433	)	$	(37,359	)	$	(64,723	)
Operating Income			$	(18,231	)	$	(24,057	)	$	(19,721	)	$	(65,296	)	$	(99,014	)

TOTAL		Revenue	$	549,275		$	743,613		$	625,539		$	1,783,158		$	2,340,688
	Gross Margin		$	35,443		$	168,313		$	95,233		$	228,156		$	499,307
Operating Income (Loss)			$	(11,856	)	$	113,464		$	38,380		$	74,623		$	328,054
Operating Income (Loss) %			(2		)%	15		%	6		%	4		%	14		%



SELECTED CASH FLOW INFORMATION

		For the Three Months Ended						For the Nine Months Ended
		Sep 30, 2016		Sep 30, 2015		Jun 30, 2016		Sep 30, 2016		Sep 30, 2015
		($ in thousands)

Capital expenditures, including acquisitions		$	32,945	$	44,428	$	31,738	$	85,889	$	369,187

Depreciation and Amortization:
Oilfield
	Remotely Operated Vehicles	$	43,705	$	35,094	$	34,026	$	111,415	$	107,236
	Subsea Products	14,205		12,681		12,952		39,964		38,247
	Subsea Projects	8,575		9,782		8,353		25,447		24,140
	Asset Integrity	5,980		2,663		2,843		11,736		8,222
Total Oilfield		72,465		60,220		58,174		188,562		177,845
Advanced Technologies		789		618		806		2,329		1,879
Unallocated Expenses		946		1,184		999		3,069		3,784
		$	74,200	$	62,022	$	59,979	$	193,960	$	183,508

In addition to financial results determined in accordance with U.S. generally accepted accounting principles ("GAAP"), this Press Release also includes non-GAAP financial measures (as defined under SEC Regulation G). We have included Adjusted Net Income and Diluted Earnings per Share, each of which excludes the effects of certain specified items, as set forth in the tables that follow. As a result, these amounts are non-GAAP financial measures. We believe these are useful measures for investors to review because they provide consistent measures of the underlying results of our ongoing business. Furthermore, our management uses these measures as measures of the performance of our operations. We have also included disclosures of Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), EBITDA Margins and Free Cash Flow, as well as the following by segment: Adjusted Operating Income and Margins, EBITDA, Adjusted EBITDA and Adjusted EBITDA Margins. We define EBITDA margin as EBITDA divided by revenue. Adjusted EBITDA and Adjusted EBITDA Margins as well as Adjusted Operating Income and Margin and related information by segment exclude the effects of certain specified items, as set forth in the tables that follow. EBITDA and EBITDA margins, Adjusted EBITDA and Adjusted EBITDA margins, and Adjusted Operating Income and Margin and related information by segment are each non-GAAP financial measures. We define Free Cash Flow as cash flow provided by operating activities less organic capital expenditures (i.e., purchases of property and equipment other than those in business acquisitions). We have included these disclosures in this press release because EBITDA, EBITDA margins and Free Cash Flow are widely used by investors for valuation and comparing our financial performance with the performance of other companies in our industry, and the adjusted amounts thereof (as well as Adjusted Operating Income and Margin by Segment) provide more consistent measures than the unadjusted amounts. Furthermore, our management uses these measures for purposes of evaluating our financial performance. Our presentation of EBITDA, EBITDA margins and Free Cash Flow (and the Adjusted amounts thereof) may not be comparable to similarly titled measures other companies report. Non-GAAP financial measures should be viewed in addition to and not as substitutes for our reported operating results, cash flows or any other measure prepared and reported in accordance with GAAP. The tables that follow provide reconciliations of the non-GAAP measures used in this press release to the most directly comparable GAAP measures.



