SC 13D

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. —) ^*

Seahawk Drilling, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

81201R107

(CUSIP Number)

Chris Kirkpatrick, Esq.
Hayman Capital Management, L.P.
2101 Cedar Springs Road, Suite 1400
Dallas, Texas 75201
(214) 347-8050

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 24, 2011

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. þ

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 81201R107 

1	NAMES OF REPORTING PERSONS. Hayman Capital Management, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   þ
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
		7	SOLE VOTING POWER
NUMBER OF			974,500
SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			974,500
WITH		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	974,500
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.4%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN/IA

CUSIP No. 81201R107 

1	NAMES OF REPORTING PERSONS. Hayman Investments, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   þ
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Texas
		7	SOLE VOTING POWER
NUMBER OF			974,500
SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			974,500
WITH		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	974,500
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.4%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO/HC

CUSIP No. 81201R107 

1	NAMES OF REPORTING PERSONS J. Kyle Bass
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   þ
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
		7	SOLE VOTING POWER
NUMBER OF			974,500
SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			974,500
WITH		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	974,500
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.4%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN/HC

TABLE OF CONTENTS

	Item 1. Security and Issuer
	Item 2. Identity and Background
	Item 3. Source and Amount of Funds or Other Consideration
	Item 4. Purpose of the Transaction
	Item 5. Interest in Securities of the Issuer
	Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the            Issuer
	Item 7. Material to be Filed as Exhibits
SIGNATURE
EXHIBIT INDEX
EX-99.1
EX-99.2
EX-99.3

     This Schedule 13D (the “Schedule 13D”) reflects changes to the information in the Schedule 13G relating to the Common Stock (the “Common Stock”) of Seahawk Drilling, Inc. (the “Issuer”) filed February 15, 2011 by the Reporting Persons with the Securities and Exchange Commission (the “Commission”).

Item 1. Security and Issuer.

     This Schedule 13D relates to the Common Stock of the Issuer. The address of the principal executive offices of the Issuer is 5 Greenway Plaza, Suite 2700, Houston, Texas 77046.

Item 2. Identity and Background.

     (a) This Schedule 13D is jointly filed by and on behalf of each of Hayman Capital Management, L.P. (“Hayman Capital Management”), Hayman Investments, L.L.C. (“Hayman Investments”), and J. Kyle Bass (individually, a “Reporting Person” and collectively, the “Reporting Persons”).

     (b) The address of the principal business office of the Reporting Persons is: 2101 Cedar Springs Road, Suite 1400, Dallas, Texas 75201.

     (c) The principal business of Hayman Capital Management is acting as an investment adviser to, and managing investment and trading accounts of, other persons, including Hayman Capital Master Fund, L.P. (“HCMF”). Hayman Capital Management may be deemed, through investment advisory contracts or otherwise, to beneficially own securities owned by other persons, including HCMF. The principal business of Hayman Investments is serving as the general partner of Hayman Capital Management. Hayman Investments may be deemed to control Hayman Capital Management and beneficially own securities owned by Hayman Capital Management. The present principal occupation of Mr. Bass is serving as the Managing Member of Hayman Investments. Mr. Bass may be deemed to control Hayman Investments and beneficially own securities owned by Hayman Investments.

     (d) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding of the type specified in Items 2(d) or (e) of Schedule 13D.

     (e) During the last five years, none of the Reporting Persons was a party to a civil proceeding the type specified in Items 2(d) or (e) of Schedule 13D.

     (f) The citizenship of Mr. Bass is the United States. Hayman Capital Management is a Delaware entity. Hayman Investments is a Texas entity.

Item 3. Source and Amount of Funds or Other Consideration.

     HCMF acquired an aggregate of 974,500 shares of Common Stock, which are reported herein, in multiple open market transactions for an aggregate purchase price of $4,215,721 (excluding commissions). The source of funds for the purchase of the shares of Common Stock was the general working capital of HCMF.

Item 4. Purpose of the Transaction.

