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 *
  BALDWIN DENNIS S
2. Date of Event Requiring Statement (Month/Day/Year)
03/24/2014
3. Issuer Name and Ticker or Trading Symbol
CAMERON INTERNATIONAL CORP [CAM]
(Last)
(First)
(Middle)
1333 WEST LOOP SOUTH, SUITE 1700
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP Controller and CAO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HOUSTON, TX 77027
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 5,666 (1)
D
 

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
Incentive Stock Option (right to buy)   (2) 03/24/2024 Common Stock 4,857 $ 61.76 D  
Non-Qualified Stock Option (right to buy)   (2) 03/24/2024 Common Stock 7,761 $ 61.76 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BALDWIN DENNIS S
1333 WEST LOOP SOUTH
SUITE 1700
HOUSTON, TX 77027
      VP Controller and CAO  

Signatures

Dennis Baldwin 04/04/2014
**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) These shares are represented by restricted stock units and upon vesting each restricted stock unit is converted into one share of CAM common stock. Pursuant to the terms of the Award Agreements, 4,047 restricted stock units vest on March 24, 2017; and 1,619 restricted stock units vest in three equal increments beginning on March 24, 2015.
(2) Stock options vest in three annual increments beginning March 24, 2015.

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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