RECONCILIATION OF NON-GAAP TO GAAP FINANCIAL INFORMATION
	(continued)

Adjusted Net Income and Diluted Earnings per Share (EPS)

		For the Three Months Ended
		Sep 30, 2016						Sep 30, 2015
		Net Income			Diluted EPS			Net Income		Diluted EPS
		(in thousands, except per share amounts)

Net Income (Loss) and Diluted EPS as reported in accordance with GAAP		$	(11,798	)	$	(0.12	)	$	68,539	$	0.70
Adjustments for the effects of:
	Inventory write-downs	30,490						—
	Restructuring expenses	—						11,712
	Fixed asset write-offs	13,790						—
	Foreign currency (gains) losses	(643		)				9,155
Total pre tax adjustments		43,637						20,867
	Tax effect	15,273						7,303
Total adjustments after tax		28,364						13,564
	Adjusted amounts	$	16,566		$	0.17		$	82,103	$	0.84

		For the Nine Months Ended
		Sep 30, 2016						Sep 30, 2015
		Net Income			Diluted EPS			Net Income		Diluted EPS
		(in thousands, except per share amounts)

Net Income and Diluted EPS as reported in accordance with GAAP		$	35,614		$	0.36		$	203,506	$	2.06
Adjustments for the effects of:
	Inventory write-downs	30,490						9,025
	Restructuring expenses	—						11,712
	Allowance for bad debts	5,569						—
	Fixed asset write-offs	13,790						—
	Foreign currency losses	6,459						14,422
Total pre tax adjustments		56,308						35,159
	Tax effect	19,708						12,306
Total adjustments after tax		36,600						22,853
	Adjusted amounts	$	72,214		$	0.73		$	226,359	$	2.29

Notes:
	The incremental applicable income tax rate used for each period presented is 35%.
	Weighted average number of diluted shares in each period presented is the same for each adjusting item as used in accordance with GAAP for that period, except for the three-month period ended September 30, 2016, where we used 98,444,000 instead of the GAAP shares of 98,061,000, as our share equivalents became dilutive based on the amount of adjusted net income.




	RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
	(continued)


EBITDA and EBITDA Margins

		For the Three Months Ended									For the Nine Months Ended						For the Year Ended
		Sep 30, 2016			Sep 30, 2015			Jun 30, 2016			Sep 30, 2016			Sep 30, 2015			Dec 31, 2015
		($ in thousands)

Net Income (Loss)		$	(11,798	)	$	68,539		$	22,309		$	35,614		$	203,506		$	231,011
Depreciation and Amortization		74,200			62,022			59,979			193,960			183,508			241,235
	Subtotal	62,402			130,561			82,288			229,574			387,014			472,246
Interest Expense, net of Interest Income		5,641			6,167			4,765			16,503			18,260			24,443
Amortization included in Interest Expense		(287		)	(266		)	(286		)	(860		)	(797		)	(1,077		)
Provision for Income Taxes (Benefit)		(5,375		)	31,226			10,164			16,226			92,718			105,250
	EBITDA	$	62,381		$	167,688		$	96,931		$	261,443		$	497,195		$	600,862

Revenue		$	549,275		$	743,613		$	625,539		$	1,783,158		$	2,340,688		$	3,062,754

EBITDA margin %		11		%	23		%	15		%	15		%	21		%	20		%



RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)

Adjusted Operating Income and Margins by Segment

			For the Three Months Ended September 30, 2016
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unalloc. Expenses			Total
			(in thousands)
Operating income (loss) as reported in accordance with GAAP			$	(23,845	)	$	6,109		$	15,029		$	4,725		$	4,357		$	(18,231	)	$	(11,856	)
Adjustments for the effects of:
	Inventory write-downs		25,200			5,290			—			—			—			—			30,490
	Fixed asset write-offs		10,840			2,950			—			—			—			—			13,790
		Total of adjustments	36,040			8,240			—			—			—			—			44,280
Adjusted amounts			$	12,195		$	14,349		$	15,029		$	4,725		$	4,357		$	(18,231	)	$	32,424

Revenue			$	126,507		$	157,269		$	110,799		$	71,995		$	82,705					$	549,275
Operating income (loss) % as reported in accordance with GAAP			(19		)%	4		%	14		%	7		%	5		%				(2		)%
Operating income % using adjusted amounts			10		%	9		%	14		%	7		%	5		%				6		%

			For the Three Months Ended September 30, 2015
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unalloc. Expenses			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	52,417		$	46,079		$	28,841		$	8,549		$	1,635		$	(24,057	)	$	113,464
Adjustments for the effects of:
	Restructuring expenses		4,047			3,706			634			2,766			173			386			11,712
		Total of adjustments	4,047			3,706			634			2,766			173			386			11,712
Adjusted amounts			$	56,464		$	49,785		$	29,475		$	11,315		$	1,808		$	(23,671	)	$	125,176

