SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

[X] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the quarterly period ended March 31, 2002 or
----------------

[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the transition period from to
------------- --------------

Commission file number 1-12289
-------------------------------------------------------

SEACOR SMIT INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

Delaware 13-3542736
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)

11200 Richmond Avenue, Suite 400, Houston, Texas 77082
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)

(281) 899-4800
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)

Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

The total number of shares of common stock, par value $.01 per share,
outstanding as of May 7, 2002 was 20,177,204. The Registrant has no other class
of common stock outstanding.

SEACOR SMIT INC. AND SUBSIDIARIES

TABLE OF CONTENTS

Page No.
--------

Part I. Financial Information

Item 1. Financial Statements

Condensed Consolidated Balance Sheets as of March 31, 2002 and December 31, 2001..................1

Condensed Consolidated Statements of Income
For each of the Three Months Ended March 31, 2002 and 2001................................2

Condensed Consolidated Statements of Cash Flows
For each of the Three Months Ended March 31, 2002 and 2001................................3

Notes to Condensed Consolidated Financial Statements..............................................4

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.........8

Item 3. Quantitative and Qualitative Disclosures About Market Risk...................................15

Part II. Other Information

Item 6. Exhibits and Reports on Form 8-K.............................................................17

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SEACOR SMIT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA, UNAUDITED)

March 31, December 31,
2002 2001
------------------ -------------------

ASSETS
Current Assets:
Cash and cash equivalents................................................. $ 180,393 $ 180,394
Trade and other receivables, net of allowance for
doubtful accounts of $1,568 and $1,635, respectively.................... 98,617 104,436
Prepaid expenses and other................................................ 6,043 6,631
------------------ -------------------
Total current assets................................................ 285,053 291,461
------------------ -------------------
Investments, at Equity, and Receivables from 50%
Or Less Owned Companies................................................... 153,319 153,827
Available-for-Sale Securities................................................. 22,250 22,371
Property and Equipment........................................................ 960,549 971,621
Less-Accumulated depreciation............................................. (240,372) (236,864)
------------------ -------------------
Net property and equipment.......................................... 720,177 734,757
------------------ -------------------
Restricted Cash............................................................... 61,662 55,290
Goodwill .................................................................... 28,341 28,232
Other Assets.................................................................. 13,150 12,200
------------------ -------------------
$ 1,283,952 $ 1,298,138
================== ===================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt......................................... $ 21,216 $ 33,724
Accounts payable and accrued expenses..................................... 25,248 29,070
Other current liabilities................................................. 39,588 50,915
------------------ -------------------
Total current liabilities........................................... 86,052 113,709
------------------ -------------------

Long-Term Debt................................................................ 256,572 256,675
Deferred Income Taxes......................................................... 149,819 148,430
Deferred Gains and Other Liabilities.......................................... 24,044 24,070
Minority Interest in Subsidiaries............................................. 1,486 1,556
Common Stock Sold with Equity Forward Transaction............................. - 10,000
Stockholders' Equity:
Common stock, $.01 par value, 24,109,213 and 24,027,003 shares
issued at March 31, 2002 and December 31, 2001, respectively............ 241 238
Additional paid-in capital................................................ 397,598 384,857
Retained earnings......................................................... 484,249 472,843
Less 3,933,509 and 3,943,333 shares held in treasury at
March 31, 2002 and December 31, 2001, respectively...................... (109,275) (109,638)
Unamortized restricted stock.............................................. (4,061) (1,985)
Accumulated other comprehensive loss -
Cumulative translation adjustments...................................... (2,644) (2,474)
Unrealized loss on available-for-sale securities........................ (129) (143)
------------------ -------------------
Total stockholders' equity.......................................... 765,979 743,698
------------------ -------------------
$ 1,283,952 $ 1,298,138
================== ===================

The accompanying notes are an integral part of these financial statements
and should be read in conjunction herewith.

SEACOR SMIT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT SHARE DATA, UNAUDITED)

Three Months Ended
March 31,
--------------------------------------
2002 2001
----------------- ----------------

Operating Revenue............................................................$ 103,643 $ 93,200
----------------- ----------------

Costs and Expenses:
Operating expenses........................................................ 57,156 56,424
Administrative and general................................................ 12,360 11,413
Depreciation and amortization............................................. 13,876 12,168
----------------- ----------------
83,392 80,005
----------------- ----------------
Operating Income............................................................. 20,251 13,195
----------------- ----------------

Other Income (Expense):
Interest on debt.......................................................... (4,001) (5,639)
Interest income........................................................... 1,867 4,474
Gain from equipment sales or retirements, net............................. 2,299 1,930
Derivative losses, net.................................................... (772) (97)
Other, net................................................................ (4,325) 718
----------------- ----------------
(4,932) 1,386
----------------- ----------------
Income Before Income Tax Expense, Minority Interest in
Income of Subsidiaries and Equity in Earnings of 50%
or Less Owned Companies................................................... 15,319 14,581
Income Tax Expense........................................................... 5,243 5,115
----------------- ----------------
Income Before Minority Interest in Income of Subsidiaries
and Equity in Earnings of 50% or Less Owned Companies..................... 10,076 9,466
Minority Interest in Income of Subsidiaries.................................. (93) (78)
Equity in Earnings of 50% or Less Owned Companies............................ 1,423 2,746
----------------- ----------------
Net Income...................................................................$ 11,406 $ 12,134
================= ================

Basic Earnings Per Common Share..............................................$ 0.57 $ 0.67
================= ================

Diluted Earnings Per Common Share............................................$ 0.55 $ 0.62
================= ================

Weighted Average Common Shares:
Basic..................................................................... 20,039,130 18,115,957
Diluted................................................................... 21,350,345 21,544,538

The accompanying notes are an integral part of these financial statements
and should be read in conjunction herewith.

SEACOR SMIT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS, UNAUDITED)

Three Months Ended
March 31,
--------------------------------
2002 2001
-------------- --------------

Net Cash Provided by Operating Activities...............................................$ 18,926 $ 11,768
-------------- --------------

Cash Flows from Investing Activities:
Purchase of property and equipment................................................... (30,926) (31,455)
Proceeds from sale of marine vessels and equipment................................... 32,245 4,711
Purchase of available-for-sale securities............................................ (6,258) (12,077)
Proceeds from sale of available-for-sale securities.................................. 3,105 55,492
Proceeds from sale of investment in 50% or less owned companies...................... - 1,932
Cash settlements of derivative transactions.......................................... 2,399 (60)
Investments in and advances to 50% or less owned companies........................... (232) (920)
Principal payments on notes due from 50% or less owned companies..................... 1,597 1,589
Dividends received from 50% or less owned companies.................................. 1,061 700
Purchase of other investments........................................................ - (573)
Net increase in restricted cash...................................................... (6,372) (18,245)
Acquisitions, net of cash acquired................................................... - (60,669)
Other, net........................................................................... 261 104
-------------- --------------
Net cash used in investing activities........................................... (3,120) (59,471)
-------------- --------------

