8-K

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:  NOVEMBER 23, 2009

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 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 2.02                      RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On November 23, 2009, the Company announced its earnings for the fiscal year 2009 fourth quarter and year ended September 30, 2009. 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 consolidated statements of operations for the three months and twelve months ended September 30, 2009 and 2008, an analysis of revenues and contract drilling costs for the three months and twelve months ended September 30, 2009 and 2008 and condensed consolidated balance sheets at September 30, 2009 and September 30, 2008 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.

ITEM 7.01 REGULATION FD DISCLOSURE

Additional information with respect to the Company’s Fleet Status Report at November 23, 2009 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 Fleet Status Report has also been posted on the Company’s website at www.atwd.com.

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, 2008, filed with the Securities and Exchange Commission.

ITEM 9.01                      EXHIBITS

EXHIBIT 99.1   PRESS RELEASE DATED NOVEMBER 23, 2009

EXHIBIT 99.2   CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND TWELVE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008

EXHIBIT 99.3   ANALYSIS OF REVENUES AND CONTRACT DRILLING COSTS FOR THE THREE MONTHS AND TWELVE MONTHS ENDED SEPTEMBER 30, 2009

EXHIBIT 99.4   CONDENSED CONSOLIDATED BALANCE SHEETS AT SEPTEMBER 30, 2009 AND SEPTEMBER 30, 2008

EXHIBIT 99.5  FLEET STATUS REPORT AT NOVEMBER 23, 2009

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.

ATWOOD OCEANICS, INC.

(Registrant)

/s/ James M. Holland

James M. Holland

Senior Vice President

DATE:    November 23, 2009

EXHIBIT INDEX

EXHIBIT NO.                                                                           DESCRIPTION

99.1   Press Release dated November 23, 2009

99.2 Consolidated Statements of Operations for the Three Months and Twelve Months ended September 30, 2009 and 2008

99.3 Analysis of Revenues and Drilling Costs for the Three Months and Twelve Months ended September 30, 2009

99.4 Condensed Consolidated Balance Sheets at September 30, 2009 and September 30, 2008

99.5 Fleet Status Report at November 23, 2009

EX-99.1

EXHIBIT 99.1

Houston, Texas

23 November 2009

FOR IMMEDIATE RELEASE

EARNINGS-

ATWOOD OCEANICS, INC., Houston-based International Drilling Contractor, announced today that the Company earned net income of $48,284,000 or $0.75 per diluted share, on revenues of $131,044,000 for the quarter ended September 30, 2009 compared to net income of $74,753,000 or $1.16 per diluted share, on revenues of $160,654,000 for the quarter ended September 30, 2008.  For the twelve months ended September 30, 2009, the Company earned net income of $250,745,000 or $3.89 per diluted share, on revenues of $586,507,000 compared to net income of $215,438,000 or $3.34 per diluted share, on revenues of $526,604,000 for the twelve months ended September 30, 2008.

	FOR THE THREE MONTHS ENDED SEPTEMBER 30,
	2009			2008
Revenues	$	131,044,000		$	160,654,000
Income before Income Taxes		59,438,000			87,244,000
Provision for Income Taxes		(11,154,000	)		(12,491,000	)
Net Income		48,284,000			74,753,000
Earnings per Common Share -
Basic		0.75			1.17
Diluted		0.75			1.16
Weighted Average Shares
Outstanding -
Basic		64,212,000			64,031,000
Diluted		64,786,000			64,697,000
	FOR THE TWELVE MONTHS ENDED SEPTEMBER 30,
		2009			2008
Revenues	$	586,507,000		$	526,604,000
Income before Income Taxes		296,431,000			244,775,000
Provision for Income Taxes		(45,686,000	)		(29,337,000	)
Net Income		250,745,000			215,438,000
Earnings per Common Share -
Basic		3.91			3.38
Diluted		3.89			3.34
Weighted Average Shares
Outstanding -
Basic		64,167,000			63,756,000
Diluted		64,493,000			64,556,000

