Transocean Offshore Inc. announced today that its shareholders on December 10 approved proposals relating to the merger of Transocean Offshore and Sedco Forex, the offshore contract drilling business of Schlumberger Limited. The proposals relating to the increase in authorized share capital, issuance of shares in the merger and the change of the company's name to Transocean Sedco Forex Inc. were approved by more than 99 percent of the votes cast. The merger will close by the end of the year, creating the world's largest offshore drilling company and the fourth-largest oilfield services company by market capitalization. Schlumberger will have no ownership in the combined company following the merger. In a separate meeting, Schlumberger stockholders approved the proposal to spin off the capital stock of Sedco Forex, on a one-for-one basis, to Schlumberger stockholders. The spin-off will take place on December 30, 1999 and will be followed by the merger of Sedco Forex with Transocean Offshore on December 31, 1999. Schlumberger stockholders will receive approximately one-fifth of a share of Transocean Sedco Forex stock for each share of Sedco Forex stock they receive in the spin-off and will hold approximately 52 percent of the ordinary shares of Transocean Sedco Forex on a diluted basis following the merger. Transocean Offshore Inc. is an international offshore drilling company engaged in contract drilling of oil and gas wells. The company specializes in technically demanding segments of the offshore drilling business, including industry-leading positions in deepwater and harsh environment drilling services. The company also provides international turnkey, coiled tubing and integrated drilling services to customers worldwide.