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## Future Minimum Lease Payments 

## TIDEWATER INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 

Years ended March 31, 2010, 2009, and 2008 

As of March 31, 2010, the future minimum lease payments for the vessels under the operating lease terms are as follows: 

<img src='content_image/191252.jpg'>

The company expensed approximately $15.1 million, $7.0 million, and $4.7 million on these bareboat charter arrangements during fiscal 2010, 2009 and 2008, respectively. 

## (10) COMMITMENTS AND CONTINGECIES 

## Compensation Commitments 

Compensation continuation agreements exist with all of the company’s officers whereby each receives compensation and benefits in the event that their employment is terminated following certain events relating to a change in control of the company. The maximum amount of cash compensation that could be paid under the agreements, based on present salary levels, is approximately $32.8 million. 

## Vessel Construction Commitments 

At March 31, 2010, the company had commitments to acquire five vessels and build 31 vessels at a number of different shipyards around the world (one of which is being constructed in the United States by the company’s wholly-owned shipyard, Quality Shipyards, L.L.C.) at a total cost, including contract costs and other incidental costs, of approximately $742.4 million, including contract costs and other incidental costs, of which costs for the 31 new-build vessels totaled $681.8 million. In particular, the company is committed to the construction of 13 anchor handling towing supply vessels ranging between 5,150 and 13,570 brake horsepower (BHP), 16 platform supply vessels ranging between 2,965 and 5,400 deadweight tons of cargo capacity, and two crewboats. Scheduled delivery for these vessels began in April 2010 with delivery of the final vessel expected in July 2012. The company also had at such date binding agreements to purchase five anchor handling towing supply vessels for a total cost of approximately $60.6 million. In April 2010, the company took possession of three of these five anchor handling towing supply vessels, and plans to take possession of the fourth and fifth anchor handling towing supply vessels in May and June of 2010, respectively. At March 31, 2010, the company had invested $271.9 million in progress payments towards the construction of 31 vessels, and no payments have been made on the purchase of five anchor handling towing supply vessels. The remaining expenditures necessary to complete construction of the 31 vessels currently under construction (based on contract prices), and to fund the acquisition of the five anchor handling towing supply vessels was $470.5 million at March 31, 2010. 

The company’s vessel construction program has been designed to replace over time the company’s older fleet of vessels with fewer, larger and more efficient vessels, while also opportunistically revamping the size and capabilities of the company’s fleet. The majority of the company’s older vessels, its supply and towing- supply vessels, were constructed between 1976 and 1983. As such, virtually all of this class exceeds 25 years of age and could require replacement within the next several years, depending on the strength of the market during this time frame. In addition to age, market conditions also help determine when a vessel is no longer economically viable. The company anticipates using future operating cash flows, existing borrowing capacity, new borrowings or lease arrangements to fund current and future commitments in connection with the fleet renewal and modernization program. The company continues to evaluate its fleet renewal program, whether through new construction or acquisitions, relative to other investment 

