As filed with the Securities and Exchange Commission on May 16, 2003
                                                       Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                                SEACOR SMIT INC.
             (Exact Name of Registrant as Specified in its Charter)


             DELAWARE                                       13-3542736
(State or Other Jurisdiction of            (I.R.S. Employer Identification No.)
 Incorporation or Organization)


                        11200 RICHMOND AVENUE, SUITE 400
                              HOUSTON, TEXAS 77082
                    (Address of Principal Executive Offices)
                                   (Zip Code)


                                SEACOR SMIT INC.
                            2003 SHARE INCENTIVE PLAN
                              (Full Title of Plan)


                                  RANDALL BLANK
                            EXECUTIVE VICE PRESIDENT,
                      CHIEF FINANCIAL OFFICER AND SECRETARY
                                SEACOR SMIT INC.
                           1370 AVENUE OF THE AMERICAS
                            NEW YORK, NEW YORK 10119
                                 (212) 307-6633
                          (Name and Agent for Service)
          (Telephone Number, Including Area Code, of Agent For Service)

                                   Copies to:

                             DAVID E. ZELTNER, ESQ.
                           WEIL, GOTSHAL & MANGES LLP
                                767 FIFTH AVENUE
                            NEW YORK, NEW YORK 10153
                                 (212) 310-8000


                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
===================================================================================================================================
                                                                    Proposed Maximum        Proposed Maximum
Title of Each Class of Securities to be         Amount to be            Offering               Aggregate             Amount of
              Registered                        Registered(1)       Price Per Share(2)      Offering Price(2)     Registration Fee
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                            <C>                  <C>                     <C>                   <C>
Common Stock, par value $.01 per share           1,000,000               $38.21               $38,210,000               $3,091
===================================================================================================================================

</TABLE>

(1) Plus such indeterminate number of shares of Common Stock of the Registrant
as may be issued to prevent dilution resulting from stock dividends, stock
splits or similar transactions in accordance with Rule 416 under the Securities
Act of 1933.

(2) Calculated solely for the purpose of determining the registration fee
pursuant to Rule 457(h) and Rule 457(c) under the Securities Act of 1933, based
upon the average of the high and low sales prices of the common shares as
reported on the New York Stock Exchange Composite Tape on May 12, 2003.

================================================================================


<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    Incorporation of Documents by Reference.

                     The following documents filed with the Commission by SEACOR
SMIT Inc. (the "Company" or the "Registrant") are incorporated herein by
reference:

                      (1)        our Annual Report on Form 10-K for the fiscal
                                 year ended December 31, 2002 (as amended on
                                 Form 10-K/A filed on April 7, 2003);

                      (2)        all other reports filed by the Company pursuant
                                 to Section 13(a) or 15(d) of the Securities
                                 Exchange Act of 1934 since December 31, 2002;
                                 and

                      (3)        the description of our common stock contained
                                 in our registration statements on Form 8-A
                                 filed on November 30, 1992 and October 9, 1996,
                                 including any amendment or report filed for the
                                 purposes of updating such description.

                     All documents subsequently filed by the Company with the
Commission pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment to this Registration Statement
which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by
reference in this Registration Statement and to be a part hereof from the date
of filing of such documents.


ITEM 4.    DESCRIPTION OF SECURITIES.

                     Not applicable.

ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

                     Not applicable.

ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                     Article Seven of the Registrant's Restated Certificate of
Incorporation, as amended (the "Restated Certificate"), provides that no
director of the Registrant shall be personally liable either to the Company or
to any stockholder for monetary damages for breach of fiduciary duty as a
director, except (i) for any breach of the director's duty of loyalty to the
Company or its stockholders, or (ii) for acts or omissions which are not taken
or omitted to be taken in good faith or which involve intentional misconduct or
knowing violation of the law, or (iii) for any matter in respect of which such
director would be liable under Section 174 of Title 8 of the Delaware General
Corporation Law (the "DGCL") or any amendment or successor provision thereto, or


                                       1
<PAGE>
(iv) for any transaction from which the director shall have derived an improper
personal benefit.

