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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 TRANSMARINE
PARTNERSHIP, LTD.

|                                |  |                                 
|------------------------------- |  | --------------------------------
|State of Incorporation: Florida |  | I.R.S. Employer I.D.: 59-2580172

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 TRANSMARINE 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    |    | 8   
|          |  |                                                                                          |    |     
|Item 3.   |  | Quantitative and Qualitative Disclosure of Market Risk                                   |    | 9   
|          |  |                                                                                          |    |     
|Item 4.   |  | Controls and Procedures                                                                  |    | 10  
|          |  |                                                                                          |    |     
|Part II.  |  | Other Information                                                                        |    |     
|          |  |                                                                                          |    |     
|Item 1.   |  | Legal Proceedings                                                                        |    | 11  
|          |  |                                                                                          |    |     
|Item 2.   |  | Changes in Securities                                                                    |    | 11  
|          |  |                                                                                          |    |     
|Item 3.   |  | Default Upon Senior Securities                                                           |    | 11  
|          |  |                                                                                          |    |     
|Item 4.   |  | Submission of Matters to a Vote of Security Holders                                      |    | 11  
|          |  |                                                                                          |    |     
|Item 5.   |  | Other Information                                                                        |    | 11  
|          |  |                                                                                          |    |     
|Item 6.   |  | Exhibits and Reports on Form 8-K                                                         |    | 11  
|          |  |                                                                                          |    |     
|Signature |  |                                                                                          | 12





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Seabulk Transmarine Partnership, Ltd.

Balance Sheets (Unaudited)


(in thousands)


|                                  |                                                                                                                 |                           |                                         |        |               |        |              |        |        |        | 
|--------------------------------- | --------------------------------------------------------------------------------------------------------------- | ------------------------- | --------------------------------------- | ------ | ------------- | ------ | ------------ | ------ | ------ | ------ | 
|                                  |                                                                                                                 |                           |                                         |        | September 30, |        | December 31,
|                                  |                                                                                                                 |                           |                                         |        | 2003          |        | 2002        
|                                  |                                                                                                                 |                           |                                         |        |               |        |             
|ASSETS                            |                                                                                                                 |                           |                                         |        |               |        |              |       
|Current assets:                   |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  | Cash                                                                                                            |                           | $                                       | 2,996  |               |        | $            | 13     |       
|                                  | Trade accounts receivable, net of allowance for
doubtful accounts of $49 and $71 in
2003 and 2002, respectively |                           |                                         | 707    |               |        |              | 723    |       
|                                  | Insurance claims and other
receivables                                                                          |                           |                                         | 25     |               |        |              | 2      |       
|                                  | Marine operating
supplies                                                                                       |                           |                                         | 581    |               |        |              | 586    |       
|                                  | Prepaid expenses and
other                                                                                      |                           |                                         | 13     |               |        |              | 28     |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 | Total current
assets      |                                         |        | 4,322         |        |              |        | 1,352  |       
|Vessel and
equipment              |                                                                                                                 |                           | 50,161                                  |        |               |        | 50,150       |       
|Less accumulated
depreciation     |                                                                                                                 |                           | (19,651                                 | )      |               |        | (18,098      | )     
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  | Vessel and equipment,
net                                                                                       |                           |                                         | 30,510 |               |        |              | 32,052 |       
|Deferred drydocking
costs         |                                                                                                                 |                           | 1,226                                   |        |               |        | 1,840        |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 | Total
assets              |                                         | $      | 36,058        |        |              | $      | 35,244 |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|LIABILITIES AND PARTNERS CAPITAL |                                                                                                                 |                           |                                         |        |               |        |              |       
|Current liabilities:              |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  | Accrued liabilities and
other                                                                                   |                           | $                                       | 447    |               |        | $            | 518    |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 | Total current
liabilities |                                         |        | 447           |        |              |        | 518    |       
|                                 
|Due to
affiliates                 |                                                                                                                 |                           | 31,854                                  |        |               |        | 31,478       |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|Commitments and contingencies     |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|Partners capital:                |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  | General
partner                                                                                                 |                           |                                         | 2,068  |               |        |              | 1,900  |       
|                                  | Limited
partners                                                                                                |                           |                                         | 1,689  |               |        |              | 1,348  |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 | Total partners
capital   |                                         |        | 3,757         |        |              |        | 3,248  |       
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       
|                                  |                                                                                                                 |                           | Total liabilities and partners
capital |        | $             | 36,058 |              |        | $      | 35,244 | 
|                                  |                                                                                                                 |                           |                                         |        |               |        |              |       

See notes to financial statements

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Seabulk Transmarine Partnership, Ltd.

