Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
Tardio Juan Pablo
   2. Issuer Name and Ticker or Trading Symbol
HELMERICH & PAYNE INC [HP] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & CFO
(Last)
(First)
(Middle)
1437 SOUTH BOULDER AVENUE, SUITE 1400		 3. Date of Earliest Transaction (Month/Day/Year)
12/08/2010
(Street)

TULSA, OK 74119		 4. If Amendment, Date 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
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/08/2010   M   1,500 A $ 30.2375 18,834 D  
Common Stock 12/08/2010   M   3,000 A $ 26.895 21,834 D  
Common Stock 12/08/2010   M   4,500 A $ 35.105 26,334 D  
Common Stock 12/08/2010   M   3,500 A $ 21.065 29,834 D  
Common Stock 12/08/2010   M   2,250 A $ 38.015 32,084 D  
Common Stock 12/08/2010   S   19,417 D $ 47.006 (1) 12,667 D  
Common Stock               1,129 I 401(k) account

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 30.2375 12/08/2010   M     1,500 12/05/2006(2) 12/05/2015 Common Stock 1,500 $ 0 0 D  
Stock Option (right to buy) $ 26.895 12/08/2010   M     3,000 12/05/2007(3) 12/05/2016 Common Stock 3,000 $ 0 0 D  
Stock Option (right to buy) $ 35.105 12/08/2010   M     4,500 12/04/2008(4) 12/04/2017 Common Stock 4,500 $ 0 1,500 D  
Stock Option (right to buy) $ 21.065 12/08/2010   M     3,500 12/02/2009(5) 12/02/2018 Common Stock 3,500 $ 0 3,500 D  
Stock Option (right to buy) $ 38.015 12/08/2010   M     2,250 12/01/2010(6) 12/01/2019 Common Stock 2,250 $ 0 6,750 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Tardio Juan Pablo
1437 SOUTH BOULDER AVENUE
SUITE 1400
TULSA, OK 74119		       VP & CFO  

Signatures

 Jonathan M. Cinocca, by power of attorney for Juan Pablo Tardio   12/09/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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 noted price is the weighted average sale price for all sales. The range of prices for the transactions were as follows: $47.00 to $47.029. The reporting person undertakes to provide upon request of the SEC staff, the issuer or a stockholder of the issuer, full information regarding the number of shares sold at each separate price.
(2) The options were granted on 12/5/05 and vested over 4 years in 25% increments. The noted date represents the date options first began to vest.
(3) The options were granted on 12/5/06 and vested over 4 years in 25% increments. The noted date represents the date options first began to vest.
(4) The options were granted on 12/4/07 and vest over 4 years in 25% increments. The noted date represents the date options first began to vest.
(5) The options were granted on 12/2/08 and vest over 4 years in 25% increments. The noted date represents the date options first began to vest.
(6) The options were granted on 12/1/09 and vest over 4 years in 25% increments. The noted date represents the date options first began to vest.

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