UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM T-3

FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES

UNDER THE TRUST INDENTURE ACT OF 1939

TIDEWATER INC.

(Issuer)

CAJUN ACQUISITIONS, LLC

GULF FLEET SUPPLY VESSELS, L.L.C.

HILLIARD OIL & GAS, INC.

JAVA BOAT CORPORATION

MARÉ ALTA DO BRASIL NAVEGAÇÃO LTDA.

PAN MARINE INTERNATIONAL DUTCH HOLDINGS, L.L.C.

POINT MARINE, L.L.C.

QUALITY SHIPYARDS, L.L.C.

S.O.P., INC.

TIDEWATER CORPORATE SERVICES, L.L.C.

TIDEWATER GOM, INC.

TIDEWATER INVESTMENT COÖPERATIEF U.A.

TIDEWATER MARINE, L.L.C.

TIDEWATER MARINE ALASKA, INC.

TIDEWATER MARINE FLEET, L.L.C.

TIDEWATER MARINE HULLS, L.L.C.

TIDEWATER MARINE INTERNATIONAL DUTCH HOLDINGS, L.L.C.

TIDEWATER MARINE SAKHALIN, L.L.C.

TIDEWATER MARINE SHIPS, L.L.C.

TIDEWATER MARINE VESSELS, L.L.C.

TIDEWATER MARINE WESTERN, INC.

TIDEWATER MEXICO HOLDING, L.L.C.

TIDEWATER SUBSEA, L.L.C.

TIDEWATER SUBSEA ROV, L.L.C.

TIDEWATER VENTURE, INC.

TWENTY GRAND (BRAZIL), L.L.C.

TWENTY GRAND MARINE SERVICE, L.L.C.

ZAPATA GULF MARINE L.L.C.

(Guarantors)

(Name of Applicants)

601 Poydras St., Suite 1500

New Orleans, Louisiana 70130

(Address of Principal Executive Offices)

Securities to be Issued Under the Indenture to be Qualified

Approximate date of proposed public offering: As soon as practicable after court approval of the offering of such securities pursuant to the Plan of Reorganization.

The Applicants (as defined herein) hereby amend this Application for Qualification on such date or dates as may be necessary to delay its effectiveness until (i) the 20th day after the filing of an amendment which specifically states that it shall supersede this Application for Qualification, or (ii) such date as the Securities and Exchange Commission, acting pursuant to Section 307(c) of the Trust Indenture Act of 1939 (as amended, the “Trust Indenture Act”), may determine upon the written request of the Applicants.

GENERAL

1. General Information.

Tidewater Inc. (the “Company”) is a Delaware corporation. The guarantors identified below (the “Guarantors” and, together with the Company, the “Applicants”) are organized in the forms and in the jurisdictions indicated below opposite their respective names.

2. Securities Act Exemption Applicable.

Prior to the effective date (the “Effective Date”) and under the Joint Prepackaged Chapter 11 Plan of Reorganization filed by Tidewater Inc. and its Affiliated Debtors pursuant to Chapter 11 of the Bankruptcy Code (as amended or supplemented, the “Plan of Reorganization”), the Applicants intend to offer, in accordance with the terms and conditions set forth in the Plan of Reorganization, $350 million in aggregate principal amount of the Company’s 8% Senior Secured Notes due 2022 (the “New Secured Notes”) to holders of claims (collectively, the holders thereof, the “Allowed Claim Holders”) with respect to the Company’s (i) 3.90% Senior Notes, Series B due 2017; 3.95% Senior Notes, Series C due 2017; 4.12% Senior Notes, Series D due 2018; 4.17% Senior Notes, Series E due 2018;

