SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Bell John R.

(Last)

(First)

(Middle)

1437 S. BOULDER AVE.

(Street)

TULSA

74119

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/07/2012

3. Issuer Name and Ticker or Trading Symbol
HELMERICH & PAYNE INC [ HP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Pres., Human Resources

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	17,000	D
Common Stock	1,800	I	401(k) account

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	12/03/2004⁽¹⁾	12/03/2003	Common Stock	12,750	$12.08	D
Stock Option (right to buy)	12/01/2005⁽¹⁾	12/01/2004	Common Stock	17,000	$16.01	D
Stock Option (right to buy)	12/05/2006⁽¹⁾	12/05/2005	Common Stock	6,000	$30.238	D
Stock Option (right to buy)	12/05/2007⁽²⁾	12/05/2006	Common Stock	9,000	$26.895	D
Stock Option (right to buy)	12/04/2008⁽²⁾	12/04/2007	Common Stock	10,000	$35.105	D
Stock Option (right to buy)	12/02/2009⁽³⁾	12/02/2008	Common Stock	13,000	$21.065	D
Stock Option (right to buy)	12/01/2010⁽³⁾	12/01/2009	Common Stock	9,000	$38.015	D
Stock Option (right to buy)	12/07/2011⁽³⁾	12/07/2010	Common Stock	5,500	$47.935	D
Stock Option (right to buy)	12/06/2012⁽⁴⁾	12/06/2011	Common Stock	6,000	$59.76	D

Explanation of Responses:

1. The options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan. The noted date is the first date options vested. All of the options are vested.

2. The options were granted under the Helmerich & Payne, Inc. 2005 Long-Term Incentive Plan. The noted date is the first date options vested. All of the options are vested.

3. The options were granted under the Helmerich & Payne, Inc. 2005 Long-Term Incentive Plan. The grant of options vest ratably over four years. The noted date is the first date options vested.

4. The options were granted under the Helmerich & Payne, Inc. 2010 Long-Term Incentive Plan. The options vest ratably over 4 years. The noted date is the first date options vested.

Remarks:

	Jonathan M. Cinocca, by Power of Attorney for John R. Bell	03/13/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.