form8k-060407.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K/A
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
May
3,
2007
(Date
of
earliest event reported)
Bristow
Group Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or
Other Jurisdiction of Incorporation)
|
|
|
001-31617
|
|
72-0679819
|
|
(Commission
File Number)
|
|
(IRS
Employer Identification No.)
|
|
|
|
2000
W. Sam Houston Parkway South
Suite
1700, Houston, Texas
|
|
77042
|
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
(713)
267-7600
(Registrant’s
Telephone Number, Including Area Code)
Former
Name or Former Address, if Changed Since Last Report:
______________________________
Check
the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation
of
the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangement of Certain Officers.
On
May 8, 2007, Bristow Group Inc. (the “Company”) filed a Current Report on Form
8-K (the “Original Filing”), which incorrectly disclosed that on May 3, 2007,
the Compensation Committee of the Board of Directors of the Company granted
Williams E. Chiles, President and Chief Executive Officer of the Company, 34,000
shares of restricted common stock (the “Award”) under the Bristow Group Inc.
2007 Long Term Incentive Plan and that the grant of the Award was subject to
the
approval of the Company 2007 Long Term Incentive Plan by the stockholders of
the
Company at its Annual General Meeting of Stockholders to be held in August
2007. A copy of an award letter reflecting such incorrect information
was attached as exhibit 10.3 to the Original Filing.
The
Award
was granted under the Company 2004 Stock Incentive Plan and is not subject
to
the approval of the Company 2007 Long Term Incentive Plan by the stockholders
of
the Company. This amendment is filed solely to correct such
information.
Other
than the corrections noted above, the Original Filing is unchanged and is
incorporated herein by reference. A corrected copy of the award
letter is attached hereto as Exhibit 10.3 and is incorporated herein by
reference.
Item
9.01 Financial
Statements and Exhibits.
(c) Exhibits
Exhibit
Number Description
of Exhibit
10.3 William
E. Chiles Restricted Stock Award Document
SIGNATURE
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 hereunto duly
authorized.
Dated:
June 4, 2007
BRISTOW
GROUP
INC.
(Registrant)
By:
/s/
Randall A.
Stafford
Randall
A. Stafford
Vice
President and General Counsel, Corporate Secretary
Exhibit
Index
Exhibit
Number Description
of Exhibit
10.3 William
E. Chiles Restricted Stock Award Document