First Amendment to Transocean Sedco Forex Inc. Employee Stock Purchase Plan

Summary

Transocean Sedco Forex Inc. has amended its Employee Stock Purchase Plan, effective January 31, 2001. The amendment changes the rules regarding the source and total number of ordinary shares available under the plan, setting a maximum of 1,500,000 shares that can be issued, regardless of whether they are newly issued, reacquired, or purchased on the open market. This amendment was executed by the company's Corporate Secretary.

EX-10.7 8 0008.txt 1ST AMENDMENT TO EMPLOYEE STOCK PURCHASE PLAN. EXHIBIT 10.7 TRANSOCEAN SEDCO FOREX INC. EMPLOYEE STOCK PURCHASE PLAN (As Amended and Restated Effective January 1, 2000) First Amendment Transocean Sedco Forex Inc., a Cayman Islands exempted company, having reserved the right under Section 19 of the Transocean Sedco Forex Inc. Employee Stock Purchase Plan, as amended and restated effective January 1, 2000 (the "Plan"), to amend the Plan, does hereby amend the first paragraph of Section 3 of the Plan, effective as of January 31, 2001, to read as follows: "The Ordinary Shares subject to issuance under the terms of the Plan shall be shares of Transocean's authorized but unissued Ordinary Shares, previously issued Ordinary Shares reacquired and held by Transocean or Ordinary Shares purchased on the open market. The aggregate number of Ordinary Shares which may be issued under the Plan shall not exceed one million five hundred thousand (1,500,000) Ordinary Shares. All Ordinary Shares purchased under the Plan, regardless of source, shall be counted against the one million five hundred thousand (1,500,000) Ordinary Share limitation." IN WITNESS WHEREOF, this First Amendment has been executed effective as of January 31, 2001. TRANSOCEAN SEDCO FOREX INC. By: /s/ ERIC B. BROWN -------------------------------- Eric B. Brown Corporate Secretary