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): May 2, 2006

Helix Energy Solutions Group, Inc.

(Exact name of registrant as specified in its charter)

Minnesota
(State or other jurisdiction	000-22739	95-3409686
of incorporation)	(Commission File Number)	(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))

TABLE OF CONTENTS

Press Release

First Quarter 2006 Earnings Conference Call Presentation

Item 2.02 Results of Operations and Financial Condition.

     Attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the press release and First Quarter 2006 Earnings Conference Call Presentation issued by the Registrant on May 2, 2006 regarding earnings for the first quarter of 2006. 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 registration statements.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

Number	Description
99.1	Press Release of Helix Energy Solutions Group, Inc. dated May 2, 2006 reporting financial results for the first quarter of 2006.
99.2	First Quarter 2006 Earnings Conference Call Presentation.

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.

Date: May 2, 2006

HELIX ENERGY SOLUTIONS GROUP, 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 Helix Energy Solutions Group, Inc. dated May 2, 2006 reporting financial results for the first quarter of 2006.
99.2	First Quarter 2006 Earnings Conference Call Presentation.

EX-99.1

Helix Energy Solutions Group, Inc. Ÿ 400 N. Sam Houston Parkway E., Suite 400 Ÿ Houston, TX 77060-3500 Ÿ 281-618-0400 Ÿ fax: 281-618-0505

For Immediate Release		06-015
	Contact:	Wade Pursell
Date: May 2, 2006	Title:	Chief Financial Officer

Helix Reports First Quarter Results Doubling Last Year’s First
Quarter Earnings

HOUSTON, TX –Helix Energy Solutions (Nasdaq: HELX) reported first quarter net income of $55.4 million, or $0.67 per diluted share. This represents more than two times last year’s first quarter results.

Included in the earnings was a $20.7 million pre-tax charge ($0.16 per share) for the write-off of the total estimated cost to Helix for a mechanical failure in the drilling of a well at the Tulane prospect. In late March, mechanical difficulties were experienced drilling this well and, after further review and analysis, we determined the wellbore would be plugged and abandoned. Therefore, under the Company’s successful efforts method of accounting, the total estimated drilling costs to the Company were charged to earnings in the first quarter.

Despite this first quarter charge, due primarily to the continued strengthening of the contracting services markets, the Company raises the lower end of its earnings guidance estimates for 2006 to a range of $2.70 — $3.30 per diluted share.

Summary of Results

(in thousands, except per share amounts and percentages)

	First Quarter						Fourth Quarter
	2006			2005			2005
Revenues	$	291,648		$	159,575		$	264,028
Gross Profit		102,266			51,873			95,852
		35	%		33	%		36	%
Net Income		55,389			25,411			56,006
		19	%		16	%		21	%
Diluted Earnings Per Share		0.67			0.32			0.69

Owen Kratz, Chairman and Chief Executive Officer of Helix, stated, “We had a first quarter to be very proud of, except for the unexpected setback in drilling the Tulane prospect. The decision to abandon the well was a difficult one given that it was a mechanical failure as opposed to a dry hole (the reservoir could still be there). This was one of the deals closed in early 2005 in which we participated as a non-operator through a promote. It is the risk of this kind of negative impact that gave rise to the realization that we needed to be in more control and on the operator side of these arrangements. This event clearly highlights the strategic rationale for the pending acquisition of Remington Oil and Gas.

It is a testament to the strengths of our overall business model that we came close to eclipsing our record earnings of Q4/05 despite the Tulane charge. “

