Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
           Standard.

On December 13, 2019, McDermott International Inc., a Panamanian corporation ("McDermott"), received written notification (the "Notice") from the New York Stock Exchange ("NYSE") that McDermott no longer satisfies the continued listing compliance standards set forth under Section 802.01C of the NYSE Listed Company Manual because the average closing price of McDermott's common stock, par value $1.00 per share (the "Common Stock"), was below $1.00 over a 30 consecutive trading-day period that ended December 13, 2019. Under the NYSE's rules, McDermott has six months following receipt of the notification to regain compliance with the minimum share price requirement.

As required by the NYSE, McDermott is notifying the NYSE of its intent to cure the deficiency and return to compliance with the NYSE's continued listing requirements. McDermott can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Common Stock has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. Under NYSE rules, the Common Stock will continue to be listed on the NYSE during this six-month cure period, subject to McDermott's compliance with other continued listing requirements. The Common Stock symbol "MDR" will be assigned a ".BC" indicator by the NYSE to signify that McDermott currently is not in compliance with the NYSE's continued listing requirements. If McDermott fails to regain compliance with Section 802.01C during the cure period, the Common Stock will be subject to the NYSE's suspension and delisting procedures.

Item 8.01. Other Events.

On December 13, 2019, McDermott issued a press release with respect to the receipt of the notice of non-compliance from the NYSE. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

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