EX-99.2

EXHIBIT 99.2

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

	Three Months Ended						Twelve Months Ended
	September 30,						September 30,
	2009			2008			2009			2008
REVENUES:
Contract drilling	$	131,044		$	160,654		$	586,507		$	526,604
COSTS AND EXPENSES:
Contract drilling		54,938			56,396			221,709			216,395
Depreciation		9,538			8,869			35,119			34,783
General and administrative		6,856			7,926			31,639			30,975
Gain on sale of equipment		(350	)		59			(402	)		(155	)
		70,982			73,250			288,065			281,998
OPERATING INCOME		60,062			87,404			298,442			244,606
OTHER INCOME (EXPENSE)
Interest expense, net of capitalized interest		(649	)		(264	)		(2,293	)		(1,410	)
Interest income		25			104			282			1,579
		(624	)		(160	)		(2,011	)		169
INCOME  BEFORE INCOME TAXES		59,438			87,244			296,431			244,775
PROVISION FOR INCOME TAXES		11,154			12,491			45,686			29,337
NET INCOME	$	48,284		$	74,753		$	250,745		$	215,438
EARNINGS PER COMMON SHARE:
Basic		0.75			1.17			3.91			3.38
Diluted		0.75			1.16			3.89			3.34
AVERAGE COMMON SHARES OUTSTANDING:
Basic		64,212			64,031			64,167			63,756
Diluted		64,786			64,697			64,493			64,556

EX-99.3

EXHIBIT 99.3

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

ANALYSIS OF REVENUES AND DRILLING COSTS

 (Unaudited)

	FOR THE THREE MONTHS ENDED
	SEPTEMBER 30, 2009
			CONTRACT
			DRILLING
	REVENUES		COSTS
	(In Millions)
ATWOOD HUNTER	$	42.0	$	10.0
ATWOOD EAGLE		37.2		12.8
ATWOOD FALCON		26.5		6.3
ATWOOD AURORA		11.1		5.0
SEAHAWK		7.7		6.4
VICKSBURG		3.4		2.5
ATWOOD BEACON		2.9		3.0
RICHMOND		0.2		3.9
ATWOOD SOUTHERN CROSS		-		4.2
OTHER		-		0.8
	$	131.0	$	54.9
	FOR THE TWELVE MONTHS ENDED
	SEPTEMBER 30, 2009
			CONTRACT
			DRILLING
	REVENUES		COSTS
	(In Millions)
ATWOOD HUNTER	$	182.5	$	36.8
ATWOOD EAGLE		145.1		47.0
ATWOOD FALCON		81.6		25.8
VICKSBURG		43.0		15.2
ATWOOD BEACON		38.3		16.7
SEAHAWK		31.1		24.7
ATWOOD SOUTHERN CROSS		25.6		23.9
ATWOOD AURORA		20.2		9.7
RICHMOND		19.1		14.2
OTHER		-		7.7
	$	586.5	$	221.7

EX-99.4

EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
	September 30,		September 30,
	2009		2008
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	100,259	$	121,092
Accounts receivable, net of an allowance
of $65 at September 30, 2009
and $114 at September 30, 2008		124,053		135,728
Income tax receivable		8,306		3,292
Insurance receivable		2,518		-
Inventories of materials and supplies, net		50,136		37,906
Deferred tax assets		35		21
Prepaid expenses and deferred costs		19,297		10,225
Total Current Assets		304,604		308,264
NET PROPERTY AND EQUIPMENT		1,184,300		787,838
		1,184,300		787,838
LONG TERM ASSETS:
Other Receivables		14,331		-
Deferred costs and other assets		6,167		3,856
		20,498		3,856
	$	1,509,402	$	1,099,958
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$	19,066	$	16,987
Accrued liabilities		58,027		42,921
Deferred credits		35,825		304
Total Current Liabilities		112,918		60,212
LONG-TERM DEBT,
net of current maturities:		275,000		170,000
LONG TERM LIABILITIES:
Deferred income taxes		6,082		10,595
Deferred credits		2,921		7,942
Other		10,188		7,519
		19,191		26,056
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Preferred stock, no par value;
1,000 shares authorized,  none outstanding		-		-
Common stock, $1 par value, 90,000 shares
authorized with 64,236 and 64,031 issued
and outstanding at September 30, 2009
and September 30, 2008, respectively		64,236		64,031
Paid-in capital		122,457		114,804
Retained earnings		915,600		664,855
Total Shareholders' Equity		1,102,293		843,690
	$	1,509,402	$	1,099,958

