UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF EARLIEST EVENT REPORTED: FEBRUARY 7, 2008

ATWOOD OCEANICS, INC.

(Exact name of registrant as specified in its charter)

COMMISSION FILE NUMBER 1-13167

TEXAS
(State or other jurisdiction of incorporation or organization)

Internal Revenue Service – Employer Identification No. 74-1611874

15835 Park Ten Place Drive, Houston, Texas, 77084
(281) 749-7800

____________

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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

On February 7, 2008, the Company announced its earnings for the Fiscal Year 2008 First Quarter ended December 31, 2007. A copy of the press release summarizing these earnings is filed with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Additional information with respect to the Company’s c onsolidated s tatements of o perations for the three months ended December 31, 2007 and 2006 and an analysis of r evenues and contract d rilling c osts for the three months ended December 31, 2007 and condensed consolidated balance sheets at December 31, 2007 and 2006 are attached hereto as Exhibits 99.2, 99.3 and 99.4, respectively, which are being furnished; however, should not be deemed to be filed under Section 18 of the Exchange Act.

Additional information with respect to the Company’s Fleet Status Report at February 7, 2008 is attached hereto as Exhibit 99.5. Such information is being furnished under Regulation FD and should not be deemed to be filed under Section 18 of the Exchange Act.

The RICHMOND life enhancing upgrade is currently expected to be complete in late February 2008. In January 2008, the ATWOOD HUNTER incurred twenty (20) days of planned zero rate days for its equipment upgrades and is currently being mobilized to Mauritania. The ATWOOD SOUTHERN CROSS incurred one planned zero rate day in January 2008 and could incur another four (4) to ten (10) days in the second quarter of fiscal year 2008. In addition to these planned downtime days, thus far in the second quarter of fiscal year 2008, we have incurred five (5) unplanned zero rate days on the ATWOOD EAGLE and one (1) unplanned zero rate day on the ATWOOD FALCON.

Statements contained in this report with respect to the future are forward-looking statements. These statements reflect management's reasonable judgment with respect to future events. Forward-looking statements involve risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors including; the Company's dependence on the oil and gas industry; the risks involved the construction of a rig; competition; operating risks; risks involved in foreign operations; risks associated with possible disruption in operations due to terrorism; risks associated with a possible disruption in operations due to a war with Iraq; and governmental regulations and environmental matters. A list of additional risk factors can be found in the Company's annual report on Form 10-K for the year ended September 30, 2007, filed with the Securities and Exchange Commission.

EXHIBIT 99.2 CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2007 AND 2006

EXHIBIT 99.4 CONDENSED CONSOLIDATED BALANCE SHEETS AT DECEMBER 31, 2007 AND SEPTEMBER 30, 2007

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.

                                                                                    ATWOOD OCEANICS, INC.
                                                                                    (Registrant)

                                                                                    /s/ James M. Holland
                                                                                    James M. Holland
                                                                                    Senior Vice President

                                                                                    DATE: February 7, 2008

99.2 Consolidated Statements of Operations for the Three Months ended December 31, 2007 and 2006

99.3 Analysis of Revenues and Drilling Costs for the Three Months ended December 31, 2007

99.4 Condensed Consolidated Balance Sheets at December 31, 2007 and September 30, 2007

	FOR THE THREE MONTHS ENDED DECEMBER 31,
	2007	2006

Revenues	$111,048,000	$ 88,800,000
Income before Income Taxes	43,111,000	24,463,000
Provision for Income Taxes	(4,562,000)	(3,378,000)
Net Income	38,549,000	21,085,000
Earnings per Common Share -
Basic	1.22	0.68
Diluted	1.20	0.67
Weighted Average Shares
Outstanding -
Basic	31,685,000	31,060,000
Diluted	32,162,000	31,614,000

	Three Months Ended
	December 31,
	2007	2006

REVENUES:
Contract drilling	$ 111,048	$ 86,242
Business interruption proceeds	-	2,558
	111,048	88,800

COSTS AND EXPENSES:
Contract drilling	51,060	49,110
Depreciation	8,457	8,015
General and administrative	8,309	7,191
Gain on sale of equipment	27	(47)
	67,853	64,269
OPERATING INCOME	43,195	24,531

OTHER INCOME (EXPENSE)
Interest expense	(803)	(537)
Interest income	719	469
	(84)	(68)
INCOME BEFORE INCOME TAXES	43,111	24,463
PROVISION FOR INCOME TAXES	4,562	3,378
NET INCOME	$ 38,549	$ 21,085