                     Article III of the Company's by-laws provides that the
Company shall (a) indemnify, to the fullest extent permitted by Section 145 of
the DGCL, all persons who it may indemnify pursuant thereto and in the manner
prescribed thereby and (b) pay the expenses (including attorneys' fees) incurred
by an indemnitee in defending any proceeding in advance of its final
disposition, provided, however, that the payment of expenses incurred by a
director or officer in advance of the final disposition of the proceeding shall
be made only upon receipt of an undertaking by the director or officer to repay
all amounts advanced if it should ultimately determined that the director or
officer is not entitled to be indemnified thereunder or otherwise.

                     Section 145 of the DGCL provides that a corporation has the
power to indemnify a director, officer, employee or agent of the corporation
and certain other persons serving at the request of the corporation in related
capacities against amounts paid and expenses incurred in connection with an
action or proceeding to which he is or is threatened to be made a party by
reason of such position, if such person shall have acted in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation, and, in any criminal proceeding, if such person had no
reasonable cause to believe his conduct was unlawful; provided that, in the case
of actions brought by or in the right of the corporation, no indemnification
shall be made with respect to any matter as to which such person shall have been
adjudged to be liable to the corporation unless and only to the extent that the
adjudicating court determines that such indemnification is proper under the
circumstances.

ITEM 7.    EXEMPTION FROM REGISTRATION CLAIMED.

                     None.

ITEM 8.    EXHIBITS.

           4.1        Restated Certificate of Incorporation of SEACOR SMIT Inc.
                      (incorporated herein by reference to Exhibit 3.1(a) to the
                      Company's Quarterly Report on Form 10-Q for the fiscal
                      quarter ended June 30, 1997 and filed with the Commission
                      on August 14, 1997).

           4.2        Certificate of Amendment to the Restated Certificate of
                      Incorporation of SEACOR SMIT Inc. (incorporated herein by
                      reference to Exhibit 3.1(b) to the Company's Quarterly
                      Report on Form 10-Q for the fiscal quarter ended June 30,
                      1997 and filed with the Commission on August 14, 1997).


                                       2
<PAGE>
           4.3        Amended and Restated By-laws of SEACOR Holdings, Inc.
                      (incorporated herein by reference to Exhibit 4.2 to the
                      Company's Registration Statement on Form S-8 (No.
                      333-12637) of SEACOR Holdings, Inc. filed with the
                      Commission on September 25, 1996).

           4.4        SEACOR SMIT Inc. 2003 Share Incentive Plan.*

           5          Opinion of Weil, Gotshal & Manges LLP.*

           23(a)      Consent of Ernst & Young LLP.*

           23(b)      Consent of Weil, Gotshal & Manges LLP (included in the
                      opinion filed as Exhibit 5 to this registration
                      statement).*

           24         Power of Attorney (included as part of the signature page
                      to this Registration Statement and incorporated herein by
                      reference).*


                      ---------------------------------------------------------
                      *Filed herewith.


ITEM 9.    UNDERTAKINGS.

(a)        The undersigned registrant hereby undertakes:

           (1)        To file, during any period in which offers or sales are
                      being made, a post-effective amendment to this
                      Registration Statement:

                      (i)        To include any prospectus required by Section
                                 10(a)(3) of the Securities Act;

                      (ii)       To reflect in the prospectus any facts or
                                 events arising after the effective date of the
                                 Registration Statement (or the most recent
                                 post-effective amendment thereof) which,
                                 individually or in the aggregate, represent a
                                 fundamental change in the information set forth
                                 in the Registration Statement;

                      (iii)      To include any material information with
                                 respect to the plan of distribution not
                                 previously disclosed in the Registration
                                 Statement or any material change to such
                                 information in the Registration Statement;

           provided, however, that paragraph (a)(1)(i) and (a)(1)(ii) do not
           apply if the information required to be included in a post-effective
           amendment by the foregoing paragraphs is contained in periodic
           reports filed with or furnished to the Commission by the Registrant


                                       3
<PAGE>
           pursuant to Section 13 or Section 15(d) of the Exchange Act that are
           incorporated by reference in the Registration Statement.

                      (2)        That, for the purpose of determining any
                                 liability under the Securities Act, each such
                                 post-effective amendment shall be deemed to be
                                 a new Registration Statement relating to the
                                 securities offered therein, and the offering of
                                 such securities at that time shall be deemed to
                                 be the initial bona fide offering thereof.