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4.33% Senior Notes, Series F due 2019; 4.51% Senior Notes, Series G due 2020; 4.56% Senior Notes, Series H due 2020; and 4.61% Senior Notes, Series I due 2022 (collectively, the “2010 Notes”); (ii) 4.06% Senior Notes, Series 2011-A due 2019; 4.64% Senior Notes, Series 2011-B due 2021; and 4.54% Senior Notes, Series 2011-C due 2021 (collectively, the “2011 Notes”); (iii) 4.26% Senior Notes, Series 2013-A due 2020; 5.01% Senior Notes, Series 2013-B due 2023; and 5.16% Senior Notes, Series 2013-C due 2025 (collectively, the “2013 Notes” and together with the 2010 Notes and the 2011 Notes, the “Old Notes” and, collectively, the holders of the Old Notes, the “Old Noteholders”); (iv) Fourth Amended and Restated Revolving Credit Agreement, dated as of June 21, 2013 (collectively, the holders of such claims, the “Bank Lenders”); and (v) certain sale leaseback agreements pursuant to which the Company charters marine vessels and under which payments are due through 2020 and thereafter. The New Secured Notes are being offered in exchange for all outstanding claims of the Allowed Claim Holders, as described in the Proposed Disclosure Statement for Joint Prepackaged Chapter 11 Plan of Reorganization (as may be amended or supplemented, the “Disclosure Statement”), a copy of which is filed as Exhibit T3E.1 to this application. The New Secured Notes will be issued pursuant to the indenture to be qualified under this application (the “Indenture”), a copy of which is filed as Exhibit T3C.1 to this application. Capitalized terms used and not defined herein have the meanings ascribed to them in the Plan of Reorganization.

Generally, Section 1145(a)(1) of Title 11 of the United States Code (the “Bankruptcy Code”) exempts the issuance of securities under a plan of reorganization from registration under the Securities Act of 1933, as amended (the “Securities Act”), and state securities laws if the following three principal requirements are satisfied: (i) the securities must be offered and sold under a plan of reorganization and must be securities of the debtor, an affiliate participating in a joint plan of reorganization with the debtor or a successor to the debtor under the plan of reorganization; (ii) the recipients of the securities must hold a claim against, an interest in, or an administrative expense claim against the debtor; and (iii) the securities must be issued entirely in exchange for the recipient’s claim against or interest in the debtor, or principally in such exchange and partly for cash or property.

The Applicants believe that the issuance of the New Secured Notes under the Plan of Reorganization will satisfy the requirements of Section 1145(a)(1) of the Bankruptcy Code and, therefore, is exempt from the registration requirements referred to above.

AFFILIATIONS

3. Affiliates.

The following is a list of affiliates of the Applicants as of the date of this Application. It is expected that each of the entities listed below will be an affiliate of the Applicants as of the Effective Date as a result of the Plan of Reorganization.

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The Company expects that all of these entities will continue to exist upon consummation of the Plan of Reorganization, in the ownership structure shown above. Additional entities may be formed in connection with the consummation of the Plan of Reorganization or thereafter.

Certain directors and officers of the Applicants may be deemed to be “affiliates” of the Applicants by virtue of their positions with the Applicants. See Item 4, “Directors and Executive Officers.”

Certain persons may be deemed to be “affiliates” of the Applicants by virtue of their anticipated holdings of voting securities of the Applicants. See Item 5, “Principal Owners of Voting Securities.”

MANAGEMENT AND CONTROL

4. Directors and Executive Officers.

The following tables lists the names and offices held by all directors and executive officers of each of the Applicants as of the date of this Application. Unless otherwise stated in any of the tables set forth below, the mailing address for each of the individuals listed below is: c/o Tidewater Inc., 601 Poydras Street, Suite 1500, New Orleans, Louisiana 70130.

New directors of the Company will be designated on the Effective Date in accordance with the applicable provisions of the Plan of Reorganization. The board of directors of the Company that emerges from bankruptcy will have between 7 and 9 members, all but one of whom will be designated by representatives of certain Allowed Claim Holders in accordance with the Plan of Reorganization. The remaining member of the new board will be Jeffrey M. Platt, who is expected to continue in office as Chief Executive Officer of the Company. The final composition of the board of directors of the Company shall be disclosed prior to the entry of the order confirming the Plan of Reorganization.

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The current directors and executive officers of Gulf Fleet Supply Vessels, L.L.C. are the following individuals.

