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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the quarterly period ended September 30, 2003

Commission File Number: 33-42039

SEABULK AMERICA PARTNERSHIP, LTD.

|                                |  |                                 
|------------------------------- |  | --------------------------------
|State of Incorporation: Florida |  | I.R.S. Employer I.D.: 59-2324484

Address and Telephone Number:
2200 Eller Drive
P.O. Box 13038
Ft. Lauderdale, Florida 33316
(954) 523-2200

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past ninety days. YES o NO x

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). YES o NO x

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by
Section 12, 13 or 15(d) of the Securities Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court. YES x NO o



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SEABULK AMERICA PARTNERSHIP, LTD.

Index

|          |  |                                                                                          |   |     
|--------- |  | ---------------------------------------------------------------------------------------- | - | ----
|          |  |                                                                                          |   | Page
|          |  |                                                                                          |   |     
|Part I.   |  | Financial Information                                                                    |   |     
|          |  |                                                                                          |   |     
|Item 1.   |  | Financial Statements (Unaudited)                                                         |   | 1   
|          |  |                                                                                          |   |     
|          |  | Balance Sheets at September 30, 2003 and December 31, 2002                               |   | 1   
|          |  |                                                                                          |   |     
|          |  | Statements of Operations for the three and nine months ended
September 30, 2003 and 2002 |   | 2   
|          |  |                                                                                          |   |     
|          |  | Statements of Cash Flows for the nine months ended
September 30, 2003 and 2002           |   | 3   
|          |  |                                                                                          |   |     
|          |  | Notes to Financial Statements                                                            |   | 4   
|          |  |                                                                                          |   |     
|Item 2.   |  | Managements Discussion and Analysis of Financial Condition and Results of Operations    |   | 7   
|          |  |                                                                                          |   |     
|Item 3.   |  | Quantitative and Qualitative Disclosure of Market Risk                                   |   | 7   
|          |  |                                                                                          |   |     
|Item 4.   |  | Controls and Procedures                                                                  |   | 7   
|          |  |                                                                                          |   |     
|Part II.  |  | Other Information                                                                        |   |     
|          |  |                                                                                          |   |     
|Item 1.   |  | Legal Proceedings                                                                        |   | 8   
|          |  |                                                                                          |   |     
|Item 2.   |  | Changes in Securities                                                                    |   | 8   
|          |  |                                                                                          |   |     
|Item 3.   |  | Default Upon Senior Securities                                                           |   | 8   
|          |  |                                                                                          |   |     
|Item 4.   |  | Submission of Matters to a Vote of Security Holders                                      |   | 8   
|          |  |                                                                                          |   |     
|Item 5.   |  | Other Information                                                                        |   | 8   
|          |  |                                                                                          |   |     
|Item 6.   |  | Exhibits and Reports on Form 8-K                                                         |   | 8   
|          |  |                                                                                          |   |     
|Signature |  |                                                                                          | 9





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Seabulk America Partnership, Ltd.

Balance Sheets (Unaudited)


(in thousands)


