SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT

þ		ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2005

o		TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

A.

Full title of the Plan and the address of the Plan, if different from that of the issuer named below:

INDIVIDUAL ACCOUNT RETIREMENT PLAN FOR BARGAINING
UNIT EMPLOYEES AT THE COOPER CAMERON CORPORATION
BUFFALO, NEW YORK PLANT

B.

Name of issuer of the securities held pursuant to the Plan and the address of the principal executive office:

CAMERON INTERNATIONAL CORPORATION
1333 West Loop South, Suite 1700
Houston, Texas 77027

Financial Statements

Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper Cameron Corporation, Buffalo, New York Plant
As of December 31, 2005 and 2004 and for the year ended December 31, 2005

Individual Account Retirement Plan for Bargaining Unit
Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Financial Statements

As of December 31, 2005 and 2004 and for the year ended December 31, 2005

Contents

Report of Independent Registered Public Accounting Firm			1
Audited Financial Statements
Statements of Net Assets Available for Benefits			2
Statement of Changes in Net Assets Available for Benefits			3
Notes to Financial Statements			4
Signature			12
Consent of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm

To Participants and Plans Administration Committee
Individual Account Retirement Plan for Bargaining Unit Employees at the
     Cooper Cameron Corporation, Buffalo, New York Plant

     We have audited the accompanying statements of net assets available for benefits of the Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper Cameron Corporation, Buffalo, New York Plant (the “Plan”), as of December 31, 2005 and 2004, and the related statement of changes in net assets available for benefits for the year ended December 31, 2005. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

     We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2005 and 2004, and the changes in its net assets available for benefits for the year ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/ Grant Thornton LLP

Houston, Texas
June 8, 2006

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Statements of Net Assets Available for Benefits

		December 31,
		2005				2004
Assets
Employer contributions receivable		$	55,877			$	57,547
Plan interest in Cooper Cameron Corporation Master Trust for Defined Contribution Plans			15,706,040				13,319,747
Net assets available for benefits		$	15,761,917			$	13,377,294

The accompanying notes are an integral part of these statements.

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Statement of Changes in Net Assets Available for Benefits

Year ended December 31, 2005

Additions:
Employer contributions		$	557,266
Employee contributions			659,947
Rollovers			16,914
Investment gain from Cooper Cameron Corporation Master Trust for Defined Contribution Plans			1,358,514
Total additions			2,592,641
Deductions:
Administrative fees			(24,122	)
Benefits paid to participants			(183,896	)
Total deductions			(208,018	)
Net increase			2,384,623
Net assets available for benefits at:
Beginning of year			13,377,294
End of year		$	15,761,917

The accompanying notes are an integral part of these statements.

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements

December 31, 2005

1. Description of the Plan

The Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper Cameron Corporation, Buffalo, New York Plant (the “Plan”) is a profit-sharing plan which provides payments to eligible employees of Cooper Cameron Corporation and certain subsidiaries (the “Company”) at termination, retirement, death or disability. All union employees of the Company belonging to Local Lodge No. 330, District 76 of the International Association of Machinists and Aerospace Workers, are eligible for participation. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

The Company contributes to each participant’s account monthly based on hours actively worked and specific contribution rates as defined in the plan document. Contributions are also made for each hour incurred for overtime, vacations or holidays, but excludes sick time for which the employee may be paid. Company contributions are allocated among the investment fund options that have been selected by each employee. Vesting in employer contributions is on a graduated scale with 100% vesting at five years.

Amounts which are forfeited due to a participant’s termination of employment prior to vesting in employer contributions made on the participant’s behalf are used to reduce the required Company contribution in subsequent periods. In 2005, forfeited nonvested amounts totaling $6,697 were used to reduce employer contributions. Upon termination of the Plan, all remaining forfeitures are to be allocated to the participant accounts.

The Plan allows for employee contributions based on hours actively worked and elected contribution rates. Electing to contribute is voluntary, and these contributions are immediately 100% vested. Participants may elect to have their contributions allocated in 1% increments to one or more of the investment fund options offered by the Plan. Allocations among the investment accounts may be changed at the participant’s discretion on a daily basis.

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants would become 100% vested in their employer contributions.

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

More detailed information about the Plan, including the funding, vesting and benefit provisions, is contained in the Summary Plan Description. A copy of this pamphlet is available at the Company’s corporate office.

2. Significant Accounting Principles

Accounting Principles

The accompanying financial statements of the Plan have been prepared on the accrual basis of accounting.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates that affect amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Employer profit-sharing contributions are recorded in the period in which the related employee services are rendered.

Benefit payments to participants are recorded upon distribution.

Investments

The Plan’s investments are held in the Cooper Cameron Corporation Master Trust for Defined Contribution Plans (the “Master Trust”). Nationwide Trust Company is the trustee. The Plan participates in only certain investment accounts of the Master Trust. The following is a summary of those investment accounts and the Plan’s beneficial interest in those investment accounts as of December 31, 2005 and 2004.

