SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS Listed below are the only persons who, to the knowledge of the Company, may be deemed to be beneficial owners as of March 16, 2011, of more than 5% of the Company’s shares. Shares Percent of Name <strong>and</strong> Address of Beneficial Owner Beneficially Owned Class(1) FMR LLC ................................ 19,165,692(2) 6.0% 82 Devonshire Street Boston, Massachusetts 02109 (1) The percentage indicated is based on the 319,531,126 outst<strong>and</strong>ing shares at March 16, 2011. (2) The number of shares held by FMR LLC is based on a statement on Schedule 13G filed with the SEC on February 14, 2011, which was filed jointly by FMR LLC, Edward C. Johnson 3d, <strong>and</strong> Fidelity Management & Research Company. According to the filing, FMR LLC has sole voting power over 2,891,991 shares <strong>and</strong> sole dispositive power over 19,165,692 shares <strong>and</strong> shared voting or dispositive power over no shares. Of the shares reported, 15,660,402 shares are beneficially owned by Fidelity Management & Research Company, an investment adviser <strong>and</strong> a wholly-owned subsidiary of FMR LLC, as a result of acting as investment advisor to various investment companies (collectively, the ‘‘Fidelity Funds’’); with respect to these shares, FMR LLC, Mr. Edward C. Johnson 3d <strong>and</strong> each of the Fidelity Funds exercise sole dispositive power <strong>and</strong> the Fidelity Funds’ Board of Trustees exercises sole voting power. P-32
SECURITY OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS The table below shows how many shares each of our directors <strong>and</strong> nominees, each of the Named Executive Officers included in the summary compensation section below <strong>and</strong> all directors <strong>and</strong> executive officers as a group beneficially owned as of March 16, 2011. Shares Subject to Right to Total Acquire Shares Shares Beneficial Beneficially Percent of Name Owned(1)(2) Ownership(3) Owned(2)(3) Class(4) Arnaud A.Y. Bobillier ....................... 22,746 36,117 58,863 * Eric B. Brown ............................. 12,923 37,350 50,273 * Robert L. Long ............................ 0 328,498 328,498 * Steven L. Newman(5) ....................... 21,087 111,539 132,626 * Cheryl D. Richard .......................... 0 11,333 11,333 * Ricardo H. Rosa(6) ......................... 12,216 28,656 40,872 * Ihab M. Toma ............................. 986 7,141 8,127 * W. Richard Anderson ....................... 4,229 0 4,229 * Jagjeet S. Bindra ........................... 0 0 0 * Thomas W. Cason(7) ........................ 10,039 23,537 33,576 * Victor E. Grijalva(8) ........................ 38,029 30,040 68,069 * Steve Lucas ............................... 0 0 0 * Martin B. McNamara ....................... 20,115 30,523 50,638 * Edward R. Muller(9) ........................ 6,553 8,052 14,605 * Robert E. Rose ............................ 7,903 10,188 18,091 * Robert M. Sprague ......................... 1,049 7,455 8,504 * Ian C. Strachan ............................ 4,849 18,725 23,574 * J. Michael Talbert(10) ....................... 3,431 5,859 9,290 * Tan Ek Kia............................... All of directors <strong>and</strong> executive officers as a group 0 0 0 * (18 persons) ............................. 187,609 372,376 559,985 * * Less than 1%. (1) The business address of each director <strong>and</strong> executive officer is c/o <strong>Transocean</strong> Management Ltd., 10 Chemin de Bl<strong>and</strong>onnet, CH-1214, Vernier, Switzerl<strong>and</strong>. None of the shares beneficially owned by our directors or executive officers are pledged as security. (2) Includes shares held in Employee Stock Purchase Plan as follows: Messrs. Brown (708), Bobillier (810), Newman (172), <strong>and</strong> all executive officers as a group (2,378). (3) Includes shares that may be acquired within 60 days from March 16, 2011 through the exercise of options held by Messrs. Bobillier (36,117), Brown (37,350), Long (328,498), Newman (111,539), Richard (11,333), Rosa (28,656), Toma (7,141), Cason (21,215), Grijalva (5,635), McNamara (11,270), Muller (5,730), Rose (10,188), Strachan (11,270), <strong>and</strong> all directors <strong>and</strong> executive officers as a group (308,940). Also includes (a) rights to acquire shares under our deferred compensation plan held by Messrs. Grijalva (16,950), McNamara (11,798) <strong>and</strong> all directors <strong>and</strong> executive officers as a group (28,748); (b) vested deferred units held by Messrs. Cason (2,322), Grijalva (7,455), McNamara (7,455), Muller (2,322), Sprague (7,455), Strachan (7,455), Talbert (5,859), <strong>and</strong> all directors <strong>and</strong> executive officers as a group (40,323), over which such individuals have sole voting power but no dispositive power. Does not include out-of-the-money SARs held by Messrs. Anderson (6,368), Cason (7,640), Muller (7,640), Rose (7,640), <strong>and</strong> all directors <strong>and</strong> executive officers as a group (36,928). The base prices of the SARs of $90.27 per share <strong>and</strong> $107.63 per share were above the closing price for our shares on the NYSE on February 22, 2011 of $81.62 per share. (4) As of March 16, 2011, each listed individual <strong>and</strong> our directors <strong>and</strong> executive officers as a group beneficially owned less than 1.0% of the outst<strong>and</strong>ing shares. (5) Includes 172 shares held in a joint account with his wife. (6) Includes 175 shares held in a joint account with his wife. (7) Includes 2,950 shares held in a joint account with his wife. (8) Includes 1,427 shares held by his wife in her separate account. (9) Includes 6,389 shares held in a family trust with Mr. Muller <strong>and</strong> his wife serving as trustees. (10) Includes an aggregate of 1,629 shares held in joint accounts with his wife. P-33