Cash Flows from Financing Activities:
Payments of long-term debt........................................................... (12,189) (1,520)
Payments of capital lease obligations................................................ - (398)
Proceeds from issuance of long-term debt............................................. 81 8
Proceeds from exercise of stock options.............................................. 196 -
-------------- --------------
Net cash used in financing activities........................................... (11,912) (1,910)
-------------- --------------

Effect of Exchange Rate Changes on Cash and Cash Equivalents............................ (3,895) (898)
-------------- --------------

Net Decrease in Cash and Cash Equivalents............................................... (1) (50,511)
Cash and Cash Equivalents, Beginning of Period.......................................... 180,394 224,219
-------------- --------------
Cash and Cash Equivalents, End of Period................................................$ 180,393 $ 173,708
============== ==============

The accompanying notes are an integral part of these financial
statements and should be read in conjunction herewith.

SEACOR SMIT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION --

The condensed consolidated financial information for the three-month
periods ended March 31, 2002 and 2001 has been prepared by the Company and
was not audited by its independent public accountants. In the opinion of
management, all adjustments have been made to present fairly the financial
position, results of operations and cash flows of the Company at March 31,
2002 and for all reported periods. Results of operations for the interim
periods presented are not necessarily indicative of the operating results
for the full year or any future periods.

Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. These condensed
consolidated financial statements should be read in conjunction with the
financial statements and related notes thereto included in the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 2001.

Unless the context otherwise indicates, any references in this Quarterly
Report on Form 10-Q to the "Company" refer to SEACOR SMIT Inc. and its
consolidated subsidiaries, and any references in this Quarterly Report on
Form 10-Q to "SEACOR" refer to SEACOR SMIT Inc.

Certain reclassifications of prior year information have been made to
conform with the current year presentation.

2. RECENT ACCOUNTING PRONOUNCEMENTS --

Effective January 1, 2002, the Company adopted Financial Accounting
Standards No. 141 ("SFAS 141"), "Business Combinations," and SFAS 142,
"Goodwill and Other Intangible Assets." Among other changes to prior
practices, the new standards require (i) the use of the purchase method of
accounting for all business combinations, (ii) that goodwill not be
amortized in any circumstance and (iii) that goodwill be tested for
impairment annually or when events or circumstances occur between annual
tests indicating that goodwill for a reporting unit might be impaired
based on a fair value concept. SFAS 142 requires that impairment testing
of the opening goodwill balances be performed within six months from the
start of the fiscal year in which the standard is adopted and that any
impairment be written off and reported as a cumulative effect of a change
in accounting principle. We have completed the impairment test as of
January 1, 2002 and have determined there is no goodwill impairment. The
Company ceased amortization of its remaining goodwill balance effective
January 1, 2002. For the three-month period ended March 31, 2001, goodwill
amortization totaled $516,000, and adjusted for goodwill amortization, net
income would have been $12,469,000 or $0.64 per diluted share.

Effective January 1, 2002, the Company adopted SFAS 144, "Accounting for
the Impairment or Disposal of Long-Lived Assets," which supercedes SFAS
121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of." This new statement also supercedes
certain aspects of Accounting Principle Board Opinion No. 30 ("APB 30"),
"Reporting the Results of Operations-Reporting the Effects of Disposal of
a Segment of a Business, and Extraordinary, Unusual and Infrequently
Occurring Events and Transactions," with regard to reporting the effects
of a disposal of a segment of a business and will require expected future
operating losses from discontinued operations to be reported in
discontinued operations in the period incurred rather than as of the
measurement date as presently required by APB 30. Additionally, certain
dispositions may now qualify for discontinued operations treatment. The
adoption of this statement did not have a material impact on the Company's
financial statements.

In July 2001, the Financial Accounting Standards Board issued SFAS 143,
"Accounting for Asset Retirement Obligations," which requires recording
the fair value of a liability for an asset retirement obligation in the
period incurred. The standard is effective for fiscal years beginning
after June 15, 2002, with earlier application permitted. Upon adoption of
the standard, the Company will be required to use a cumulative effect
approach to recognize transition amounts for any existing retirement
obligation liabilities, asset retirement costs and accumulated
depreciation. The nature of the Company's business and long-lived assets
is such that adoption of this new standard should have no significant
impact on the Company's financial statements.

3. COMPREHENSIVE INCOME --

For the three-month periods ended March 31, 2002 and 2001, total
comprehensive income was $11,250,000 and $11,174,000, respectively,
including other comprehensive losses in both years resulting primarily
from foreign currency translation adjustments and the mark to market of
available-for-sale securities.

4. EARNINGS PER SHARE --

Basic earnings per common share were computed based on the weighted
average number of common shares issued and outstanding during the relevant
periods. Diluted earnings per common share were computed based on the
weighted average number of common shares issued and outstanding plus all
potentially dilutive common shares that would have been outstanding in the
relevant periods assuming the vesting of restricted stock grants and the
issuance of common shares for stock options and convertible subordinated
notes through the application of the treasury stock and if-converted
methods, respectively. Certain options and share awards, totaling 48,000
and 83,030 in the first quarter of 2002 and 2001, respectively, were
excluded from the computation of diluted earnings per share as the effect
would have been antidilutive.

Per
Income Shares Share
------------------------------- --------

FOR THE THREE MONTHS ENDED MARCH 31, 2002:
Basic Earnings Per Share -
Income before extraordinary item.......................$ 11,406,000 20,039,130 $ 0.57
========
Effect of Dilutive Securities -
Options and restricted stock............................ - 258,488
Convertible securities.................................. 432,000 1,052,727
-------------------------------
Diluted Earnings Per Share -
Income available to common stockholders
plus assumed conversions.............................$ 11,838,000 21,350,345 $ 0.55
=============================== ========

FOR THE THREE MONTHS ENDED MARCH 31, 2001:
Basic Earnings Per Share -
Income before extraordinary item.......................$ 12,134,000 18,115,957 $ 0.67
========
Effect of Dilutive Securities -
Options and restricted stock............................ - 277,833
Convertible securities.................................. 1,262,000 3,150,748
-------------------------------
Diluted Earnings Per Share -
Income available to common stockholders
plus assumed conversions.............................$ 13,396,000 21,544,538 $ 0.62
=============================== ========

5. COMMON STOCK SOLD WITH EQUITY FORWARD TRANSACTION--

Pursuant to an amended and restated standby purchase agreement between
Credit Suisse First Boston ("CSFB") and SEACOR, CSFB was obligated,
subject to several conditions, to purchase from SEACOR, at a purchase
price of $46.26 per share, the number of shares of common stock necessary
to provide SEACOR with the proceeds to pay the aggregate total redemption
price of up to $100,000,000 face amount of the 5 3/8% Notes that SEACOR
redeemed. During 2001, CSFB purchased 216,170 shares of common stock to
provide SEACOR with proceeds to redeem $10,000,000 principal amount of its
5 3/8% Notes that were called but not converted.