     On February 24, 2011, Hayman Capital Management, on behalf of HCMF, was appointed by the United States Trustee to an official committee of stockholders (the “Equity Committee”) in connection with the Issuer’s bankruptcy proceedings in the United States Bankruptcy Court for the Southern District of Texas pursuant to the Notice of Appointment of Committee of Equity Security Holders. A copy of this notice is filed as Exhibit 99.2 hereto and incorporated herein by reference. Hayman Capital Management, on behalf of HCMF, intends to participate as a member of the Equity Committee.

     As described in Item 6 below, on February 22, 2011, Hayman Capital Management entered into a Confidentiality Agreement (the “Confidentiality Agreement”) with the Issuer, pursuant to which Hayman Capital Management agreed, among other things, to maintain the confidentiality of certain non-public information relating to the Issuer and its affiliates, including, among other things, information regarding the possible debtor in possession financing transaction (the “Possible DIP Loan”) between the Issuer and its affiliates and subsidiaries and Hayman

Capital Management and its affiliates and subsidiaries. A summary of the Confidentiality Agreement is set forth in Item 6 below and incorporated by reference herein

     The Reporting Persons have not entered into any agreement, arrangement or understanding with the other members of the Equity Committee or any other stockholder of the Issuer. The Reporting Persons expressly disaffirm membership of a group with other members of the Equity Committee or any other stockholder of the Issuer for the purposes of Section 13d-5 under the Securities Exchange Act of 1934. Although Hayman Capital Management is a member of the Equity Committee, the Reporting Persons are entitled to and will make independent decisions with regard to their holdings.

     The Reporting Persons review their holdings in the Issuer on a continuing basis and as part of this ongoing review, evaluate various alternatives that are or may become available with respect to the Issuer and its securities. The Reporting Persons may from time to time and at any time, in their sole discretion, acquire or cause to be acquired, additional equity or debt securities or other instruments of the Issuer, its subsidiaries or affiliates, or dispose or cause to be disposed, such equity or debt securities or other instruments, in any amount that the Reporting Persons may determine in their sole discretion, through open market transactions, privately negotiated transactions or otherwise.

     Depending upon a variety of factors, the Reporting Persons may from time to time and at any time, in their sole discretion, consider, formulate, discuss and implement various plans or proposals, including plans or proposals by any other stockholder of the Issuer, who may or may not be members of the Equity Committee, or other persons, intended to enhance the value of their current or future investment in the Issuer, enhance stockholder value or enhance the value of the Issuer’s assets, or that may involve other extraordinary matters relating to the Issuer, including, among other things, proposing or pursuing potential strategic alternatives to the Issuer’s proposed sale transaction with Hercules Offshore, Inc. or otherwise seeking to influence or change the Issuer’s bankruptcy proceedings or proposing or effecting any other transaction or matter that would constitute or result in any of the transactions, matters or effects enumerated in Item 4(a)-(j) of Schedule 13D.

     From time to time, HCMF may enter into derivative securities transactions or other hedging arrangements with respect to securities held for its account. HCMF may also, from time to time, hold the Common Stock in margin accounts or lend portfolio securities to brokers, banks or other financial institutions. These loans typically obligate the borrower to return the securities, or an equal amount of securities of the same class, to the lender and typically provide that the borrower is entitled to exercise voting rights and retain dividends during the term of the loan. From time to time, to the extent permitted by applicable law, HCMF may borrow securities, including the Common Stock, for the purpose of effecting, and may effect, short sale transactions, and may purchase securities for the purpose of closing out short sale positions in such securities.

     The information set forth in this Item 4 is subject to change from time to time and at any time, and there can be no assurances that the discussions described in this Item 4 will continue or occur or that any of the Reporting Persons will or will not take, or cause to be taken, any of the actions described above or any similar actions.

Item 5. Interest in Securities of the Issuer.

     (a) Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.

     Each Reporting Person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any syndicate or group with respect to the Issuer or any securities of the Issuer.

     The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is stated in Items 11 and 13 on the cover page(s) hereto.

