SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 1-5471
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
GLOBAL MARINE SAVINGS INCENTIVE PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
GLOBAL MARINE INC.
777 N. Eldridge Parkway
Houston, Texas 77079-4493
<PAGE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
WITH REPORT OF INDEPENDENT ACCOUNTANTS
As of December 31, 1997 and 1996, and
for the Year Ended December 31, 1997
<PAGE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
TABLE OF CONTENTS
Page
----
Report of Independent Accountants 2
Financial Statements:
Statement of Net Assets Available For Benefits, with Fund
Information, as of December 31, 1997 and 1996 3
Statement of Changes In Net Assets Available For Benefits,
with Fund Information, for the Year Ended December 31, 1997 4
Notes to Financial Statements 5
Supplemental Schedules:
Item 27a - Schedule of Assets Held For Investment Purposes
as of December 31, 1997 11
Item 27d - Schedule of Reportable Transactions for the Year
Ended December 31, 1997 12
All other schedules are omitted because they are not applicable.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrator of the
Global Marine Savings Incentive Plan:
We have audited the accompanying statement of net assets available for
benefits of the Global Marine Savings Incentive Plan (the "Plan") as
of December 31, 1997 and 1996, and the related statement of changes in
net assets available for benefits for the year ended December 31, 1997.
These financial statements are the responsibility of the management of
Global Marine Corporate Services Inc. (the Plan sponsor). Our
responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits
of the Plan as of December 31, 1997 and 1996, and the changes in net
assets available for benefits for the year ended December 31, 1997, in
conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
Plan financial statements taken as a whole. The supplemental schedules
identified in the table of contents on page 1 are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The Fund
Information in the statement of net assets available for benefits and the
statement of changes in net assets available for benefits is presented
for purposes of additional analysis rather than to present the net assets
available for plan benefits and changes in net assets available for plan
benefits of each fund. The supplemental schedules and Fund Information
have been subjected to the auditing procedures applied in the audits of
the basic financial statements and, in our opinion, are fairly stated in
all material respects in relation to the basic financial statements taken
as a whole.
/s/ Coopers & Lybrand L.L.P.
Houston, Texas
June 19, 1998
<PAGE>
<TABLE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Statement of Net Assets Available For Benefits, with Fund Information
as of December 31, 1997 and 1996
<CAPTION>
Participant Directed
__________________________________________________________________________________
Retirement U.S.
Money Managed Intermediate Equity- Equity Blue Chip
Market Income Bond Income Index Magellan Growth
---------- ------- ------------ ------ ------ -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
December 31, 1997:
Assets:
Investments, at
fair value $1,938,265 $2,067,304 $316,086 $6,592,195 $563,769 $8,490,566 $2,353,758
---------- ---------- -------- ---------- -------- ---------- ----------
Net Assets Available
for Benefits $1,938,265 $2,067,304 $316,086 $6,592,195 $563,769 $8,490,566 $2,353,758
========== ========== ======== ========== ======== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
_________________________________________________
Asset Low-Priced Diversified GMI Participant
Manager Stock Internat'l Stock Loans Total
------- ---------- ----------- ----- ----------- -----
<S> <C> <C> <C> <C> <C> <C>
December 31, 1997:
Assets:
Investments, at
fair value $1,044,983 $958,354 $298,481 $11,197,492 $1,071,970 $36,893,223
---------- -------- -------- ----------- ---------- -----------
Net Assets Available
for Benefits $1,044,983 $958,354 $298,481 $11,197,492 $1,071,970 $36,893,223
========== ======== ======== =========== ========== ===========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Participant Directed
___________________________________________________________________________
Retirement
Money Managed Intermediate Equity- Blue Chip
Market Income Bond Income Magellan Growth
---------- ------- ------------ ------ -------- ---------
<S> <C> <C> <C> <C> <C> <C>
December 31, 1996:
Assets:
Investments, at
fair value $1,973,590 $1,953,006 $141,955 $4,528,393 $7,713,178 $1,553,838
---------- ---------- -------- ---------- ---------- ----------
Net Assets Available
for Benefits $1,973,590 $1,953,006 $141,955 $4,528,393 $7,713,178 $1,553,838
========== ========== ======== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
________________________
Asset GMI Participant
Manager Stock Loans Total
------- ----- ----------- -----
<S> <C> <C> <C> <C>
December 31, 1996:
Assets:
Investments, at
fair value $ 311,949 $ 8,770,143 $ 960,669 $27,906,721
---------- ----------- ---------- -----------
Net Assets Available
for Benefits $ 311,949 $ 8,770,143 $ 960,669 $27,906,721
========== =========== ========== ===========
</TABLE>
The accompanying notes are an
integral part of the financial statements.