SEACOR entered into an equity forward transaction with Credit Suisse First
Boston International ("CSFBi"), an affiliate of CSFB, with respect to the
shares of common stock that CSFB did purchase from SEACOR under the
standby purchase agreement. At December 31, 2001, the $10,000,000 paid by
CSFB for the purchase of 216,170 shares of common stock was reported in
the Condensed Consolidated Balance Sheets as "Common Stock Sold with
Equity Forward Transaction." During the first quarter of 2002, SEACOR paid
CSFBi $164,000 to settle the equity forward transaction and the
$10,000,000 previously reported as common stock sold with equity forward
transaction was permanently reclassified to the Company's common stock and
additional paid-in capital accounts.

6. SEGMENT INFORMATION --

The Company's Offshore Marine Services business is primarily dedicated to
operating a diversified fleet of offshore support vessels serving offshore
oil and gas exploration and production facilities mainly in the U.S. Gulf
of Mexico, the North Sea, Latin America, West Africa and Asia. Our vessels
deliver cargo and personnel to offshore installations, handle anchors for

drilling rigs and other marine equipment, support offshore construction
and maintenance work and provide standby safety support and oil spill
response services. From time to time, vessels service special projects,
such as well stimulation, seismic data gathering, salvage and freight
hauling. In addition to vessel services, the Company's offshore marine
service business offers logistics services, which include shorebase,
marine transport and other supply chain management services also in
support of offshore oil and gas exploration and production operations.

The Company's other activities include its environmental service and
inland river barge businesses and all non-Offshore Marine Service equity
in earnings of 50% or less owned companies. Prior to 2002, the Company
presented its environmental service business as a separate reportable
business segment. Effective January 1, 2002, the environmental service
business is no longer reported as a separate segment as it does not meet
the criteria for reporting segregation pursuant to accounting standards.

The Company evaluates business performance based upon operating profit
(defined as Operating Income as reported in the Consolidated Statements of
Operations, excluding corporate-related expenses) plus any gains and
losses from the sale of equipment and interest in 50% or less owned
companies, equity in the earnings and losses of 50% or less owned
companies and foreign currency transaction gains and losses. Accounting
policies for measuring segment profits have not changed from those
previously described in the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 2001.

Offshore
Marine Other Total
----------- ----------- -----------

FOR THE THREE MONTHS ENDED MARCH 31, 2002:
Revenues from external customers.........................$ 95,574 $ 8,069 $ 103,643
Intersegment revenues.................................... 67 - 67
----------- ----------- -----------
Segment operating revenues.............................. 95,641 8,069 103,710
----------- -----------
Elimination of intersegment revenues.................... (67)
-----------
Consolidated operating revenues....................... $ 103,643
===========
Operating profit......................................... 21,864 825 22,689
Gains from equipment sales or retirements, net........... 2,298 1 2,299
Foreign currency transaction losses, net................. (3,150) (11) (3,161)
Equity in earnings of 50% or less owned companies........ 1,288 252 1,540
----------- ----------- -----------
Segment profit.......................................... 22,300 1,067 23,367
----------- -----------
Interest income......................................... 1,867
Interest expense........................................ (4,001)
Derivative losses, net.................................. (772)
Losses from sale of marketable securities, net.......... (1,165)
Corporate expenses...................................... (2,437)
Equity in earnings of 50% or less owned companies....... (1,540)
-----------
Consolidated earnings before income taxes............. $ 15,319
===========

FOR THE THREE MONTHS ENDED MARCH 31, 2001:
Revenues from external customers.........................$ 84,473 $ 8,727 $ 93,200
Intersegment revenues.................................... 146 - 146
----------- ----------- -----------
Segment operating revenues.............................. 84,619 8,727 93,346
----------- -----------
Elimination of intersegment revenues.................... (146)
-----------
Consolidated operating revenues....................... $ 93,200
===========
Operating profit......................................... 14,655 923 15,578
Gains from equipment sales or retirements, net........... 1,928 2 1,930
Foreign currency transaction losses, net................. (509) - (509)
Equity in earnings of 50% or less owned companies........ 2,243 782 3,025
Gain from sale of interest in a 50% or less owned company 100 - 100
----------- ----------- -----------
Segment profit......................................... 18,417 1,707 20,124
----------- -----------
Interest income........................................ 4,474
Interest expense....................................... (5,639)
Derivative losses, net................................. (97)
Gains from sale of marketable securities, net.......... 1,127
Corporate expenses..................................... (2,383)
Equity in earnings of 50% or less owned companies ..... (3,025)
-----------
Consolidated earnings before income taxes............ $ 14,581
===========

7. VESSEL ACQUISITIONS AND DISPOSITIONS --

During the first quarter of 2002, the Company incurred additional legal
fees, totaling $109,000, in connection with making an Internal Revenue
Code Section 338(h)(10) election with respect to the acquisition of
Gilbert Cheramie Boats, Inc. and related companies in January 2002. These
costs were recorded as an adjustment to the purchase price.

In the three-month period ended March 31, 2002, the Company sold seven
offshore marine vessels and other equipment that resulted in the
recognition of net pre-tax gains totaling $2,299,000. The Company
continues to deposit proceeds from the sale of certain vessels into joint
depository construction reserve fund bank accounts with the Maritime
Administration for purposes of acquiring newly constructed U.S.-flag
vessels and qualifying for the Company's temporary deferral of taxable
gains realized from the sales. Joint depository construction reserve fund
bank accounts are reported in the Condensed Consolidated Balance Sheets as
"Restricted Cash."

8. FOREIGN CURRENCY --

Certain SEACOR subsidiaries enter into transactions denominated in
currencies other than their functional currency and changes in currency
exchange rates between the functional currency and the currency in which a
transaction is denominated is included in the determination of net income
in the period in which the currency exchange rates change. SEACOR has also
advanced funds to wholly owned subsidiaries whose functional currencies
differ from the U.S. dollar and, as settlement of the advances are
expected in the foreseeable future, changes in the currency exchange rates
from the transaction date until the settlement date with respect to such
advances are also included in the determination of net income in the
period in which the currency exchange rates change.

In the three-month periods ended March 31, 2002 and 2001, the Company
recognized net losses from foreign currency transactions of $3,161,000 and
$509,000, respectively, that are reported in the Condensed Consolidated
Statements of Operations as "Other, net." Losses in 2002 resulted
primarily from the revaluation of obligations due SEACOR by certain wholly
owned U.K. subsidiaries, whose functional currency is Pounds Sterling,
during periods when the Pound Sterling currency weakened against the U.S.
dollar.

