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:  AUGUST 4, 2010

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 August 4, 2010, the Company announced its earnings for the fiscal year 2010 third quarter ended June 30, 2010. 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 unaudited condensed consolidated statements of operations for the three months and nine months ended June 30, 2010 and 2009, analysis of revenues and contract drilling costs for the three months and nine months ended June 30, 2010 and unaudited condensed consolidated balance sheets at June 30, 2010 and September 30, 2009 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.

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 Comp any's annual report on Form 10-K for the year ended September 30, 2009, filed with the Securities and Exchange Commission.

ITEM 9.01                      EXHIBITS

EXHIBIT 99.1   PRESS RELEASE DATED AUGUST 4, 2010

EXHIBIT 99.2   UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2010 AND 2009

EXHIBIT 99.3   ANALYSIS OF REVENUES AND CONTRACT DRILLING COSTS FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2010

EXHIBIT 99.4   UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2010 AND SEPTEMBER 30, 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:    August 4, 2010

EXHIBIT INDEX

EXHIBIT NO.                                                                            DESCRIPTION

99.1 Press Release dated August 4, 2010

99.2 Unaudited Condensed Consolidated Statements of Operations for the Three Months and Nine Months ended June 30, 2010 and 2009

99.3 Analysis of Revenues and Drilling Costs for the Three Months and Nine Months ended June 30, 2010

99.4 Unaudited Condensed Consolidated Balance Sheets at June 30, 2010 and September 30, 2009

EX-99.1

EXHIBIT 99.1

Houston, Texas

4 August 2010

FOR IMMEDIATE RELEASE

EARNINGS-

ATWOOD OCEANICS, INC., Houston-based international drilling contractor, announced today that the Company earned net income of $58,994,000 or $0.91 per diluted share, on revenues of $166,637,000 for the quarter ended June 30, 2010 compared to net income of $67,671,000 or $1.05 per diluted share, on revenues of $149,307,000 for the quarter ended June 30, 2009.  For the nine months ended June 30, 2010, the Company earned net income of $192,733,000 or $2.96 per diluted share, on revenues of $489,949,000 compared to net income of $202,461,000 or $3.14 per diluted share, on revenues of $455,463,000 for the nine months ended June 30, 2009.  Diluted earnings per share for the three and nine months ended June 30, 2010 have been reduced by approximately $0.21 primari ly due to the recording of a valuation allowance on deferred tax assets related to United States net operating loss carryforwards and share-based compensation expense.

	FOR THE THREE MONTHS ENDED JUNE 30,
	2010	2009
Revenues	$        166,637,000	$        149,307,000
Income before Income Taxes	84,847,000	73,744,000
Provision for Income Taxes	(25,853,000)	(6,073,000)
Net Income	58,994,000	67,671,000
Earnings per Common Share -
Basic	0.92	1.05
Diluted	0.91	1.05
Weighted Average Shares
Outstanding -
Basic	64,427,000	64,190,000
Diluted	65,037,000	64,617,000
	FOR THE NINE MONTHS ENDED JUNE 30,
	2010	2009
Revenues	$        489,949,000	$        455,463,000
Income before Income Taxes	243,120,000	236,993,000
Provision for Income Taxes	(50,387,000)	(34,532,000)
Net Income	192,733,000	202,461,000
Earnings per Common Share -
Basic	2.99	3.16
Diluted	2.96	3.14
Weighted Average Shares
Outstanding -
Basic	64,375,000	64,152,000
Diluted	65,054,000	64,395,000