|                                  |                            |                           |                                         |       |               |       |              |       |       |       | 
|--------------------------------- | -------------------------- | ------------------------- | --------------------------------------- | ----- | ------------- | ----- | ------------ | ----- | ----- | ----- | 
|                                  |                            |                           |                                         |       | September 30, |       | December 31,
|                                  |                            |                           |                                         |       | 2003          |       | 2002        
|                                  |                            |                           |                                         |       |               |       |             
|ASSETS                            |                            |                           |                                         |       |               |       |              |      
|Current assets:                   |                            |                           |                                         |       |               |       |              |      
|                                  | Prepaid expenses and
other |                           | $                                       | 3     |               |       | $            |      |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            | Total current
assets      |                                         |       | 3             |       |              |       |      |      
|Investment in
affiliate           |                            |                           | 2,848                                   |       |               |       | 2,636        |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            | Total
assets              |                                         | $     | 2,851         |       |              | $     | 2,636 |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            |                           |                                         |       |               |       |              |      
|LIABILITIES AND PARTNERS CAPITAL |                            |                           |                                         |       |               |       |              |      
|                                  |                            |                           |                                         |       |               |       |              |      
|Current liabilities:              |                            |                           |                                         |       |               |       |              |      
|                                  | Due to
affiliates          |                           | $                                       | 63    |               |       | $            | 60    |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            | Total current
liabilities |                                         |       | 63            |       |              |       | 60    |      
|                                  |                            |                           |                                         |       |               |       |              |      
|Commitments and contingencies     |                            |                           |                                         |       |               |       |              |      
|                                  |                            |                           |                                         |       |               |       |              |      
|Partners capital:                |                            |                           |                                         |       |               |       |              |      
|                                  | General
partner            |                           |                                         | 804   |               |       |              | 631   |      
|                                  | Limited
partner            |                           |                                         | 1,984 |               |       |              | 1,945 |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            | Total partners
capital   |                                         |       | 2,788         |       |              |       | 2,576 |      
|                                  |                            |                           |                                         |       |               |       |              |      
|                                  |                            |                           | Total liabilities and partners
capital |       | $             | 2,851 |              |       | $     | 2,636 | 
|                                  |                            |                           |                                         |       |               |       |              |      

See notes to financial statements

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Seabulk America Partnership, Ltd.

Statements of Operations (Unaudited)


(in thousands)


|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |    |    | 
|-------------------------------- | ------------------------------------------------------------ | ---------------------------- | - | ------------------ | --- | ----------------- | - | ---- | --- | ---- | - | --- | --- | - | - | -- | -- | 
|                                 |                                                              |                              |   | Three Months Ended |     | Nine Months Ended
|                                 |                                                              |                              |   | September 30,      |     | September 30,    
|                                 |                                                              |                              |   |                    |     |                  
|                                 |                                                              |                              |   | 2003               |     | 2002              |   | 2003 |     | 2002
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |     
|Operating
expenses               |                                                              | $                            |  |                    |     | $                 |  |      |     | $    |  |     |     | $ | 3 |   
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|Other income (expense):          |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 | Equity in net earnings (losses) of
unconsolidated
affiliates |                              |   | (75                | )   |                   |   | (71  | )   |      |   | 212 |     |   |   | 78 |   
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 |                                                              | Total other
income (expense) |   |                    | (75 | )                 |   |      | (71 | )    |   |     | 212 |   |   |    | 78 | 
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 |                                                              | Net
income (loss)            |   | $                  | (75 | )                 |   | $    | (71 | )    |   | $   | 212 |   |   | $  | 75 | 
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|Allocation of net income (loss): |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 | General
partner                                              |                              | $ | (61                | )   |                   | $ | (58  | )   |      | $ | 173 |     |   | $ | 61 |   
|                                 | Limited
partner                                              |                              |   | (14                | )   |                   |   | (13  | )   |      |   | 39  |     |   |   | 14 |   
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   
|                                 |                                                              | Net
income (loss)            |   | $                  | (75 | )                 |   | $    | (71 | )    |   | $   | 212 |   |   | $  | 75 | 
|                                 |                                                              |                              |   |                    |     |                   |   |      |     |      |   |     |     |   |   |   

See notes to financial statements

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Seabulk America Partnership, Ltd.

Statements of Cash Flows (Unaudited)