<PAGE>
<TABLE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Statement of Changes In Net Assets Available For Benefits, with Fund Information
for the Year Ended December 31, 1997
<CAPTION>
Participant Directed
___________________________________________________________________________________
Retirement U.S.
Money Managed Intermediate Equity- Equity Blue Chip
Market Income Bond Income Index Magellan Growth
---------- ------- ------------ ------ ------ -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
Employer contributions $ 94,233 $ 68,291 $ 15,455 $ 188,977 $ 9,044 $ 263,843 $ 97,482
Employee contributions 281,890 232,072 51,494 675,314 41,879 860,359 399,376
Transfers in 650,891 503,814 254,351 795,857 629,206 361,273 456,459
Interest income 99,168 118,028 11,066 - - - -
Dividend income - - - 354,505 9,840 539,363 109,419
Net appreciation - - 2,308 1,093,473 73,490 1,196,429 339,276
---------- ---------- -------- ---------- -------- ---------- ----------
Total additions 1,126,182 922,205 334,674 3,108,126 763,459 3,221,267 1,402,012
---------- ---------- -------- ---------- -------- ---------- ----------
Deductions:
Benefit payments 76,970 80,397 32,716 249,295 151,780 295,533 71,387
Administrative fees 3,623 1,975 344 2,611 - 2,022 168
Transfers out 1,080,914 725,535 127,483 792,418 47,910 2,146,324 530,537
---------- ---------- -------- ---------- -------- ---------- ----------
Total deductions 1,161,507 807,907 160,543 1,044,324 199,690 2,443,879 602,092
---------- ---------- -------- ---------- -------- ---------- ----------
Net additions (deductions) (35,325) 114,298 174,131 2,063,802 563,769 777,388 799,920
Net assets available,
beginning of year 1,973,590 1,953,006 141,955 4,528,393 - 7,713,178 1,553,838
---------- ---------- -------- ---------- -------- ---------- ----------
Net assets available,
end of year $1,938,265 $2,067,304 $316,086 $6,592,195 $563,769 $8,490,566 $2,353,758
========== ========== ======== ========== ======== ========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Participant Directed
__________________________________________________
Asset Low-Priced Diversified GMI Participant
Manager Stock Internat'l Stock Loans Total
------- ---------- ----------- ----- ----------- -----
<S> <C> <C> <C> <C> <C> <C>
Additions:
Employer contributions $ 21,079 $ 16,256 $ 9,216 $ 204,005 $ 987,881
Employee contributions 84,399 69,628 43,878 749,557 3,489,846
Transfers in 682,415 755,589 298,184 2,092,631 $ 491,096 7,971,766
Interest income - - - - 82,952 311,214
Dividend income 81,550 60,090 10,534 - - 1,165,301
Net appreciation 15,928 93,117 16,236 2,063,343 - 4,893,600
---------- -------- -------- ----------- ---------- -----------
Total additions 885,371 994,680 378,048 5,109,536 574,048 18,819,608
---------- -------- -------- ----------- ---------- -----------
Deductions:
Benefit payments 113,135 660 - 758,211 20,261 1,850,345
Administrative fees 84 4 43 121 - 10,995
Transfers out 39,118 35,662 79,524 1,923,855 442,486 7,971,766
---------- -------- -------- ----------- ---------- -----------
Total deductions 152,337 36,326 79,567 2,682,187 462,747 9,833,106
---------- -------- -------- ----------- ---------- -----------
Net additions (deductions) 733,034 958,354 298,481 2,427,349 111,301 8,986,502
Net assets available,
beginning of year 311,949 - - 8,770,143 960,669 27,906,721
---------- -------- -------- ----------- ---------- -----------
Net assets available,
end of year $1,044,983 $958,354 $298,481 $11,197,492 $1,071,970 $36,893,223
========== ======== ======== =========== ========== ===========
</TABLE>
The accompanying notes are an
integral part of the financial statements.
