Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Bell John R.
 2. Date of Event Requiring Statement (Month/Day/Year)
03/07/2012		 3. Issuer Name and Ticker or Trading Symbol
HELMERICH & PAYNE INC [HP]
(Last)
(First)
(Middle)
1437 S. BOULDER AVE.		 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 Original Filed(Month/Day/Year)
03/13/2012
(Street)

TULSA, OK 74119		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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) 12/03/2004(1) 12/03/2013 Common Stock 12,750 $ 12.08 D  
Stock Option (right to buy) 12/01/2005(1) 12/01/2014 Common Stock 17,000 $ 16.01 D  
Stock Option (right to buy) 12/05/2006(1) 12/05/2015 Common Stock 6,000 $ 30.238 D  
Stock Option (right to buy) 12/05/2007(2) 12/05/2016 Common Stock 9,000 $ 26.895 D  
Stock Option (right to buy) 12/04/2008(2) 12/04/2017 Common Stock 10,000 $ 35.105 D  
Stock Option (right to buy) 12/02/2009(3) 12/02/2018 Common Stock 13,000 $ 21.065 D  
Stock Option (right to buy) 12/01/2010(3) 12/01/2019 Common Stock 9,000 $ 38.015 D  
Stock Option (right to buy) 12/07/2011(3) 12/07/2020 Common Stock 5,500 $ 47.935 D  
Stock Option (right to buy) 12/06/2012(4) 12/06/2021 Common Stock 6,000 $ 59.76 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bell John R.
1437 S. BOULDER AVE.
TULSA, OK 74119		       Vice Pres., Human Resources  

Signatures

Jonathan M. Cinocca, by Power of Attorney for John R. Bell 03/13/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(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:
This amendment is filed solely to correct the expiration dates reflected in the original Form 3 for each row in Table II.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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