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):
                   May 9, 2003 (May 9, 2003)
                     ___________________

                    TORCH OFFSHORE, INC.
   (Exact Name of Registrant as Specified in its Charter)

                        000-32855
                 (Commission File Number)

          Delaware                       74-2982117
(State or Other Jurisdiction of        (IRS Employer
 Incorporation or Organization)      Identification No.)

      401 Whitney Avenue, Suite 400
            Gretna, Louisiana              70056-2596
(Address of Principal Executive Offices)   (Zip Code)

  Registrant's Telephone Number, Including Area Code:
                        (504)367-7030




ITEM 7.   FINANCIAL STATEMENTS, PROFORMA FINANCIAL
          INFORMATION AND EXHIBITS.

          (a)  Not applicable.

          (b)  Not applicable.

          (c)  Exhibits.

          The following exhibits are filed herewith:

Exhibit No.                   Description

     99.1 Torch  Offshore, Inc. Press Release, dated May  9,
          2003.


ITEM 9.   REGULATION FD DISCLOSURE.

On  May 9, 2003, Torch Offshore, Inc. (the "Company") issued
a press release announcing operating results for the quarter
ended  March 31, 2003. A copy of this press release is being
furnished as an exhibit to this report pursuant to  Item  12
of  Form 8-K, but is being provided under Item 9 of Form 8-K
as  directed  by the Securities and Exchange  Commission  in
Release No. 34-47583.

The  Company  has presented its EBITDA for  the  2003  first
quarter   in  the  press  release,  which  is  a  "non-GAAP"
financial  measure  under Regulation G.  The  components  of
EBITDA  are  computed by using amounts, which are determined
in  accordance  with  GAAP. As part  of  our  press  release
information, we have provided a reconciliation of EBITDA  to
net income attributable to common stockholders, which is its
nearest comparable GAAP financial measure.  However, because
EBITDA   is   not  based  on  any  standardized  methodology
prescribed  by  GAAP,  it is not necessarily  comparable  to
similar  measures presented by other companies.  The Company
included  EBITDA  in the press release because  it  believes
that  it  uses this measure as an internal benchmark against
certain performance objectives and to provide investors  and
creditors  additional information in assessing the Company's
business   in  comparison  to  industry  and  other   market
competitive standards.

                          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.

                              TORCH OFFSHORE, INC.


                              By: /s/ ROBERT E. FULTON
Date: May 9, 2003             -------------------------
                              Robert E. Fulton
                              Chief Financial Officer


                      INDEX TO EXHIBITS


Exhibit No.                   Description


     99.1 Torch  Offshore, Inc. Press Release, dated May  9,
          2003.

                                               EXHIBIT 99.1

NEWS RELEASE
For immediate release    Contact: Bob Fulton(1)504-367-7030
to Analysts, Financial                b.fulton@torchinc.com
Community, Media               Bradley Lowe (1)504-367-7030
                                        b.lowe@torchinc.com

    Torch Offshore Announces 2003 First Quarter Earnings
           and Grant of Patent for Pipelay System

New Orleans, Louisiana USA, May 9, 2003

FIRST QUARTER RESULTS
Torch   Offshore,   Inc.  (NASDAQ:  TORC)  (the   "Company")
announced  today that revenues for the quarter  ended  March
31,  2003  were  $17.0 million, an increase of  1.8  percent
compared to revenues of $16.7 million for the first  quarter
of  2002. Gross profit (revenues less cost of sales) for the
first  quarter of 2003 was $3.3 million or 19.3  percent  of
revenues compared to the first quarter 2002 gross profit  of
$4.0 million or 23.8 percent of revenues. First quarter 2003
net income attributable to stockholders was $0.1 million  or
$0.01 per diluted share. The first quarter 2003 results were
adversely  impacted by $0.4 million (after tax  effect),  or
$0.03 per diluted share, due to additional costs related  to
the  termination of the Midnight Hunter charter. Net  income
attributable  to stockholders in the first quarter  of  2002
was $0.6 million or $0.04 per diluted share.