                      (3)        To remove from registration by means of a
                                 post-effective amendment any of the securities
                                 being registered which remain unsold at the
                                 termination of the offering.

           (b)        The undersigned registrant hereby undertakes that, for
                      purposes of determining any liability under the Securities
                      Act, each filing of the registrant's annual report
                      pursuant to Section 13(a) or Section 15(d) of the Exchange
                      Act that is incorporated by reference in the Registration
                      Statement shall be deemed to be a new Registration
                      Statement relating to the securities offered therein, and
                      the offering of such securities at that time shall be
                      deemed to be the initial bona fide offering thereof.

           (c)        Insofar as indemnification for liabilities arising under
                      the Securities Act may be permitted to directors, officers
                      and controlling persons of the Registrant pursuant to the
                      foregoing provisions, or otherwise, the Registrant has
                      been advised that in the opinion of the Securities and
                      Exchange Commission such indemnification is against public
                      policy as expressed in the Securities Act and is,
                      therefore, unenforceable. In the event that a claim for
                      indemnification against such liabilities (other than the
                      payment by the registrant of expenses incurred or paid by
                      a director, officer or controlling person of the
                      registrant in the successful defense of any action, suit
                      or proceeding) is asserted by such director, officer or
                      controlling person in connection with the securities being
                      registered, the registrant will, unless in the opinion of
                      its counsel the matter has been settled by controlling
                      precedent, submit to a court of appropriate jurisdiction
                      the question whether such indemnification by it is against
                      public policy as expressed in the Securities Act and will
                      be governed by the final adjudication of such issue.


                                       4
<PAGE>
                                   SIGNATURES


           Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized in the City of New York, State of New York, on this 16th day of May,
2003.


                                           SEACOR SMIT INC.

                                           By: /S/ CHARLES FABRIKANT
                                               --------------------------------
                                               Charles Fabrikant
                                               Chairman of the Board of
                                               Directors, President and
                                               Chief Executive Officer
                                               (Principal Executive Officer)













                                       5
<PAGE>
                                POWER OF ATTORNEY


           KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Charles Fabrikant, Randall Blank and Dick
Fagerstal, or any of them, his attorney-in-fact, each with the power of
substitution, for him in any and all capacities, to sign any amendments
(including all post-effective amendments) to this registration statement, and to
sign any registration statement for the same offering covered by this
registration statement that is to be effective upon filing pursuant to Rule
462(b) promulgated under the Securities Act of 1933, and all post-effective
amendments thereto, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that each of said attorneys-in-fact, or his
substitute or substitutes, may do or cause to be done by virtue hereof.

           Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.


<TABLE>
<CAPTION>
Signatures                                      Title                                             Date
----------                                      -----                                             ----
<S>                                             <C>                                               <C>
/S/ CHARLES FABRIKANT                           Chairman of the Board of Directors,               May 16, 2003
----------------------------------------        President and Chief Executive Officer
Charles Fabrikant                               (Principal Executive Officer)


/S/ RANDALL BLANK                               Executive Vice President, Chief                   May 16 , 2003
----------------------------------------        Financial Officer and Secretary
Randall Blank                                   (Principal Financial Officer)


/S/ LENNY P. DANTIN                             Vice President and Chief Accounting              May 16, 2003
----------------------------------------        Officer
Lenny P. Dantin                                 (Principal Accounting Officer)


/S/ MICHAEL E. GELLERT                          Director                                          May 16, 2003
----------------------------------------
Michael E. Gellert


/S/ STEPHEN STAMAS                              Director                                          May 16, 2003
----------------------------------------
Stephen Stamas


/S/ RICHARD M. FAIRBANKS III                    Director                                          May 16, 2003
----------------------------------------
Richard M. Fairbanks III


/S/ PIERRE DE DEMANDOLX                         Director                                          May 16, 2003
----------------------------------------
Pierre de Demandolx


/S/ ANDREW R. MORSE                             Director                                          May 16, 2003
----------------------------------------
Andrew R. Morse


/S/ JOHN HADJIPATERAS                           Director                                          May 16, 2003
----------------------------------------
John Hadjipateras