<PAGE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Notes to Financial Statements
December 31, 1997
1. Description of the Plan
The following brief description of the Global Marine Savings Incentive Plan
(the "Plan") is provided for general informational purposes only. For more
complete information, participants should refer to the "Savings Incentive
Plan" section of the Global Marine Employee Handbook, to the "Information
for Participants" document and other documents constituting a prospectus
under the Securities Act of 1933, and to the Plan document.
General
The Plan is a defined contribution plan covering all employees of the Plan
sponsor, Global Marine Corporate Services Inc. ("GMCSI"), and of each
Participating Employer, as defined in the Plan, who are U.S. citizens or
resident aliens. Prior to March 1, 1998, employees were required to have at
least one year of service, have completed at least 1,000 hours of service
during that year, and be twenty-one years of age or older to be eligible
to participate. Effective March 1, 1998, the minimum service and age
requirements were removed from the Plan. The Plan is subject to the
provisions of sections 401(a), 401(k) and 501(a) of the Internal Revenue
Code of 1986, and the provisions of the Employee Retirement Income Security
Act of 1974.
Contributions
Each participant may elect to defer in any whole percent a portion of his
or her compensation for each pay period, from a minimum of one percent to a
maximum of six percent, as a pretax basic contribution. Each participant
may also elect to defer in any whole percent an additional one to nine
percent of his or her compensation for each pay period as a pretax excess
contribution, provided, however, that the combined total of the pretax basic
contribution and the pretax excess contribution cannot exceed fifteen percent
of compensation. Prior to July 1, 1998, the employer matched pretax basic
contributions in an amount equal to 100 percent of the first one percent of
compensation contributed, 50 percent of the second one percent of compensation
contributed, and 25 percent of each of the next four percentage points of
compensation contributed. Effective July 1, 1998, the employer will match
dollar for dollar each participant's pretax basic contribution. The employer
does not make matching contributions on pretax excess contributions. Each
participant's annual contribution shall not exceed the maximum amount allowed
for deferral for U.S. federal income tax purposes, which, for 1997, was $9,500.
The amount of a participant's annual compensation which may be taken into
account for purposes of determining the amount of the employer match or for
any other purpose under the Plan shall not exceed an amount prescribed annually
by the Internal Revenue Service ("IRS"). The prescribed amount was $160,000
for 1997. Each participant's employee and employer accounts are fully vested
and nonforfeitable at all times, except as noted below.
The amount that can be deferred by any participant who is designated as a
highly compensated employee ("HCE") under IRS guidelines may be limited to
an amount which is less than the maximum annual deferral amount prescribed
by the IRS. Whether or not such limitations are imposed in a given year
will depend on whether the Plan passes certain tests with respect to the
deferral rates of HCEs in comparison with non-HCEs. Failure to pass these
tests may result in the refunding of a portion of each HCE's employee
contribution for the year and the inclusion of such amount in his or her
taxable income for the year. Any matching employer contribution on such
refunded amount will (i) be forfeited by the participant and applied
<PAGE>
to reduce the employer's matching contribution for the following year, (ii)
if so determined by the Compensation Committee of the Board of Directors of
Global Marine Inc. ("GMI") and ratified by GMCSI's Board of Directors, be
distributed to the participants to whose accounts such excess contributions
were originally allocated and included in the participants' taxable earnings
for the year, or (iii) be otherwise allocated in a nondiscriminatory manner.
There were no excess participant contributions attributable to HCEs in
either 1997 or 1996 required to be refunded to participants.
Account Valuation and Payment of Benefits
Participant account balances are valued as of the close of each business day.
Participants are eligible for a distribution following termination of service,
financial hardship, as defined by the Plan, or attainment of age 59-1/2.
Participants or beneficiaries will receive their benefits in a single lump-sum
distribution. Hardship withdrawals are limited to participant contributions
and earnings thereon as of December 31, 1988, plus participant contributions
and rollovers made thereafter.