     (b) Number of shares as to which each Reporting Person has:

(i)	sole power to vote or to direct the vote:
	See Item 7 on the cover page(s) hereto.
(ii)	shared power to vote or to direct the vote:
	See Item 8 on the cover page(s) hereto.
(iii)	sole power to dispose or to direct the disposition of:
	See Item 9 on the cover page(s) hereto.
(iv)	shared power to dispose or to direct the disposition of:
	See Item 10 on the cover page(s) hereto.

     (c) Transactions in the class of securities reported on that were effected during the past sixty days or since the most recent filing of Schedule 13D, whichever is less, by the Reporting Persons are described below.

						Price
Transaction	Effecting	Shares		Shares		Per		Description
Date	Person(s)	Acquired		Disposed		Share(1)		of Transaction
2/15/2011	Hayman Capital Master Fund, L.P.		750,000		0	$	4.35	Open market
2/16/2011	Hayman Capital Master Fund, L.P.		250,000		0	$	4.25	Open market
3/2/2011	Hayman Capital Master Fund, L.P.		0		25,500	$	5.24	Option Assignment

(1) Average price per share excluding commissions.

     Except as otherwise described herein, no transactions in the Common Stock were effected during the past sixty days or since the most recent filing of Schedule 13D, whichever is less, by any Reporting Person.

     (d) Other persons, including Hayman Capital Partners, L.P. and Hayman Capital Offshore Partners, LP, may have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares of Common Stock that may be deemed to be beneficially owned by the Reporting Persons.

     (e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

     On February 22, 2011, Hayman Capital Management entered into the Confidentiality Agreement with the Issuer. Pursuant to the Confidentiality Agreement, Hayman Capital Management agreed, among other things, to maintain the confidentiality of certain non-public information relating to the Issuer and its affiliates, including, among other things, information regarding the Possible DIP Loan between the Issuer and its affiliates and subsidiaries and Hayman Capital Management and its affiliates and subsidiaries. A copy of the Confidentiality Agreement is filed as Exhibit 99.3 hereto and is incorporated herein by reference.

     Except as otherwise described herein, none of the Reporting Persons has any legal or other contract, arrangement, understanding, or relationship with any other person with respect to any securities of the Issuer. To the knowledge of each Reporting Person, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer.

Item 7. Material to be Filed as Exhibits.

     The following exhibits are filed as exhibits hereto:

Exhibit	Description of Exhibit
99.1	Joint Filing Agreement (furnished herewith)
99.2	Notice of Appointment of Committee of Equity Security Holders, dated February 24, 2011 (furnished herewith)
99.3	Confidentiality Agreement, dated February 22, 2011 (furnished herewith)

SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: March 7, 2011	Hayman Capital Management, L.P.
	By:	Hayman Investments, L.L.C.
	Its:	General Partner
	By: Name:	/s/ Christopher E. Kirkpatrick Christopher E. Kirkpatrick
	Title:	General Counsel
	Hayman Investments, L.L.C.
	By: Name:	/s/ Christopher E. Kirkpatrick Christopher E. Kirkpatrick
	Title:	General Counsel
	J. Kyle Bass
	By: Name:	/s/ J. Kyle Bass  J. Kyle Bass

EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	Joint Filing Agreement (furnished herewith)
99.2	Notice of Appointment of Committee of Equity Security Holders, dated February 24, 2011 (furnished herewith)
99.3	Confidentiality Agreement, dated February 22, 2011 (furnished herewith)

EX-99.1

EXHIBIT 99.1

JOINT FILING AGREEMENT

     Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.

     IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date first written above.