/S/ OIVIND LORENTZEN                            Director                                          May 16, 2003
----------------------------------------
Oivind Lorentsen


/S/ JAMES COWDEROY                              Director                                          May 16, 2003
----------------------------------------
James Cowderoy

</TABLE>
                                       6
<PAGE>
                                  EXHIBIT INDEX


       EXHIBIT NO.                             DESCRIPTION
       -----------                             -----------

           4.1        Restated Certificate of Incorporation of SEACOR SMIT Inc.
                      (incorporated herein by reference to Exhibit 3.1(a) to the
                      Company's Quarterly Report on Form 10-Q for the fiscal
                      quarter ended June 30, 1997 and filed with the Commission
                      on August 14, 1997).

           4.2        Certificate of Amendment to the Restated Certificate of
                      Incorporation of SEACOR SMIT Inc. (incorporated herein by
                      reference to Exhibit 3.1(b) to the Company's Quarterly
                      Report on Form 10-Q for the fiscal quarter ended June 30,
                      1997 and filed with the Commission on August 14, 1997).

           4.3        Amended and Restated By-laws of SEACOR Holdings, Inc.
                      (incorporated herein by reference to Exhibit 4.2 to the
                      Company's Registration Statement on Form S-8 (No.
                      333-12637) of SEACOR Holdings, Inc. filed with the
                      Commission on September 25, 1996).

           4.4        SEACOR SMIT Inc. 2003 Share Incentive Plan*

           5          Opinion of Weil, Gotshal & Manges LLP.*

           23(a)      Consent of Ernst & Young LLP*

           23(b)      Consent of Weil, Gotshal & Manges LLP (included in the
                      opinion filed as Exhibit 5 to this registration
                      statement).*

           24         Power of Attorney (included as part of the signature page
                      to this Registration Statement and incorporated herein by
                      reference).*


                      ----------------------------------------------------------
                      *Filed herewith.




                                       7
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{"company-data": {"conformed-name": "SEACOR SMIT INC", "cik": "0000859598", "assigned-sic": "4412", "irs-number": "133542736", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-105340", "film-number": "03709008"}, "business-address": {"street1": "11200 RICHMOND AVE", "street2": "SUITE 400", "city": "HOUSTON", "state": "TX", "zip": "77082", "phone": "7137825990"}, "mail-address": {"street1": "11200 WESTHEIMER", "street2": "SUITE 850", "city": "HOUSTON", "state": "TX", "zip": "77042"}, "former-company": [{"former-conformed-name": "SEACOR HOLDINGS INC", "date-changed": "19950327"}, {"former-conformed-name": "SEACORE HOLDINGS INC", "date-changed": "19950313"}]}
As filed with the Securities and Exchange Commission on May 16, 2003
                                                       Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                SEACOR SMIT INC.
             (Exact Name of Registrant as Specified in its Charter)

             DELAWARE                                       13-3542736
(State or Other Jurisdiction of            (I.R.S. Employer Identification No.)
 Incorporation or Organization)

                        11200 RICHMOND AVENUE, SUITE 400
                              HOUSTON, TEXAS 77082
                    (Address of Principal Executive Offices)
                                   (Zip Code)

                                SEACOR SMIT INC.
                            2003 SHARE INCENTIVE PLAN
                              (Full Title of Plan)

                                  RANDALL BLANK
                            EXECUTIVE VICE PRESIDENT,
                      CHIEF FINANCIAL OFFICER AND SECRETARY
                                SEACOR SMIT INC.
                           1370 AVENUE OF THE AMERICAS
                            NEW YORK, NEW YORK 10119
                                 (212) 307-6633
                          (Name and Agent for Service)
          (Telephone Number, Including Area Code, of Agent For Service)

                                   Copies to:

                             DAVID E. ZELTNER, ESQ.
                           WEIL, GOTSHAL & MANGES LLP
                                767 FIFTH AVENUE
                            NEW YORK, NEW YORK 10153
                                 (212) 310-8000

                         CALCULATION OF REGISTRATION FEE
===================================================================================================================================
                                                                    Proposed Maximum        Proposed Maximum
Title of Each Class of Securities to be         Amount to be            Offering               Aggregate             Amount of
              Registered                        Registered(1)       Price Per Share(2)      Offering Price(2)     Registration Fee
-----------------------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01 per share           1,000,000               $38.21               $38,210,000               $3,091
===================================================================================================================================
(1) Plus such indeterminate number of shares of Common Stock of the Registrant
as may be issued to prevent dilution resulting from stock dividends, stock
splits or similar transactions in accordance with Rule 416 under the Securities
Act of 1933.