(in thousands)


|                                                                                  |                                                     |                            |     |                   |    |      |    |     |   | 
|--------------------------------------------------------------------------------- | --------------------------------------------------- | -------------------------- | --- | ----------------- | -- | ---- | -- | --- | - | 
|                                                                                  |                                                     |                            |     | Nine Months Ended
|                                                                                  |                                                     |                            |     | September 30,    
|                                                                                  |                                                     |                            |     |                  
|                                                                                  |                                                     |                            |     | 2003              |    | 2002
|                                                                                  |                                                     |                            |     |                   |    |     
|Operating activities                                                              |                                                     |                            |     |                   |    |      |    |    
|Net
income                                                                        |                                                     | $                          | 212 |                   |    | $    | 75 |    
|Adjustments
to reconcile net income to net cash provided by
operating activities: |                                                     |                            |     |                   |    |      |    |    
|                                                                                  | Equity in net earnings of unconsolidated
affiliates |                            |     | (212              | )  |      |    | (78 | )
|                                                                                  | Changes in operating assets and liabilities:        |                            |     |                   |    |      |    |     |  
|                                                                                  |                                                     | Prepaid expenses and
other |     |                   | (3 | )    |    |     |  | 
|                                                                                  |                                                     | Due to
affiliates          |     |                   | 3  |      |    |     | 3 | 
|                                                                                  |                                                     |                            |     |                   |    |      |    |    
|Net cash provided by operating
activities                                         |                                                     |                            |    |                   |    |      |   |    
|                                                                                  |                                                     |                            |     |                   |    |      |    |    
|                                                                                  |                                                     |                            |     |                   |    |      |    |    
|Change in
cash                                                                    |                                                     |                            |    |                   |    |      |   |    
|Cash at beginning of
period                                                       |                                                     |                            |    |                   |    |      |   |    
|                                                                                  |                                                     |                            |     |                   |    |      |    |    
|Cash at end of
period                                                             |                                                     | $                          |    |                   |    | $    |   |    
|                                                                                  |                                                     |                            |     |                   |    |      |    |    

See notes to financial statements

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Seabulk America Partnership, Ltd.

Notes to Financial Statements


September 30, 2003
(Unaudited)


1. Organization and Basis of Presentation

Seabulk America Partnership, Ltd. (SAPL or the Partnership), a Florida
limited partnership, was formed on September 14, 1983 pursuant to a partnership
agreement (the Agreement). SAPL holds a 41.67% limited partnership interest
in Seabulk Transmarine Partnership, Ltd. (STPL). STPL, a Florida limited
partnership, owns and operates a chemical transportation carrier, the Seabulk
America, within the United States domestic trade. The partners of the
Partnership include Seabulk Tankers, Ltd. (STL), a Florida limited partnership
(holding an 81.59% interest in the Partnership), as sole general partner, and
Stolt Tankers (U.S.A.), Inc., as limited partner (holding an 18.41% interest in
the Partnership). STL is a wholly owned subsidiary of Seabulk International,
Inc. (SBI or the Parent), a Delaware corporation.

The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States
of America for interim financial information and with Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements. All adjustments which, in the
opinion of management, are considered necessary for a fair presentation of the
results of operations for the periods shown are of a normal recurring nature
and have been reflected in the unaudited financial statements. The results of
operations for the periods presented are not necessarily indicative of the
results expected for the full fiscal year or for any future period. The
information included in these unaudited financial statements should be read in
conjunction with the financial statements and accompanying notes as of December
31, 2002 and 2001 and for each of the three years in the period ended December
31, 2002 included in the registration statement filed with the SEC by SBI and
certain of its subsidiaries, including the Partnership, on October 31, 2003.
For all periods presented, comprehensive income (loss) equals net income
(loss).

2. Partnership Agreement

The general partner is responsible for the management of the Partnership.
Pursuant to the Agreement, the general partner and the limited partners
(collectively referred to as the Partners) are required to make capital
contributions at such times and in such amounts as the general partner requests
by notice. No additional capital contributions were required for the nine
months ended September 30, 2003 or 2002. The Partners are not entitled to
withdraw any part of their capital accounts or to receive any distribution from
the Partnership except as specifically provided in the Agreement. All net
income or net losses of the Partnership are to be allocated to the Partners
capital accounts in proportion to their partnership interests. The Partnership

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terminates on September 13, 2008, unless sooner terminated, liquidated, or
dissolved by law or pursuant to the Agreement or unless extended by amendment
to the Agreement.