Statements of Operations (Unaudited)


(in thousands)


|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |       |   |       | 
|----------------------------------------- | ------------------------------------------ | - | ------------------------ | ---- | ------------------ | ----- | ----------------- | ---- | ---- | ----- | ------ | ----- | - | ----- | ----- | ----- | - | ----- | 
|                                          |                                            |   |                          |      | Three Months Ended |       | Nine Months Ended
|                                          |                                            |   |                          |      | September 30,      |       | September 30,    
|                                          |                                            |   |                          |      |                    |       |                  
|                                          |                                            |   |                          |      | 2003               |       | 2002              |      | 2003 |       | 2002  
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |       
|Revenue                                   |                                            | $ | 3,358                    |      |                    | $     | 2,872             |      |      | $     | 10,705 |       |   | $     | 9,781 |      
|Operating expenses:                       |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          | Crew payroll and
benefits                  |   |                          | 754  |                    |       |                   | 885  |      |       |        | 2,313 |   |       |       | 2,537 |  
|                                          | Repairs and
maintenance                    |   |                          | 259  |                    |       |                   | 269  |      |       |        | 612   |   |       |       | 611   |  
|                                          | Insurance                                  |   |                          | 94   |                    |       |                   | 52   |      |       |        | 313   |   |       |       | 198   |  
|                                          | Fuel and
consumables                       |   |                          | 441  |                    |       |                   | 300  |      |       |        | 1,326 |   |       |       | 1,091 |  
|                                          | Port charges and
other                     |   |                          | 550  |                    |       |                   | 298  |      |       |        | 1,541 |   |       |       | 1,322 |  
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          |                                            |   | Total operating
expenses |      |                    | 2,098 |                   |      |      | 1,804 |        |       |   | 6,105 |       |       |   | 5,759 | 
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|Overhead expenses:                        |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          | Salaries and
benefits                      |   |                          | 58   |                    |       |                   | 63   |      |       |        | 188   |   |       |       | 194   |  
|                                          | Overhead allocated from
affiliate          |   |                          | 138  |                    |       |                   | 138  |      |       |        | 413   |   |       |       | 413   |  
|                                          | Professional fees allocated
from affiliate |   |                          |     |                    |       |                   | 5    |      |       |        | 2     |   |       |       | 16    |  
|                                          | Other                                      |   |                          | 13   |                    |       |                   | 16   |      |       |        | 61    |   |       |       | 33    |  
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                         
|                                          |                                            |   | Total overhead
expenses  |      |                    | 209   |                   |      |      | 222   |        |       |   | 664   |       |       |   | 656   | 
|                                         
|Depreciation, amortization and
drydocking |                                            |   | 821                      |      |                    |       | 526               |      |      |       | 2,166  |       |   |       | 1,669 |      
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                         
|Income from
operations                    |                                            |   | 230                      |      |                    |       | 320               |      |      |       | 1,770  |       |   |       | 1,697 |      
|                                         
|Interest expense charged by
affiliate     |                                            |   | 410                      |      |                    |       | 491               |      |      |       | 1,261  |       |   |       | 1,510 |      
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          |                                            |   | Net income
(loss)        |      | $                  | (180  | )                 |      | $    | (171  | )      |       | $ | 509   |       |       | $ | 187   | 
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|Allocation
of net income (loss):          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          | General
partner                            |   | $                        | (59  | )                  |       | $                 | (56  | )    |       | $      | 168   |   |       | $     | 62    |  
|                                          | Limited
partners                           |   |                          | (121 | )                  |       |                   | (115 | )    |       |        | 341   |   |       |       | 125   |  
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      
|                                          |                                            |   | Net income
(loss)        |      | $                  | (180  | )                 |      | $    | (171  | )      |       | $ | 509   |       |       | $ | 187   | 
|                                          |                                            |   |                          |      |                    |       |                   |      |      |       |        |       |   |       |       |      

See notes to financial statements

2



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Seabulk Transmarine Partnership, Ltd.