Financial Highlights

v	Revenues: The $132.1 million increase in year-over-year first quarter revenues was driven primarily by significant improvements in Contracting Services revenues due to the introduction of newly acquired assets and much better market conditions.
v	Margins: 35% is two points better than the year ago quarter despite the $20.7 million pre-tax charge (Tulane) taken in the first quarter of 2006. Without this charge, margins would have been 42% driven by the improved market conditions for Contracting Services.
v	SG&A: $21.0 million increased $8.2 million from the same period a year ago due primarily to increased overhead to support the Company’s growth. This level of SG&A was 7% of first quarter revenues, compared to 8% in the year ago quarter.
v	Equity in Earnings: $6.2 million reflects our share of Deepwater Gateway, L.L.C.’s earnings for the quarter relating to the Marco Polo facility as well as our share of Offshore Technology Solutions Limited’s earnings which is the Trinidadian company to which we contributed the Witch Queen.
v	Income Tax Provision: The Company’s effective tax rate for the quarter was 34.1% which is less than the 36% rate in last year’s first quarter due primarily to the Company’s ability to realize foreign tax credits due to improved profitability both domestically and in foreign jurisdictions.
v	Balance Sheet: Total debt as of March 31, 2006 was $445 million. This represents 37% debt to book capitalization and with $425 million of EBITDA during the last twelve months, this represents 1.0 times trailing twelve month EBITDA.

Further details are provided in the presentation for Helix’s quarterly conference call (see the Investor Relations page of www.HelixESG.com). The call, scheduled for 9:00 a.m. Central Daylight Time on Wednesday, May 3, 2006, will be webcast live. A replay will be available from the Audio Archives page.

Helix Energy Solutions, headquartered in Houston, Texas, is an energy services company that provides innovative solutions to the oil and gas industry worldwide for marginal field development, alternative development plans, field life extension and abandonment, with service lines including diving services, shelf and deepwater construction, robotics, well operations, well engineering and subsurface consulting services, platform ownership and oil and gas production.

FORWARD-LOOKING STATEMENTS

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; future production volumes, results of exploration, exploitation, development, acquisition and operations expenditures, and prospective reserve levels of property or wells; 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; any statements regarding the proposed merger of Remington Oil and Gas Corporation into a wholly owned subsidiary of Helix or the anticipated results (financial or otherwise) thereof; 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, geologic risks and other risks described from time to time in our reports filed with the Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K

for the year ending December 31, 2005; and, with respect to the proposed Remington merger, actual results could differ materially from Helix’s expectations depending on factors such as the combined company’s cost of capital, the ability of the combined company to identify and implement cost savings, synergies and efficiencies in the time frame needed to achieve these expectations, prior contractual commitments of the combined companies and their ability to terminate these commitments or amend, renegotiate or settle the same, the combined company’s actual capital needs, the absence of any material incident of property damage or other hazard that could affect the need to effect capital expenditures, any unforeseen merger or acquisition opportunities that could affect capital needs, the costs incurred in implementing synergies and the factors that generally affect both Helix’s and Remington’s respective businesses as further outlined in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in each of the companies’ respective Annual Reports on Form 10-K for the year ended December 31, 2005. Actual actions that the combined company may take may differ from time to time as the combined company may deem necessary or advisable in the best interest of the combined company and its shareholders to attempt to achieve the successful integration of the companies, the synergies needed to make the transaction a financial success and to react to the economy and the combined company’s market for its exploration and production. We assume no obligation and do not intend to update these forward-looking statements.

ADDITIONAL INFORMATION

Helix and Remington have filed a proxy statement/prospectus and other relevant documents concerning the proposed merger transaction with the SEC. Investors are urged to read the proxy statement/prospectus and any other relevant documents filed with the SEC because they contain important information. You can obtain the documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, you may obtain documents filed with the SEC by Helix free of charge by requesting them in writing from Helix or by telephone at (281) 618-0400. You may obtain documents filed with the SEC by Remington free of charge by requesting them in writing from Remington or by telephone at (214) 210-2650. Helix and Remington, and their respective directors and executive officers, may be deemed to be participants in the solicitation of proxies from the stockholders of Remington in connection with the merger. Information about the directors and executive officers of Helix and their ownership of Helix stock is set forth in the proxy statement for Helix’s 2005 Annual Meeting of Shareholders. Information about the directors and executive officers of Remington and their ownership of Remington stock is set forth in the Annual Report on Form 10-K for the year ended December 31, 2005, as amended by Form 10-K/A. Investors may obtain additional information regarding the interests of such participants by reading the proxy statement/prospectus.