Date: March 7, 2011	Hayman Capital Management, L.P.
	By:	Hayman Investments, L.L.C.
	Its:	General Partner
	By: Name:	/s/ Christopher E. Kirkpatrick Christopher E. Kirkpatrick
	Title:	General Counsel
	Hayman Investments, L.L.C.
	By: Name:	/s/ Christopher E. Kirkpatrick Christopher E. Kirkpatrick
	Title:	General Counsel
	J. Kyle Bass
	By: Name:	/s/ J. Kyle Bass J. Kyle Bass

EX-99.2

Exhibit 99.2

UNITED STATES DEPARTMENT OF JUSTICE
OFFICE OF THE UNITED STATES TRUSTEE
JUDY A. ROBBINS
UNITED STATES TRUSTEE
CHARLES R. STERBACH
ASSISTANT UNITED STATES TRUSTEE
606 N. Carancahua St.
Wilson Plaza West, Suite 1107
Corpus Christi, Texas 78401
Telephone: (361)888-3261
Facsimile: (361)888-3263

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF TEXAS
CORPUS CHRISTI DIVISION

In re:	§	CASE NO.
	§
SEAHAWK DRILLING, INC., et al.	§	11-20089-C-11
	§
Debtors	§	JOINTLY ADMINISTERED

NOTICE OF APPOINTMENT OF COMMITTEE OF EQUITY SECURITY HOLDERS

TO THE HONORABLE UNITED STATES BANKRUPTCY JUDGE:

     COMES NOW the United States Trustee, (“UST”), through the undersigned attorney, pursuant to § 1102(a) and 1102(b)(2) of the Bankruptcy Code, and appoints the following eligible equity holders of the debtor to the official committee of equity holders:

1.	Hal Goldstein — Temporary Chairman MHR Fund Management, L.L.C. 40 West 57th Street, 24th Floor New York, New York 10019 Telephone: (212)262-0005 Email: hgoldstein@mhrfund.com
2.	John Symington General Counsel Seadrill Americas Inc. 11210 Equity Drive, Suite 150 Houston, TX 77041-8242 Telephone: (713)329-1164
	E-mail: john.symington@seadrill.com

3.	Jeff Cate Hayman Capital Management, L.P. 2101 Cedar Springs Road, Suite 1400 Dallas, TX 75201 Telephone: (214)347-4186 E-mail: jc@haymancapital.com
4.	Peter J. Sakon HSBC Distressed Opportunities Fund 452 Fifth Avenue, 18th Floor New York, New York 10018 Telephone: (212)525-6780 Email: peter.j.sakon@us.hsbc.com
5.	Naveen Bhatia The Keffi Group 500 Fifth Avenue 44th Floor New York, New York 10110 Telephone: (212)935-5551 Email: naveenbhatia1@gmail.com

Respectfully submitted, JUDY A. ROBBINS UNITED STATES TRUSTEE
By:	/s/ Charles R. Sterbach
Charles R. Sterbach
Assistant United States Trustee

Arizona Bar No. 009315
606 N. Carancahua St., Ste. 1107
Corpus Christ, TX 78401
Telephone: (361)888-3261
Facsimile: (361) 888-3263

CERTIFICATE OF SERVICE

     A true and correct copy of the foregoing NOTICE OF APPOINTMENT OF COMMITTEE OF EQUITY SECURITY HOLDERS was served upon each member of the committee of unsecured creditors by e-mail and United States mail, first class, postage pre-paid, at the addresses listed in the Notice of Appointment, on the 24th day of February, 2011. Additionally the Debtor and Debtor’s counsel were served by United States mail, first class, postage pre-paid, at the addresses listed below, on the 24th day of February, 2011.

By: /s/ Charles R. Sterbach
Charles R. Sterbach
Assistant United States Trustee
Arizona Bar No. 009315
606 N. Carancahua St., Ste. 1107
Corpus Christ, TX 78401
Telephone: (361)888-3261
Facsimile: (361) 888-3263

Debtor:	Debtor’s Counsel:
Seahawk Drilling, Inc.	Berry D. Spears, Esq.
5 Greenway Plaza	Fulbright & Jaworski
Suite 2700	600 Congress Ave., Ste. 2400
Houston, TX 77046	Austin, TX 78701
	Email: bspears@fulbright.com

EX-99.3

Exhibit 99.3

CONFIDENTIALITY AGREEMENT

February 24, 2011

Hayman Capital Management, L.P.
2101 Cedar Springs Road, Suite 1500
Dallas, Texas 75201