The current directors and executive officers of Hilliard Oil & Gas, Inc. are the following individuals.

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The current directors and executive officers of Java Boat Corporation are the following individuals.

The current directors and executive officers of Maré Alta do Brasil Navegação Ltda. are the following individuals. The mailing address for the individual in the table below is: Rua Odilio Bacelar, 10 – Urca, Rio De Janeiro – RJ 22290-280, Brasil.

The current directors and executive officers of Point Marine, L.L.C. are the following individuals.

The current directors and executive officers of Quality Shipyards, L.L.C. are the following individuals.

The current directors and executive officers of S.O.P., Inc. are the following individuals.

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The current directors and executive officers of Tidewater Corporate Services, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater GOM, Inc. are the following individuals.

The current directors and executive officers of Tidewater Investment Coöperatief U.A. are the following individuals. The mailing address for each of the individuals listed in the table below is: Weena 327, 3013 AL, Rotterdam, The Netherlands.

The current directors and executive officers of Tidewater Marine, L.L.C. are the following individuals.

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The current directors and executive officers of Tidewater Marine Alaska, Inc. are the following individuals.

The current directors and executive officers of Tidewater Marine Fleet, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Marine Hulls, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Marine International Dutch Holdings, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Marine Sakhalin, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Marine Ships, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Marine Vessels, L.L.C. are the following individuals.

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The current directors and executive officers of Tidewater Marine Western, Inc. are the following individuals.

The current directors and executive officers of Tidewater Mexico Holding, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Subsea, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Subsea ROV, L.L.C. are the following individuals.

The current directors and executive officers of Tidewater Venture, Inc. are the following individuals.

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The current directors and executive officers of Twenty Grand (Brazil), L.L.C. are the following individuals.

The current directors and executive officers of Twenty Grand Marine Service, L.L.C. are the following individuals.

The current directors and executive officers of Zapata Gulf Marine L.L.C. are the following individuals.

5. Principal Owners of Voting Securities.

The following tables set forth certain information regarding each person known to the Company to own 10% or more of the voting securities of the Company and each of the Guarantors as of April 18, 2017.

(1) The Company

Following the Effective Date, it is expected that certain of the Allowed Claim Holders may beneficially own 10% or more of a class of the Company’s voting securities pursuant to the Plan of Reorganization.

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(3) Gulf Fleet Supply Vessels, L.L.C.

(4) Hilliard Oil  & Gas, Inc.

(5) Java Boat Corporation

(6) Maré Alta do Brasil Navegação Ltda.

(7) Pan Marine International Dutch Holdings, L.L.C.

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(8) Point Marine, L.L.C.

(9) Quality Shipyards, L.L.C.

(10) S.O.P., Inc.

(11) Tidewater Corporate Services, L.L.C.

(12) Tidewater GOM, Inc.

(13) Tidewater Investment Coöperatief U.A.

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(14) Tidewater Marine, L.L.C.

(15) Tidewater Marine Alaska, Inc.

(16) Tidewater Marine Fleet, L.L.C.

(17) Tidewater Marine Hulls, L.L.C.

(18) Tidewater Marine International Dutch Holdings, L.L.C.

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(19) Tidewater Marine Sakhalin, L.L.C.

(20) Tidewater Marine Ships, L.L.C.

(21) Tidewater Marine Vessels, L.L.C.

(22) Tidewater Marine Western, Inc.

(23) Tidewater Mexico Holding, L.L.C.

(24) Tidewater Subsea, L.L.C.

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(25) Tidewater Subsea ROV, L.L.C.

(26) Tidewater Venture, Inc.

(27) Twenty Grand (Brazil), L.L.C.

(28) Twenty Grand Marine Service, L.L.C.

(29) Zapata Gulf Marine L.L.C.

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UNDERWRITERS

6. Underwriters.

(a) No person acted as an underwriter for the Applicants’ securities within the past three years.

(b) No person is proposed to act as a principal underwriter of the New Secured Notes proposed to be offered pursuant to the Indenture.