Revenue			$	198,426		$	220,039		$	147,191		$	95,609		$	82,348					$	743,613
Operating income % as reported in accordance with GAAP			26		%	21		%	20		%	9		%	2		%				15		%
Operating income % using adjusted amounts			28		%	23		%	20		%	12		%	2		%				17		%



RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)

Adjusted Operating Income and Margins by Segment

			For the Nine Months Ended September 30, 2016
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unalloc. Expenses			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	21,162		$	71,870		$	32,055		$	4,354		$	10,478		$	(65,296	)	$	74,623
Adjustments for the effects of:
	Inventory write-downs		25,200			5,290			—			—			—			—			30,490
	Allowance for bad debts		340			1,770			127			3,332			—			—			5,569
	Fixed asset write-offs		10,840			2,950			—			—			—			—			13,790
		Total of adjustments	36,380			10,010			127			3,332			—			—			49,849
Adjusted amounts			$	57,542		$	81,880		$	32,182		$	7,686		$	10,478		$	(65,296	)	$	124,472

Revenue			$	413,769		$	542,978		$	378,883		$	215,459		$	232,069					$	1,783,158
Operating income % as reported in accordance with GAAP			5		%	13		%	8		%	2		%	5		%				4		%
Operating income % using adjusted amounts			14		%	15		%	8		%	4		%	5		%				7		%

			For the Nine Months Ended September 30, 2015
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unalloc. Expenses			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	175,893		$	138,379		$	81,724		$	18,150		$	12,922		$	(99,014	)	$	328,054
Adjustments for the effects of:
	Inventory write-downs		—			9,025			—			—			—			—			9,025
	Restructuring expenses		4,047			3,706			634			2,766			173			386			11,712
		Total of adjustments	4,047			12,731			634			2,766			173			386			20,737
Adjusted amounts			$	179,940		$	151,110		$	82,358		$	20,916		$	13,095		$	(98,628	)	$	348,791

Revenue			$	634,299		$	700,825		$	473,087		$	289,611		$	242,866					$	2,340,688
Operating income % as reported in accordance with GAAP			28		%	20		%	17		%	6		%	5		%				14		%
Operating income % using adjusted amounts			28		%	22		%	17		%	7		%	5		%				15		%



RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)

EDITDA and Adjusted EBITDA and Margins by Segment

			For the Three Months Ended September 30, 2016
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unallocated Expenses and other			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	(23,845	)	$	6,109		$	15,029		$	4,725		$	4,357		$	(18,231	)	$	(11,856	)
Adjustments for the effects of:
	Depreciation and amortization		43,705			14,205			8,575			5,980			789			946			74,200
	Other pre-tax		—			—			—			—			—			37			37
	EBITDA		19,860			20,314			23,604			10,705			5,146			(17,248		)	62,381
Adjustments for the effects of:
	Inventory write-downs		25,200			5,290			—			—			—			—			30,490
		Total of adjustments	25,200			5,290			—			—			—			—			30,490
Adjusted EBITDA			$	45,060		$	25,604		$	23,604		$	10,705		$	5,146		$	(17,248	)	$	92,871

Revenue			$	126,507		$	157,269		$	110,799		$	71,995		$	82,705					$	549,275
Operating income (loss) % as reported in accordance with GAAP			(19		)%	4		%	14		%	7		%	5		%				(2		)%
EBITDA Margin			16		%	13		%	21		%	15		%	6		%				11		%
Adjusted EBITDA Margin			36		%	16		%	21		%	15		%	6		%				17		%

			For the Three Months Ended September 30, 2015
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unallocated Expenses and other			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	52,417		$	46,079		$	28,841		$	8,549		$	1,635		$	(24,057	)	$	113,464
Adjustments for the effects of:
	Depreciation and amortization		35,094			12,681			9,782			2,663			618			1,184			62,022
	Other pre-tax		—			—			—			—			—			(7,798		)	(7,798		)
	EBITDA		87,511			58,760			38,623			11,212			2,253			(30,671		)	167,688
Adjustments for the effects of:
	Restructuring expenses		4,047			3,706			634			2,766			173			386			11,712
		Total of adjustments	4,047			3,706			634			2,766			173			386			11,712
Adjusted EBITDA			$	91,558		$	62,466		$	39,257		$	13,978		$	2,426		$	(30,285	)	$	179,400