HELIX ENERGY SOLUTIONS GROUP, INC.

Comparative Condensed Consolidated Statements of Operations

	Three Months Ended Mar. 31,
(000’s omitted, except per share data)	2006		2005
	(unaudited)
Net Revenues	$	291,648	$	159,575
Cost of Sales		189,382		107,702
Gross Profit		102,266		51,873
Gain on Sale of Assets, net		267		—
Selling and Administrative		21,028		12,837
Income from Operations		81,505		39,036
Equity in Earnings of Investments		6,236		1,729
Interest Expense, net & Other		2,457		264
Income Before Income Taxes		85,284		40,501
Income Tax Provision		29,091		14,540
Net Income		56,193		25,961
Preferred Stock Dividends		804		550
Net Income Applicable to Common Shareholders	$	55,389	$	25,411
Other Financial Data:
Net income applicable to common shareholders	$	55,389	$	25,411
Dividends on preferred stock		804		550
Income tax provision		29,091		14,540
Net interest expense and other		2,457		264
Depreciation and amortization		53,972		26,723
Share of Equity Investments:
Depreciation		1,240		1,010
Interest expense, net		99		1,383
EBITDA(1)	$	143,052	$	69,881
Weighted Avg. Shares Outstanding:
Basic		77,969		77,143
Diluted		83,803		81,739
Earnings Per Share:
Basic	$	0.71	$	0.33
Diluted	$	0.67	$	0.32

(1) The Company calculates EBITDA as earnings before net interest expense, taxes, depreciation and amortization (which includes non-cash asset impairments) and the Company’s share of depreciation, net interest expense and taxes from its equity investments. EBITDA and EBITDA margin (defined as EBITDA divided by net revenue) are supplemental non-GAAP financial measurements used by the Company and investors in the energy industry in the evaluation of its business due to the measurements being similar to income from operations.

Comparative Condensed Consolidated Balance Sheets

(000’s omitted)	Mar. 31, 2006		Dec. 31, 2005
	(unaudited)
ASSETS
Current Assets:
Cash and equivalents	$	37,833	$	91,080
Accounts receivable		233,880		228,058
Other current assets		59,478		52,915
Total Current Assets		331,191		372,053
Net Property & Equipment:
Marine Contracting		618,759		524,890
Oil and Gas Production		401,066		391,472
Equity Investments		193,735		179,556
Goodwill		106,251		101,731
Other assets, net		91,849		91,162
Total Assets	$	1,742,851	$	1,660,864
LIABILITIES & SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	115,314	$	99,445
Accrued liabilities		126,879		145,752
Current mat of L-T debt (2)		6,438		6,468
Total Current Liabilities		248,631		251,665
Long-term debt (2)		438,256		440,703
Deferred income taxes		178,015		167,295
Decommissioning liabilities		108,875		106,317
Other long-term liabilities		9,121		10,584
Convertible preferred stock (2)		55,000		55,000
Shareholders’ equity (2)		704,953		629,300
Total Liabilities & Equity	$	1,742,851	$	1,660,864

(2) Debt to book capitalization — 37% at March 31, 2006. Calculated as total debt ($444,694) divided by sum of total debt, convertible preferred stock and shareholders’ equity ($1,204,647).

