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

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1. Name and Address of Reporting Person* ORR M ALAN (Last) (First) (Middle) 1437 SOUTH BOULDER AVE., SUITE 1400 (Street) TULSA OK 74119 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/01/2006	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) Exec. VP - Drilling Subsidiary	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	15,000	D
Common Stock	8,179	I	Reporting Person's 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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	12/05/2002(1)	12/05/2011	Common Stock	8,212	$22.6636	D
Stock Option (right to buy)	12/04/2003(2)	12/04/2012	Common Stock	15,000	$27.74	D
Stock Option (right to buy)	12/03/2004(3)	12/03/2013	Common Stock	20,250	$24.16	D
Stock Option (right to buy)	12/01/2005(4)	12/01/2014	Common Stock	22,000	$32.02	D
Stock Option (right to buy)	12/05/2006(5)	12/05/2015	Common Stock	17,500	$60.475	D

Explanation of Responses:

1. These options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan on 12/05/01 at an exercise price of $29.78, becoming $22.6636 post-spinoff. These options vested over 4 years in 25% increments. The noted date represents the first date options vested and became exercisable.

2. These options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan on 12/04/02 at an exercise price of 27.74. These options vest over 4 years in 25% increments. The noted date represents the first date options vest and become exercisable.

3. These options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan on 12/03/03 at an exercise price of $24.16. These options vest over 4 years in 25% increments. The noted date represents the first date options vest and become exercisable.

4. These options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan on 12/01/04 at an exercise price of $32.02. These options vest over 4 years in 25% increments. The noted date represents the first date options vest and become exercisable.

5. These options were granted under the Helmerich & Payne, Inc. 2000 Stock Incentive Plan on 12/05/05 at an exercise price of $60.475. These options vest over 4 years in 25% increments. The noted date represents the first date options vest and become exercisable.

Remarks:

Exhibit List: Exhibit No. 24 - Power of Attorney

	Jonathan M. Cinocca, by Power of Attorney for M. Alan Orr	03/08/2006
	** 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).
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