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## TIDEWATER INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Years ended March 31, 2010, 2009, and 2008 

The following table sets forth a summary of restricted stock activity of the company for fiscal 2010, 2009 and 2008: 

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The total grant date fair value of restricted stock vested during fiscal 2010, 2009 and 2008 was $8.3 million, $8.2 million and $6.2 million, respectively. Also, restrictions on approximately 43,464 time-based shares and 54,128 performance-based shares outstanding at March 31, 2010 would lapse during fiscal 2011 should performance-based targets be achieved. 

The compensation expense related to restricted stock totaled $5.1 million, $7.8 million and $7.1 million during fiscal 2010, 2009 and 2008, respectively. No restricted stock compensation costs were capitalized as part of the cost of an asset. As of March 31, 2010, total unrecognized restricted stock compensation costs amounted to $15.0 million, or $10.1 million net of tax. The amount of unrecognized restricted stock compensation will be affected by any future restricted stock grants and by the separation of an employee from the company who has received restricted stock grants that are unvested as of their separation date. There were no modifications to the restricted stock awards during fiscal 2010. 

## Phantom Stock Plan 

The Compensation Committee of the Board of Directors approved the creation of the Phantom Stock Plan in September 2006 to provide additional incentive compensation to certain key employees who are not officers of the company. The plan awards stock units to participants who have the right to receive the value of a share of common stock in cash from the company. Participants have no voting or other rights as a shareholder with respect to any common stock as a result of participation in the phantom stock plan. The phantom shares generally have a three or four-year vesting period from the grant date of the award provided the employee remains employed by the company during the vesting period. Participants receive dividend equivalents at the same rate as dividends on the company’s common stock. 