EX-99.2

Exhibit 99.2
 

First Quarter 2006 Earnings Conference Call May 3, 2006 Owen Kratz - Chief Executive Officer Martin Ferron - President Wade Pursell - Chief Financial Officer

This presentation contains 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; future production volumes, results of exploration, exploitation, development, acquisition and operations expenditures, and prospective reserve levels of property or wells; 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; any statements regarding the proposed merger of Remington Oil and Gas Corporation into a wholly owned subsidiary of Helix or the anticipated results (financial or otherwise) thereof; 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, geologic risks and other risks described from time to time in our reports filed with the Securities and Exchange Commission ("SEC"), including the Company's Annual Report on Form 10-K for the year ending December 31, 2005; and, with respect to the proposed Remington merger, actual results could differ materially from Helix's expectations depending on factors such as the combined company's cost of capital, the ability of the combined company to identify and implement cost savings, synergies and efficiencies in the time frame needed to achieve these expectations, prior contractual commitments of the combined companies and their ability to terminate these commitments or amend, renegotiate or settle the same, the combined company's actual capital needs, the absence of any material incident of property damage or other hazard that could affect the need to effect capital expenditures, any unforeseen merger or acquisition opportunities that could affect capital needs, the costs incurred in implementing synergies and the factors that generally affect both Helix's and Remington's respective businesses as further outlined in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in each of the companies' respective Annual Reports on Form 10-K for the year ended December 31, 2005. Actual actions that the combined company may take may differ from time to time as the combined company may deem necessary or advisable in the best interest of the combined company and its shareholders to attempt to achieve the successful integration of the companies, the synergies needed to make the transaction a financial success and to react to the economy and the combined company's market for its exploration and production. We assume no obligation and do not intend to update these forward-looking statements. Forward-Looking Statements

Helix and Remington have filed a proxy statement/prospectus and other relevant documents concerning the proposed merger transaction with the Securities and Exchange Commission ("SEC"). Investors are urged to read the proxy statement/prospectus and any other relevant documents filed with the SEC because they contain important information. You can obtain the documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, you may obtain documents filed with the SEC by Helix free of charge by requesting them in writing from Helix or by telephone at (281) 618-0400. You may obtain documents filed with the SEC by Remington free of charge by requesting them in writing from Remington or by telephone at (214) 210-2650. Helix and Remington, and their respective directors and executive officers, may be deemed to be participants in the solicitation of proxies from the stockholders of Remington in connection with the merger. Information about the directors and executive officers of Helix and their ownership of Helix stock is set forth in the proxy statement for Helix's 2005 Annual Meeting of Shareholders. Information about the directors and executive officers of Remington and their ownership of Remington stock is set forth in the Annual Report on Form 10-K for the year ended December 31, 2005, as amended by Form 10-K/A. Investors may obtain additional information regarding the interests of such participants by reading the proxy statement/prospectus. Additional Information

Presentation Outline I. Summary of Results II. Operational Highlights by Segment A. Contracting Services B. Oil & Gas Production III. Strategic Overview IV. Questions & Answers H E L I X E N E R G Y S O L U T I O N S

Summary of Results (all amounts in thousands, except per share amounts and percentages) First Quarter First Quarter Fourth Quarter 2006 2005 2005 Revenues $291,648 $159,575 $264,028 Gross Profit 102,266 51,873 95,852 35% 33% 36% Net Income 55,389 25,411 56,006 19% 16% 21% Diluted Earning Per Share 0.67 0.32 0.69 EBITDA (see reconciliation in the attached financial summary) 143,052 49% 69,881 44% 108,126 41% H E L I X E N E R G Y S O L U T I O N S

1Q 2005 1Q 2006 Contracting Services 99.4 210 Oil & Gas Production 63.4 80 Revenues and Gross Profit by Segment 1Q 2005 1Q 2006 Contracting Services 16.8 79 Oil & Gas Production 35.1 23 Revenues in Millions Gross Profit in Millions H E L I X E N E R G Y S O L U T I O N S Contracting Services Oil & Gas Production

1Q 2005 1Q 2006 2005 Actual 2006 Estimate 25.4 53.4 0 150.1 226 51 Earnings Growth (Net Income in Millions) H E L I X E N E R G Y S O L U T I O N S 25.4 53.4 150.1 277 226 Guidance Range

2001 2002 2003 2004 2005 2006 12.3 4.9 7.4 13.4 16.5 21 Return on Capital Invested 1st QTR (See GAAP reconciliation at Company's website - www.HelixESG.com) 12 5 7 13 17 21 H E L I X E N E R G Y S O L U T I O N S (Percentage)