Lyle  G. Stockstill, Torch Offshore, Inc. Chairman and Chief
Executive  Officer, commented, "The first  quarter  of  2003
continued  to  be  very  competitive in  the  shallow  water
pipelay   market  as  our  fleet  maintained  only   a   61%
utilization rate. Despite the challenges of our  market  and
uncertainties  in the world's economies,  we  were  able  to
maintain  a positive bottom line and move forward  with  our
strategy towards the future."

"As  for  the future of Torch Offshore, we continue to  take
the  appropriate steps toward our strategic goal of entering
the  deepwater  markets  of the world.  In  March  2003,  we
completed the acquisition of the Midnight Wrangler,  a  341-
foot  DP-2  cable-laying vessel, and  currently  expect  the
vessel to enter our fleet in the second quarter of 2003.  In
addition, the conversion of the Midnight Express, a 520-foot
DP-2 offshore construction vessel equipped with our patented
pipelay   system,  continues  to  progress  and  should   be
completed  in time for the vessel to enter our active  fleet
in early 2004."

NOTICE OF PATENT ISSUANCE
Today,  the Company announced that, on April 29,  2003,  the
United  States Patent and Trademark Office (PTO)  issued  to
the  Company,  as  assignee,  United  States  patent  number
6,554,538  entitled  "Reel  Type Pipeline  Laying  Ship  and
Method."  A  copy  of the patent can be  obtained  from  the
Company   or   downloaded   from   the   PTO's   web   site,
www.uspto.gov. The pipelay system will be installed  on  the
Midnight Express.

CONFERENCE CALL
A conference call will be held at 10:00 a.m. Central Time on
Friday,  May  9,  2003. To participate by telephone,  United
States  callers  can dial (800) 299-7089  and  international
callers can dial (617) 801-9714 ten to fifteen minutes prior
to  the starting time. The conference ID for all callers  is
133895. The conference call will also be webcast live on the
Internet  through  the  Investor  Relations  page   on   the
Company's web site, www.torchinc.com.

The call will be available for replay beginning at 1:00 p.m.
(Central  Time)  on  May  9, 2003  and  ending  at  midnight
(Central Time) on Thursday, May 15, 2003. For callers in the
United States, the toll-free number for the replay is  (888)
286-8010. For international callers, the number is (617) 801-
6888.  The  conference ID for all callers for the replay  is
7542513. All individuals listening to the conference call or
the replay are reminded that all conference call material is
copyrighted  by Torch Offshore, Inc. and cannot be  recorded
or   rebroadcast  without  Torch  Offshore,  Inc.'s  express
written consent.

Established  in  1978, Torch Offshore, Inc. is  involved  in
offshore  pipeline installation and subsea construction  for
the  oil  and natural gas industry. Torch Offshore, Inc.  is
expanding beyond its established shallow water niche  market
in  order to serve the industry's worldwide growing needs in
the deep waters.

Any  statements made in this news release, other than  those
of  historical fact, about an action, event or  development,
which  the  Company hopes, expects, believes or  anticipates
may  or  will  occur  in  the  future,  are  forward-looking
statements  under the Private Securities Litigation  Act  of
1995.  The  forward-looking statements in this news  release
include  statements  about  our  deepwater  operations,  the
modification  and/or  conversion  timing  and  cost  of  the
Midnight  Wrangler and Midnight Express and the capabilities
of  the  Company's vessels. Such statements are  subject  to
various  assumptions,  risks and  uncertainties,  which  are
specifically  described in the Company's  Annual  Report  on
Form  10-K for the fiscal year ended December 31, 2002 filed
with  the  Securities and Exchange Commission,  as  well  as
other  factors that may not be within the Company's control,
including,  specifically,  oil  and  natural  gas  commodity
prices,   weather   conditions  and  offshore   construction
activity   levels.   Although  the  Company   believes   its
expectations are based on reasonable assumptions,  it  gives
no  assurance that the Company's assumptions and projections
will   prove  to  be  correct.  Actual  results  may  differ
materially from those projected.