Investment Options
Participants may elect to have their employee and employer contributions
invested in one or more of the investment options listed below. Each of
the Fidelity funds listed below, with the exception of the Managed Income
Portfolio, is an open-end, diversified management investment company managed
by Fidelity Management & Research Company ("FMRC"). The Managed Income
Portfolio is a commingled pool of investments managed by Fidelity Management
Trust Company ("FMTC"). The number of participants in each investment option
as of December 31, 1997 is noted parenthetically.
FIDELITY RETIREMENT MONEY MARKET PORTFOLIO - (254) A money market fund
managed with the objective of seeking as high a level of income as is
consistent with the preservation of capital and liquidity. The fund
invests in U.S. dollar-denominated money-market instruments of U.S. and
foreign issuers, short-term corporate obligations, U.S. government
obligations and certificates of deposit.
FIDELITY MANAGED INCOME PORTFOLIO - (238) A commingled pool of short-term
and long-term investment contracts issued by insurance companies, banks
or other approved financial institutions managed with the objective of
preservation of capital and a competitive level of income over time. The
average portfolio maturity generally ranges from two to three years.
FIDELITY INTERMEDIATE BOND FUND - (69) A fixed-income security fund
managed with the objective of seeking a high level of current income by
investing in investment-grade corporate debt obligations, obligations
issued or guaranteed by the U.S. government or any of its agencies and
obligations of U.S. banks, including certificates of deposit and bankers'
acceptances. The average portfolio maturity ranges from three to ten
years. The values of the securities in this fund will vary with interest
rates, and the yield will fluctuate with market conditions.
<PAGE>
SPARTAN U.S. EQUITY INDEX PORTFOLIO - (34) A growth and income fund which
seeks to duplicate the composition and total return of the Standard and
Poor's 500 Stock Index (the "S&P 500"). The S&P 500 is a widely recognized
unmanaged index of 500 common stocks chosen for market value, liquidity
and industry group representation. The index is market-value weighted
with each stock's weight proportionate to its market value (stock price
times the number of shares outstanding) in relation to the market value
of all stocks in the index.
FIDELITY EQUITY-INCOME FUND - (454) An income-oriented stock fund managed
with the objective of achieving yields exceeding the composite yield on
securities comprising the S&P 500 Stock Index with the potential for
capital growth. Investments consist primarily of common and preferred
stocks and debt obligations convertible into common stocks.
FIDELITY MAGELLAN FUND - (512) An aggressive stock fund managed with the
objective of seeking long-term capital appreciation by investing primarily
in common stocks and securities convertible into common stocks of both
well-known and lesser-known domestic, foreign and multinational companies.
FIDELITY BLUE CHIP GROWTH FUND - (286) A common stock fund managed with
the objective of seeking growth of capital over the long term by investing
in a diversified portfolio of common stocks of well-known and established
companies. Most of the fund investments are in companies included in the
S&P 500 Stock Index or in the Dow Jones Industrial Average.
FIDELITY ASSET MANAGER FUND - (79) A fund managed with the objective of
seeking a high total return with reduced risk over the long term. The
fund invests in a mix of domestic and foreign equities, bonds and
short-term debt instruments. The mix is gradually adjusted to respond
to changing market conditions. The fund's managers define a neutral mix
as 10% of assets in short-term debt instruments, 40% in intermediate to
long-term bonds, and 50% in equity securities. The actual range for each
category is zero to 50% in short-term debt instruments, 20% to 60% in
intermediate- to long-term bonds, and 30% to 70% in equities.
FIDELITY LOW-PRICED STOCK FUND - (58) An aggressive growth fund that
invests in stocks That the fund's manager considers to be low-priced at
the time of purchase ($35 per share, or less).
FIDELITY DIVERSIFIED INTERNATIONAL FUND - (41) A fund investing primarily
in foreign equity securities seeking to achieve capital growth greater
than the Morgan Stanley Capital International Europe, Australasia, Far
East ("EAFE") Index. The EAFE is an unmanaged index of common stocks of
over 1,000 foreign companies.
GLOBAL MARINE INC. STOCK FUND - (372) An unmanaged fund composed solely
of common stock of GMI.
