-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GSHACCSzjWakk7pFoukcxA4OLSdvD6JagR1tKSCTlQ0zTO/d9mFOsT5jXm+v5boH gDKcXeb7c1xq1IfGDQu22w== 0001241921-07-000005.txt : 20070202 0001241921-07-000005.hdr.sgml : 20070202 20070202163535 ACCESSION NUMBER: 0001241921-07-000005 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070124 FILED AS OF DATE: 20070202 DATE AS OF CHANGE: 20070202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hinrichs Liane K CENTRAL INDEX KEY: 0001349093 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08430 FILM NUMBER: 07576980 BUSINESS ADDRESS: BUSINESS PHONE: 281-870-5697 MAIL ADDRESS: STREET 1: 757 N. ELDRIDGE PARKWAY STREET 2: 14TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77079 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MCDERMOTT INTERNATIONAL INC CENTRAL INDEX KEY: 0000708819 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED PLATE WORK (BOILER SHOPS) [3443] IRS NUMBER: 720593134 STATE OF INCORPORATION: R1 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 777 N. ELDRIDGE PARKWAY CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 281-870-5000 MAIL ADDRESS: STREET 1: 777 N. ELDRIDGE PARKWAY CITY: HOUSTON STATE: TX ZIP: 77079 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2007-01-24 0 0000708819 MCDERMOTT INTERNATIONAL INC MDR 0001349093 Hinrichs Liane K 777 N. ELDRIDGE PARKWAY HOUSTON TX 77079 0 1 0 0 VP, Gen. Counsel & Corp. Sec. Common Stock 3000 D Common Stock 950 I 401 (k) Stock Options (Right to Buy) 2.10 2006-04-02 2013-04-02 Common Stock 1800 D Stock Options (Right to Buy) 6.0066 2007-03-18 2014-03-18 Common Stock 6300 D Stock Options (Right to Buy) 13.4533 2007-05-12 2015-05-12 Common Stock 4545 D Deferred Stock Units 0 2007-05-12 2010-05-12 Common Stock 1740 D Based upon units held in 401(K) Plan and the fair market value of Common Stock as of 1/23/2007. The option became exercisable on April 2, 2006. The option became exercisable as to 3,150 shares on March 18, 2006, and becomes exercisable as to the remaining 3,150 shares on March 18, 2007. The option became exercisable as to 1,515 shares on May 12, 2006, and becomes exercisable as to the remaining 3,030 shares in two equal installments on May 12, 2007 and May 12, 2008. Vests in four equal annual installments, with the first installment vesting on this date. Vested units will be paid in cash in an amount equal to the number of vested units multipled by the average stock price on the vesting date. 1-for-1 Benjamin H. Bash 2007-02-02 EX-24 2 attachpoa.htm POWER OF ATTORNEY FOR LIANE K. HINRICHS
Exhibit 24



POWER OF ATTORNEY



Know all by these presents, that the undersigned hereby constitutes and

appoints each of John T. Nesser III, Benjamin H. Bash, James D. Canafax, Robert E. Stumpf, Renee

Hack, Kathleen A. Peres and Traci D. Ritter, signing singly,

the undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's

capacity as an officer and/or director of McDermott International, Inc. (the

"Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned which

may be necessary or desirable to complete and execute any such Form 3, 4, or 5,

complete and execute any amendment or amendments thereto, and timely file such

form with the United States Securities and Exchange Commission and any stock

exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,

in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of the

undersigned pursuant to this Power of Attorney shall be in such form and shall

contain such terms and conditions as such attorney-in-fact may approve in such

attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and powers

herein granted, as fully to all intents and purposes as the undersigned might or

could do if personally present, with full power of substitution or revocation,

hereby ratifying and confirming all that such attorney-in-fact, or such

attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be

done by virtue of this power of attorney and the rights and powers herein

granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in

serving in such capacity at the request of the undersigned, are not assuming,

nor is the Company assuming, any of the undersigned's responsibilities to comply

with Section 16 of the Securities Exchange Act of 1934.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4, and 5 with respect to the

undersigned's holdings of and transactions in securities issued by the Company,

unless earlier revoked by the undersigned in a signed writing delivered to the

foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to

be executed as of this 31st day of January, 2007.









Signature:  /s/Liane K. Hinrichs



Print Name:  Liane K. Hinrichs
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