3. Recent Accounting Pronouncements

In January 2003, the FASB issued FASB Interpretation No. 46 (FIN 46),
Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51.
FIN 46 requires certain variable interest entities to be consolidated by the
primary beneficiary of the variable interest entity. The primary beneficiary
is defined as the party which, as a result of holding its variable interest,
absorbs a majority of the entitys expected losses, receives a majority of its
expected residual returns, or both. FIN 46 is effective for all new variable
interest entities created or acquired after January 31, 2003. For variable
interest entities created or acquired prior to February 1, 2003, the provisions
of FIN 46 must be applied for the first interim or annual period beginning
after March 15, 2004. The Partnership has not yet determined the impact that
the adoption of FIN 46 will have on its financial position, results of
operations or cash flows.

4. Transactions with Affiliates

|                        |  |                |    |              |  |   |    | 
|----------------------- |  | -------------- | -- | ------------ |  | - | -- | 
|                        |  | September 30,  |    | December 31,
|                        |  | 2003           |    | 2002        
|                        |  |                |    |             
|                        |  | (in thousands)
|Due to
SBI              |  | $              | 61 |              |  | $ | 58 | 
|Due to
STL              |  |                | 2  |              |  |   | 2  | 
|                        |  |                |    |              |  |   |    | 
|Total due to
affiliates |  | $              | 63 |              |  | $ | 60 | 
|                        |  |                |    |              |  |   |    | 

The amount payable to SBI represents the net balance as the result of
various transactions between the Partnership and SBI. There are no terms of
settlement associated with the account balance, but it is non-interest bearing
and payable upon demand. The balance is primarily the result of the
Partnerships participation in SBIs central cash management program, wherein
substantially all the Partnerships cash receipts are remitted to SBI and
substantially all cash disbursements are funded by SBI. Other transactions
include miscellaneous other administrative expenses incurred by SBI on behalf
of the Partnership. SBI provides various administrative services to the
Partnership. It is SBIs policy to charge these expenses and all other central
operating costs on the basis of direct usage. In the opinion of management,
this method is reasonable.

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Transactions in the Due to SBI account for the nine months ended September
30, 2003 and 2002 are as follows:

|                               |                            |   |                |   |               |   |    |   | 
|------------------------------ | -------------------------- | - | -------------- | - | ------------- | - | -- | - | 
|                               |                            |   | September 30,  |   | September 30,
|                               |                            |   | 2003           |   | 2002         
|                               |                            |   |                |   |              
|                               |                            |   | (in thousands)
|Balance at beginning of period |                            | $ | 58             |   |               | $ | 55 |  
|                               | Prepaid expenses and other |   |                | 3 |               |   |    | 3 | 
|                               |                            |   |                |   |               |   |    |  
|Balance at end of period       |                            | $ | 61             |   |               | $ | 58 |  
|                               |                            |   |                |   |               |   |    |  

5. Senior Notes Offering

On August 5, 2003, SBI completed the offering of $150 million of Senior
Notes (Notes) due 2013 through a private placement eligible for resale under
Rule 144A and Regulation S. The net proceeds of the offering were used to
repay a portion of the Parents indebtedness under its existing $180 million
credit facility. Interest on the Notes will be payable semi-annually in
arrears, commencing on February 15, 2004. The interest rate on the Notes sold
to private investors is 9.50%. The Notes are senior unsecured obligations
guaranteed by certain of the Parents U.S. subsidiaries, including the
Partnership. The Notes are subject to certain covenants, including, among
other things, limiting the Parents and certain U.S. subsidiaries (including
the Partnerships) ability to incur additional indebtedness or issue preferred
stock, pay dividends to stockholders, and make investments or sell assets. On
October 31, 2003, SBI and certain U.S. subsidiaries (including the Partnership)
filed a registration statement with the SEC to register substantially identical
senior notes to be exchanged for the Notes pursuant to a registration rights
agreement, so that the notes may be eligible for trading in the public markets.
On November 13, 2003, the registration statement was declared effective and
SBI commenced the exchange offer. The exchange offer expired on December 16,
2003.