MARAD Construction and Other Long Term Debt Revolving Credit (Amounts in Millions) 03/31/06 12/31/05 12/31/04 12/31/03 Debt To Book Capitalization 35% 22% 40% 37% Convertible Notes H E L I X E N E R G Y S O L U T I O N S

Contracting Services (CS) First Quarter First Quarter Fourth Quarter 2006 2005 2005 Revenues $220,821 $100,487 $203,249 Gross Profit 79,644 20,961 60,796 36% 21% 30% (Amounts reflected are in thousands, except percentages, and are before intercompany eliminations) Q1/06: Overall revenues more than doubled year over year and increased by 9% sequentially. The improvement resulted from a full quarter of contribution from the acquisitions made last year (Stolt assets, Torch assets and Helix RDS) together with better pricing. H E L I X E N E R G Y S O L U T I O N S

Contracting Services (CS) cont. Gross profit margins improved by 15 points year over year and by six points sequentially. Most of the sequential improvement was due to the better pricing environment, with margins already reaching the top end of the forecast range for 2006. Q2/06 and Outlook: We expect further improvement in Q2/06 financial performance driven mainly by pricing. This trend should continue for at least the medium term as we add backlog on gradually better terms. H E L I X E N E R G Y S O L U T I O N S

CS - Reservoir and Well Technology First Quarter 2006 Revenues $9,605 Gross Profit 2,509 26% H E L I X E N E R G Y S O L U T I O N S Q1/06: Both revenue and gross profit were in line with our expectations for the first full quarter of business since the acquisition of Helix RDS. Q2/06 and Outlook: Activity levels are very robust and we are seeking to enter new international markets, e.g. Trinidad. The recruitment and retention of personnel is the main challenge related to achieving our earnings expectations for the full year. (Amounts in thousands, except percentages)

CS - Shelf Construction First Quarter First Quarter Fourth Quarter 2006 2005 2005 Revenues $119,790 $36,204 $97,062 Gross Profit 50,205 11,140 33,614 42% 31% 35% Utilization 90% 50% 85% Q1/06: Utilization reached another record level due to incremental demand caused by the 2005 hurricanes. Q2/06 and Outlook: We expect this level of utilization to be maintained well into next year as hurricane related inspection and repair work continues. The longevity of this work is illustrated by the fact that the DSV Kestrel will commence an eighteen month contract with a major operator in June. H E L I X E N E R G Y S O L U T I O N S (Amounts in thousands, except percentages)

CS - Deepwater Construction First Quarter First Quarter Fourth Quarter 2006 2005 2005 Pipelay 100% 64% 96% Robotics 70% 66% 75% Utilization Q1/06: Pipelay asset utilization again reached 100% on the back of an exceptionally strong market for subsea tie-backs. The Express has enjoyed 98% utilization since she entered service in October. Utilization of robotic assets declined 5% sequentially due to seasonality in international operating areas and the pipe burial marketplace. H E L I X E N E R G Y S O L U T I O N S

CS - Deepwater Construction Q2/06 and Outlook: Both deepwater pipelay assets are booked through the end of the year (apart from the upgrade program for the Express which is scheduled for 45 days in Q3). The outlook is also bright for 2007 based on brisk bidding activity. The robotics group (Canyon) looks set to have another strong year with the award of several significant pipe burial contracts, together with a continued good market for ROV services. H E L I X E N E R G Y S O L U T I O N S

CS - Well Operations Q1/06: Utilization declined by 27% sequentially as both the Q4000 and Seawell had periods of unscheduled downtime. Q2/06 and Outlook: Both vessels are fully booked until the end of the year, with the Seawell in particular looking set to see at least a 10 point gross profit increase compared to 2005. H E L I X E N E R G Y S O L U T I O N S First Quarter First Quarter Fourth Quarter 2006 2005 2005 71% 96% 98% Utilization

