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                                 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) November 1, 2000

                                  -----------

                          CAL DIVE INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)


                 MINNESOTA                          95-3409686
      (State or other jurisdiction of             (I.R.S. Employer
      incorporation of organization)             Identification No.)


         400 N. SAM HOUSTON PARKWAY E., SUITE 400, HOUSTON, TEXAS 77060
              (Address of Principal Executive Offices) (Zip Code)


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


                                      None
        (Former name, former address and former fiscal year, if changed
                              since last report)

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Item 7.  Financial Statements and Exhibits.

         (c)  Exhibits.

         99.1 - Third Quarter Report to Shareholders of Cal Dive
                International, Inc.


Item 9.  Regulation FD Disclosure

         In accordance with General Instruction B.2. of Form 8-K, the
information incorporated by reference herein should not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of
1933, except as shall be expressly set forth by specific reference in such a
filing.

         The 2000 Third Quarter Report to shareholders which discusses Cal
Dive's third quarter financial results and its forecast for the quarter ending
December 31, 2000 is furnished as Exhibit 99.1 and is incorporated herein by
reference.

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                          CAL DIVE INTERNATIONAL, INC.


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

         Date:  November 1, 2000

                                            CAL DIVE INTERNATIONAL, INC.


                                      By:   /S/ S. JAMES NELSON
                                            --------------------------------
                                            S. James Nelson
                                            Vice Chairman



                                      By:   /s/ A. WADE PURSELL
                                            --------------------------------
                                            A. Wade Pursell
                                            Senior Vice President and
                                            Chief Financial Officer

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                                 EXHIBIT INDEX



         99.1 - Third Quarter Report to Shareholders of Cal Dive
                International, Inc.