9. COMMITMENTS AND CONTINGENCIES --

As of March 31, 2002, the Company was committed to the construction of 7
offshore support vessels for an approximate aggregate cost of $51,668,000
of which $18,256,000 has been expended. These vessels are expected to
enter service within the next two years. At March 31, 2002, the Company
was also committed to the construction of 174 inland river hopper barges
("barges") at an approximate aggregate cost of $41,365,000. The Company
expects a certain number of the barges to be purchased by third parties
and managed by the Company. The barges are expected to be delivered during
2002.

Following quarter end, the Company committed to the construction of 2
additional offshore support vessels for an approximate aggregate cost of
$17,238,000. The 2 vessels are expected to enter service within the next
two years.

10. SUBSEQUENT EVENT --

On May 3, 2002, the Company repaid (pound)14,669,000, or $21,368,000, in
one year loan notes, plus accrued interest. The notes were issued in
connection with the acquisition of Stirling Shipping Holdings Limited in
2001.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Certain statements discussed in Item 2 (Management's Discussion and
Analysis of Financial Condition and Results of Operations) and Item 3
(Quantitative and Qualitative Disclosures About Market Risk) and elsewhere
in this Form 10-Q constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements concerning Management's expectations, strategic
objectives, business prospects, anticipated economic performance and
financial condition and other similar matters involve known and unknown
risks, uncertainties and other important factors that could cause the
actual results, performance or achievements of results to differ
materially from any future results, performance or achievements discussed
or implied by such forward-looking statements. Such risks, uncertainties
and other important factors include, among others: general economic and
business conditions, the cyclical nature of our business, adequacy of
insurance coverage, currency exchange fluctuations, changes in foreign
political, military and economic conditions, the ongoing need to replace
aging vessels, dependence of spill response revenue on number and size of
spills and upon continuing government regulation in this area and our
ability to comply with such regulation and other governmental regulation,
industry fleet capacity, changes in foreign and domestic oil and gas
exploration and production activity, competition, regulatory initiatives,
customer preferences, marine-related risks, and various other matters,
many of which are beyond the Company's control and other factors as are
described at the end of Item 7 (Management's Discussion and Analysis of
Financial Condition and Results of Operations) of the Company's Form 10-K
for the fiscal year ended December 31, 2001. Forward-looking statements
speak only as of the date of the document in which they are made. We
disclaim any obligation or undertaking to provide any updates or revisions
to any forward-looking statement to reflect any change in our expectations
or any change in events, conditions or circumstances on which the
forward-looking statement is based.

OVERVIEW

Through its subsidiaries and joint venture arrangements, the Company
furnishes offshore support services to the oil and gas exploration and
production industry, contractual oil spill response and professional
services to those who store, transport, produce or handle petroleum and
certain non-petroleum oils and inland river dry cargo transportation
services. The Company's offshore support vessels operate principally in
the U.S. Gulf of Mexico, the North Sea, Latin America, West Africa and
Asia and its oil spill and related professional services and inland river
barge services are primarily provided in the U.S.

OFFSHORE MARINE SERVICES

The Company's offshore marine service business provides marine
transportation, logistics and related services primarily dedicated to
supporting oil and gas exploration and production.

The offshore marine service business' operating revenues are primarily
affected by the number of vessels owned and bareboat and time
chartered-in, as well as rates per day worked and utilization of the
Company's fleet. Overall utilization for any vessel with respect to any
period is the ratio of aggregate number of days worked by such vessel to
total calendar days available during such period. The rate per day worked
for any vessel with respect to any period is the ratio of total time
charter revenue of such vessel to the aggregate number of days worked by
such vessel for such period.

Rates per day worked and utilization of the Company's fleet are a function
of demand for and availability of marine vessels, which is closely aligned
with the level of exploration and development of offshore areas. The level
of exploration and development of offshore areas is affected by both
short-term and long-term trends in oil and gas prices which, in turn, are
related to the demand for petroleum products and the current availability
of oil and gas resources.

The table below sets forth rates per day worked and utilization data for
the Company's fleet during the periods indicated.

Three Months Ended March 31,
--------------------------------
2002 2001
--------------- ---------------
RATES PER DAY WORKED ($): (1) (2)
Anchor Handling Towing Supply........... 13,108 12,729
Crew.................................... 3,293 3,120
Geophysical, Freight and Other(3)....... - 5,413
Mini-Supply............................. 2,737 2,758
Standby Safety ......................... 5,404 5,194
Supply and Towing Supply................ 7,986 6,897
Utility ................................ 1,753 1,734
Overall Fleet....................... 5,237 4,543

OVERALL UTILIZATION (%): (1)
Anchor Handling Towing Supply........... 87.2 79.5
Crew.................................... 85.4 97.1
Geophysical, Freight and Other(3)....... - 64.1
Mini-Supply............................. 85.4 92.9
Standby Safety.......................... 88.0 85.6
Supply and Towing Supply................ 88.8 85.6
Utility ................................ 59.6 49.9
Overall Fleet....................... 80.6 79.4

-------------------
(1) Rates per day worked is the ratio of total charter revenue to
the total number of vessel days worked. Rates per day worked
and overall utilization figures exclude owned vessels that are
bareboat chartered-out, vessels owned by corporations that
participate in pooling arrangements with the Company, joint
venture vessels and managed/operated vessels and include
vessels bareboat and time chartered-in by the Company. Overall
utilization statistics further exclude vessels that are held
for sale from the date they are permanently removed from
service.

(2) Revenues for certain of the Company's vessels are earned in
foreign currencies, primarily Pounds Sterling, and have been
converted to U.S. dollars at the weighted average exchange
rate for the periods indicated.

(3) In the first quarter of 2002, the Company directly owned two
of the vessels in this class, neither of which operated in the
period.

The Company earns operating revenues primarily from the time or bareboat
charter-out of vessels, which are owned or bareboat or time chartered-in.
At March 31, 2002, the Company had 15 vessels bareboat chartered-out,
including 6 vessels operated by the Company's joint ventures. From time to
time, the Company provides management services to other vessel owners.
Charter revenues and vessel expenses of those managed vessels are not
generally included in operating results, but the Company does recognize a
management fee in operating revenues.

The table below sets forth the Company's fleet structure at the dates
indicated.

At March 31,
------------------------------
Fleet Structure 2002 2001
- --------------------------------------------- --------------- --------------
Domestic:
Owned................................... 130 173
Bareboat and Time Chartered-In.......... 26 17

Foreign:
Owned................................... 91 76
Bareboat and Time Chartered-In.......... 2 1
Managed................................. 11 5
Joint Ventures and Pools................ 55 52
--------------- --------------
Total Fleet........................ 315 324
=============== ==============

During the first quarter of 2002, 15 U.S. utility vessels were permanently
removed from service and are being held for sale. These vessels range in
length from 96 feet to 120 feet, are at least 20 years old and have not
operated for over one year. One standby safety vessel that was permanently
removed from sale in the prior year is also still held for sale. All held
for sale vessels have been excluded from utilization statistics and fleet
counts since exiting service. The carrying value of held for sale vessels,
totaling $1.4 million, is expected to be recovered upon disposition.

