UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 15, 2006
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Bristow Group Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-31617 72-0679819
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2000 W. Sam Houston
Parkway South, Suite 1700
Houston, Texas 77042
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 267-7600
Former Name or Former Address, if Changed Since Last Report:
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On February 15, 2006, Bristow Group Inc. (the "Company"), formerly Offshore
Logistics, Inc., issued a press release which summarized its financial results
for the three-month and nine-month periods ended December 31, 2005 (the
"Financial Results"). This press release was issued in anticipation of a
conference call and Q&A session starting at 5:00 EST (4:00 CST) on Thursday,
February 16, 2006 to review the Financial Results. A copy of the press release
is furnished with this report as Exhibit 99.1, and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number Description of Exhibit
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99.1 Press Release dated February 15, 2006
Limitation on Incorporation by Reference.
In accordance with General Instruction B.2 of Form 8-K, the information set
forth in Item 7.01 and the related exhibit furnished in Item 9.01 of this report
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing. The information set forth in Item 7.01 and the
related exhibit furnished in Item 9.01 of this report shall not be deemed an
admission as to the materiality of any information in this report on Form 8-K
that is required to be disclosed solely to satisfy the requirements of
Regulation FD.
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 hereunto duly authorized.
Dated: February 16, 2006
BRISTOW GROUP INC.
(Registrant)
By: /s/ Joseph A. Baj
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Joseph A. Baj
Vice President, Treasurer and
Secretary