(2) Calculated solely for the purpose of determining the registration fee
pursuant to Rule 457(h) and Rule 457(c) under the Securities Act of 1933, based
upon the average of the high and low sales prices of the common shares as
reported on the New York Stock Exchange Composite Tape on May 12, 2003.

================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    Incorporation of Documents by Reference.

                     The following documents filed with the Commission by SEACOR
SMIT Inc. (the "Company" or the "Registrant") are incorporated herein by
reference:

                      (1)        our Annual Report on Form 10-K for the fiscal
                                 year ended December 31, 2002 (as amended on
                                 Form 10-K/A filed on April 7, 2003);

                      (2)        all other reports filed by the Company pursuant
                                 to Section 13(a) or 15(d) of the Securities
                                 Exchange Act of 1934 since December 31, 2002;
                                 and

                      (3)        the description of our common stock contained
                                 in our registration statements on Form 8-A
                                 filed on November 30, 1992 and October 9, 1996,
                                 including any amendment or report filed for the
                                 purposes of updating such description.

                     All documents subsequently filed by the Company with the
Commission pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment to this Registration Statement
which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by
reference in this Registration Statement and to be a part hereof from the date
of filing of such documents.

ITEM 4.    DESCRIPTION OF SECURITIES.

                     Not applicable.

ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

                     Not applicable.

ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                     Article Seven of the Registrant's Restated Certificate of
Incorporation, as amended (the "Restated Certificate"), provides that no
director of the Registrant shall be personally liable either to the Company or
to any stockholder for monetary damages for breach of fiduciary duty as a
director, except (i) for any breach of the director's duty of loyalty to the
Company or its stockholders, or (ii) for acts or omissions which are not taken
or omitted to be taken in good faith or which involve intentional misconduct or
knowing violation of the law, or (iii) for any matter in respect of which such
director would be liable under Section 174 of Title 8 of the Delaware General
Corporation Law (the "DGCL") or any amendment or successor provision thereto, or

                                       1
(iv) for any transaction from which the director shall have derived an improper
personal benefit.

                     Article III of the Company's by-laws provides that the
Company shall (a) indemnify, to the fullest extent permitted by Section 145 of
the DGCL, all persons who it may indemnify pursuant thereto and in the manner
prescribed thereby and (b) pay the expenses (including attorneys' fees) incurred
by an indemnitee in defending any proceeding in advance of its final
disposition, provided, however, that the payment of expenses incurred by a
director or officer in advance of the final disposition of the proceeding shall
be made only upon receipt of an undertaking by the director or officer to repay
all amounts advanced if it should ultimately determined that the director or
officer is not entitled to be indemnified thereunder or otherwise.

                     Section 145 of the DGCL provides that a corporation has the
power to indemnify a director, officer, employee or agent of the corporation
and certain other persons serving at the request of the corporation in related
capacities against amounts paid and expenses incurred in connection with an
action or proceeding to which he is or is threatened to be made a party by
reason of such position, if such person shall have acted in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation, and, in any criminal proceeding, if such person had no
reasonable cause to believe his conduct was unlawful; provided that, in the case
of actions brought by or in the right of the corporation, no indemnification
shall be made with respect to any matter as to which such person shall have been
adjudged to be liable to the corporation unless and only to the extent that the
adjudicating court determines that such indemnification is proper under the
circumstances.

ITEM 7.    EXEMPTION FROM REGISTRATION CLAIMED.

                     None.

ITEM 8.    EXHIBITS.

           4.1        Restated Certificate of Incorporation of SEACOR SMIT Inc.
                      (incorporated herein by reference to Exhibit 3.1(a) to the
                      Company's Quarterly Report on Form 10-Q for the fiscal
                      quarter ended June 30, 1997 and filed with the Commission
                      on August 14, 1997).