                                                   PR 03-008
                            # # #


                       TORCH OFFSHORE, INC.
               Statements of Operations (Unaudited)
               (in thousands, except per share data)

                                                    Three Months
                                                        Ended
                                                      March 31,
                                                  -----------------
                                                    2003      2002
                                                  -------   -------
Revenues                                          $17,029   $16,725
Cost of revenues:
  Cost of sales                                    13,745    12,746
  Depreciation and amortization                     1,827     1,930
  General and administrative expenses               1,355     1,250
                                                  -------   -------
     Total cost of revenues                        16,927    15,926
                                                  -------   -------
Operating income                                      102       799
                                                  -------   -------
Other income (expense):
  Interest expense                                     --       (35)
  Interest income                                       1       102
                                                  -------   -------
     Total other income                                 1        67
                                                  -------   -------
Income before income taxes                            103       866
Income tax expense                                    (36)     (303)
                                                  -------   -------
Net income attributable to common stockholders    $    67   $   563
                                                  =======   =======

Net income per common share:
     Basic                                        $  0.01   $  0.04
                                                  =======   =======
     Diluted                                      $  0.01   $  0.04
                                                  =======   =======

Weighted average shares of common stock
outstanding:
     Basic                                         12,635    12,833
                                                  =======   =======
     Diluted                                       12,641    12,833
                                                  =======   =======

Other data:
     EBITDA (A), (C)                              $ 1,929   $ 2,729
                                                  =======   =======

(A) The Company calculates EBITDA as earnings before net interest,
income taxes, depreciation and amortization. Please see Selected
Balance Sheet and Other Information included in this News Release
for a reconciliation of EBITDA to net income attributable to common
stockholders. EBITDA is presented here to provide additional
information about our operations. EBITDA is not a calculation based
on generally accepted accounting principles (GAAP) and should not
be considered as an alternative to net income, as an indicator of
our operating performance or as an alternative to cash flow as a
better measure of liquidity. In addition, our EBITDA calculation
may not be comparable to similarly titled measures of other
companies.





                       TORCH OFFSHORE, INC.
     Selected Balance Sheet and Other Information (Unaudited)
              (in thousands, except per share data)

                                           March 31,   December 31,
                                              2003         2002
                                           ----------  -----------
Cash and cash equivalents                    $   800     $   327

Working capital                                9,923      12,018
Property, net                                 85,430      67,561
Total assets                                 113,061     101,904
Receivable line of credit                         --       4,271
Long-term debt, less current portion          16,318          46
Stockholders' equity                          79,962      79,867

Net book value per common share - end
of period (B)                                $  6.33     $  6.32
Common shares - end of period                 12,635      12,635


                                              Three Months Ended
                                                  March 31,
                                              ------------------
                                                2003        2002
                                               ------     -------
EBITDA Reconciliation (C):
  Net income attributable to
    common stockholders                       $   67     $   563
 Income tax expense                               36         303
 Interest income                                  (1)        (67)
 Depreciation and amortization                 1,827       1,930
                                              ------     -------
 EBITDA                                       $1,929     $ 2,729
                                              ======     =======

(B) The Company calculates net book value per common share as
stockholders' equity divided by end of period outstanding common
shares.

(C) We have disclosed EBITDA, a non-GAAP measure determined as
described in item (A) above, because we use this measure as an
internal benchmark against certain performance objectives and to
provide investors and creditors additional information in
assessing our business in comparison to industry and other market
competitive standards.
[{"type": "8-K", "sequence": "1", "filename": "firstqtrmsdos.txt", "description": "FIRST QUARTER 2003 FORM 8-K", "secsgml_size_bytes": 14949}]
{"company-data": {"conformed-name": "TORCH OFFSHORE INC", "cik": "0001129650", "assigned-sic": "1389", "irs-number": "742982117", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-32855", "film-number": "03689230"}, "business-address": {"street1": "401 WHITNEY AVENUE", "street2": "SUITE 400", "city": "GRETNA", "state": "LA", "zip": "70056", "phone": "5043677030"}, "mail-address": {"street1": "401 WHITNEY AVENUE", "street2": "SUITE 400", "city": "GRETNA", "state": "LA", "zip": "70056"}, "former-company": {"former-conformed-name": "TORCH OFFSHORE INC", "date-changed": "20001207"}}
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):
                   May 9, 2003 (May 9, 2003)
                     ___________________