EX-99.5

EXHIBIT 99.5

FLEET STATUS REPORT

Atwood Oceanics, Inc. And Subsidiaries Fleet Status Report As of November 2009

As used herein, “we”, “us”, and “our” refers to Atwood Oceanics, Inc. and its subsidiaries, except where the context indicates otherwise.  Statements contained in this Fleet Status Report, including information regarding our estimated rig availability, contract duration, future dayrates, future daily operating costs, future effective tax rates, customer or contract status 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: our dependence on the oil and gas industry; the risks involved in upgrade, repair and construction of our rigs; competition; operating risks; risks involved in foreign operations; risks associated with possible disruptions in operations due to terrorism; risks associated with a possible disruption in operations due to the war with Iraqand governmental regulations and environmental matters.  A list of additional risk factors can be found in our annual report on Form 10-K for the year ended September 30, 2008, filed with the Securities and Exchange Commission.  All information in this Fleet Status Report is as of the date indicated above.  We undertake no duty to update the content of this Fleet Status Report or any forward-looking statement contained herein to conform the statement to actual results or to reflect changes in our expectations.

Rig Name	Rated Water Depth	Location	Customer	Estimated Contract End Date		Estimated Contract Day Rate	Unaudited Average Per Day Operating Costs (Not Including Tax) For the Three Months Ended September 30, 2009/Month Ended September 30, 2009 Only	Additional Comments
Semisubmersibles:
ATWOOD EAGLE	5000’	Australia	WOODSIDE ENERGY LTD (“WOODSIDE”)	FIRM WORK – (2 years) June 2010		Approximately $405,000	$139,000/$154,000	A portion of the dayrate is subject to some change due to currency exchange rate variance.
		Australia	BHP BILLITON PETROLEUM	FIRM WORK – (One well deferred from previous drilling program which is now expected to be drilled during June or July 2010.)		Approximately $170,000 for 35 days and $465,000 thereafter until completion.	N/A
		Australia	CHEVRON AUSTRALIA PTY. LTD. (“CHEVRON”)	FIRM WORK – (Until new semisubmersible arrives in Australia) February/March 2011		$430,000/$450,000 Depending on firm duration of Atwood Osprey Contract	N/A	Subject to change due to cost escalation provisions in the contract.
		Australia	CHEVRON	OPTION WORK – Has option to continue to use rig for a mutually agreed term after the new semisubmersible arrives in Australia.		$405,000/$425,000 Depending on firm duration of Atwood Osprey Contract	N/A	Subject to change due to cost escalation provisions in the contract.
		TBD	N/A	N/A		N/A	N/A	The rig could incur around twenty (20) zero rate days in the first quarter of 2011 for regulatory inspections and planned maintenance.
ATWOOD HUNTER	5,000’	Ghana	KOSMOS ENERGY GHANA HC (“KOSMOS”) (Approximately 135 days of the commitment has been assigned to Tullow Ghana Limited)	FIRM WORK - June 2010 (Estimated to take 270 days)		$538,000	$110,000/$94,000	Subject to change due to cost escalation provisions in the contract.
		Other West Africa Designated Areas	NOBLE ENERGY INC (“NOBLE”) /KOSMOS	FIRM WORK - October/November 2012		$538,000 to $545,000 while operating	N/A	Subject to change due to cost escalation provisions in the contract.
ATWOOD FALCON	5,000’	Malaysia	SARAWAK SHELL BERHAD (“SHELL”)	FIRM WORK – August 2011		$425,000/plus approximately $4,000 of amortized per day revenues	$69,000/$82,000	Subject to change due to cost escalation provisions in the contract.
ATWOOD OSPREY	6,000’	Under construction in Singapore with Delivery Expected in early 2011 at which time the rig will be mobilized to Australia.	CHEVRON AUSTRALIA PTY. LTD.	FIRM WORK – Early 2014 if three-year commitment or early 2017 if six-year commitments.  (Contract provides for a commitment of three years with option to extend to six years at time of delivery of rig)		$470,000 (if three-year commitment) $450,000 (if six-year commitment)	N/A	Subject to change due to cost escalation provisions in the contract.