           4.2        Certificate of Amendment to the Restated Certificate of
                      Incorporation of SEACOR SMIT Inc. (incorporated herein by
                      reference to Exhibit 3.1(b) to the Company's Quarterly
                      Report on Form 10-Q for the fiscal quarter ended June 30,
                      1997 and filed with the Commission on August 14, 1997).

                                       2
4.3        Amended and Restated By-laws of SEACOR Holdings, Inc.
                      (incorporated herein by reference to Exhibit 4.2 to the
                      Company's Registration Statement on Form S-8 (No.
                      333-12637) of SEACOR Holdings, Inc. filed with the
                      Commission on September 25, 1996).

           4.4        SEACOR SMIT Inc. 2003 Share Incentive Plan.*

           5          Opinion of Weil, Gotshal & Manges LLP.*

           23(a)      Consent of Ernst & Young LLP.*

           23(b)      Consent of Weil, Gotshal & Manges LLP (included in the
                      opinion filed as Exhibit 5 to this registration
                      statement).*

           24         Power of Attorney (included as part of the signature page
                      to this Registration Statement and incorporated herein by
                      reference).*

                      ---------------------------------------------------------
                      *Filed herewith.

ITEM 9.    UNDERTAKINGS.

(a)        The undersigned registrant hereby undertakes:

           (1)        To file, during any period in which offers or sales are
                      being made, a post-effective amendment to this
                      Registration Statement:

                      (i)        To include any prospectus required by Section
                                 10(a)(3) of the Securities Act;

                      (ii)       To reflect in the prospectus any facts or
                                 events arising after the effective date of the
                                 Registration Statement (or the most recent
                                 post-effective amendment thereof) which,
                                 individually or in the aggregate, represent a
                                 fundamental change in the information set forth
                                 in the Registration Statement;

                      (iii)      To include any material information with
                                 respect to the plan of distribution not
                                 previously disclosed in the Registration
                                 Statement or any material change to such
                                 information in the Registration Statement;

           provided, however, that paragraph (a)(1)(i) and (a)(1)(ii) do not
           apply if the information required to be included in a post-effective
           amendment by the foregoing paragraphs is contained in periodic
           reports filed with or furnished to the Commission by the Registrant

                                       3
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
           incorporated by reference in the Registration Statement.

                      (2)        That, for the purpose of determining any
                                 liability under the Securities Act, each such
                                 post-effective amendment shall be deemed to be
                                 a new Registration Statement relating to the
                                 securities offered therein, and the offering of
                                 such securities at that time shall be deemed to
                                 be the initial bona fide offering thereof.

                      (3)        To remove from registration by means of a
                                 post-effective amendment any of the securities
                                 being registered which remain unsold at the
                                 termination of the offering.

           (b)        The undersigned registrant hereby undertakes that, for
                      purposes of determining any liability under the Securities
                      Act, each filing of the registrant's annual report
                      pursuant to Section 13(a) or Section 15(d) of the Exchange
                      Act that is incorporated by reference in the Registration
                      Statement shall be deemed to be a new Registration
                      Statement relating to the securities offered therein, and
                      the offering of such securities at that time shall be
                      deemed to be the initial bona fide offering thereof.

           (c)        Insofar as indemnification for liabilities arising under
                      the Securities Act may be permitted to directors, officers
                      and controlling persons of the Registrant pursuant to the
                      foregoing provisions, or otherwise, the Registrant has
                      been advised that in the opinion of the Securities and
                      Exchange Commission such indemnification is against public
                      policy as expressed in the Securities Act and is,
                      therefore, unenforceable. In the event that a claim for
                      indemnification against such liabilities (other than the
                      payment by the registrant of expenses incurred or paid by
                      a director, officer or controlling person of the
                      registrant in the successful defense of any action, suit
                      or proceeding) is asserted by such director, officer or
                      controlling person in connection with the securities being
                      registered, the registrant will, unless in the opinion of
                      its counsel the matter has been settled by controlling
                      precedent, submit to a court of appropriate jurisdiction
                      the question whether such indemnification by it is against
                      public policy as expressed in the Securities Act and will
                      be governed by the final adjudication of such issue.

                                       4
SIGNATURES

           Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized in the City of New York, State of New York, on this 16th day of May,
2003.

