Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Edwards Marc Gerard Rex	2. Issuer Name and Ticker or Trading Symbol DIAMOND OFFSHORE DRILLING, INC. [ DO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) President and C.E.O.
(Last)          (First)          (Middle) 15415 KATY FREEWAY, SUITE 100	3. Date of Earliest Transaction (MM/DD/YYYY) 2/13/2020
(Street) HOUSTON, TX 77094 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	2/13/2020		A		220681 (1)	A	(2)	315015	D
Common Stock	2/13/2020		F		53751	D	$3.80	261264	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	The reported shares of common stock represent shares issuable pursuant to performance stock units awarded on April 1, 2017 that vested on February 13, 2020 upon determination of the level of attainment of the performance goals following the performance period and the number of performance stock units eligible to vest. The shares of common stock are deliverable by the company to the reporting person within two and one-half months following the end of the performance period ended December 31, 2019.
(2)	The shares were received for no consideration upon the satisfaction of performance criteria underlying the award of performance stock units.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Edwards Marc Gerard Rex 15415 KATY FREEWAY SUITE 100 HOUSTON, TX 77094	X		President and C.E.O.

Signatures
/s/ Terence W. Waldorf Attorney-in-Fact for Marc Edwards		2/14/2020
**Signature of Reporting Person		Date