Statements of Cash Flows (Unaudited)


(in thousands)


|                                                                                  |                                              |                                        |       |                   |     |      |        |       |     |  
|--------------------------------------------------------------------------------- | -------------------------------------------- | -------------------------------------- | ----- | ----------------- | --- | ---- | ------ | ----- | --- | -
|                                                                                  |                                              |                                        |       | Nine Months Ended
|                                                                                  |                                              |                                        |       | September 30,    
|                                                                                  |                                              |                                        |       |                  
|                                                                                  |                                              |                                        |       | 2003              |     | 2002
|                                                                                  |                                              |                                        |       |                   |     |     
|Operating activities                                                              |                                              |                                        |       |                   |     |      |        |      
|Net
income                                                                        |                                              | $                                      | 509   |                   |     | $    | 187    |      
|Adjustments to reconcile net income to net cash
provided by
operating activities: |                                              |                                        |       |                   |     |      |        |      
|                                                                                  | Depreciation of vessel and
equipment         |                                        |       | 1,553             |     |      |        | 1,299 |    
|                                                                                  | Amortization of drydocking
costs             |                                        |       | 614               |     |      |        | 370   |    
|                                                                                  | Changes in operating assets and liabilities: |                                        |       |                   |     |      |        |       |    
|                                                                                  |                                              | Accounts
receivable                    |       |                   | 16  |      |        |       | 695 |  
|                                                                                  |                                              | Insurance claims and other
receivables |       |                   | (23 | )    |        |       | (1  | )
|                                                                                  |                                              | Marine operating
supplies              |       |                   | 5   |      |        |       | (49 | )
|                                                                                  |                                              | Other current and long-term
assets     |       |                   | 15  |      |        |       | 8   |  
|                                                                                  |                                              | Accrued liabilities and
other          |       |                   | (71 | )    |        |       | 89  |  
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|Net cash provided by operating
activities                                         |                                              |                                        | 2,618 |                   |     |      | 2,598  |      
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|Investing activities                                                              |                                              |                                        |       |                   |     |      |        |      
|Purchases of
equipment                                                            |                                              |                                        | (11   | )                 |     |      | (72    | )    
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|Net
cash used in investing activities                                             |                                              |                                        | (11   | )                 |     |      | (72    | )    
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|Financing activity                                                                |                                              |                                        |       |                   |     |      |        |      
|Due to
affiliates                                                                 |                                              |                                        | 376   |                   |     |      | (2,532 | )    
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|                                                                                 
|Net
cash provided by (used in) financing
activity                                 |                                              |                                        | 376   |                   |     |      | (2,532 | )    
|                                                                                 
|Change in
cash                                                                    |                                              |                                        | 2,983 |                   |     |      | (6     | )    
|Cash at beginning of
period                                                       |                                              |                                        | 13    |                   |     |      | 14     |      
|                                                                                  |                                              |                                        |       |                   |     |      |        |      
|Cash at end of
period                                                             |                                              | $                                      | 2,996 |                   |     | $    | 8      |      
|                                                                                  |                                              |                                        |       |                   |     |      |        |      

See notes to financial statements

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Seabulk Transmarine Partnership, Ltd.

Notes to Financial Statements


September 30, 2003
(Unaudited)


1. Organization and Basis of Presentation

Seabulk Transmarine Partnership, Ltd. (STPL or the Partnership), a Florida
limited partnership, was formed on August 30, 1985, pursuant to a partnership
agreement (the Agreement), to own and operate a chemical transportation
carrier, the Seabulk America. The general partner of the Partnership is Seabulk
Tankers, Ltd. (STL), a Florida limited partnership (33%), and the limited
partners are STL (holding a 0.33% interest in the Partnership), Seabulk America
Partnership Ltd. (SAPL), a Florida limited partnership (holding a 41.67%
interest in the Partnership), and Stolt Tankers (U.S.A.) Inc. (holding a 25%
interest in the Partnership).

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 Seabulk
International, Inc. (SBI) and certain of its subsidiaries, including the
Partnership, on October 31, 2003. For all periods presented, comprehensive
income equals net income.

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
terminates on August 30, 2010, unless sooner terminated, liquidated or
dissolved by law or pursuant to the Agreement or unless extended by amendment
to the Agreement.