Ladies and Gentlemen:

     In connection with the analysis of a possible debtor in possession financing transaction (“Possible DIP Loan”) between Seahawk Drilling, Inc. and its affiliates and subsidiaries (collectively, “Seahawk”) and Hayman Capital Management, L.P. and its affiliates and subsidiaries (collectively, “Receiving Party,” and together with Seahawk, the “parties” and each a “party”), Seahawk may furnish Receiving Party certain information that is proprietary, non-public, or confidential concerning Seahawk, its business and operations (the “Business”), and possible other transactions involving Seahawk. In connection with such analysis, Receiving Party hereby agrees to the following (it being understood that Receiving Party is also agreeing to cause its Representatives (as defined below) and affiliates to comply with the applicable provisions hereof):

     1. Use of Confidential Material. The Confidential Material (as defined below) made available to Receiving Party will be used by such Receiving Party solely for the purpose of evaluating a Possible DIP Loan between Seahawk and Receiving Party pursuant to a Definitive Agreement (as defined below) between the parties, and should discussions between Seahawk and Receiving Party progress to such a point, negotiating a Definitive Agreement and related loan documents with respect thereto, and shall not be used in connection with any activities conducted by Receiving Party or any of its Representatives in competition with the Business or otherwise in a manner known by Receiving Party to be detrimental or disadvantageous to Seahawk. The disclosure of Confidential Material by Seahawk to Receiving Party as contemplated hereunder would not occur but for the existence of this confidential relationship and for a prospective financing arrangement by and between the parties. All of the Confidential Material concerning Seahawk will be kept confidential by Receiving Party and its

Representatives and will not be disclosed in whole or in part thereby to any other persons in any manner; provided that Receiving Party may disclose the Confidential Material or portions thereof to its Representatives who (i) need to know such information for the purpose of evaluating such a Possible DIP Loan involving the parties, (ii) are informed by Receiving Party of the confidential nature of such information, and (iii) agree, and are directed by Receiving Party, to treat such information confidentially in accordance with this letter to the same extent as if they were parties hereto. Receiving Party agrees to be responsible for compliance with this letter, and breach hereof, by any of its Representatives, but Seahawk shall be entitled to directly enforce the agreements of such Representatives and to cause Receiving Party to enforce such agreements. Receiving Party shall, and shall cause its Representatives to, use all commercially reasonable and prudent efforts to protect and safeguard the Confidential Material from misuse, loss, theft, publication, or the like and to ensure that such Representatives who receive any of the Confidential material shall do likewise.

     2. Legally Required Disclosures. In the event that Receiving Party or any of its Representatives is required by applicable law, regulation, rule, stock exchange rule, or in connection with any legal proceedings or otherwise requested by any governmental agency or regulatory authority (claiming to have jurisdiction) to disclose any of the Confidential Material, the Receiving Party or such Representative shall (to the extent legally permissible to do so), prior to making any such disclosure promptly provide Seahawk with written notice of the existence, terms, circumstances surrounding such disclosure requirement (together with a copy of the Confidential Material proposed to be disclosed and a description of the legal provisions or court orders requiring the disclosure), and provide such reasonable cooperation as Seahawk shall reasonably request so that Seahawk may seek a protective order or other appropriate remedy or, if it so elects, waive compliance with certain terms of this letter. In the event that such protective order or other remedy is not obtained, or Seahawk waives compliance with the provisions hereof, Receiving Party or such Representative, as the case may be, may disclose only that portion of the Confidential Material or information that the recipient of such request is advised by counsel is legally required to be disclosed, and shall give Seahawk a reasonable opportunity to review the proposed disclosure and comment thereon and shall exercise all reasonable efforts to obtain assurance that confidential treatment will be accorded the information so disclosed. Notwithstanding the foregoing, Receiving Party shall not be required to inform, or give notice to, Seahawk or provide copies of Confidential Material to Seahawk, if the disclosure of Confidential Material is made to a regulatory examiner in the course of such examiner’s examination or inspection of Receiving Party.

