UNITEDTable STATES SECURITIESof AND EXCHANGE COMMISSION Contents

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

~~FORM~~Washington, ~~8-K~~D.C. 20549

~~CURRENT~~FORM ~~REPORT~~8-K ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~CURRENT ofREPORT Pursuant ~~Report~~to Section 13 or 15(~~Date~~d) of the ~~earliest~~Securities ~~event~~Exchange ~~reported):~~Act ~~February 1,~~of ~~2008~~1934

~~SUPERIOR~~Date ~~OFFSHORE~~of ~~INTERNATIONAL~~Report (Date of earliest event reported): January 28, ~~INC.~~ 2009

~~(Exact~~SUPERIOR ~~name~~OFFSHORE ofINTERNATIONAL, ~~registrant as specified in its charter)~~INC.

~~Delaware~~ (~~State~~Exact orname ~~other jurisdiction~~ of ~~incorporation)~~registrant ~~1-33412~~as ~~(Commission~~specified ~~File~~in ~~Number)~~its ~~72-1264943 (I.R.S. Employer Identification No.~~charter)

~~717 Texas Avenue, Suite 3150~~Delaware ~~Houston, Texas 77002~~ (~~Address~~State ofor ~~principal~~other ~~executive~~jurisdiction ~~offices,~~of ~~including zip code~~incorporation)

(713) 910-1875 (Registrant’s telephone number, including area code)


1-33412 (Commission File Number)		72-1264943 (I.R.S. Employer Identification No.)

520 Post Oak Blvd., Ste. 320
Houston, Texas		77027
(Address of principal executive offices)		(Zip Code)

~~Check~~Registrant’s ~~the~~telephone ~~appropriate~~number, ~~box~~including ~~below~~area ifcode: ~~the Form 8~~(713) 418-~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~ 7135

oCheck ~~Written communications pursuant to Rule 425 under~~ the ~~Securities~~appropriate ~~Act~~box ~~(17~~below ~~CFR~~if ~~230.425) o Soliciting material pursuant to Rule 14a-12 under~~ the ~~Exchange~~Form ~~Act (17 CFR 240.14a~~8-~~12)~~K ofiling ~~Pre-commencement~~is ~~communications~~intended ~~pursuant~~ to ~~Rule~~simultaneously ~~14d-2(b)~~satisfy ~~under~~ the filing ~~Exchange~~obligation ~~Act~~of ~~(17~~the ~~CFR~~registrant ~~240.14d-2(b))~~under oany ~~Pre-commencement~~of ~~communications pursuant to Rule 13e-4(c) under~~ the ~~Exchange~~following ~~Act (17 CFR 240.13e-4(c))~~provisions:

~~Item~~o Written ~~5.02~~communications ~~Departure~~pursuant ofto ~~Directors~~Rule 425 orunder ~~Certain~~the ~~Officers;~~Securities ~~Election~~Act of(17 ~~Directors;~~CFR ~~Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~230.425)

Ono Soliciting ~~February 1,~~material ~~2008,~~pursuant ~~Thomas~~to B.Rule 14a-12 ~~Coleman~~under ~~resigned from~~ the ~~Board~~Exchange ofAct ~~Directors~~(17 ofCFR ~~Superior Offshore International, Inc~~240. ~~effective as of such date.~~14a-12)

~~SIGNATURE~~o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~Pursuant~~o Pre-commencement tocommunications ~~the~~pursuant ~~requirements~~to ofRule 13e-4(c) under the ~~Securities~~ Exchange Act of(17 ~~1934,~~CFR ~~as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized~~240.13e-4(c))

	SUPERIOR OFFSHORE INTERNATIONAL, INC.
Dated: February 6, 2008	By:	/s/ Roger D. Burks
		Roger D. Burks
		Executive Vice President, Chief Financial and Administrative Officer

TABLE OF CONTENTS


	Item 8.01 Other Events.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EX-99.1

Item 8.01 Other Events.

Superior Offshore International Confirms Plan of Liquidation

On January 28, 2009, the United States Bankruptcy Court for the Southern District of Texas confirmed the First Amended Joint Chapter 11 Plan of Liquidation (the “Plan”) submitted by Superior Offshore International, Inc. and the Official Committee of Unsecured Creditors (Case No. 08-32590-H2-11). Under the Plan, all equity interests will be cancelled on the Effective Date. Unless stayed, the Effective Date will be February 11, 2009. The Effective Date will serve as the record date for purposes of distributions, if any, to equity interest holders under the Plan unless otherwise ordered by the Bankruptcy Court.

Contact:
David R. Jones
Bankruptcy Counsel for Superior Offshore International, Inc.
713-226-6000

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are filed herewith:

99.1

Press Release issued by Superior Offshore International, Inc. dated January 30, 2009.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	SUPERIOR OFFSHORE INTERNATIONAL, INC.
Dated: January 30, 2009	By:	/s/ H. Malcolm Lovett
		H. Malcolm Lovett
		Chief Restructuring Officer

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EXHIBIT INDEX


Exhibit
Number		Description
99.1		Press Release issued by Superior Offshore International, Inc. dated January 30, 2009

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