EXHIBIT 99

                          INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Marine Drilling Companies, Inc.:

         We have audited the consolidated balance sheet of Marine Drilling
Companies, Inc. as of December 31, 2000 and the related consolidated statements
of operations, shareholders' equity and cash flows for each of the years in the
two-year period ended December 31, 2000 (not presented separately herein). These
consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.

         We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

         In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Marine
Drilling Companies, Inc. and subsidiaries as of December 31, 2000, and the
results of their operations and their cash flows for each of the years in the
two-year period ended December 31, 2000, in conformity with accounting
principles generally accepted in the United States of America.

                                       KPMG LLP

Houston, Texas
January 23, 2001