Vessel operating expenses are primarily a function of fleet size and
utilization levels. The most significant vessel operating expense items
are wages paid to marine personnel, maintenance and repairs and marine
insurance. In addition to variable vessel operating expenses, the offshore
marine business segment incurs fixed charges related to the depreciation
of property and equipment and charter-in hire. Depreciation is a

significant operating expense and the amount related to vessels is the
most significant component. Most vessels chartered-in by the Company
resulted from sale and lease-back transactions.

Drydocking repairs, which are a substantial component of a vessel's
maintenance costs, are expensed when incurred. Under applicable maritime
regulations, vessels must be drydocked twice in a five-year period for
inspection by regulatory authorities. The Company follows an asset
management strategy pursuant to which it defers required drydocking of
selected vessels and voluntarily removes these vessels from operation
during periods of weak market conditions and low rates per day worked.
Should the Company undertake a large number of drydockings in a particular
fiscal quarter or put through survey a disproportionate number of older
vessels, which typically have higher drydocking costs, comparative results
may be affected. For each of the three-month periods ended March 31, 2002
and 2001, drydocking costs totaled $3.0 million. During those same
periods, the Company completed the drydocking of 21 and 26 vessels,
respectively. At March 31, 2002, the Company had removed 14 U.S. based
utility and crew vessels from service requiring drydocking prior to
re-entering operations.

A portion of the Company's revenues and expenses, primarily related to its
North Sea operations, are received or paid in foreign currencies. For
financial statement reporting purposes, these amounts are translated into
U.S. dollars at the weighted average exchange rates during the relevant
period. Overall, approximately 51% of the Company's offshore marine
operating revenues was derived from foreign operations (in U.S. dollars or
foreign currencies) in the three-month period ended March 31, 2002.

The Company's foreign offshore marine operations are subject to various
risks inherent in conducting business in foreign nations. These risks
include, among others, political instability, potential vessel seizure,
nationalization of assets, fluctuating currency values, hard currency
shortages, controls of currency exchange, the repatriation of income or
capital, import-export quotas and other forms of public and governmental
regulation, all of which are beyond the control of the Company. Although,
historically, the Company's operations have not been affected materially
by such conditions or events, it is not possible to predict whether any
such conditions or events might develop in the future. The occurrence of
any one or more of such conditions or events could have a material adverse
effect on the Company's financial condition and results of operations.

Operating results are also affected by the Company's participation in
various joint ventures. The Company has formed or acquired interests in
offshore marine joint ventures with various third parties to enter new
markets, enhance its marketing capabilities and facilitate operations in
certain foreign markets. These arrangements allow the Company to expand
its fleet while diversifying the risks and reducing the capital outlays
associated with independent fleet expansion. The Company also participates
in a majority owned logistics joint venture whose mission has been to
provide shorebase, marine transport and other supply chain management
services in support of offshore exploration and production operations
principally in the U.S. Gulf of Mexico.

Exploration and drilling activities, which affect the demand for vessels,
are influenced by a number of factors, including the current and
anticipated future prices of oil and natural gas, the expenditures by oil
and gas companies for exploration and development and the availability of
drilling rigs. In addition, demand for drilling services remains dependent
on a variety of political and economic factors beyond the Company's
control, including worldwide demand for oil and natural gas, the ability
of the Organization of Petroleum Exporting Countries ("OPEC") to set and
maintain production levels and pricing, the level of production of
non-OPEC countries and the policies of various governments regarding
exploration and development of their oil and natural gas reserves.

OTHER BUSINESSES AND INVESTMENTS

ENVIRONMENTAL SERVICES

The Company's environmental services business provides contractual oil
spill response and other professional services to those who store,
transport, produce or handle petroleum and certain non-petroleum oils, as
required by the Oil Pollution Act of 1990, as amended, and various state
regulations. Services include training, consulting and supervision for
emergency preparedness, response and crisis management associated with oil
or hazardous material spills, fires and natural disasters and maintaining
specialized equipment for immediate deployment in response to spills and
other events.

The Company charges a retainer fee to its customers for ensuring by
contract the availability (at predetermined rates) of its response
services and equipment. Spill response revenue is dependent on the
magnitude of any one spill response and the number of spill responses
within a given fiscal period. The Company also charges consulting fees to
customers for developing customized training programs, planning of and
participation in customer oil spill response drill programs and response
exercises as well as other special projects.

Operating costs for environmental services are salaries and related
benefits for operating personnel, payments to sub-contractors, equipment
maintenance and depreciation. These expenses are primarily a function of
regulatory requirements and the level of retainer business.

INLAND RIVER BUSINESS

The Company's inland river business was established in 2000. The Company's
inland river hopper barges service the agriculture and industrial sectors
within the United States that are located along the Mississippi River and
its tributaries. Operating revenues are primarily earned from voyage
affreightments under which customers are charged an established rate per
ton to transport cargo at a specific time from a point of origin to a
destination. Revenues are also earned while cargo is stored aboard barges,
when barges are chartered-out to third parties and by managing barges
owned by others. Expenses primarily include towing, switching, fleeting
and cleaning costs and non-voyage related operating expenses including
such costs as repairs, insurance and depreciation.

Barges owned by the Company and certain of those managed for third parties
participate in two pooling arrangements. Pursuant to these pooling
arrangements, operating revenues and voyage expenses are pooled and the
net results are allocated to respective participating barge owners based
upon the number of days any one participating owner's barges bear to the
total number of days of all barges participating in the pool.

At March 31, 2002 the Company controlled 346 barges, including 101
directly owned, 11 owned by a 50% owned partnership and 234 managed for
third parties. The Company has contracts or commitments to build 174
barges in 2002.

INVESTMENT IN DRILLING SERVICES BUSINESS

The Company presently owns a 23.8% equity interest in Chiles Offshore Inc.
("Chiles"), a company that owns and operates three ultra-premium jackup
drilling rigs. Chiles was formed in 1997 for the purpose of constructing,
owning and operating ultra-premium jackup drilling rigs.

In 2000, Chiles entered into an agreement with Keppel FELS Limited
("Keppel") to construct two ultra-premium jackup drilling rigs of the
KFELS Mod V "B" design at an aggregate construction cost estimated not to
exceed $222.0 million, exclusive of interest and other capitalized costs.
One rig was delivered to Chiles in February 2002 and is expected to enter
service under a long-term contract in May 2002. The second rig is expected
to enter service during the third quarter of 2002. Chiles also has an
option agreement with Keppel to build up to two additional rigs of the
design presently under construction. The option agreement was recently
amended to extend the option notice exercise date to October 6, 2002.
Chiles has not yet determined whether it will exercise its options to
construct the additional rigs.