ATWOOD SOUTHERN CROSS	2,000’	West Africa	NONE	FIRM WORK – NONE		NONE	$55,000/$40,000	Contract opportunities are currently being pursued while rig is “ready stacked” in West Africa.
	TBD	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 2010 for regulatory inspections.
Cantilever Jack-Ups:
ATWOOD BEACON	400’	EQUATORIAL GUINEA	HESS EQUATORIAL GUINEA, INC. (“HESS”)	FIRM WORK – June 2010 (Estimated to take 240 days to complete the drilling of six (6) firm wells)		$110,000/plus approximately $5,000 of amortized per day revenues for 240 days.	$43,000/$7,000 (Operating costs for EG is estimated to be around $60,000 per day.  In addition to the rig’s daily operating costs, we expect to incur approximately $7 million in costs to relocate the rig to EG which will be amortized over 240 days or $30,000 per day.) The rig’s operating costs were low in September due to its relocating to Equatorial Guinea.
		EQUATORIAL GUINEA	HESS	OPTION WORK – February 2011 (Hess has options to extend its drilling program for an additional six (6) wells or estimated 240 days.)		$110,000	N/A
		TBD	N/A	N/A		N/A	N/A	The rig could incur ten (10) zero rate days in the second or third quarters of fiscal year 2011.
VICKSBURG	300’	Thailand	NUCOASTAL (THAILAND) LIMITED (“NUCOASTAL”)	FIRM WORK – December 2009		$95,000	$27,000/$40,000 (Operating costs were low in July and August due to the rig being in a shipyard undergoing an upgrade.)
		Thailand	NUCOASTAL	OPTION WORK – Has option to extend program an additional three (3) months which must be exercised by January 4, 2010. June 2010		$90,000	N/A
		Thailand	NUCOASTAL	OPTION WORK – Has option to extend program an additional six (6) months which must be exercised by April 1, 2010. December 2010		$90,000	N/A
		TBD	N/A	N/A		N/A	N/A	The rig could incur ten (10) zero rate days in the third or fourth quarter of fiscal year 2010 for regulatory inspections.
ATWOOD AURORA	350’	Egypt	RWE DEA NILE GmbH (“RWE”)	FIRM WORK – April 2011		$133,000	$55,000/$54,000	Subject to change due to cost escalation provisions in the contract.
		Egypt	RWE	OPTIONS – (1 Year)		TBD	N/A
Semisubmersible Tender Assist Unit:
SEAHAWK	1,800’	Equatorial Guinea	AMERADA HESS  EQUATORIAL GUINEA, INC. (“HESS”)		FIRM WORK – September 2010	$90,000	$70,000/$69,000	Contract provides for dayrate increases based upon certain cost escalations as well as an approximately $20,000 per day reduction during periods when the rig is being relocated to a new drilling site.
Submersible:
RICHMOND	70’	US Gulf of Mexico	APPLIED DRILLING TECHNOLOGY INC.		FIRM WORK – End of November or Early December 2009	$32,500	$43,000/$43,000	Contract opportunities are currently being pursued for additional work for the rig after it completes the drilling of the one-well program.
		US Gulf of Mexico	N/A		N/A	N/A	N/A	The rig could incur ten (10) zero rate days in the third quarter of fiscal year 2010 for regulatory inspections.

NOTES –

1)                      EXPECTED TAX RATE –

Virtually all of the Company’s tax provision relates to taxes in foreign jurisdictions.  Working in foreign jurisdictions with nontaxable or deemed profit tax systems contribute to the effective tax rate being significantly less than the United States statutory rate.  Our effective tax rate for the fourth quarter of fiscal year 2009 was 19%, which resulted in an effective tax rate for fiscal year 2009 of approximately 16%.

2)      OTHER DRILLING COSTS IN ADDITION TO THE ABOVE RIG COSTS -

Estimated Average Per Day for the Three Months ended September 2009                                                                                                                0;                                                $25,000