                    TORCH OFFSHORE, INC.
   (Exact Name of Registrant as Specified in its Charter)

                        000-32855
                 (Commission File Number)

          Delaware                       74-2982117
(State or Other Jurisdiction of        (IRS Employer
 Incorporation or Organization)      Identification No.)

      401 Whitney Avenue, Suite 400
            Gretna, Louisiana              70056-2596
(Address of Principal Executive Offices)   (Zip Code)

  Registrant's Telephone Number, Including Area Code:
                        (504)367-7030

ITEM 7.   FINANCIAL STATEMENTS, PROFORMA FINANCIAL
          INFORMATION AND EXHIBITS.

          (a)  Not applicable.

          (b)  Not applicable.

          (c)  Exhibits.

          The following exhibits are filed herewith:

Exhibit No.                   Description

     99.1 Torch  Offshore, Inc. Press Release, dated May  9,
          2003.

ITEM 9.   REGULATION FD DISCLOSURE.

On  May 9, 2003, Torch Offshore, Inc. (the "Company") issued
a press release announcing operating results for the quarter
ended  March 31, 2003. A copy of this press release is being
furnished as an exhibit to this report pursuant to  Item  12
of  Form 8-K, but is being provided under Item 9 of Form 8-K
as  directed  by the Securities and Exchange  Commission  in
Release No. 34-47583.

The  Company  has presented its EBITDA for  the  2003  first
quarter   in  the  press  release,  which  is  a  "non-GAAP"
financial  measure  under Regulation G.  The  components  of
EBITDA  are  computed by using amounts, which are determined
in  accordance  with  GAAP. As part  of  our  press  release
information, we have provided a reconciliation of EBITDA  to
net income attributable to common stockholders, which is its
nearest comparable GAAP financial measure.  However, because
EBITDA   is   not  based  on  any  standardized  methodology
prescribed  by  GAAP,  it is not necessarily  comparable  to
similar  measures presented by other companies.  The Company
included  EBITDA  in the press release because  it  believes
that  it  uses this measure as an internal benchmark against
certain performance objectives and to provide investors  and
creditors  additional information in assessing the Company's
business   in  comparison  to  industry  and  other   market
competitive standards.

                          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.

                              TORCH OFFSHORE, INC.

                              By: /s/ ROBERT E. FULTON
Date: May 9, 2003             -------------------------
                              Robert E. Fulton
                              Chief Financial Officer

                      INDEX TO EXHIBITS

Exhibit No.                   Description

     99.1 Torch  Offshore, Inc. Press Release, dated May  9,
          2003.

                                               EXHIBIT 99.1

NEWS RELEASE
For immediate release    Contact: Bob Fulton(1)504-367-7030
to Analysts, Financial                b.fulton@torchinc.com
Community, Media               Bradley Lowe (1)504-367-7030
                                        b.lowe@torchinc.com

    Torch Offshore Announces 2003 First Quarter Earnings
           and Grant of Patent for Pipelay System

New Orleans, Louisiana USA, May 9, 2003

FIRST QUARTER RESULTS
Torch   Offshore,   Inc.  (NASDAQ:  TORC)  (the   "Company")
announced  today that revenues for the quarter  ended  March
31,  2003  were  $17.0 million, an increase of  1.8  percent
compared to revenues of $16.7 million for the first  quarter
of  2002. Gross profit (revenues less cost of sales) for the
first  quarter of 2003 was $3.3 million or 19.3  percent  of
revenues compared to the first quarter 2002 gross profit  of
$4.0 million or 23.8 percent of revenues. First quarter 2003
net income attributable to stockholders was $0.1 million  or
$0.01 per diluted share. The first quarter 2003 results were
adversely  impacted by $0.4 million (after tax  effect),  or
$0.03 per diluted share, due to additional costs related  to
the  termination of the Midnight Hunter charter. Net  income
attributable  to stockholders in the first quarter  of  2002
was $0.6 million or $0.04 per diluted share.

