GLOBALSANTAFE PENSION EQUALIZATION PLAN AS AMENDED AND RESTATED

Exhibit 10.7

GLOBALSANTAFE

PENSION EQUALIZATION PLAN

AS AMENDED AND RESTATED

EFFECTIVE JANUARY 1, 2008

GLOBALSANTAFE

PENSION EQUALIZATION PLAN

WHEREAS , GlobalSantaFe Corporate Services Inc. (the “Company”) adopted and maintains the GlobalSantaFe Pension Equalization Plan, as most recently amended effective July 21, 2007 (the “Plan”), for the benefit of its employees and the employees of its subsidiaries to aid such employees in making more adequate provision for their retirement; and

WHEREAS , the Company desires to continue to provide participants with an opportunity to participate in the Plan on or after January 1, 2005, consistent with the provisions of Section 409A of the Internal Revenue Code, as amended; and

WHEREAS , the Company desires to preserve the material terms of the Plan as in effect on December 31, 2004 in order that such plan qualify as a grandfathered plan for purposes of Section 409A of the Internal Revenue Code, as amended; and

WHEREAS , certain provisions applicable solely to the Plan as in effect on December 31, 2004 are preserved in Appendix A, for purposes of determining the terms applicable to amounts under such Plan, which provisions shall be substituted for the corresponding provisions contained herein.

NOW THEREFORE , the Plan is hereby amended and restated to read as follows, effective as of January 1, 2008:

ARTICLE I

PURPOSE

1.1 Purpose of the Plan : The purpose of this Plan is generally to provide the amount of the benefit that would otherwise be paid under the Pension Plan, as in effect on the applicable date, but which cannot be paid under these plans on account of (a) the limitations of Section 401(a)(17) of the Internal Revenue Code of 1986, as amended (the “Code”), which limits the annual compensation that may be taken into account in computing benefits under the Pension Plan to $225,000 (or such other dollar amount as may be prescribed by the Secretary of the Treasury or his or her delegate), and (b) Section 415 of the Code, which limits the benefits and contributions under qualified plans.

1.2 ERISA Status : Program A of the Plan, detailed in Article III below, is intended to qualify for the exemptions provided under Title I of the Employee Retirement Income Security Act of 1924, as amended from time to time (“ERISA”), for plans that are not qualified under Code Section 401(a) and that are maintained primarily to provide deferred compensation for a select group of management or highly compensated employees. Program B of the Plan, set forth in Article IV below, is intended to qualify for the exemptions provided under Title I of ERISA for plans that are excess benefit plans as defined in Section 3(36) of ERISA.

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ARTICLE II

DEFINITIONS

Except as otherwise indicated, for purposes of the Plan, the terms listed below shall be defined as follows:

Administrative Committee : The committee established by the Board to administer the Plan pursuant to Section 7.1.

Affiliate : The term “Affiliate” shall have the identical meaning of that term as set out in the Pension Plan.

Basic Earnings : The term “Basic Earnings” shall have the identical meaning of that term as set forth in the Pension Plan, only without regard to the limitations imposed by Section 401(a)(17) of the Code; provided that “Basic Earnings” shall include severance payments based on a multiple or any percentage of salary, whether made as salary continuation payments or in a lump sum or sums. In the event such a severance payment is paid in a lump sum or sums, the salary amount shall be deemed to accrue over the period of time it would normally have been paid had the Participant’s salary at the time of termination continued until the severance payments were exhausted.

Board : The Board of Directors of the Company.

Bonus : The term “Bonus” shall have the identical meaning of that term as set out in the Pension Plan, only without regard to the limitations imposed by Section 401(a)(17) of the Code; provided that the term “Bonus” shall include severance payments based on a multiple or any percentage of a bonus or deemed bonus, whether made as bonus continuation payments or in a lump sum or sums. In the event such a severance payment is paid in a lump sum or sums, the payment shall be included and shall be deemed paid as follows: (a) any payment based on a multiple of a bonus or deemed bonus shall be divided by the multiplier and each fraction thereof shall constitute a single annual “Bonus,” which shall be deemed paid on the customary annual bonus date (as determined by the Administrative Committee) over the number of years represented by the multiplier and (b) any payment that is 100% of, or less than, the bonus or deemed bonus shall be deemed to be paid on the customary bonus date next following the date of the Participant’s termination of employment.