CAPITAL SECURITIES

7. Capitalization.

(a) The following tables set forth certain information with respect to each authorized class of securities of the Company and each of the Guarantors as of the date of this Application.

(1) The Company

(ii) On the Effective Date, the listed classes of securities in the table above will be cancelled and will no longer be outstanding, and the Company’s capital structure will consist of new publicly tradable shares of common stock (the “New Common Stock”), the New Secured Notes and warrants (the “Warrants”) to purchase shares of the New Common Stock. The amounts authorized and outstanding of the foregoing securities will be decided in accordance with the confirmation of the Plan of Reorganization.

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(b) Each holder of Common Stock of the Company, both prior to and subsequent to the Effective Date of the Plan of Reorganization, is entitled to one vote for each such security held on all matters submitted to a vote of security holders. Neither the Holders of New Secured Notes nor the Warrants subsequent to the Effective Date will have voting rights.

INDENTURE SECURITIES

8. Analysis of Indenture Provisions.

The New Secured Notes will be subject to the Indenture (the “Indenture”) to be entered into among the Applicants and the trustee named therein (the “Trustee”). The following is a general description of certain provisions of the Indenture, and the description is qualified in its entirety by reference to the form of Indenture included herein as Exhibit T3C.1. Capitalized terms used below and not defined herein have the meanings ascribed to them in the Indenture.

The New Secured Notes will mature 5 years after the Effective Date, and be issued pursuant to the Indenture, in the aggregate principal amount of $350,000,000. The New Secured Notes will bear interest at 8.0% per annum. The New Secured Notes are secured by substantially all assets of the Issuer and Guarantors and have minimum interest coverage requirements, minimum liquidity requirements, and other negative covenants as set forth in the Indenture.

(a) Events of Default; Withholding of Notice of Default.

The Indenture contains certain customary events of default, including: (1) default in the payment of any interest when it becomes due and payable, (2) default in the payment of principal at maturity, (3) default in the performance or breach of any other covenant in the Indenture, which default continues uncured for a period of 30 days after (i) receipt of written notice from the Trustee or (ii) the Company and the Trustee receive written notice from the holders of not less than 25% in principal amount of the New Secured Notes as provided in the Indenture, and (4) certain voluntary or involuntary events of bankruptcy, insolvency or reorganization of the Company.

Except in the case of certain defaults in payment with respect to any New Secured Note, the Trustee may withhold notice if and so long as it in good faith determines that withholding notice is in the interests of the holders of the New Secured Notes.

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(b) Authentication and Delivery of the New Secured Notes; Application of Proceeds.

The New Secured Notes will be signed by one or more officers of the Company. No New Secured Notes will be entitled to any benefit under the Indenture unless it bears a certificate of authentication executed by the Trustee in manual or facsimile signature. The Trustee may appoint an authenticating agent.

The Indenture does not contain any provision regarding the application of proceeds from the issuance of the New Secured Notes.

(c) Release of Collateral.

The New Secured Notes and the guarantees by the Guarantors are expected to be secured by the Collateral (as defined in the Indenture) pursuant to the terms of the Indenture. The Trustee’s liens upon the Collateral will no longer secure the New Secured Notes outstanding under the Indenture or any other obligations under the Indenture, and the right of the holders of the New Secured Notes to the benefits and proceeds of the Trustee’s liens on the Collateral will terminate and be discharged:

(i) upon satisfaction and discharge of this Indenture in accordance with the terms thereof;

(ii) upon payment in full and discharge of all of the New Secured Notes outstanding under the Indenture and all other obligations under the Indenture that are outstanding, due and payable under the Indenture at the time the New Secured Notes are paid in full and discharged (other than contingent indemnity obligations for which no claim has been made);

(iii) as to any Collateral of the Company or the Guarantors that is sold, transferred or otherwise disposed of by the Company or the Guarantors in a transaction or other circumstance that complies with the terms of the Indenture, at the time of such sale, transfer or other disposition;

(iv) in whole or in part, with the consent of the holders of the New Secured Notes of the requisite aggregate principal amount of New Secured Notes in accordance with the Indenture; or

(v) with respect to the assets of the Guarantors, at the time that the Guarantors are released from their guarantees in accordance with the terms of the Indenture.

