UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF EARLIEST EVENT REPORTED: March 3, 2010

HELMERICH & PAYNE, INC.

(Exact name of registrant as specified in its charter)

State of Incorporation: Delaware

COMMISSION FILE NUMBER 1-4221

Internal Revenue Service — Employer Identification No. 73-0679879

1437 South Boulder Avenue, Suite 1400, Tulsa, Oklahoma 74119

(Address of Principal Executive Offices)

(918)742-5531

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Annual Meeting of Stockholders of Helmerich & Payne, Inc. (the “Company”) was held on March 3, 2010. Of the 105,993,974 shares of the Company’s common stock outstanding and entitled to vote at the meeting, 93,679,600 shares were present either in person or by proxy.

The following describes the matters considered by the Company’s stockholders at the Annual Meeting, as well as the results of the votes cast at the meeting:

1. To elect three directors comprising the class of director of the Company known as the “First Class” for a three-year term expiring in 2013.

Nominee	For	Withhold	Broker Non-Vote
Hans Helmerich	85,322,807	1,148,067	7,208,727
Paula Marshall	85,621,661	849,212	7,208,727
Randy A. Foutch	85,649,617	821,257	7,208,727

2. To ratify and approve the appointment of Ernst & Young LLP as the independent auditors for the Company for the fiscal year ending September 30, 2010.

For		Against		Abstain		Broker Non-Vote
92,988,842		298,695		392,063		0

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized the undersigned to sign this report on its behalf.

	HELMERICH & PAYNE, INC.
	(Registrant)


	/S/ Steven R. Mackey
	Steven R. Mackey
	Executive Vice President

	DATE: March 4, 2010