Lyle  G. Stockstill, Torch Offshore, Inc. Chairman and Chief
Executive  Officer, commented, "The first  quarter  of  2003
continued  to  be  very  competitive in  the  shallow  water
pipelay   market  as  our  fleet  maintained  only   a   61%
utilization rate. Despite the challenges of our  market  and
uncertainties  in the world's economies,  we  were  able  to
maintain  a positive bottom line and move forward  with  our
strategy towards the future."

"As  for  the future of Torch Offshore, we continue to  take
the  appropriate steps toward our strategic goal of entering
the  deepwater  markets  of the world.  In  March  2003,  we
completed the acquisition of the Midnight Wrangler,  a  341-
foot  DP-2  cable-laying vessel, and  currently  expect  the
vessel to enter our fleet in the second quarter of 2003.  In
addition, the conversion of the Midnight Express, a 520-foot
DP-2 offshore construction vessel equipped with our patented
pipelay   system,  continues  to  progress  and  should   be
completed  in time for the vessel to enter our active  fleet
in early 2004."

NOTICE OF PATENT ISSUANCE
Today,  the Company announced that, on April 29,  2003,  the
United  States Patent and Trademark Office (PTO)  issued  to
the  Company,  as  assignee,  United  States  patent  number
6,554,538  entitled  "Reel  Type Pipeline  Laying  Ship  and
Method."  A  copy  of the patent can be  obtained  from  the
Company   or   downloaded   from   the   PTO's   web   site,
www.uspto.gov. The pipelay system will be installed  on  the
Midnight Express.

CONFERENCE CALL
A conference call will be held at 10:00 a.m. Central Time on
Friday,  May  9,  2003. To participate by telephone,  United
States  callers  can dial (800) 299-7089  and  international
callers can dial (617) 801-9714 ten to fifteen minutes prior
to  the starting time. The conference ID for all callers  is
133895. The conference call will also be webcast live on the
Internet  through  the  Investor  Relations  page   on   the
Company's web site, www.torchinc.com.

The call will be available for replay beginning at 1:00 p.m.
(Central  Time)  on  May  9, 2003  and  ending  at  midnight
(Central Time) on Thursday, May 15, 2003. For callers in the
United States, the toll-free number for the replay is  (888)
286-8010. For international callers, the number is (617) 801-
6888.  The  conference ID for all callers for the replay  is
7542513. All individuals listening to the conference call or
the replay are reminded that all conference call material is
copyrighted  by Torch Offshore, Inc. and cannot be  recorded
or   rebroadcast  without  Torch  Offshore,  Inc.'s  express
written consent.

Established  in  1978, Torch Offshore, Inc. is  involved  in
offshore  pipeline installation and subsea construction  for
the  oil  and natural gas industry. Torch Offshore, Inc.  is
expanding beyond its established shallow water niche  market
in  order to serve the industry's worldwide growing needs in
the deep waters.

Any  statements made in this news release, other than  those
of  historical fact, about an action, event or  development,
which  the  Company hopes, expects, believes or  anticipates
may  or  will  occur  in  the  future,  are  forward-looking
statements  under the Private Securities Litigation  Act  of
1995.  The  forward-looking statements in this news  release
include  statements  about  our  deepwater  operations,  the
modification  and/or  conversion  timing  and  cost  of  the
Midnight  Wrangler and Midnight Express and the capabilities
of  the  Company's vessels. Such statements are  subject  to
various  assumptions,  risks and  uncertainties,  which  are
specifically  described in the Company's  Annual  Report  on
Form  10-K for the fiscal year ended December 31, 2002 filed
with  the  Securities and Exchange Commission,  as  well  as
other  factors that may not be within the Company's control,
including,  specifically,  oil  and  natural  gas  commodity
prices,   weather   conditions  and  offshore   construction
activity   levels.   Although  the  Company   believes   its
expectations are based on reasonable assumptions,  it  gives
no  assurance that the Company's assumptions and projections
will   prove  to  be  correct.  Actual  results  may  differ
materially from those projected.