CS - Production Facilities First Quarter First Quarter Fourth Quarter 2006 2005 2005 Equity in Earnings $3,365 $1,729 $3,122 Production throughput (MBOe) 1,273 1,259 1,109 Q1/06: As in Q4/05 production tariff income was negatively impacted by the mechanical shut-in of the first K2 well. Output from this well resumed in March following a repair. At the end of the quarter daily throughput was around 40,000 boe/day from the Marco Polo wells and three K2/K2N wells. Q2/06 and Outlook: A further five wells should be brought online, from the K2/K2N and Genghis Khan fields, by the end of the year. Equity income for the full year is still expected to fall in the guidance range of $27 - $32 million. The Independence Hub is still on track for mechanical completion by the end of the year, with an enhanced production capacity of 1 bcf/day (up from 850 mmcf/day). H E L I X E N E R G Y S O L U T I O N S (Amounts in thousands)

Oil & Gas Production First Quarter First Quarter Fourth Quarter 2006 2005 2005 Revenues $80,312 $63,386 $69,375 Gross Profit 22,623* 30,912 35,055 28% 49% 51% Production (BCFe): Shelf 5.4 6.7 4.6 Gunnison 2.7 2.3 2.1 Average Commodity Prices (net of hedging impact): Oil/Bbl $58.71 $44.02 $54.31 Gas/Mcf 9.52 6.64 11.36 H E L I X E N E R G Y S O L U T I O N S * Gross profit before Tulane charge = $43.4 million (54% margin). (Amounts in thousands, except percentages and production data)

Oil & Gas Production Q1/06: Shelf: Production of 5.4 Bcfe was 17% greater than fourth quarter due to shut-ins from Hurricanes Katrina and Rita. Realized commodity prices were down 6% overall from last quarter but 39% higher than those achieved in last year's first quarter. Natural gas made up 59% of the first quarter production. Gunnison: Production of 2.7 BCFe was up 29% over last quarter's levels due mainly to hurricane shut-ins in the 4Q/05. Natural gas made up 56% of Gunnison production in Q1. The present status of all deepwater production projects, besides Gunnison, is presented on the next two slides. H E L I X E N E R G Y S O L U T I O N S

Deepwater Production - Project Update Field / Prospect ERT Interest Q1 Activity Outlook Estimated Production Date GB 689 - - Dawson Deep 10% Well completed Tie back to Gunnison spar to be performed in Q2 Q3/06 GC 195 - - Tiger 40% None Drill rig on location; development well to be completed and tied back to EW 947 during Q2/Q3 Q4/06 AT 63 Telemark 30% ERT became operator Field development plan to be finalized in Q2 2H/08 GB 344 - - Devil's Island 50% Appraisal well drilled and suspended (early Q2) New sidetrack/well completion plan under review 2H/07

Deepwater Production - Project Update Continued Field / Prospect ERT Interest Q1 Activity Outlook Estimated Production Date GB 114 Tulane 50% Exploratory well abandoned due to mechanical difficulties New well plan being evaluated 2H/07 GB 346 Huey 20% Interest taken in this high quality exploration prospect Drill rig on location 1H/07 AT 426 Bass Lite 22.5% None Development drilling planned for Q4/06 1H/08 H E L I X E N E R G Y S O L U T I O N S

Cal Dive Hedges: As Of April 30, 2006 H E L I X E N E R G Y S O L U T I O N S

2006 Objectives (Excluding Remington) Contracting Services Revenues: $650 - 750 million Margins: 25% - 35% Equity earnings: $27 - 32 million Achieve mechanical completion of the Independence Hub Begin construction of next facility opportunity Oil and Gas Production 44 - 47 Bcfe of production Begin production from at least one acquired PUD Make first North Sea acquisition Financial Earnings in range $2.30 - $3.30/share (revised: $2.70 - $3.30/share) Safety TRIR below 1.8 Production Contractor Service Contractor Oil & Gas Producer Oil & Gas Producer H E L I X E N E R G Y S O L U T I O N S