<PAGE>
Participant Loans
Under the Plan's loan feature, participants may borrow from their accounts
by transferring from their fund balances a minimum of $1,000 up to a maximum
amount equal to the lesser of $50,000 or 50 percent of their fund balances,
excluding amounts invested in the GMI Stock Fund. Participants may initiate
one home loan and one general-purpose loan per calendar year but may have
only one of each type of loan outstanding at any time. Loan terms range
from six months to five years for general-purpose loans and from five to
fifteen years for home loans. The loans are collateralized by the balances
in the participants' accounts and bear interest at rates determined from
time to time by the Plan administrative committee. Interest rates on loans
outstanding as of December 31, 1997, ranged from 8-1/4% to 8-3/4%. Principal
and interest are paid through monthly payroll deductions. Loan fees are
deducted from participant accounts.
2. Summary of Significant Accounting Policies
The financial statements of the Plan were prepared on an accrual basis in
accordance with generally accepted accounting principles.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of asset additions and deductions during the reporting
period. Actual results could differ from those estimates.
The Plan's investments are stated at fair value. Shares in the funds managed
by FMRC and FMTC were valued based on their quoted closing net asset values
per share. The shares of GMI common stock were valued at the quoted closing
market price per share. Participant loans were valued at cost, which
approximated fair value. Purchases and sales of shares were recorded on a
trade-date basis.
The net appreciation or depreciation presented in the statement of changes
in net assets available for benefits consists of the realized gains or losses
on shares redeemed or sold during the year and the net change in unrealized
appreciation or depreciation on shares held at year end.
Custodial and record-keeping fees charged by FMTC, the Plan trustee, were
paid by GMCSI and were not charged to the Plan. Participant loan initiation
and maintenance fees were paid by the applicable participant. No charge was
made to the Plan for GMCSI's applicable administrative costs.
3. Amendments
The first amendment to the Plan, as amended and restated effective October 1,
1995, was adopted May 12, 1997. Under the amendment, which became effective
October 1, 1995, the account of each participant who terminates service will
be charged an administrative fee, currently $60 per year beginning one year
after termination, if the participant does not elect to receive his or her
benefits from the Plan. In addition, the amendment added three new investment
options, the Fidelity U.S. Equity Index Portfolio (later renamed the
<PAGE>
Spartan U.S. Equity Index Portfolio), the Fidelity Low-Priced Stock Fund, and
the Fidelity Diversified International Fund, effective January 6, 1997.
The second amendment to the Plan was adopted February 25, 1998. Among other
things, the second amendment removed the minimum service and age requirements
as conditions for participation in the Plan effective March 1, 1998.
The third amendment to the Plan was adopted June 19, 1998. This amendment
increased the amount of the employer match effective July 1, 1998, to 100
percent of each participant's first six percent of compensation contributed
to the Plan. As a result of the increase in the employer match, the deferral
rates among HCEs will no longer be limited under the nondiscrimination testing
requirements effective January 1, 1999.
4. Related Party Transactions
One of the Plan's fund managers, FMTC, is also the trustee as defined by
the Plan. The Plan's other fund manager, FMRC, is an affiliate of FMTC.
Purchases and sales of shares of funds managed by FMTC and FMRC are
considered exempt party-in-interest transactions by the U.S. Department of
Labor.
5. Tax Status
The Plan is designed to constitute a qualified plan under section 401(a) of
the Internal Revenue Code ("IRC") and is not subject to federal income taxes.
The IRS issued its latest determination letter dated March 23, 1994. In the
letter, the IRS stated that the Plan was in compliance with the applicable
requirements of the Internal Revenue Code. Although the Plan has been further
amended, the Plan administrator and tax counsel believe that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the IRC. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
<TABLE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Item 27a - Schedule of Assets Held For Investment Purposes
as of December 31, 1997
<CAPTION>
Number
of Current
Identity of Issue Description Shares Cost(1) Value
----------------- ----------- ------ ------ -------
<S> <S> <C> <C> <C>
Fidelity Retirement Money
Market Portfolio Money market fund 1,938,265 $ 1,938,265 $ 1,938,265
Fidelity Managed Income
Portfolio Commingled pool of
investment contracts,
issued by banks and
insurance companies 2,067,304 2,067,304 2,067,304
Fidelity Intermediate
Bond Fund Bond fund 31,080 314,215 316,086
Fidelity Equity-Income
Fund Stock and bond fund 125,781 4,646,564 6,592,195
Spartan U.S. Equity Index
Portfolio Common stock fund 16,117 502,849 563,769
Fidelity Magellan Fund Common stock fund 89,121 6,388,122 8,490,566
Fidelity Blue Chip
Growth Fund Common stock fund 59,649 1,964,100 2,353,758
Fidelity Asset Manager
Fund Stock, bond, and short-
term instrument fund 56,947 1,037,671 1,044,983
Fidelity Low-Priced
Stock Fund Common stock fund 38,136 866,381 958,354
Fidelity Diversified
International Fund Foreign stock fund 18,505 291,205 298,481
GMI Stock Fund Shares of GMI common
stock 455,868 5,480,529 11,197,492
Participant Loans Loans to participants,
at annual rates of
interest ranging from
8-1/4% to 8-3/4% - - 1,071,970
----------- -----------
$25,497,205 $36,893,223
=========== ===========
</TABLE>
__________________
(1) Cost was determined based on historical cost.
