8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

August 22, 2005
(Date of earliest event reported)

Offshore Logistics, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

001-31617	72-0679819
(Commission File Number)	(IRS Employer
	Identification No.)
2000 W. Sam Houston Parkway South                    Suite 1700
Houston, Texas	77042
(Address of Principal Executive Offices)	(Zip Code)

(713) 267-7600
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

        |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

        |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

        |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

        |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD.

        On August 22, 2005, Offshore Logistics, Inc. (the "Company") issued a press release, a copy of which has been furnished as Exhibit 99.1 to this Report.

Item 8.01. Other Events.

        On August 22, 2005, the Company announced that it had moved its corporate headquarters to Houston, Texas from Lafayette, Louisiana. The new address is 2000 W. Sam Houston Parkway South, Suite 1700, Houston, Texas 77042, and the main telephone number is 713-267-7600.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

Exhibit Number	Description of Exhibit
99.1	Press Release dated August 22, 2005

Limitation on Incorporation by Reference.

        In accordance with General Instruction B.2 of Form 8-K, the information set forth in Item 7.01 of this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. In accordance with General Instruction B.6 of Form 8-K, the information set forth in Items 7.01 and 8.01 of this report shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 24, 2005

OFFSHORE LOGISTICS, INC.
(Registrant)


/s/ Brian C. Voegele
——————————————
Brian C. Voegele
Senior Vice-President, Chief Financial Officer, Secretary and Treasurer

EX-99

Offshore Logistics, Inc.

2000 W. Sam Houston Parkway South
Suite 1700
Houston, Texas 77042
Tel: (713) 267-7600
Fax: (713) 267-7620

PRESS RELEASE

OFFSHORE LOGISTICS, INC. ANNOUNCES CORPORATE HEADQUARTERS MOVE TO HOUSTON, TEXAS

        HOUSTON, TX, August 22, 2005 – Offshore Logistics, Inc. (NYSE:OLG) announced today that it has moved its corporate headquarters to Houston, Texas from Lafayette, Louisiana. The new address is 2000 W. Sam Houston Parkway South, Suite 1700, Houston, Texas 77042, and the main telephone number is 713-267-7600.

        Offshore Logistics employs approximately 3,300 people worldwide and has been headquartered in Lafayette since its founding in 1969. Although the Company has moved its corporate headquarters to Houston, it will continue to maintain a strong presence in Lafayette, New Iberia and other south Louisiana communities through its subsidiaries, Air Logistics, L.L.C. and Grasso Production Management, Inc.

        Bill Chiles, President and Chief Executive Officer of Offshore Logistics said, “In recent years, the energy industry has seen significant growth in international offshore drilling and production activities. The move to Houston strategically places us in the heart of the international energy industry and is consistent with our ongoing strategy to grow our helicopter transportation services globally.”

        Offshore Logistics, Inc. is a major provider of helicopter transportation services to the oil and gas industry worldwide. Through its subsidiaries, affiliates and joint ventures, the Company provides transportation services in most oil and gas producing regions including the United States Gulf of Mexico and Alaska, the North Sea, Africa, Mexico, South America, Australia, Egypt and the Far East. The Company’s Common Stock is traded on the New York Stock Exchange under the symbol OLG. For more information, visit www.olog.com.

Statements contained in this press release that state the Company’s or management’s intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Factors that could cause actual results to differ materially from those contained in this press release include, without limitation, that the Company does not expand globally to the extent anticipated. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Company’s SEC filings, including but not limited to the Company’s report on Form 10-K for the year ended March 31, 2004 and the Company’s reports on Form 10-Q for the quarters ended June 30, 2004, September 30, 2004, and December 31, 2004. Offshore Logistics, Inc. disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise.

Media Contact:
Joe Baj
Phone: (713) 267-7605
jbaj@olog.com