Chiles earns its revenues primarily from drilling wells for oil and gas
operators pursuant to drilling contracts. In the three-month periods ended
March 31, 2002 and 2001, the Chiles rigs were utilized 100% of the time
and their rate per day worked was $69,662 and $68,926, respectively. Rig
operating expenses primarily include crew, insurance and repair and
maintenance costs. Administrative expenses primarily include management,
administration, marketing, finance and legal expenses.

Chiles files reports with the Securities and Exchange Commission and its
shares are traded on the American Stock Exchange under the trading symbol
"COD."

OTHER INVESTMENTS

In 1998, the Company acquired an interest in the predecessor of Globe
Wireless, L.L.C. ("Globe Wireless") and now owns approximately 38% of its
voting units. Globe Wireless is a provider of advanced marine
telecommunication services using satellite and high frequency radio
technologies. It owns and operates a worldwide network of high frequency
radio stations that offer email, data transfer and telex services to ships

at a much lower cost than competing satellite services. The Company
believes that Globe Wireless offers the only such service combining radio,
satellite and Internet communications to the maritime community.

In addition, the Company, from time to time, makes investments in other
related businesses.

RESULTS OF OPERATIONS

In the following table, the Company segregates the operating revenues and
profits of its offshore marine service business but combines similar
results for its environmental and inland river businesses in an "Other"
reporting category as they do not meet accounting standards for separate
disclosure. The "Other" reporting category additionally includes all
non-offshore marine service business equity in earnings of 50% or less
owned companies.

Offshore
Marine Other Total
----------- ----------- -----------

OFFSHORE MARINE SERVICE BUSINESS

OPERATING REVENUES. Operating revenues increased $11.0 million, or 13%, in
the three-month period ended March 31, 2002 compared to the three-month
period ended March 31, 2001. Higher revenues resulting primarily from
fleet acquisitions and higher rates per day worked were partially offset
by the adverse effect of vessel dispositions and lower utilization.

The 2001 Stirling Shipping Holdings Limited ("Stirling"), Gilbert Cheramie
Boats, Inc. and Plaisance Marine Inc. fleet acquisitions resulted in an
approximate $11.0 million increase in operating revenues between quarters.
Through these transactions, 44 anchor handling towing supply, supply,
mini-supply and utility vessels entered operations for SEACOR. Additional
vessel purchases, the delivery of newly constructed vessels and the
charter-in of vessels also increased revenues by approximately $5.0
million. These additional 13 vessels included crew, mini-supply, towing
supply and anchor handling towing supply. At March 31, 2002, 37 of the
overall fleet additions operated from U.S. ports and the remainder worked
internationally. These increases in operating revenues were partially
offset by an approximate $7.0 million revenue decline resulting from the
sale, charter-in termination and the permanent removal from service of 24
vessels that included towing supply, standby safety, supply, crew and
utility. An equal number of these vessels exited service in both domestic
and international markets.

Higher rates per day worked resulted in an approximate $5.0 million
increase in operating revenues between quarters. Rates rose for most
vessel classes in the Company's worldwide fleet. Operating revenues
particularly rose due to rate improvements in the Company's worldwide
fleet of anchor handling towing supply and other domestic deepwater
support supply vessels.

Lower utilization resulted in an approximate $3.0 million decline in
operating revenues between quarters. A decline in utilization of the
Company's domestic fleet was offset by a slight strengthening in use of
the Company's vessels working internationally.

Lower domestic fleet utilization resulted primarily from a decline in U.S.
Gulf of Mexico drilling activity that began during the second half of
2001. The number of offshore mobile rigs working in the U.S. Gulf of
Mexico at March 31, 2002 was 121 versus 178 on the same date in the prior
year. As a result, at March 31, 2002, the Company had 28 vessels out of
service due to declining market conditions in addition to 15 vessels held
for sale. Although oil and natural gas prices have recently improved,
there has been no particular strengthening in the demand for our vessels.
Should these prices remain stable or rise further over the next several
months, management believes that drilling activities in the U.S. Gulf of
Mexico should also increase. Any such improvements may lead to higher
utilization and rates per day worked for the Company's domestic fleet.

OPERATING PROFIT. Operating profit increased $7.2 million, or 49%, in the
three-month period ended March 31, 2002 compared to the three-month period
ended March 31, 2001 due primarily to those factors affecting operating
revenues outlined above. Operating profit also improved due to a decline
between quarters in main engine and hull repair and maintenance expenses.

GAINS FROM EQUIPMENT SALES OR RETIREMENTS, NET. Net gains from equipment
sales or retirements increased $0.4 million, or 19%, in the three-month
period ended March 31, 2002 compared to the three-month period ended March
31, 2001. During the first quarter of 2002, three towing supply, two
utility, one anchor handling towing supply and one crew vessel were sold
primarily from the Company's U.S. fleet. Two of the towing supply vessels
were chartered-in pursuant to sale-leaseback transactions. During the
first quarter 2001, the Company sold three crew and three utility vessels.

FOREIGN CURRENCY TRANSACTION LOSSES, NET. Foreign currency transaction
losses increased $2.6 million, or 519%, in the three-month period ended
March 31, 2002 compared to the three-month period ended March 31, 2001. In
late 2001 and early 2002, SEACOR provided advances to certain wholly owned
U.K. subsidiaries, whose functional currency is Pounds Sterling. A decline
in the value of the Pound Sterling relative to the U.S. dollar since year
end has resulted in the Company's recognition of a significant foreign
currency transaction loss with respect to these advances. See "Item 3.
Quantitative and Qualitative Disclosures About Market Risks" for
additional discussion.

EQUITY IN EARNINGS OF 50% OR LESS OWNED COMPANIES. Equity earnings
decreased $1.0 million, or 43%, in the three-month period ended March 31,
2002 compared to the three-month period ended March 31, 2001. A decline in
earnings resulting primarily from the non-recurrence of a vessel sale was
partially offset by higher profits earned by the Company's Mexican joint
venture.

OTHER BUSINESSES

OPERATING REVENUES. Operating revenues decreased $0.7 million, or 8%, in
the three-month period ended March 31, 2002 compared to the three-month
period ended March 31, 2001 due primarily to a reduction in oil spill

response and retainer revenues earned by the Company's environmental
service business. The severity of oil spills managed by the Company
declined between quarters. Retainer revenues declined due to the loss of
and contract renegotiations with certain customers. These declines were
partially offset by higher revenues earned by the Company's inland river
business resulting primarily from an increase in the size of its barge
fleet.

