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): January 7, 2002



                           TRANSOCEAN SEDCO FOREX INC.
             (Exact name of registrant as specified in its charter)



         CAYMAN ISLANDS                 333-75899                   N/A
(State or other jurisdiction of        (Commission           (I.R.S. Employer
incorporation or organization)         File Number)          Identification No.)



                                4 GREENWAY PLAZA
                              HOUSTON, TEXAS 77046
              (Address of principal executive offices and zip code)



Registrant's telephone number, including area code: (713) 232-7500




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ITEM 9.    REGULATION FD DISCLOSURE.

         In accordance with Regulation FD, information is being furnished below
in connection with presentations being made by officers of Transocean Sedco
Forex Inc. (the "Company"):

         The utilization rate and average dayrates for the Company's inland
drilling barge fleet declined during the fourth quarter of 2001 to a
utilization rate in the mid 50% range (increasing to 60% at the end of the
quarter) and average dayrate in the mid $22,000 range.

         The Company's current view of rig demand trends for early 2002 for the
Company's deepwater rigs is generally flat in the Gulf of Mexico, North Sea,
Brazil, West Africa, Middle East and Southeast Asia markets. The Company's
current view of rig demand trends for early 2002 for the Company's midwater rigs
is generally declining in the Gulf of Mexico and North Sea markets and generally
flat in the Brazil, West Africa and Southeast Asia markets. The Company's
current view of rig demand trends for early 2002 for the Company's jackup rigs
is generally declining in the Gulf of Mexico market and generally flat in the
North Sea, Brazil, West Africa, Middle East and Southeast Asia markets.

         For the Company's International/U.S. Floater Contract Drilling Services
segment, 56 percent of the fleet days in the year 2002 are currently committed,
and 44 percent are uncommitted. For the Company's Gulf of Mexico Shallow &
Inland Water segment, 6

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percent of the fleet days in the year 2002 are currently committed, and 94
percent are uncommitted. For the two segments, a total of 43 percent of the
fleet days in the year 2002 are currently committed. The estimated operating
revenue for the committed fleet days for the two segments in 2002 is
approximately $1.8 billion. A $5,000 change in the dayrate assumption associated
with uncommitted fleet days equates to an estimated $0.40 change in earnings per
share.

         The Company's pro forma (assuming completion of the R&B Falcon merger
as of January 1, 2000) capital expenditures during the year 2000 were $1,040
million. The Company's estimated pro forma capital expenditures are $545 million
for 2001 and the Company's estimated capital expenditures are $200 million for
each of 2002, 2003 and 2004.

         The Company has received total estimated proceeds of $200 million from
asset sales since January 31, 2001.

         For the 11 months ended November 30, 2001, the Company's newbuild fleet
experienced approximately 15% downtime and the Company's Gulf of Mexico and
international conventional fleet experienced approximately 2.5% downtime.

         The statements described in this report that are not historical facts
are forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Statements to the effect that the Company or management "anticipates,"
"believes," "budgets," "estimates," "expects," "forecasts," "intends," "plans,"
"predicts," or "projects" a particular result or course of events, or that such
result or course of events "could," "might," "may" or "should" occur, and
similar expressions, are also intended to identify forward-looking statements.
Forward-looking statements described above include, but are not limited to,
statements involving expected revenues, committed and uncommitted fleet days,
rig demand, changes to earnings per share resulting from a change in dayrate
assumption and estimated capital expenditures. Such statements are subject to
numerous risks, uncertainties and assumptions, including but not limited to,
uncertainties relating to the level of activity in offshore oil and gas
exploration and development, exploration success by producers, oil and gas
prices, demand for offshore and inland water rigs, competition and market
conditions in the contract drilling industry, the Company's ability to
successfully integrate the operations of acquired businesses, possible delay or
cancellation of drilling contracts, work stoppages, the Company's ability to
enter into and the terms of future contracts, the availability of qualified
personnel, labor relations and the outcome of negotiations with unions
representing workers, operating hazards, political and other uncertainties
inherent in non-U.S. operations (including exchange and currency fluctuations),
war, terrorism and cancellation or unavailability of insurance coverage, the
impact of governmental laws and regulations, the adequacy of sources of
liquidity, the effect of litigation and contingencies and other factors
described above and discussed in the Company's Form 10-K for the year ended
December 31, 2000 and in the Company's other filings with the SEC, which are
available free of charge on the SEC's website at www.sec.gov. Should one or more
of these risks or uncertainties materialize,

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or should underlying assumptions prove incorrect, actual results may vary
materially from those indicated. You should not place undue reliance on
forward-looking statements. Each forward-looking statement speaks only as of the
date of the particular statement, and we undertake no obligation to publicly
update or revise any forward-looking statements.



















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                                   SIGNATURES

                  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.

                                           TRANSOCEAN SEDCO FOREX INC.



  Date:  January 7, 2002                   By: /s/ ERIC BROWN
                                               ---------------------------------
                                               Eric Brown
                                               Senior Vice President, General
                                               Counsel and Corporate Secretary













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