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* FOSHEE DOUGLAS L (Last) (First) (Middle) 1001 LOUISIANA (Street) HOUSTON TX 77002 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/01/2008	3. Issuer Name and Ticker or Trading Symbol CAMERON INTERNATIONAL CORP [ CAM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	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)

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
Deferred Stock Units	(1)	(1)	Common Stock	3,764	$0	D

Explanation of Responses:

1. On July 1, 2008, Mr. Foshee, a non-employee director of the Company, received a grant of 3,764 deferred stock units (DSUs) under the Company's 2005 Equity Incentive plan upon his election to the Board of Directors. Each DSU represents a right to receive one share of Cameron Common stock at the end of the deferred period. The grant vests in four quarterly increments on August 15, 2008, November 15, 2008, February 15, 2009 and May 15, 2009. The deferral period runs through July 1, 2011, unless further deferred by the recipient, or upon termination of board service, whichever date is the first to occur.

	Douglas L. Foshee	07/08/2008
	** 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).
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