OPERATING PROFIT. Operating profit decreased $0.1 million, or 11%, in the
three-month period ended March 31, 2002 compared to the three-month period
ended March 31, 2001 due primarily to those factors affecting operating
revenues outlined above. These declines were partially offset by lower
expenses upon cessation of goodwill amortization effective January 1, 2002
in accordance with recently enacted accounting standards.

EQUITY IN EARNINGS OF 50% OR LESS OWNED COMPANIES. Equity earnings
decreased $0.5 million, or 68%, in the three-month period ended March 31,
2002 compared to the three-month period ended March 31, 2001 due primarily
to the non-recurrence of a dry-bulk carrier ship sale and reduced profits
of Chiles. These declines were partially offset by lower operating losses
of Globe Wireless.

INTEREST INCOME AND INTEREST EXPENSE. Net interest expense increased $1.0
million, or 83%, in the three-month period ended March 31, 2002 compared
to the three-month period March 31, 2001 as declines in interest income
exceeded reductions in interest expense. Interest income declined due
primarily to lower invested cash balances that resulted from fleet
acquisitions. Lower interest expense resulted primarily from the
redemption of $135.3 million principal amount of the Company's 5 3/8%
Convertible Subordinated Notes Due 2006 (the "5 3/8% Notes").

DERIVATIVE LOSSES, NET. Net losses from derivative transactions increased
$0.7 million, or 696%, in the three-month period ended March 31, 2002
compared to the three-month period ended March 31, 2001 due primarily to
the revaluation of interest rate swap agreements and foreign currency
forward exchange contracts. These increases in derivative losses were
partially offset by gains resulting from U.S. treasury note and U.S.
treasury bond option and futures contracts. See "Item 3. Quantitative and
Qualitative Disclosures About Market Risks" for additional discussion.

GAINS FROM SALE OF MARKETABLE SECURITIES, NET. The Company recognized a
net loss of $1.2 million and a net gain of $1.1 million from the sale of
marketable securities in the three-month periods ended March 31, 2002 and
2001, respectively. The Company's net losses in 2002 and net gains in 2001
resulted primarily from the sale of equity securities. Substantially all
of the net losses in 2002 are unrealized as they resulted from the mark to
market of short sales of equity securities.

LIQUIDITY AND CAPITAL RESOURCES

GENERAL

The Company's ongoing liquidity requirements arise primarily from its need
to service debt, fund working capital, acquire, construct or improve
equipment and make other investments. Management believes that cash flow
from operations will provide sufficient working capital to fund the
Company's operating needs. The Company may, from time to time, issue
shares of its common stock, preferred stock or debt, or a combination
thereof, or sell vessels to finance the acquisition of equipment and
businesses or make improvements to existing equipment.

The Company's cash flow levels and operating revenues are determined
primarily by the size of the Company's offshore marine fleet, rates per
day worked and overall utilization of the Company's offshore marine fleet.
The Company's offshore marine business is directly affected by the
volatility of oil and gas prices, the level of offshore production and
exploration activity and other factors beyond the Company's control.

CASH AND MARKETABLE SECURITIES

Since December 31, 2001, the Company's cash and investments in marketable
securities increased by $6.3 million. At March 31, 2002, cash and
marketable securities totaled $264.3 million, including $180.4 million of
unrestricted cash and cash equivalents, $22.2 million of marketable
securities and $61.7 million of restricted cash. Restricted cash at March

31, 2002 is intended for use in defraying costs to construct U.S.-flag
offshore marine vessels for the Company.

CASH GENERATION AND DEPLOYMENT

OPERATING ACTIVITIES. Cash flow provided from operating activities during
the three-month period ended March 31, 2002 totaled $18.9 million and
increased 61% between comparable quarters due primarily to fleet
acquisitions and higher rates per day worked of the Company's offshore
marine fleet.

INVESTING AND FINANCING ACTIVITIES. During the three-month period ended
March 31, 2002, the Company generated $40.9 million from investing and
financing activities. Seven offshore support vessels were sold for $32.2
million. Available-for-sale securities were sold for $3.1 million.
Additional cash was generated primarily from the settlement of derivative
transactions and the receipt of dividends and principal note payments from
50% or less owned companies.

During the three-month period ended March 31, 2002, the Company used $56.0
million in its investing and financing activities. Capital expenditures
for property and equipment, primarily related to the acquisition of
offshore support vessels, totaled $30.9 million. Two crew and two anchor
handling towing supply vessels constructed for the Company were delivered
and entered operations in the quarter. The Company repaid $12.2 million of
certain outstanding indebtedness. Restricted cash balances rose by $6.4
million as deposits into joint depository construction reserve fund
accounts exceeded reimbursements to the Company. Marketable securities
were acquired for $6.3 million.

CAPITAL EXPENDITURES

As of March 31, 2002, the Company was committed to the construction of 5
crew and 2 supply vessels for an approximate aggregate cost of $51.7
million of which $18.3 million has been expended. The vessels are expected
to enter service within the next two years. At March 31, 2002, the Company
was also committed to the construction of 174 barges at an approximate
aggregate cost of $41.4 million. The Company expects a certain number of
the barges to be purchased by third parties and managed by the Company.
The barges are expected to be delivered at various dates during 2002.

Following quarter end, the Company committed to the construction of one
crew and one supply vessel for an approximate aggregate cost of $17.2
million. The 2 vessels are expected to enter service within the next two
years.

CREDIT FACILITY AND NOTES

REVOLVING CREDIT FACILITY. As of May 7, 2002, the Company had $170.0
million available for borrowing under its revolving credit facility.
Availability under the facility increased by $21.8 million following year
end upon cancellation of a letter of credit that served as guarantee for
note obligations of the Company issued in connection with the acquisition
of Stirling in 2001.

PROMISSORY NOTES DUE PRIOR STIRLING SHAREHOLDERS. On May 3, 2002, the
Company repaid (pound)14.7 million, or $21.4 million, in one year loan
notes, plus accrued interest. The notes were issued in connection with the
acquisition of Stirling in 2001.

RECENT ACCOUNTING PRONOUNCEMENTS

Effective January 1, 2002, the Company adopted Financial Accounting
Standards No. 141 ("SFAS 141"), "Business Combinations," and SFAS 142,
"Goodwill and Other Intangible Assets." Among other changes to prior
practices, the new standards require (i) the use of the purchase method of
accounting for all business combinations, (ii) that goodwill not be
amortized in any circumstance and (iii) that goodwill be tested for
impairment annually or when events or circumstances occur between annual
tests indicating that goodwill for a reporting unit might be impaired
based on a fair value concept. SFAS 142 requires that impairment testing
of the opening goodwill balances be performed within six months from the
start of the fiscal year in which the standard is adopted and that any
impairment be written off and reported as a cumulative effect of a change
in accounting principle. We have completed the impairment test as of
January 1, 2002 and have determined there is no goodwill impairment. The
Company ceased amortization of its remaining goodwill balance effective
January 1, 2002. For the three-month period ended March 31, 2001, goodwill
amortization totaled $.05 million, and adjusted for goodwill amortization,
net income would have been $12.5 million or $0.64 per diluted share.

