TODCO Begins Secondary Stock Offering for Transocean

TODCO (NYSE:THE) has commenced marketing efforts for a proposed secondary stock offering of 13,000,000 shares of Class A common stock owned by Transocean Inc. This represents approximately 22% of TODCO's outstanding shares.

The representatives of the underwriters for the offering are Morgan Stanley and Citigroup, which are acting as joint book-running managers, and Goldman Sachs, which is acting as co-manager. Transocean expects to grant the underwriters an option to purchase up to an additional 1,950,000 shares to cover over-allotments, if any.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification of the securities laws of any such state.

A copy of the preliminary prospectus may be obtained from Morgan Stanley, Prospectus Department, 1585 Broadway, New York, NY 10036, and from Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220.

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