     3. Definition of Confidential Material. Subject to paragraph 4 below, the term “Confidential Material” as used in this letter shall mean (i) should discussions between Seahawk and Receiving Party progress to such a point, the existence, subject matter, terms (including pricing terms), conditions, and other facts of any Definitive Agreement and related loan documents that may be negotiated between Seahawk and Receiving Party, and (ii) any and all information, documents, records, data, trade secrets, inventions, processes, blueprints, and all non-public, confidential, or proprietary information of Seahawk, including, without limitation, all marketing, technical,

2

engineering, operational, economic, financial, legal knowledge, or other information concerning the operations, financial condition, and Business and affairs of Seahawk, or anything of a proprietary nature, that it furnished or otherwise disclosed to Receiving Party or any of its Representatives by or on behalf of Seahawk or its Representatives, and whether prepared by Seahawk, its Representatives, or otherwise (including any such items furnished on and after the execution of this letter), whether oral, written, or electronic regardless of the form in which initially or subsequently reflected, together with all analyses, compilations, studies, memoranda, notes, and other documents, records, and data (in whatever form maintained, whether documentary, computer, or other electronic storage or otherwise) prepared by Receiving Party or any of its Representatives which contain or otherwise reflect or are generated from such information and documents.

     4. Information Not Included in the Definition of Confidential Material. The term “Confidential Material” does not include any information to the extent that (i) at the time of disclosure or thereafter is or becomes generally available to and known by the public (other than as a result of a disclosure by Receiving Party or any of its Representatives not permitted hereby), (ii) is developed by Receiving Party or any of its Representatives without reliance on any of the Confidential Material or portion thereof (Receiving Party shall have the burden of proof to demonstrate the absence of reliance on the Confidential Material or any portion thereof), or (iii) is or becomes available to Receiving Party on a non-confidential basis from a source other than Seahawk or its Representatives, which source is not prohibited from disclosing such information by a contractual, legal, or other obligation of secrecy or fiduciary duty of confidentiality to Seahawk or its Representatives (including, without limitation, any parent, subsidiary, other affiliate, director, officer, equity owner, employee, agent, attorney, accountant, financial advisor, or other advisor thereof) or is not otherwise restricted from disclosing such Confidential Material.

     5. Return or Destruction of Materials. Upon request of Seahawk or in the event that Receiving Party decides not to proceed with a Possible DIP Loan with Seahawk, Receiving Party and its Representatives will promptly (and in any case within 14 days after a request by Seahawk) return to Seahawk or, alternatively, destroy all Confidential Material and all copies, notes or extracts thereof then in Receiving Party’s possession or control or in the possession or control of any of its Representatives and any other written or electronic material containing or reflecting any of the Confidential Information or any portion thereof, irrespective of the source, without retaining any copies, extracts, or reproductions thereof (including, to the extent practicable, expunging copies from any computer or other device) and will destroy promptly all copies of any analyses, compilations, studies or other documents, records and data prepared by it or any of its Representatives which contain or otherwise reflect or are generated from the Confidential Material pursuant to this letter. An officer of Receiving Party will certify to Seahawk in writing that any such return or destruction has been timely and fully accomplished. Notwithstanding the foregoing, Receiving Party shall not be required to delete or destroy any electronic media containing Confidential Material that was created in the ordinary course of business for the sole purpose of disaster recovery/network

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backup provided that any Confidentiality Material contained in such electronic media shall continue to be subject to the confidentiality provisions hereof.

