AGREEMENT by and between Transocean Offshore Deepwater Drilling Inc. (the "Company"), a wholly-owned
subsidiary of Transocean Sedco Forex Inc. (the "Parent") and J. Michael Talbert (the "Executive"), dated
effective as of 22 September, 2000 (the "Effective Date").
WHEREAS, the Company and Executive have previously entered into an Employment Agreement dated
effective May 14, 1999 (the "Prior Employment Agreement"); and
WHEREAS, the Prior Employment Agreement became operative effective December 31, 1999 as a result of the
transactions contemplated by the Agreement and Plan of Merger among Schlumberger Limited, Sedco Forex
Holdings Limited and the Parent dated as of July 12, 1999 (the "Merger"); and
WHEREAS, this Agreement replaces the Prior Employment Agreement, which Prior Employment Agreement is
superseded and revoked as of the execution and effectiveness of this Agreement.
NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
1. EMPLOYMENT PERIOD. The Company hereby agrees to continue the Executive in its employ, and the
Executive hereby agrees to remain in the employ of the Company subject to the terms and conditions of this
Agreement, for the period commencing on the Effective Date and ending on December 31, 2003 (the
2. TERMS OF EMPLOYMENT.
(a) Duties. During the Employment Period, and excluding any periods of vacation and sick leave to which the
Executive is entitled, the Executive agrees to devote reasonable attention and time during normal business hours
to the business and affairs of the Company and, to the extent necessary to discharge the responsibilities assigned
to the Executive hereunder, to use the Executive's reasonable best efforts to perform faithfully and efficiently such
responsibilities. During the Employment Period it shall not be a violation of this Agreement for the Executive to
(A) serve on corporate, civic or charitable boards or committees, (B) deliver lectures, fulfill speaking
engagements or teach at edu