Effective January 1, 2002, the Company adopted SFAS 144, "Accounting for
the Impairment or Disposal of Long-Lived Assets," which supercedes SFAS

121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of." This new statement also supercedes
certain aspects of Accounting Principle Board Opinion No. 30 ("APB 30"),
"Reporting the Results of Operations-Reporting the Effects of Disposal of
a Segment of a Business, and Extraordinary, Unusual and Infrequently
Occurring Events and Transactions," with regard to reporting the effects
of a disposal of a segment of a business and will require expected future
operating losses from discontinued operations to be reported in
discontinued operations in the period incurred rather than as of the
measurement date as presently required by APB 30. Additionally, certain
dispositions may now qualify for discontinued operations treatment. The
adoption of this statement has not had a material impact on the Company's
financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company has foreign currency exchange risks primarily related to its
offshore marine service vessel operations that are conducted from ports
located in the United Kingdom where its functional currency is Pounds
Sterling. To protect certain of the U.S. dollar value of pound sterling
denominated net assets of the Company from the effects of volatility in
foreign exchange rates that might occur prior to their conversion to U.S.
dollars, the Company may enter into forward exchange contracts. The
forward exchange contracts would enable the Company to sell pounds
sterling in the future at fixed exchange rates to offset the consequences
of changes in foreign exchange on the amount of U.S. dollar cash flows to
be derived from the net assets. The Company considers these forward
exchange contracts as economic hedges of a net investment as the
translation adjustments resulting from the forward exchange contracts move
in the opposite direction from the translation adjustments resulting from
the restatement of its United Kingdom subsidiaries' net assets. At March
31, 2002, there were no outstanding forward exchange contracts for which
hedge accounting criteria were met.

SEACOR has advanced certain of its wholly owned subsidiaries, which are
Pound Sterling functional currency investees, $91.0 million, or
(pound)62.4 million. Repayment of these advances is expected in the
foreseeable future. Until repaid, accounting standards require that
changes in the exchange rate from the transaction date until the
settlement date with respect to these intercompany advances be included in
the determination of net income. A 1% weakening in the exchange rate of
the Pound Sterling against the U.S. dollar would result in the Company's
recognition of a $0.9 million foreign currency transaction loss with
respect to these advances.

The Company has entered into forward exchange contracts that are
considered speculative with respect to Norwegian Kroners, Pounds Sterling
and Euros. The Norwegian Kroner contracts enabled the Company to buy
Norwegian Kroners in the future at fixed exchange rates which could have
offset possible consequences of changes in foreign currency exchange rates
had it decided to conduct business in Norway. The Pound Sterling and Euro
contracts enable the Company to buy Pounds Sterling and Euros in the
future at fixed exchange rates, which could offset possible consequences
of changes in foreign exchange of its business conducted in the United
Kingdom and Europe. At March 31, 2002, there were no outstanding Norwegian
Kroner contracts and the fair market value of its speculative Pound
Sterling and Euro contracts totaled $0.2 million and was reported in the
Condensed Consolidated Balance Sheets as "Trade and other receivables."

Natural gas and crude oil swaps, options, and futures contracts are
employed by the Company to provide it value should the price of natural
gas and crude oil decline, which, if sustained, would lead to a decline in
the Company's offshore assets' market values and cash flows. U.S. treasury
notes and U.S. treasury bonds options and futures contracts provide value
to the Company should the price of U.S. treasury notes and bonds decline
leading to generally higher interest rates which, if sustained over time,
might lead to a higher interest cost for the Company. At March 31, 2002,
the Company's unrealized loss with respect to its positions in commodity
contracts totaled $0.4 million and was reported in the Condensed
Consolidated Balance Sheets as "Other current liabilities." Also at March
31, 2002, the fair market value of the Company's positions in U.S.
treasury obligations totaled $0.1 million and was reported in the
Condensed Consolidated Balance Sheets as "Trade and other receivables."

The Company's debt is primarily in fixed interest rate instruments. While
the fair value of these debt instruments will vary with changes in
interest rates, the Company has fixed most of its cash flow requirements
and operations are not significantly affected by interest rate
fluctuations. For a portion of the Company's fixed debt instruments, the 5
3/8% Notes, the fair value is driven by the conversion feature rather than
interest rates. As of March 31, 2002, $46.3 million aggregate principal
amount of the 5 3/8% Notes was outstanding. The Company's only significant
variable rate debt instrument is its revolving credit facility, under

which the Company had only $30.0 million outstanding at March 31, 2002.
While available for liquidity requirements, the Company has not
historically utilized significant portions of the facility for any
extended periods of time and thus has not been significantly impacted by
fluctuations in interest rates.

In order to reduce its cost of capital, the Company entered into swap
agreements during the fourth quarter of 2001 with a major financial
institution with respect to notional amounts equal to a portion of its
7.2% Senior Notes Due 2009 (the "7.2% Notes"). Pursuant to each such
agreement, such financial institution agreed to pay to the Company an
amount equal to interest paid on the notional amount of the 7.2% Notes
subject to such agreement, and the Company agreed to pay to such financial
institution an amount equal to interest currently at the rate of
approximately 3.3% per annum on the agreed upon price of such notional
amount of the 7.2% Notes as set forth in the applicable swap agreement. At
March 31, 2002, $30.0 million notional principal amount of the 7.2% Notes
were covered by such swap agreements.

Upon termination of each swap agreement, the financial institution agreed
to pay to the Company the amount, if any, by which the fair market value
of the notional amount of the 7.2% Notes subject to the swap agreement on
such date exceeded the agreed upon price of such notional amount as set
forth in such swap agreement, and the Company agreed to pay to such
financial institution the amount, if any, by which the agreed upon price
of such notional amount exceeded the fair market value of such notional
amount on such date. The agreed upon price of such notional amount as set
forth in such swap agreement totaled $30.3 million. At March 31, 2002,
there was an unrealized loss, totaling $1.3 million, which resulted from
the agreed upon price exceeding the fair value of the notional amounts set
forth in the swap agreements. The swap agreements terminate during the
fourth quarter of 2002 unless extended by mutual consent.

PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

A. Exhibits:

None

B. Reports on Form 8-K:

None

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.

SEACOR SMIT INC.
(Registrant)

DATE: MAY 14, 2002 By: /s/ Charles Fabrikant
------------------------------------
Charles Fabrikant, Chairman of the
Board, President and Chief
Executive Officer
(Principal Executive Officer)

DATE: MAY 14, 2002 By: /s/ Randall Blank
------------------------------------
Randall Blank, Executive Vice
President, Chief Financial Officer
and Secretary
(Principal Financial Officer)