     6. Nondisclosure of Possible DIP Loan. Without the prior written consent of the other party, and except as required by law or stock exchange rule, each party will not, and will direct and cause its respective Representatives not to, disclose to any person (i) the existence of this letter and the fact that Confidential Material is being or has been made available, (ii) that any investigation, discussions, or negotiations are or have been taking place concerning a Possible DIP Loan between the parties, (iii) that the parties or any of their respective Representatives are or have been considering or reviewing a transaction involving or relating to the other party, and (iv) the terms, conditions, or other facts with respect to any such Possible DIP Loan or actions, including the status thereof (collectively, the “Transactional Information”); provided, that Seahawk may disclose such Transactional Information to, and may provide copies of any draft or final commitment letter, term sheet, and other loan documents between it and the Receiving Party to, Hercules Offshore, Inc. or any of its successors. Receiving Party’s obligations in the preceding sentences shall survive any return or destruction of the Confidential Material pursuant to paragraph 5. In the event that Receiving Party or any of its Representatives is required by law, regulation, or stock exchange rule to disclose any of the Transactional Information, the Receiving Party and such representative shall (to the extent legally permissible to do so), prior to making any such disclosure, promptly provide Seahawk with written notice of such requirement (together with a copy of the material proposed to be disclosed) and shall reasonably cooperate with Seahawk so that Seahawk may seek a protective order or other appropriate remedy or, if it so elects, waive compliance with certain terms of this paragraph 6. In the event that such protective order or other remedy is not obtained, or Seahawk waives compliance with the provisions of this paragraph 6, the Receiving Party may disclose only that portion of the Transactional Material that the Receiving Party is advised by counsel is legally required to be disclosed, and shall give Seahawk a reasonable opportunity to review the proposed disclosure and comment thereon and shall exercise all reasonable efforts to obtain assurance that confidential treatment will be accorded the Transactional Information so disclosed.

     7. No Representation or Warranty. Receiving Party understands that neither Seahawk nor any of its Representatives has made or makes any representation or warranty as to the accuracy or completeness of the Confidential Material and that nothing contained in any discussions between Seahawk or its Representatives and Receiving Party or its Representatives shall be deemed to constitute a representation or warranty. Receiving Party further agrees that neither Seahawk nor any of its Representatives shall have any liability to the Receiving Party or any of its Representatives resulting from the use of the Confidential Material. Only those representations or warranties that are made in a Definitive Agreement when, as, and if such agreement is executed, and subject to such limitations and restrictions as may be specified in such Definitive Agreement, will have any legal effect.

     8. Definitive Agreement. Receiving Party understands and agrees that no contract or agreement providing for a proposed financing arrangement shall be

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deemed to exist between the parties unless and until a definitive financing agreement has been executed and delivered by each of the parties (the “Definitive Agreement”) and Receiving Party hereby waives in advance any claims (including, without limitation, breach of contract) in connection with a proposed financing arrangement except those arising under an executed and delivered Definitive Agreement. It is also agreed that unless and until a Definitive Agreement has been executed and delivered, neither party has any legal obligation of any kind whatsoever with respect to any such proposed financing arrangement, except for matters specifically agreed to herein. The term “Definitive Agreement” does not include an executed letter of intent or any other preliminary written agreement, nor does it include any written or oral offer or any written or oral acceptance thereof. This letter does not constitute or create any obligation of Seahawk to provide any Confidential Material or other information to the other party, but merely defines the rights, duties and obligations of the parties with respect to Confidential Material to the extent it may be disclosed or made available. Under no circumstances is Seahawk obligated to disclose or make available any information, including any Confidential Material that Seahawk in its sole discretion determines not to disclose. Neither this paragraph 8 nor any other provision in this letter can be waived or amended except by written consent of Seahawk, which consent shall specifically refer to this paragraph 8 (or such other provision) and explicitly make such waiver or amendment.

     9. Securities Laws. Receiving Party hereby acknowledges that it is aware, and that it will advise its Representatives who are informed as to the matters that are the subject of this letter, that the United States securities laws prohibit any person who has material, non-public information concerning Seahawk from purchasing or selling securities of Seahawk or from communicating such information to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities. Receiving Party agrees that it will not use or cause any other person to use, and that it will use reasonable efforts to assure that none of its Representatives will use or cause any other person to use, any Confidential Material in contravention of the United States securities laws.