                                           SEACOR SMIT INC.

                                           By: /S/ CHARLES FABRIKANT
                                               --------------------------------
                                               Charles Fabrikant
                                               Chairman of the Board of
                                               Directors, President and
                                               Chief Executive Officer
                                               (Principal Executive Officer)

                                       5
POWER OF ATTORNEY

           KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Charles Fabrikant, Randall Blank and Dick
Fagerstal, or any of them, his attorney-in-fact, each with the power of
substitution, for him in any and all capacities, to sign any amendments
(including all post-effective amendments) to this registration statement, and to
sign any registration statement for the same offering covered by this
registration statement that is to be effective upon filing pursuant to Rule
462(b) promulgated under the Securities Act of 1933, and all post-effective
amendments thereto, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that each of said attorneys-in-fact, or his
substitute or substitutes, may do or cause to be done by virtue hereof.

           Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signatures                                      Title                                             Date
----------                                      -----                                             ----
/S/ CHARLES FABRIKANT                           Chairman of the Board of Directors,               May 16, 2003
----------------------------------------        President and Chief Executive Officer
Charles Fabrikant                               (Principal Executive Officer)

/S/ RANDALL BLANK                               Executive Vice President, Chief                   May 16 , 2003
----------------------------------------        Financial Officer and Secretary
Randall Blank                                   (Principal Financial Officer)

/S/ LENNY P. DANTIN                             Vice President and Chief Accounting              May 16, 2003
----------------------------------------        Officer
Lenny P. Dantin                                 (Principal Accounting Officer)

/S/ MICHAEL E. GELLERT                          Director                                          May 16, 2003
----------------------------------------
Michael E. Gellert

/S/ STEPHEN STAMAS                              Director                                          May 16, 2003
----------------------------------------
Stephen Stamas

/S/ RICHARD M. FAIRBANKS III                    Director                                          May 16, 2003
----------------------------------------
Richard M. Fairbanks III

/S/ PIERRE DE DEMANDOLX                         Director                                          May 16, 2003
----------------------------------------
Pierre de Demandolx

/S/ ANDREW R. MORSE                             Director                                          May 16, 2003
----------------------------------------
Andrew R. Morse

/S/ JOHN HADJIPATERAS                           Director                                          May 16, 2003
----------------------------------------
John Hadjipateras

/S/ OIVIND LORENTZEN                            Director                                          May 16, 2003
----------------------------------------
Oivind Lorentsen

/S/ JAMES COWDEROY                              Director                                          May 16, 2003
----------------------------------------
James Cowderoy
6
EXHIBIT INDEX

       EXHIBIT NO.                             DESCRIPTION
       -----------                             -----------

           4.1        Restated Certificate of Incorporation of SEACOR SMIT Inc.
                      (incorporated herein by reference to Exhibit 3.1(a) to the
                      Company's Quarterly Report on Form 10-Q for the fiscal
                      quarter ended June 30, 1997 and filed with the Commission
                      on August 14, 1997).

           4.2        Certificate of Amendment to the Restated Certificate of
                      Incorporation of SEACOR SMIT Inc. (incorporated herein by
                      reference to Exhibit 3.1(b) to the Company's Quarterly
                      Report on Form 10-Q for the fiscal quarter ended June 30,
                      1997 and filed with the Commission on August 14, 1997).

           4.3        Amended and Restated By-laws of SEACOR Holdings, Inc.
                      (incorporated herein by reference to Exhibit 4.2 to the
                      Company's Registration Statement on Form S-8 (No.
                      333-12637) of SEACOR Holdings, Inc. filed with the
                      Commission on September 25, 1996).

           4.4        SEACOR SMIT Inc. 2003 Share Incentive Plan*

           5          Opinion of Weil, Gotshal & Manges LLP.*

           23(a)      Consent of Ernst & Young LLP*

           23(b)      Consent of Weil, Gotshal & Manges LLP (included in the
                      opinion filed as Exhibit 5 to this registration
                      statement).*

           24         Power of Attorney (included as part of the signature page
                      to this Registration Statement and incorporated herein by
                      reference).*

                      ----------------------------------------------------------
                      *Filed herewith.

                                       7