EX-99.2

EXHIBIT 99.2

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

	Three Months Ended   June 30,		Nine Months Ended June 30,
	2010	2009	2010	2009
REVENUES:
Contract drilling	$    166,637	$    149,307	$    489,949	$    455,463
COSTS AND EXPENSES:
Contract drilling	63,139	58,366	186,950	166,771
Depreciation	9,611	9,529	28,967	25,581
General and administrative	9,339	6,894	30,683	24,783
Other-net	(822)	129	(1,521)	(52)
	81,267	74,918	245,079	217,083
OPERATING INCOME	85,370	74,389	244,870	238,380
OTHER INCOME (EXPENSE):
Interest expense, net of capitalized interest	(698)	(735)	(2,010)	(1,644)
Interest income	175	90	260	257
	(523)	(645)	(1,750)	(1,387)
INCOME  BEFORE INCOME TAXES	84,847	73,744	243,120	236,993
PROVISION FOR INCOME TAXES	25,853	6,073	50,387	34,532
NET INCOME	$      58,994	$      67,671	$    192,733	$    202,461
EARNINGS PER COMMON SHARE:
Basic	0.92	1.05	2.99	3.16
Diluted	0.91	1.05	2.96	3.14
AVERAGE COMMON SHARES OUTSTANDING:
Basic	64,427	64,190	64,375	64,152
Diluted	65,037	64,617	65,054	64,395

EX-99.3

EXHIBIT 99.3

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

ANALYSIS OF REVENUES AND DRILLING COSTS

 (Unaudited)

	FOR THE THREE MONTHS ENDED  JUNE 30, 2010
			CONTRACT
			DRILLING
	REVENUES		COSTS
		(In Millions)
ATWOOD HUNTER	$              49.5		$                 9.9
ATWOOD FALCON	38.0		7.0
ATWOOD EAGLE	36.6		13.7
ATWOOD AURORA	11.9		5.5
ATWOOD BEACON	9.4		8.4
SEAHAWK	7.8		6.2
VICKSBURG	8.8		3.8
RICHMOND	3.3		3.2
ATWOOD SOUTHERN CROSS	1.3		3.5
OTHER	-		1.9
	$            166.6		$                63.1
	FOR THE NINE MONTHS ENDED JUNE 30, 2010
			CONTRACT
			DRILLING
	REVENUES		COSTS
		(In Millions)
ATWOOD HUNTER	$            148.1		$                27.6
ATWOOD FALCON	114.1		24.0
ATWOOD EAGLE	107.2		38.9
ATWOOD AURORA	36.0		16.4
ATWOOD BEACON	26.1		22.6
VICKSBURG	25.1		12.0
SEAHAWK	23.4		19.1
RICHMOND	8.6		10.4
ATWOOD SOUTHERN CROSS	1.3		9.6
OTHER	-		6.4
	$            489.9		$              187.0

EX-99.4

EXHIBIT 99.4

ATWOOD OCEANICS, INC. AND SUBSIDIARIES

UNDAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 (In Thousands)

	June 30,	September 30,
	2010	2009
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$           152,320	$              100,259
Accounts receivable, net of an allowance
of $0 at June 30, 2010
and $65 at September 30, 2009	109,509	124,053
Insurance receivable	-	2,518
Income tax receivable	17,400	8,306
Inventories of materials and supplies	53,611	50,136
Deferred tax assets	43	35
Prepaid expenses and deferred costs	4,290	19,297
Total Current Assets	337,173	304,604
NET PROPERTY AND EQUIPMENT	1,306,787	1,184,300
LONG TERM ASSETS:
Other receivables	15,799	14,331
Deferred costs and other assets	5,009	6,167
	20,808	20,498
	$        1,664,768	$        1,509,402
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$             41,041	$                19,066
Accrued liabilities	27,177	28,960
Income tax payable	28,065	29,067
Deferred credits	9,088	35,825
Total Current Liabilities	105,371	112,918
LONG TERM DEBT	230,000	275,000
LONG TERM LIABILITIES:
Deferred income taxes	10,966	6,082
Deferred credits	1,953	2,921
Other	12,973	10,188
	25,892	19,191
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 64,427 and 64,236 issued
and outstanding at June 30, 2010
and September 30, 2009, respectively	64,427	64,236
Paid-in capital	130,745	122,457
Retained earnings	1,108,333	915,600
Total Shareholders' Equity	1,303,505	1,102,293
	$        1,664,768	$           1,509,402