<PAGE>
<TABLE>
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1997
<CAPTION>
Purchase Selling Cost of Current Net Gain
Identity of Party Description of Asset Price Price Asset Value(1) or (Loss)(2)
- ----------------- -------------------- -------- ------- ------- ------- -----------
<S> <S> <C> <C> <C> <C> <C>
Series of
Transactions:
FMRC Purchases of Retirement
Money Market Portfolio,
at various times during
the year $1,126,182 N/A N/A $1,126,182 N/A
FMRC Sales of Retirement
Money Market Portfolio,
at various times during
the year N/A $1,161,507 $1,161,507 $1,161,507 -
FMRC Purchases of Equity-
Income Fund, at various
times during the year $2,014,653 N/A N/A $2,014,653 N/A
FMRC Sales of Equity-Income
Fund, at various times
during the year N/A $1,044,324 $799,176 $1,044,324 $245,148
FMRC Purchases of Magellan
Fund, at various times
during the year $2,024,838 N/A N/A $2,024,838 N/A
FMRC Sales of Magellan Fund,
at various times during
the year N/A $2,443,879 $1,910,174 $2,443,879 $533,705
FMTC Purchases of Managed
Income Portfolio, at
various times during
the year $922,205 N/A N/A $922,205 N/A
FMTC Sales of Managed Income
Portfolio, at various
times during the year N/A $807,907 $807,907 $807,907 -
FMRC Purchases of Blue Chip
Growth Fund, at various
times during the year $1,062,736 N/A N/A $1,062,736 N/A
FMRC Sales of Blue Chip
Growth Fund, at various
times during the year N/A $602,092 $523,425 $602,092 $78,667
FMTC Purchases of GMI common
stock, at various times
during the year $3,046,193 N/A N/A $3,046,193 N/A
FMTC Sales of GMI common
stock, at various times
during the year N/A $2,682,187 $954,487 $2,682,187 $1,727,700
</TABLE>
Normal expenses associated with asset purchases are included in the asset
cost and are not disclosed separately. All other required information which
is not presented here has been omitted for the reason that such information
is not applicable, or can be obtained from information found elsewhere in the
financial statements.
________________________
(1) On transaction date.
(2) Gain or loss on sale transactions was computed using the average-cost
method.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have
duly caused this Annual Report to be signed on its behalf by the undersigned
hereunto duly authorized.
GLOBAL MARINE SAVINGS INCENTIVE PLAN
Date: June 22, 1998 By: /s/ W. Matt Ralls
--------------------------------
Chairman of the Administrative
Committee of the Global Marine
Savings Incentive Plan
EXHIBIT INDEX
-------------
Exhibit
Number Description
- ------ -----------
23.1 Consent of Independent Accountants
EXHIBIT 23.1
------------
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference of our report dated
June 19, 1998 on our audits of the financial statements and supplemental
schedules for the Global Marine Savings Incentive Plan (the "Plan"), as
of December 31, 1997 and 1996, and for the year ended December 31, 1997,
which report is included in this Annual Report on Form 11-K, into the
registration statement on Form S-8 of Global Marine Inc. (Registration
No. 33-40266) pertaining to 1,000,000 shares of Global Marine Inc. Common
Stock, par value $.10 per share, to be offered or sold pursuant to the
Plan.
/s/ Coopers & Lybrand L.L.P.
Houston, Texas
June 22, 1998