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3. Vessel and Equipment

Vessel and equipment are stated at cost, less accumulated depreciation.
Significant renewals and improvements that extend the useful lives of the
assets are capitalized. Maintenance and repairs that do not improve or extend
the lives of the assets are expensed as incurred. Depreciation is computed
using the straight-line method over the estimated useful lives of the assets
ranging from 5 to 29 years, as determined by the Oil Pollution Act of 1990 and
other factors. Pursuant to OPA 90, the Seabulk Americacannot be used to
transport petroleum or petroleum products in U.S. commerce after 2015. In June
2003, the Partnership reduced the remaining useful life of the vessel by five
years to 2015. The Partnership has determined that the vessel will likely not
be working in foreign waters after its OPA 90 life in the United States. This
change in estimate increased depreciation by approximately $237,000 for the
nine months ended September 30, 2003.

4. Transactions with Affiliates

The amount payable to
affiliates represents an advance between the Partnership
and SBI as a result of various transactions. The Partnership pays against the
advance balance when it has generated a positive cash flow from operations. The
advance 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 administrative expenses
incurred by SBI on behalf of the Partnership.

SBI provides various administrative services to the Partnership, including
legal assistance and technical expertise on ship management and maintenance. It
is SBIs policy to charge these expenses and all other central operating costs,
first on the basis of direct usage when identifiable, with the remainder
allocated pursuant to the terms of the Agreement. Amounts charged by SBI
include interest on the outstanding amounts due to SBI and a monthly management
fee (overhead allocated from SBI), as set forth in the Agreement, which can be
adjusted annually based on
changes in the Consumer Price Index. During the nine months ended September
30, 2003, SBI charged interest at the weighted average rate of 5.39% based on
the amount due to SBI. SBI also allocates 10% of its tanker administrative
overhead cost to the Partnership. In the opinion of management, these
allocation methodologies are reasonable.

5



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Transactions in the Due to Affiliates 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 |                                      | $ | (31,478        | )      |               | $ | (31,121 | )     
|                               | Net cash remitted to
SBI             |   |                | 7,654  |               |   |         | 10,457 |  
|                               | Overhead allocated from SBI          |   |                | (413   | )             |   |         | (413   | )
|                               | Interest expense charged by SBI      |   |                | (1,261 | )             |   |         | (1,510 | )
|                               | Operating
expenses                   |   |                | (6,105 | )             |   |         | (5,759 | )
|                               | Professional fees allocated from SBI |   |                | (2     | )             |   |         | (16    | )
|                               | Other
items                          |   |                | (249   | )             |   |         | (227   | )
|                               |                                      |   |                |        |               |   |         |       
|Balance at end of
period       |                                      | $ | (31,854        | )      |               | $ | (28,589 | )     
|                               |                                      |   |                |        |               |   |         |       

5. Commitments and Contingencies

Unions and Collective Bargaining Agreements.Substantially all of the
crew of the Seabulk Americais subject to collective bargaining agreements.
Management considers relations with the crewmembers to be satisfactory;
however, if these relations were to deteriorate, it could have an adverse
effect on the Partnerships operating results. The collective bargaining
agreement with the officers (licensed crew) union, which represents
approximately 53% of the total crew, will expire on December 31, 2003. The
collective bargaining agreement for the non-union crew (unlicensed crew),
which represents approximately 47% of the total crew, will expire on December
31, 2004.

Litigation.The Partnership is sometimes named as a defendant in
litigation, usually relating to claims for bodily injuries or property damage.
The Partnership, through SBI, maintains insurance coverage against such claims
to the extent deemed prudent by management and applicable deductible amounts
are accrued at the time of the incident. In the opinion of management, the
Partnership is not currently a party to any legal proceeding, the adverse
outcome of which, individually or in the aggregate, could reasonably be
expected to have a material adverse effect on its financial position, results
of operations, or cash flows.

6. Recent Accounting Pronouncements

In June 2001, the Accounting Executive Committee of the American
Institute of Certified Public Accountants issued an exposure draft of a
proposed Statement of Position (SOP) entitled Accounting for Certain Costs
and Activities Related to Property, Plant and Equipment.Under the proposed
SOP, the Company would expense major maintenance costs as incurred and
prohibit the use of the deferral of the entire cost of a planned major
maintenance activity. Currently, the costs incurred to drydock the Seabulk
Americaare deferred and amortized on a straight-line basis over the period to
the next drydocking, generally 30 to 36 months. At its September 9, 2003
meeting, AcSEC voted to approve the SOP. The SOP is expected to be presented
for FASB clearance in the
first quarter of 2004 and would be applicable for fiscal years beginning after
December 15, 2004.

