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): September 28, 2005

Cal Dive International, Inc.

(Exact name of registrant as specified in its charter)

Minnesota
(State or other jurisdiction
of incorporation) 000-22739
(Commission File Number) 95-3409686
(IRS Employer Identification No.)

400 N. Sam Houston Parkway E., Suite 400
Houston, Texas
(Address of principal executive offices) 77060
(Zip Code)

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

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure

On September 28, 2005, Cal Dive International, Inc. issued a press release entitled “Cal Dive International Update Following Hurricane Rita”. A copy of that press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein. This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements.

Item 9.01. Financial Statements and Exhibits.

Number	Description
99.1	Press Release of Cal Dive International, Inc. dated September 28, 2005.

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: October 3, 2005

Cal Dive International, Inc.
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 of Cal Dive International, Inc. dated September 28, 2005.

EX-99.1

EXHIBIT 99.1

PRESSRELEASE

                                                            www.caldive.com

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

For Immediate Release 05-025

	Contact:	Wade Pursell
Date: September 28, 2005	Title:	Chief Financial Officer

Cal Dive International Update Following Hurricane Rita

HOUSTON, TX — Cal Dive International, Inc. (Nasdaq: CDIS) announced today an update following the passage of Hurricane Rita.

Marine Contracting

All marine personnel, assets and operating bases came safely through the storm with most vessels remaining on hire. All operational vessels are now back to work and the first three of the recently acquired Torch assets are expected to be deployed early in October.

Oil and Gas Production

All offshore activities were suspended as of Thursday, September 22, 2005, with all operations personnel safely evacuated. Net daily production of approximately 100 million cubic feet of natural gas equivalent (MMcfe) (down from pre-Hurricane Katrina volumes of 110 MMcfe/day) was shut in.

Energy Resource Technology (ERT), our oil and gas production subsidiary, conducted flyovers of its properties after the hurricane which indicated that one producing platform has been significantly damaged and two non-producing platforms have been lost. Several other producing platforms sustained damage that appears to be repairable within the short term. The repair cost, net of insurance proceeds, is expected to be less than $10 million.

ERT estimates that daily production will be brought back on line according to the following time line, subject to the availability of third party pipelines:

      By 9/30                       50 MMcfe

      By 10/15                     65 MMcfe

      By 10/31                     85 MMcfe

      By 12/31                     100 MMcfe

Production Facilities

A flyover of the Marco Polo platform indicated no significant damage and an announcement is expected soon from the operator, concerning the resumption of production.

Owen Kratz, Chairman and Chief Executive Officer, stated, “Hurricanes Katrina and Rita have added meaningfully to the already robust demand for Marine Contracting services, offsetting impact on our Oil and Gas Production and Production Facility businesses.

“Based on this situation, we reaffirm our previously released earnings guidance of $2.80 to $3.20/share for 2005 and currently believe earnings will come in near the high end of that range. We will further refine this estimate in our third quarter earnings release scheduled for November 1, 2005.”

Cal Dive International, Inc., headquartered in Houston, Texas, is an energy service company which provides alternate solutions to the oil and gas industry worldwide for marginal field development, alternative development plans, field life extension and abandonment, with service lines including marine diving services, robotics, well operations, facilities ownership and oil and gas production.

This press release and attached presentation contain forward-looking statements that involve risks, uncertainties and assumptions that could cause our results to differ materially from those expressed or implied by such forward-looking statements. All statements, other than statements of historical fact, are statements that could be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, any projections of revenue, gross margin, expenses, earnings or losses from operations, or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statement concerning developments, performance or industry rankings relating to services; any statements regarding future economic conditions or performance; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. The risks, uncertainties and assumptions referred to above include the performance of contracts by suppliers, customers and partners; employee management issues; complexities of global political and economic developments, and other risks described from time to time in our reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ending December 31, 2004. We assume no obligation and do not intend to update these forward-looking statements.