Code : The Internal Revenue Code of 1986, as amended from time to time.

Company : GlobalSantaFe Corporate Services Inc.

Effective Date : January 1, 2008.

ERISA : The Employee Retirement Income Security Act of 1974, as amended from time to time.

Grandfathered Plan : The GlobalSantaFe Pension Equalization Plan as in effect on December 31, 2004, the material terms of which have not been materially modified (within the meaning of Section 409A) after October 3, 2004, and are preserved and continued as reflected in Appendix A.

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Grandfathered Plan Benefit : With respect to an individual who was a vested Participant in the Grandfathered Plan prior to January 1, 2005, a portion of such Participant’s Plan benefit calculated in accordance with Section 1.409A-6(a)(3)(i) of the U.S. Treasury regulations.

Lump-Sum Equivalent : With respect to any benefit hereunder, a lump-sum payment equal in value at date of determination to such benefit when determined actuarially, based upon the mortality table and interest rate used in the Pension Plan. In the event that age is increased by a salary and/or bonus continuation period or an Additional Service Period (“imputed years”), the lump sum payment will be discounted by the number of imputed years using interest only at the interest rate used in the Pension Plan.

Participant : An employee of the Company or its Affiliate who qualifies for participation in the Plan under Sections 3.2 and/or 4.2 of the Plan.

Pension Plan : The GlobalSantaFe Retirement Plan for Employees, as amended and restated effective May 1, 2003, and as thereafter may be amended from time to time.

Plan : The GlobalSantaFe Pension Equalization Plan as amended and restated effective January 1, 2008 and as thereafter amended from time to time.

Plan Administrator : The Administrative Committee.

Section 409A : Section 409A of the Code and applicable U.S. Treasury authorities.

Termination of Employment means “separation from service”, as defined in Section 1.409A-1(h) of the U.S. Treasury regulations, with the Company or an Affiliate for any reason other than a transfer between Employers.

ARTICLE III

PROGRAM A: RESTORATION OF BENEFITS REDUCED BY SECTION 401(A)(17)

3.1 Purpose : Section 401(a)(17) of the Code limits the amount of compensation that may be taken into account under a qualified plan for any year to $225,000 (or such other dollar amount as may be prescribed by the Secretary of the Treasury or his or her delegate). The purpose of Program A is to restore to Participants any benefits that would have been available to them under the Pension Plan had the limitations of Section 401(a)(17) of the Code not been imposed.

3.2 Participation : In order to participate in Program A of this Plan, an individual must (a) have experienced a reduction in the benefits he would have received from his Pension Plan as a result of the Code Section 401(a)(17) limitations on the amount of annual compensation that may be included in the calculation of benefits and (b) be a member of a select group of management or highly compensated employees (as those terms are set forth in Section 201(2) of ERISA) who are identified by the Plan Administrator.

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3.3 Amount of Benefit :

(a) The benefit payable under Program A will be equal to (i) less (ii) below:

(b) For purposes of subsections (a)(i) and (ii), each Pension Plan benefit shall be converted into a single life annuity commencing on the later of the Participant’s normal retirement date under the Pension Plan or the date benefits are paid under this Plan.

(c) The amount in subsection (a) will be subject to limits described in Article V.

(d) Benefits under this Article III will be paid only to supplement benefits actually payable from the Pension Plan.

(e) The amount in subsection (a)(i) shall include (to the extent not already included pursuant to the provisions of the Pension Plan), with respect to any Participant who received a severance payment, whether in the form of salary and/or bonus continuation payments or in a lump sum or sums, the salary and/or bonus continuation period or, in the case of a lump sum or sums, the period with respect to which the lump sum or sums are deemed paid pursuant to the definitions of “Basic Earnings” and “Bonus” contained in this Plan (the “Additional Service Period”). Furthermore, the age of any such Participant shall be deemed to include (to the extent not already included pursuant to the provisions of the Pension Plan) the years and partial years contained in the Additional Service Period.

ARTICLE IV

PROGRAM B: RESTORATION OF BENEFITS REDUCED BY SECTION 415

4.1 Purpose : Section 415 of the Code limits the benefits and contributions under qualified plans. The purpose of Program B is to restore to Participants any benefits that would have been available to them under