6



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Management has determined that this SOP may have a
material effect on the Partnerships financial statements.

7. 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.

7



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

The following Managements Discussion and Analysis of Financial Condition
and Results of Operations (MD&A) should be read in conjunction with the
unaudited financial statements and the related notes thereto included elsewhere
in this Report.

The MD&A contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements other than
statements of historical fact included in the MD&A are forward-looking
statements. Although the Partnership believes that the expectations and
beliefs reflected in such forward-looking statements are reasonable, it can
give no assurance that they will prove correct.

Three months ended September 30, 2003 compared with the three months ended September 30, 2002

Revenue.Revenue increased 16.9% to $3.4 million for the three months
ended September 30, 2003 from $2.9 million for the three months ended September
30, 2002. The increase is primarily due to more off-hire days in the 2002
period as a result of a scheduled drydocking in the third quarter of 2002.

Operating Expenses. Operating expenses increased 16.3% to $2.1 million
for the three months ended September 30, 2003 from $1.8 million for the same
period in 2002. The increase is primarily due to an increase in fuel and port
charges as a result of more off-hire days in the 2002 period. Fuel and port
charges generally are not incurred during a drydocking. As a percentage of
revenue, operating expenses decreased to 62.5% for the three months ended
September 30, 2003 from 62.8% for the 2002 period.

Overhead Expenses.Overhead expenses remained substantially the same at
$0.2 million for the three months ended September 30, 2003 and 2002. As a
percentage of revenue, overhead expenses decreased to 6.2% for the three months
ended September 20, 2003 compared to 7.7% for the same period in 2002 as a
result of the higher revenue in the 2003 period as discussed above.

Depreciation, Amortization and Drydocking. Depreciation, amortization and
drydocking increased 56.1% to $0.8 million for the three months ended September
30, 2003 from $0.5 million for the three months ended September 30, 2002. The
increase is due to higher drydock amortization in the 2003 period as the cost
of the drydock in the third quarter of 2002 was substantially higher than the
cost of the previous drydocking. Drydocking costs are deferred and amortized
over 30 months.

Interest Expense Charged by Affiliate.Interest expense charged by
affiliate decreased 16.5% to $0.4 million for the three months ended September
30, 2003 from $0.5 million for the same period in 2002. The decrease is
primarily due to a reduction in the interest rate charged by SBI as a result
of the SBI recapitalization in September 2002.

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Nine months ended September 30, 2003 compared with the nine months ended September 30, 2002

Revenue.Revenue increased 9.4% to $10.7 million for the nine months
ended September 30, 2003 from $9.8 million for the nine months ended September
30, 2002. The increase is primarily due to more off-hire days in the 2002
period as a result of a scheduled drydocking in the third quarter of 2002.

Operating Expenses.Operating expenses increased 6.0% to $6.1 million for
the nine months ended September 30, 2003 from $5.8 million for the same period
in 2002. The increase is primarily due to an increase in fuel and port charges
as a result of more off-hire days in the 2002 period. As a percentage of
revenue, operating expenses decreased to 57.0% for the nine months ended
September 30, 2003 from 58.9% for the 2002 period.

Overhead Expenses.Overhead expenses remained substantially the same at
$0.7 million for the nine months ended September 30, 2003 and 2002. As a
percentage of revenue, overhead expenses decreased to 6.2% for the nine months
ended September 30, 2003 compared to 6.7% for the same period in 2002 as a
result of the higher revenue in the 2003 period as discussed above.

Depreciation, Amortization and Drydocking. Depreciation, amortization and
drydocking increased 29.8% to $2.2 million for the nine months ended September
30, 2003 from $1.7 million for the nine months ended September 30, 2002
primarily due to higher drydock amortization in the 2003 period as the cost of
the drydock in the third quarter of 2002 was substantially higher than the cost
of the previous drydock.

Interest Expense Charged by Affiliate.Interest expense charged by
affiliate decreased 16.5% to $1.3 million for the nine months ended September
30, 2003 from $1.5 million for the same period in 2002. The decrease is
primarily due to a reduction in the interest rate charged by SBI as a result of
the recapitalization in September 2002.

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.

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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 SAPL 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
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 chief 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

For information concerning legal proceedings, see Note 5 of the financial
statements.

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 TRANSMARINE 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

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