EARNINGS PER COMMON SHARE:
Basic	$ 1.22	$ 0.68
Diluted	1.20	0.67
AVERAGE COMMON SHARES OUTSTANDING:
Basic	31,685	31,060
Diluted	32,162	31,614

	FOR THE THREE MONTHS ENDED
	DECEMBER 31, 2007

		DRILLING
	REVENUES	COSTS
	(In Millions)

ATWOOD HUNTER	$ 28.7	$ 7.6
ATWOOD SOUTHERN CROSS	20.3	7.6
ATWOOD FALCON	17.2	5.5
VICKSBURG	14.0	4.4
ATWOOD EAGLE	12.3	9.9
ATWOOD BEACON	10.5	4.4
SEAHAWK	7.2	8.7
RICHMOND	0.8	1.7
OTHER	-	1.3
	111.0	51.1

EXHIBIT 99.4

ATWOOD OCEANICS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

	Dec 31, 2007	Sep 30, 2007

ASSETS

CURRENT ASSETS:
Cash and cash equivalents	$ 144,647	$ 100,361
Accounts receivable, net of an allowance
of $164 and $164 at December 31, 2007
and September 30, 2007, respectively	89,028	76,597
Income tax receivable	2,141	1,870
Inventories of materials and supplies	28,412	26,721
Deferred tax assets	111	390
Prepaid expenses and deferred costs	7,713	10,240
Total Current Assets	272,052	216,179

NET PROPERTY AND EQUIPMENT	514,170	493,851

DEFERRED COSTS AND OTHER ASSETS	10,657	7,694
	$ 796,879	$ 717,724

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Current maturities of notes payable	$ -	$ 18,000
Accounts payable	12,571	11,769
Accrued liabilities	38,740	27,861
Total Current Liabilities	51,311	57,630

LONG-TERM DEBT,
net of current maturities:	50,000	-
	50,000	-
LONG TERM LIABILITIES:
Deferred income taxes	13,626	14,729
Deferred credits	19,855	24,093
Other	7,261	5,417
	40,742	44,239

SHAREHOLDERS' EQUITY:
Preferred stock, no par value;
1,000 shares authorized, none outstanding	-	-
Common stock, $1 par value, 50,000 shares
authorized with 31,702 and 31,675 issued
and outstanding at December 31, 2007
and September 30, 2007, respectively	31,702	31,675
Paid-in capital	135,158	133,224
Retained earnings	487,966	450,956
Total Shareholders' Equity	654,826	615,855
	$ 796,879	$ 717,724