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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

The Partnership has limited revenues and expenses. Virtually all of the
net income (loss) is derived from its equity investment in STPL. STPLs
Managements Discussion and Analysis of Financial Condition and Results of
Operations is contained in STPLs Quarterly Report on Form 10-Q for the period
ended September 30, 2003.

Item 3. Quantitative and Qualitative Disclosures of Market Risk

The Jones Act restricts the U.S. coastwise trade to vessels owned,
operated and crewed substantially by U.S. citizens. The Jones Act continues to
be in effect and supported by Congress and the Administration. However, it is
possible that SBIs and STPLs advantage as a U.S. citizen operator of Jones
Act vessels could be somewhat eroded over time as there continue to be periodic
efforts and attempts by foreign interests to circumvent certain aspects of the
Jones Act.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As part of the group of entities that are subsidiaries of SBI, the
Partnership relies on the disclosure controls and procedures of the Parent.
SBI maintains systems of disclosure controls and procedures (as defined in Rule
13a-15(e) of the Securities Exchange Act of 1934) designed to ensure that SBI
and its subsidiaries are able to record, process, summarize and report, within
the applicable time periods, the information required in the annual and
quarterly reports filed by SBI, the Partnership and STPL under the Securities
Exchange Act of 1934. Management has evaluated the effectiveness of these
disclosure controls and procedures as of the end of the period covered by this
report. Based upon that evaluation, the principal executive officer and
principal financial officer concluded that these disclosure controls and
procedures are effective to accomplish their purpose. No changes were made
during the period covered by this report to the Partnerships internal control
over financial reporting (as defined in Rule 13a-15(f) of the Securities and
Exchange Act of 1934) that have materially affected the Partnerships internal
control over financial reporting or are reasonably likely to materially affect
the Partnerships internal control over financial reporting.

Attached as Exhibits 31.1 and 31.2 hereto are certifications by the
principal executive officer and principal financial officer, which are required
by Section 302 of the Sarbanes-Oxley Act of 2002. The information set forth in
this Item 4 should be read in conjunction with these Section 302
certifications.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits

| |      |  |                                                                                                                                                                                                                               
| | ---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 31.1 |  | Certification of Principal Executive Officer
pursuant to Rule 15d-14(a) of the Securities Exchange Act of
1934.                                                                                                               
| |      |  |                                                                                                                                                                                                                               
| | 31.2 |  | Certification of Principal Financial Officer pursuant to
Rule 15d-14(a) of the Securities Exchange Act of 1934.                                                                                                               
| |      |  |                                                                                                                                                                                                                               
| | 32.1 |  | Certification of Principal Executive Officer pursuant to
18 U.S.C. §1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and Rule 15d-14(b) of the Securities
Exchange Act of 1934 (furnished herewith).
| |      |  |                                                                                                                                                                                                                               
| | 32.2 |  | Certification of Principal Financial Officer pursuant
to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and rule 15d-14(b) of the Securities
Exchange Act of 1934 (furnished herewith).

(b)  Reports on Form 8-K

None.

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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 thereunto duly authorized.

SEABULK AMERICA PARTNERSHIP, LTD.

|    |  |                                          
|--- |  | -----------------------------------------
|By: |  | SEABULK TANKERS, LTD.
its General Partner

| |  |     |  |                                            
| |  | --- |  | -------------------------------------------
| |  | By: |  | SEABULK TRANSPORT, INC.
its General Partner

| |  |  |  |                                                                                                                                                        | 
| |  |  |  | ------------------------------------------------------------------------------------------------------------------------------------------------------ | 
| |  |  |  | /s/ VINCENT J. deSOSTOA                                                                                                                               
| |  |  |  |                                                                                                                                                       
| |  |  |  | Vincent J. deSostoa
Senior Vice President and Chief Financial Officer of Seabulk
Transport, Inc.
(Principal Financial Officer)
Date: December 22, 2003

9