- Page 1 and 2: Transocean Proxy Statement and 2010
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(2) Shareholders may, upon the term
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3 Der Verwaltungsrat ist ermächtig
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Annex C Amended Article 22 of the A
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TRANSOCEAN LTD. AND SUBSIDIARIES IN
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Item 1. Business PART I Overview Tr
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Jackup rigs are mobile self-elevati
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Midwater Floaters The following tab
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Markets Our operations are geograph
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Integrated Services From time to ti
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Item 1A. Risk Factors Risks related
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Our business depends on the level o
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events” above. Our inability to r
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The application of the Working Time
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We are subject to litigation that,
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these tests, “passive income” i
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Item 2. Properties The description
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LDEQ would not rescind the enforcem
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Patent litigation—In 2007, severa
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Executive Officers of the Registran
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PART II Item 5. Market for Registra
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the “virtual second trading line
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Item 6. Selected Financial Data The
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payment of $453 million. In connect
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Midwater Floaters—For our Midwate
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Fleet average daily revenue—The f
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services operations and (d) approxi
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Depreciation, depletion and amortiz
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AR-49 Years ended December 31, 2010
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applicable margin, ranging from 3.1
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Contractual obligations—As of Dec
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Plan assets—We review our investm
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Ports and Waterways Safety Act, the
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such U.S. business. In November 200
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Related Party Transactions Pacific
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and the long-term impact of those u
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in partial exposure to foreign exch
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REPORT OF INDEPENDENT REGISTERED PU
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To the General Meeting of Transocea
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TRANSOCEAN LTD. AND SUBSIDIARIES CO
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Note 13—Postemployment Benefit Pl
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PART III Item 10. Directors, Execut
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(3) Exhibits The following exhibits
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4.26 Third Supplemental Indenture,
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* 10.36 GlobalSantaFe Corporation 2
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SIGNATURES Pursuant to the requirem
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TRANSOCEAN LTD. STATUTORY FINANCIAL
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TRANSOCEAN LTD. STATEMENT OF OPERAT
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Note 1—General TRANSOCEAN LTD. NO
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As of December 31, 2009 Name TRANSO
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As of December 31, 2009 TRANSOCEAN
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provided, however, that: TRANSOCEAN
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Transocean is a leading internation
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Under the terms and conditions cont
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As of December 31, 2010, December 3
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3. Board of Directors 3.1/ The memb
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Corporation during 1994 and 1995 an
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� Members of Executive Management
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Long-Term Incentive Plan The annual
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Pension Benefits for Fiscal Year 20
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Our Articles of Association further
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7. Mandatory Offer Requirement / Ch
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Annex 1 Subsidiaries of Transocean
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Name Jurisdiction Registered Office
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Name Jurisdiction Registered Office
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Board Of Directors Robert E. Rose C