RIG NAME		RATED WATER DEPTH	LOCATION	CUSTOMER	ESTIMATED CONTRACT END DATE		ESTIMATED CONTRACT DAYRATE	UNAUDITED AVERAGE PER DAY OPERATING COSTS (NOT INCLUDING TAX) FOR THE THREE MONTHS ENDED DECEMBER 31 , 2007/MONTH ENDED DECEMBER 3 1, 2007 ONLY	ADDITIONAL COMMENTS
SEMISUBMERSIBLES:
ATWOOD EAGLE		5000’	Australia	BHP BILLITON PETROLEUM PTY (“BHPB”)	FIRM WORK – May 2008		Approximately $170,000	$ 108,000/$1 06 ,000	A portion of the dayrate is subject to some change due to currency exchange rate variance. (The rig incurred five unplanned zero rate days in January 2008 due to an equipment related issue.)
			Australia	ENI Spa AGIP EXPLORATION & PRODUCTION DIVISION (“ENI”)	FIRM WORK – (1 well) July 2008		$360,000	N/A	We expect the well to take 40 to 45 days to complete.
			Australia	WOODSIDE ENERGY LTD (“WOODSIDE”)	FIRM WORK – (2 years) July 2010		$405,000	N/A	A portion of the dayrate is subject to some change due to currency exchange rate variance.
			Australia	CHEVRON AUSTRALIA PTY. LTD. (“CHEVRON”)	FIRM WORK – (Until new semisubmersible arrives in Australia) February/March 2011		$430,000/$450,000	N/A	Subject to change due to cost escalation provision of contract.
			Australia	CHEVRON	OPTION WORK – Has option to continue to use rig for a mutually agreed term after the new semisubmersible arrives in Australia.		$430,000/$450,000	N/A	Subject to change due to cost escalation provision of contract.
ATWOOD HUNTER		5,000’	Tow to Mauritania	WOODSIDE (Reinstatement of suspended contract)	February 2008 (Estimated 21 Days)		$228,000	$82,000/$88,000	In January 2008, the rig incurred twenty (20) days of planned zero rate due to certain equipment upgrades.
			Mauritania	WOODSIDE	FIRM WORK August 2008		$240,000	N/A
			TBD	N/A	N/A		N/A	N/A	The rig could incur ten (10) zero rate days in the fourth quarter of fiscal year 2009 for regulatory inspections.
ATWOOD FALCON		5,000’	Malaysia	SARAWAK SHELL BERHAD (“SHELL”)	FIRM WORK – July 2009		$160,000/ $200,000 (dayrate depends on water depth of each well) plus approximately $24,000 of amortized per day revenue	$ 60,000/$ 69 ,000 (The rig incurred one zero rate day in January 2008 due to an equipment related issue.)	Most of the work during this period is expected to be at the $160,000 dayrate level. (The rig could incur 5 to 10 zero rate days during the fourth quarter of fiscal year 2008 or first quarter of fiscal year 2009 due to required regulatory inspections.)
			Malaysia	SHELL	OPTION – (1 year)		TBD	N/A
ATWOOD SOUTHERN CROSS	2,000’		Turkey	TURKIYE PETROLLERI A.O. (“TPAO”)	FIRM WORK – March 2008		$320,000	$8 3,000/$10 8 ,000	The rig incurred one zero rate day during its mobilization out of the Black Sea and could incur an additional 4 to 10 zero rate days prior to commencing the ENI contract.
			Italy	ENI Spa AGIP EXPLORATION & PRODUCTION DIVISION (“ENI”)	FIRM WORK – Mobilization (estimated ten (10) days) March 2008		$365,000	N/A
			Italy	ENI	FIRM WORK – Italian Certification (estimated ten (10) days) March/April 2008		$395,000	N/A
			Italy	ENI	FIRM WORK – (2 Wells) August 2008		$406,000	N/A
			Italy	ENI	OPTIONS – (2 Wells) November 2008 (if both wells drilled)		$406,000	N/A
CANTILEVER JACK-UPS:
ATWOOD BEACON	400’		India	GUJARAT STATE PETROLEUM CORPORATION LTD (“GSPC”)	FIRM WORK – (12 months) January 2009		$133 , 500	$4 8,000/$ 52 ,000		The rig could incur three (3) zero rate days during the third quarter of fiscal year 2008 for required inspections.
			India	GSPC	OPTIONS – (1 year)		TBD	N/A

VICKSBURG	300’		Thailand	CHEVRON OVERSEAS PETROLEUM (“CHEVRON”)	FIRM WORK – June 2009		$154,000	$4 8,000/$ 59 ,000
SEMISUBMERSIBLE TENDER ASSIST UNIT:
SEAHAWK	1,800’		Equatorial Guinea	AMERADA HESS EQUATORIAL GUINEA, INC. (“HESS”)		FIRM WORK – September 2008	$76 , 000 (plus approximately $ 19,000 of amortized per day revenue.)	$9 4,000/$ 98 ,000 (The rig could incur three (3) to five (5) days of zero rate days during the third quarter of fiscal year 2008 for some equipment upgrades.)		Contract provides for dayrate increases based upon certain cost escalations as well as an approximately $15,000 per day reduction during periods when the rig is being relocated to a new drilling site.
			Equatorial Guinea	HESS		OPTIONS – (2 years) September 2010 (if all four six-month options are exercised)	$76,000	N/A		Dayrate subject to increase due to contract cost escalations.
SUBMERSIBLE :
RICHMOND	70’		US Gulf of Mexico	SHIPYARD		Mid-February 2008		$18,000/$14,000 (Operating costs are low due to a significant portion being capitalized to the cost of the upgrade)		The rig is currently in a shipyard undergoing an approximate $17 million of life enhancing upgrades, which currently is expected to take until late February 2008 to complete.
			US Gulf of Mexico	HELIS OIL & GAS		FIRM WORK - March 2008 (This one well commitment could be deferred)	$80,000 for approximately 30 days/$65,000 thereafter	N/A
			US Gulf of Mexico	CONTANGO OPERATIONS INC. (“CONTANGO”)		FIRM WORK – (2 Wells) July 2008	$65,000	N/A
			US Gulf of Mexico	CONTANGO		OPTION – (1 Well) September 2008	$65,000	N/A