                                                   PR 03-008
                            # # #

                       TORCH OFFSHORE, INC.
               Statements of Operations (Unaudited)
               (in thousands, except per share data)

                                                    Three Months
                                                        Ended
                                                      March 31,
                                                  -----------------
                                                    2003      2002
                                                  -------   -------
Revenues                                          $17,029   $16,725
Cost of revenues:
  Cost of sales                                    13,745    12,746
  Depreciation and amortization                     1,827     1,930
  General and administrative expenses               1,355     1,250
                                                  -------   -------
     Total cost of revenues                        16,927    15,926
                                                  -------   -------
Operating income                                      102       799
                                                  -------   -------
Other income (expense):
  Interest expense                                     --       (35)
  Interest income                                       1       102
                                                  -------   -------
     Total other income                                 1        67
                                                  -------   -------
Income before income taxes                            103       866
Income tax expense                                    (36)     (303)
                                                  -------   -------
Net income attributable to common stockholders    $    67   $   563
                                                  =======   =======

Net income per common share:
     Basic                                        $  0.01   $  0.04
                                                  =======   =======
     Diluted                                      $  0.01   $  0.04
                                                  =======   =======

Weighted average shares of common stock
outstanding:
     Basic                                         12,635    12,833
                                                  =======   =======
     Diluted                                       12,641    12,833
                                                  =======   =======

Other data:
     EBITDA (A), (C)                              $ 1,929   $ 2,729
                                                  =======   =======

(A) The Company calculates EBITDA as earnings before net interest,
income taxes, depreciation and amortization. Please see Selected
Balance Sheet and Other Information included in this News Release
for a reconciliation of EBITDA to net income attributable to common
stockholders. EBITDA is presented here to provide additional
information about our operations. EBITDA is not a calculation based
on generally accepted accounting principles (GAAP) and should not
be considered as an alternative to net income, as an indicator of
our operating performance or as an alternative to cash flow as a
better measure of liquidity. In addition, our EBITDA calculation
may not be comparable to similarly titled measures of other
companies.

                       TORCH OFFSHORE, INC.
     Selected Balance Sheet and Other Information (Unaudited)
              (in thousands, except per share data)

                                           March 31,   December 31,
                                              2003         2002
                                           ----------  -----------
Cash and cash equivalents                    $   800     $   327

Working capital                                9,923      12,018
Property, net                                 85,430      67,561
Total assets                                 113,061     101,904
Receivable line of credit                         --       4,271
Long-term debt, less current portion          16,318          46
Stockholders' equity                          79,962      79,867

Net book value per common share - end
of period (B)                                $  6.33     $  6.32
Common shares - end of period                 12,635      12,635

                                              Three Months Ended
                                                  March 31,
                                              ------------------
                                                2003        2002
                                               ------     -------
EBITDA Reconciliation (C):
  Net income attributable to
    common stockholders                       $   67     $   563
 Income tax expense                               36         303
 Interest income                                  (1)        (67)
 Depreciation and amortization                 1,827       1,930
                                              ------     -------
 EBITDA                                       $1,929     $ 2,729
                                              ======     =======

(B) The Company calculates net book value per common share as
stockholders' equity divided by end of period outstanding common
shares.

(C) We have disclosed EBITDA, a non-GAAP measure determined as
described in item (A) above, because we use this measure as an
internal benchmark against certain performance objectives and to
provide investors and creditors additional information in
assessing our business in comparison to industry and other market
competitive standards.