(d) Satisfaction and Discharge.

The Indenture will be discharged and will cease to be of further effect as to all outstanding New Secured Notes hereunder if (i)(1) all the New Secured Notes theretofore authenticated and delivered have been delivered to the Trustee for cancellation or (2) all the New Secured Notes not theretofore delivered to the Trustee for cancellation (a) have become due and payable, (b) will become due and payable at their Stated Maturity within one year or (c) have been called for redemption or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Issuer and the Company has deposited with the Trustee amounts of consideration sufficient to satisfy the Company’s obligations under the Indenture and pay all other sums due and payable under the Indenture by the Company with respect to the New Secured Notes; and (ii) the Company has delivered to the Trustee an officers’ certificate and an opinion of counsel stating that all conditions precedent under the Indenture relating to the satisfaction and discharge of the Indenture have been complied with.

(e) Evidence of Compliance with Conditions and Covenants.

The Company is required to deliver to the Trustee within 90 days after the end of each fiscal year of the Company an officer’s certificate stating whether the signers thereof have knowledge of any failure by the Company to comply with all conditions and covenants then required to be performed under the Indenture and, if so, specifying each such failure and the nature thereof. The Company is required to deliver to the Trustee within five business days after the Company becomes aware of the occurrence of any event of default or default, written notice setting forth the details of such event of default or default, its status and the action that the Company is taking or proposing to take in respect thereto.

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9. Other Obligors.

Other than the Applicants, no other person is an obligor with respect to the New Secured Notes.

Contents of Application for Qualification.

This Application for Qualification comprises:

(a) Pages numbered 1 to 25, consecutively.

(b) The Statement of Eligibility and Qualification of the Trustee under the Indenture to be qualified . *

(c) The following exhibits in addition to those filed as part of the Statement of Eligibility and Qualification of the Trustee.

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24

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SIGNATURES

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Inc., a corporation organized and existing under the laws of the State of Delaware, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Cajun Acquisitions, LLC, a limited liability company organized and existing under the laws of the State of Delaware, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Gulf Fleet Supply Vessels, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Hilliard Oil & Gas, Inc., a corporation organized and existing under the laws of the State of Nevada, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Java Boat Corporation, a corporation organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Maré Alta do Brasil Navegação Ltda., a limited company organized and existing under the laws of Brazil, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Rio De Janeiro, and Country of Brazil, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Pan Marine International Dutch Holdings, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Point Marine, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Quality Shipyards, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, S.O.P., Inc., a corporation organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Corporate Services, L.L.C., a limited liability company organized and existing under the laws of the State of Delaware, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater GOM, Inc., a corporation organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Investment Coöperatief U.A., an excluded liability cooperative organized and existing under the laws of the Netherlands, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Alaska, Inc., a corporation organized and existing under the laws of the State of Alaska, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Fleet, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Hulls, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine International Dutch Holdings, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Sakhalin, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Ships, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Vessels, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Marine Western, Inc., a corporation organized and existing under the laws of the State of Texas, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Mexico Holding, L.L.C., a limited liability company organized and existing under the laws of the State of Delaware, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Breda, and Country of the Netherlands, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Subsea, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Subsea ROV, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Tidewater Venture, Inc., a corporation organized and existing under the laws of the State of Delaware, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Twenty Grand (Brazil), L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

[Signature Page to Form T-3]

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Twenty Grand Marine Service, L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

Pursuant to the requirements of the Trust Indenture Act of 1939, the applicant, Zapata Gulf Marine L.L.C., a limited liability company organized and existing under the laws of the State of Louisiana, has duly caused this application to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of New Orleans, and State of Louisiana, on the 12th day of May, 2017.

(SEAL)

[Signature Page to Form T-3]

EXHIBIT INDEX

1

2

3