Revenue			$	198,426		$	220,039		$	147,191		$	95,609		$	82,348					$	743,613
Operating income % as reported in accordance with GAAP			26		%	21		%	20		%	9		%	2		%				15		%
EBITDA Margin			44		%	27		%	26		%	12		%	3		%				23		%
Adjusted EBITDA Margin			46		%	28		%	27		%	15		%	3		%				24		%



RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)

EDITDA and Adjusted EBITDA and Margins by Segment

			For the Nine Months Ended September 30, 2016
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unallocated Expenses and other			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	21,162		$	71,870		$	32,055		$	4,354		$	10,478		$	(65,296	)	$	74,623
Adjustments for the effects of:
	Depreciation and amortization		111,415			39,964			25,447			11,736			2,329			3,069			193,960
	Other pre-tax		—			—			—			—			—			(7,140		)	(7,140		)
	EBITDA		132,577			111,834			57,502			16,090			12,807			(69,367		)	261,443
Adjustments for the effects of:
	Inventory write-downs		25,200			5,290			—			—			—			—			30,490
	Allowance for bad debts		340			1,770			127			3,332			—			—			5,569
		Total of adjustments	25,540			7,060			127			3,332			—			—			36,059
Adjusted EBITDA			$	158,117		$	118,894		$	57,629		$	19,422		$	12,807		$	(69,367	)	$	297,502

Revenue			$	413,769		$	542,978		$	378,883		$	215,459		$	232,069					$	1,783,158
Operating income % as reported in accordance with GAAP			5		%	13		%	8		%	2		%	5		%				4		%
EBITDA Margin			32		%	21		%	15		%	7		%	6		%				15		%
Adjusted EBITDA Margin			38		%	22		%	15		%	9		%	6		%				17		%

			For the Nine Months Ended September 30, 2015
			Remotely Operated Vehicles			Subsea Products			Subsea Projects			Asset Integrity			Advanced Tech.			Unallocated Expenses and other			Total
			(in thousands)
Operating income as reported in accordance with GAAP			$	175,893		$	138,379		$	81,724		$	18,150		$	12,922		$	(99,014	)	$	328,054
Adjustments for the effects of:
	Depreciation and amortization		107,236			38,247			24,140			8,222			1,879			3,784			183,508
	Other pre-tax		—			—			—			—			—			(14,367		)	(14,367		)
	EBITDA		283,129			176,626			105,864			26,372			14,801			(109,597		)	497,195
Adjustments for the effects of:
	Inventory write-downs		—			9,025			—			—			—			—			9,025
	Restructuring expenses		4,047			3,706			634			2,766			173			386			11,712
		Total of adjustments	4,047			12,731			634			2,766			173			386			20,737
Adjusted EBITDA			$	287,176		$	189,357		$	106,498		$	29,138		$	14,974		$	(109,211	)	$	517,932

Revenue			$	634,299		$	700,825		$	473,087		$	289,611		$	242,866					$	2,340,688
Operating income % as reported in accordance with GAAP			28		%	20		%	17		%	6		%	5		%				14		%
EBITDA Margin			45		%	25		%	22		%	9		%	6		%				21		%
Adjusted EBITDA Margin			45		%	27		%	23		%	10		%	6		%				22		%





Free Cash Flow

	For the Nine Months Ended
	Sep 30, 2016			Sep 30, 2015
	(in thousands)
Net income	$	35,614		$	203,506
Depreciation and amortization	193,960			183,508
Other increases in cash from operating activities	33,176			(13,954		)
Cash flow provided by operating activities	262,750			373,060
Purchases of property and equipment	(83,389		)	(139,208		)
Free Cash Flow	$	179,361		$	233,852



	Three Months Ended							Nine Months Ended
	Sep 30,					Jun 30,		Sep 30,

	2016			2015		2016		2016		2015

Revenue	$	549,275		$	743,613	$	625,539	$	1,783,158	$	2,340,688
Gross Margin	35,443			168,313		95,233		228,156		499,307
Income (Loss) from Operations	(11,856		)	113,464		38,380		74,623		328,054
Net Income (Loss)	$	(11,798	)	$	68,539	$	22,309	$	35,614	$	203,506

Diluted Earnings Per Share (EPS)	$	(0.12	)	$	0.70	$	0.23	$	0.36	$	2.06