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 Report (Date of earliest event reported) February 17, 2003
                                                        -----------------

                          CAL DIVE INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)


           MINNESOTA                                       95-3409686
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation of organization)                         Identification No.)



400 N. SAM HOUSTON PARKWAY E., SUITE 400, HOUSTON, TEXAS        77060
       (Address of Principal Executive Offices)               (Zip Code)


                                 (281) 618-0400
              (Registrant's telephone number, including area code)


                                      None
     (Former name, former address and former fiscal year, if changed since
                                  last report)



Item 5.  Other Events.

On February 17, 2003, Cal Dive International, Inc. ("Cal Dive") increased its
Board of Directors by two members. A copy of the press release announcing the
election is attached hereto as Exhibit 99.1 and is incorporated by reference
herein.


Item 7.  Exhibits.

         Number         Description
         ------         -----------
          99.1          Press Release dated February 20, 2003



                          CAL DIVE INTERNATIONAL, INC.

                                   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 thereunto duly authorized.


Date: February 24, 2003


                                       CAL DIVE INTERNATIONAL, INC.


                                       By:  /s/ S. JAMES NELSON
                                            -------------------------------
                                            S. James Nelson
                                            Vice Chairman



                                       By:  /s/ A. WADE PURSELL
                                            -------------------------------
                                            A. Wade Pursell
                                            Senior Vice President and
                                            Chief Financial Officer



                                INDEX TO EXHIBITS

Exhibit No.             Description
- -----------             -----------

   99.1                 Press Release dated February 20, 2003.

EX-99.1

[CAL DIVE INTERNATIONAL LOGO APPEARS HERE]


PRESS RELEASE
                                                   www.caldive

Cal Dive International, Inc.           400 N. Sam Houston Parkway E., Suite 400
Fax: 281-618-0505                      Houston, TX 77060-3500 281-618-0400

FOR IMMEDIATE RELEASE                                                    03-005

                                                     CONTACT:  JIM NELSON
DATE:  FEBRUARY 20, 2003                             TITLE:    VICE CHAIRMAN



                       CAL DIVE ADDS INDEPENDENT DIRECTORS

HOUSTON, TX - Cal Dive International, Inc. (Nasdaq: CDIS) today announced that
John Lovoi and Tony Tripodo have been named to its board of directors. This
action increases the size of the CDI board from six to eight members, five of
whom are independent. John Lovoi is a founder of JVL Partners, a private oil and
gas investment company and an employee of Avalon Advisors, a Houston based money
management firm. Mr. Lovoi served as head of Morgan Stanley's global oil and gas
investment banking practice from 2000 to 2002, after leading its equity research
for oilfield services. Prior to joining Morgan Stanley in 1995, he spent two
years as a senior financial executive at Baker Hughes and four years as an
energy investment banker with Credit Suisse First Boston. Mr. Lovoi graduated
from Texas A&M University with a bachelor of science degree in chemical
engineering and received an MBA from the University of Texas.
Tony Tripodo is an executive vice president of Veritas DGC, Inc. (NYSE: VTS), an
international oilfield service company specializing in geophysical services. He
also was president of the company's North and South American Group, which
consists of four operating divisions, marine acquisitions, exploration services
and multi-client data library. From 1997 to 2001 he was executive vice
president, chief financial officer and treasurer of Veritas. Previously, Mr.
Tripodo served 18 years in executive capacities with Baker Hughes, including
chief financial officer of the Baker Performance Chemicals Division and CFO of
the Baker Oil Tools Division. He graduated summa cum laude with a bachelor of
arts degree from St. Thomas University. Owen Kratz, Chairman and Chief Executive
Officer of Cal Dive, stated, "We are indeed fortunate to draw upon the services
of two individuals having extensive experience in both aspects of Cal Dive's
marine contracting and oil and gas businesses. In addition, each brings the
extensive financial expertise necessary in today's environment while increasing
the number of independent directors serving on our board." Cal Dive
International, Inc. is an energy service company specializing in well operations
and subsea construction. CDI operates a fleet of technically advanced marine
construction vessels and robotics worldwide and conducts salvage operations in
the Gulf of Mexico. Energy Resource Technology, Inc., a wholly owned subsidiary,
acquires and operates mature and non-core offshore oil and gas properties.