     10. Remedies. Receiving Party agrees that money damages would not be a sufficient remedy for any breach of this letter and that Seahawk shall be entitled to seek equitable relief, including, without limitation, injunction and specific performance, in the event of any such breach, and Receiving Party further agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be the exclusive remedy for such breach but shall be in addition to all other remedies available to Seahawk at law or in equity. Receiving Party also agrees to reimburse Seahawk for all costs and expense, including reasonable attorneys’ fees, incurred by Seahawk in enforcing Receiving Party’s obligations hereunder. Receiving Party agrees to immediately notify Seahawk of any breach of this letter by it or any of its Representatives.

     11. No Waiver; Entire Agreement. It is understood and agreed that no failure or delay by Seahawk in exercising any right, power or privilege hereunder will operate as a waiver thereof, nor will any single or partial exercise thereof preclude any

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other or further exercise thereof or the exercise of any other right, power or privilege hereunder. This letter contains the entire agreement and understanding between Seahawk and Receiving Party with respect to the matters referred to herein and supersedes all prior understandings and agreements, whether written or oral, between Seahawk and Receiving Party with respect thereto.

     12. Person; Representatives; Affiliates. As used in this letter, (i) the term “person” will be interpreted broadly to include, without limitation, any corporation, company, group, partnership, limited liability company, other entity or individual, (ii) the term “Representative,” when used with respect to a person, shall include the directors, officers, employees, representatives, agents, attorneys, consultants, accountants, financial advisors and other advisors of or to such person, and (iii) the term “affiliate” when used with respect to a person, shall have the meaning given to it in Rule 12b-2 under the Securities Exchange Act of 1934.

     13. Consent to Counsel. The parties agree that, irrespective of any prior representation by such legal counsel or any Confidential Material or other confidential information that may be exchanged pursuant to this letter, the parties shall be respectively entitled to use any of their regular outside counsel (for Seahawk, Fulbright & Jaworski L.L.P. and for Receiving Party, Jones Day) for all purposes in connection with this letter, any transaction involving the parties and any litigation or legal proceedings arising out of or relating to this letter or any such transaction.

     14. Notices. All notices to be given to a party hereunder shall be in writing and delivered personally, by overnight courier or by facsimile (with confirmation of receipt), addressed to the Chief Executive Officer of such party, with a copy to the General Counsel of such party, at the corporate headquarters of such party.

     15. Assignment; Amendment. Any assignment or attempted assignment of this letter by Receiving Party without the prior written consent of Seahawk shall be void.. The agreements set forth in this letter may be modified or waived only as agreed in writing by Seahawk and Receiving Party.

     16. Severability. If any term, provision, covenant, or restriction of this letter is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the terms, provisions, covenants, and restrictions of this letter shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.

     17. Counterparts. This letter may be executed in any number of counterparts each of which, when so executed, shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. A facsimile transmission of a signed copy of this letter shall be effective as a valid and binding agreement between the parties for all purposes.

     18. Governing Law. This letter is for the benefit of each party and will be governed by and construed in accordance with the laws of the State of Texas, without giving effect to the choice of law rules thereof. Each party hereby irrevocably submits to

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(i) the jurisdiction of Texas state courts and any federal court sitting in the State of Texas for purposes of any suit, action or other proceeding arising out of this letter, or of the transactions contemplated hereby, that is brought by or against the other party, and (ii) the venue of such suit, action or proceeding in the State of Texas.

     19. Term. This letter shall terminate upon the earlier of (i) a written agreement between the parties to terminate the confidential relationship established herein and (ii) the first anniversary of the date hereof.

     If Receiving Party agrees with the foregoing, please execute two original counterparts to this letter and return one to Seahawk, which will constitute our agreement with respect to the subject matter of this letter.

***

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Very truly yours,

SEAHAWK DRILLING, INC.

By:
Name:
Title:

CONFIRMED AND AGREED
as of the date first written above:

HAYMAN CAPITAL MANAGEMENT, L.P.

By:	Hayman Investments, LLC,
	its general partner
	Debby LaMoy
	Chief Operating Officer

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