As filed with the Securities and Exchange Commission on June 17, 2003
                                                      Registration No. 333-54668

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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                         POST-EFFECTIVE AMENDMENT NO. 2
                                       ON
                                    FORM S-8
                                       TO
                                    FORM S-4
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933
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                                 TRANSOCEAN INC.
             (Exact name of registrant as specified in its charter)

              CAYMAN ISLANDS                                66-0582307
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                     Identification No.)

            4 GREENWAY PLAZA
              HOUSTON, TEXAS                                  77046
(Address of Principal Executive Offices)                    (Zip Code)

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                               TODCO SAVINGS PLAN
                     (FORMERLY R&B FALCON U.S. SAVINGS PLAN)
                            (Full title of the plan)

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                               ERIC B. BROWN, ESQ.
                                 TRANSOCEAN INC.
                                4 GREENWAY PLAZA
                              HOUSTON, TEXAS 77046
                     (Name and address of agent for service)

                                 (713) 232-7500
          (Telephone number, including area code, of agent for service)

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     Post-Effective  Amendment  No.  1  on Form S-8 to Registration Statement on
Form  S-4  (Registration  No.  333-54668 (the "Registration Statement")) and the
related  Post-Effective Amendment No. 1 on Form S-8 to Registration Statement on
Form  S-4  (Registration  No.  333-46374 (the "Related Registration Statement"))
filed by Transocean Inc. (formerly Transocean Sedco Forex Inc., the "Registrant"
or  "Transocean,")  together  covered  567,587 of its ordinary shares, par value
$.01 per share ("Ordinary Shares"), to be offered and sold pursuant to the TODCO
Savings  Plan  (formerly  the  R&B  Falcon  U.S.  Savings  Plan).

     Post-Effective  Amendment  No.  1 on Form S-8 to the Registration Statement
and  Post-Effective  Amendment  No.  1  on  Form S-8 to the Related Registration
Statement  also covered 8,092,217 Ordinary Shares, which may be offered and sold
pursuant  to  the R&B Falcon Corporation 2000 Employee Long-Term Incentive Plan,
R&B  Falcon  Corporation  1999  Employee  Long-Term  Incentive  Plan, R&B Falcon
Corporation  1999 Director Long-Term Incentive Plan, R&B Falcon Corporation 1998
Acquisition  Option  Plan,  Cliffs  Drilling Company 1988 Incentive Equity Plan,
Cliffs  Drilling Company 1998 Incentive Equity Plan, R&B Falcon Corporation 1998
Employee  Long-Term  Incentive  Plan,  R&B  Falcon  Corporation  1998  Director
Long-Term  Incentive Plan, Falcon Drilling Company, Inc. 1997 Stock Option Plan,
Falcon  Drilling  Company, Inc. 1995 Stock Option Plan, Falcon Drilling Company,
Inc.  1994  Stock  Option  Plan, Falcon Drilling Company, Inc. 1992 Stock Option
Plan, Reading & Bates Corporation 1997 Long-Term Incentive Plan, Reading & Bates
Corporation  1995  Long-Term  Incentive  Plan,  Reading & Bates Corporation 1995
Director Stock Option Plan, Reading & Bates Corporation 1992 Long-Term Incentive
Plan, Reading & Bates Corporation 1990 Stock Option Plan and to individual stock
option  agreements  (collectively,  the  "Other  Plans").

     On  January  31,  2001,  pursuant  to  an Agreement and Plan of Merger (the
"Merger  Agreement")  dated  as  of August 19, 2000 by and among the Registrant,
Transocean  Holdings  Inc.,  a  Delaware  corporation  and  direct, wholly owned
subsidiary  of the Registrant ("Sub"), TSF Delaware Inc., a Delaware corporation
and  direct,  wholly-owned  subsidiary  of  Sub  ("Merger  Sub"), and R&B Falcon
Corporation,  a  Delaware  corporation  ("R&B  Falcon"),  among other things (a)
Merger  Sub  was merged into R&B Falcon (the "Merger"), as a result of which R&B
Falcon  became  a  wholly owned subsidiary of Sub, (b) each outstanding share of
Common  Stock,  par  value  $0.01  per  share, of R&B Falcon ("R&B Falcon Common
Stock")  was  converted  into  the right to receive 0.5 Ordinary Shares, (c) the
Registrant assumed R&B Falcon's obligations under the TODCO Savings Plan and the
Other  Plans,  and  Ordinary  Shares  became  purchasable  or otherwise issuable
thereunder  in  lieu  of  R&B  Falcon  Common Stock and (d) warrants to purchase
Ordinary Shares (the "Warrants") were deemed issued pursuant to the Registrant's
assumption  of  warrants  to  purchase  shares  of  R&B Falcon Common Stock. The
Registration  Statement  covered (i) Ordinary Shares issuable in connection with
the Merger, (ii) Ordinary Shares issuable pursuant to the TODCO Savings Plan and
the  Other  Plans,  (iii) Ordinary Shares issuable upon exercise of the Warrants
and  (iv)  Warrants  issuable  in  connection  with  the  Merger.

     In  accordance  with  an undertaking made by Transocean in the Registration
Statement  to  remove from registration, by means of a post-effective amendment,
any  of  the  securities which remain unsold at the termination of the offering,
Transocean  hereby  deregisters  all  Ordinary  Shares  registered  under  the
Registration Statement which are issuable under the TODCO Savings Plan and which
remain unsold as of the date hereof and all interests in the TODCO Savings Plan.

     This  Post-Effective  Amendment  No.  2  on  Form  S-8  relates only to the
Ordinary  Shares issuable pursuant to the TODCO Savings Plan and does not relate
to  (i)  Ordinary  Shares  issuable in connection with the Merger, (ii) Ordinary
Shares  issuable  upon  exercise  of  the  Warrants,  (iii) Warrants issuable in
connection  with  the  Merger  and (iv) Ordinary Shares issuable pursuant to the
Other  Plans.  Post-Effective  Amendment  No.  1 on Form S-8 related only to the
Ordinary  Shares issuable pursuant to the TODCO Savings Plan and the Other Plans
and  did  not  relate  to the securities described in the foregoing clauses (i),
(ii)  and  (iii). Accordingly, the Registration Statement continues to cover the
securities  described  in  the  foregoing  clauses  (i),  (ii) and (iii) and the
Registration  Statement  (as  amended by Post Effective Amendment No. 1 thereto)
continues  to  cover  the  securities  described  in  the foregoing clause (iv).



                                   SIGNATURES

          Pursuant  to  the  requirements  of  the  Securities  Act of 1933, the
Company 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 Houston, State of Texas, on June 17, 2003.

                              TRANSOCEAN  INC.

                              By:  /s/ Eric  B. Brown
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                                       Eric B. Brown
                                       Senior Vice President,
                                       General Counsel and Corporate Secretary