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements (continued)

2. Significant Accounting Principles (continued)

		Beneficial Interest at
		December 31,
		2005				2004
Cooper Cameron Stock Fund			0.69	%			0.47	%
Fidelity Growth Company Fund			100.00				100.00
PRIMCO Stable Value Fund			4.25				3.91
State Street Bank S&P 500 Index Fund			2.35				2.34
PIMCO Total Return Administrative Shares Fund			5.20				5.33
Washington Mutual Investors Fund/A			5.32				5.00
Growth Fund of America/A			3.61				3.56
Franklin Balance Sheet Investment Fund/A			4.12				3.80
Lord Abbett Developing Growth Fund/A			4.24				4.10
EuroPacific Growth Fund/A			4.47				4.19

Purchases and sales of securities by the Master Trust are recorded on a trade-date basis. Interest income is recorded as earned. Dividends are recorded as of the ex-dividend date.

The Master Trust’s investments in securities traded on national securities exchanges or in the over-the-counter market are stated at fair value which equals their quoted market price on the last business day of the plan year. Investments in money market funds are stated at cost, which approximates fair value.

The PRIMCO Stable Value Fund is a master trust investment account managed by AMVESCAP National Trust Company, an affiliate of INVESCO Institutional (N.A.), Inc., the trustee of the INVESCO Group Trust for Retirement Savings, a Common Collective Trust, in which the assets of multiple qualified plans are invested. The Stable Value Fund invests in actively managed synthetic bank and insurance company investment contracts and in guaranteed investment contracts. These contracts have varying yields and maturity dates, are fully benefit responsive and are therefore stated at contract value. Contract value represents cost plus accrued income. Although it is management’s intention to hold the investment contracts until maturity, certain investment contracts provide for adjustments to contract value for withdrawals made prior to maturity.

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements (continued)

2. Significant Accounting Principles (continued)

Risks and Uncertainties

The Master Trust provides for various investments which, in general, are exposed to interest rate, credit and overall market volatility risks. Due to the level of risk associated with certain investment securities, it is likely that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits and individual participant account balances.

3. Separate Investment Accounts of the Cooper Cameron Corporation Master Trust

The purpose of the Master Trust is the collective investment of the assets of participating employee benefit plans of the Company. Master Trust assets are allocated among participating plans by assigning to each plan those transactions (primarily contributions, participant loan transactions, benefit payments and certain administrative expenses) which can be specifically identified and by allocating among all plans, in proportion to the fair value of the assets assigned to each plan, the income and expenses resulting from the collective investment of the assets. The Master Trust includes assets of other employee benefit plans in addition to this Plan.

     

Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper Cameron Corporation, Buffalo, New York Plant

Notes to Financial Statements (continued)

3. Separate Investment Accounts of the Cooper Cameron Corporation Master Trust (continued)

The following table presents the fair value of investments for the separate investment accounts of the Master Trust:

		Cooper				Washington																				Fidelity				PIMCO Total				Franklin				Lord Abbett
		Cameron				Mutual				PRIMCO												State Street				Growth				Return				Balance Sheet				Developing				EuroPacific
		Stock				Investors				Stable Value				Growth Fund				Real Estate				Bank S&P 500				Company				Administrative				Investment				Growth				Growth
December 31, 2005		Fund				Fund/A				Fund				of America/A				Fund				Index Fund				Fund				Shares Fund				Fund/A				Fund/A				Fund/A				Total
Assets:
Cash		$	176,878			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	176,878
Net unsettled sales of investments			79,616				—				—				—				—				—				—				—				—				—				—				79,616
Income receivable			2,346,558				—				—				—				—				—				—				—				—				—				—				2,346,558
Investments at fair value as determined by quoted market prices:
Money market funds			335,385				—				—				—				484,543				—				—				—				—				—				—				819,928
Cash Management Trust of America			—				—				1,615,148				—				—				—				—				—				—				—				—				1,615,148
Cooper Cameron Corporation Common Stock			103,353,527				—				—				—				—				—				—				—				—				—				—				103,353,527
Washington Mutual Investors Fund/A			—				42,556,162				—				—				—				—				—				—				—				—				—				42,556,162
Growth Fund of America/A			—				—				—				37,949,712				—				—				—				—				—				—				—				37,949,712
Fidelity Growth Company Fund			—				—				—				—				—				—				2,052,653				—				—				—				—				2,052,653
State Street Bank S&P 500 Index Fund			—				—				—				—				—				25,571,523				—				—				—				—				—				25,571,523
PIMCO Total Return Administrative Shares Fund			—				—				—				—				—				—				—				45,375,946				—				—				—				45,375,946
Franklin Balance Sheet Investment Fund/A			—				—				—				—				—				—				—				—				39,092,396				—				—				39,092,396
Lord Abbett Developing Growth Fund/A			—				—				—				—				—				—				—				—				—				16,881,036				—				16,881,036
EuroPacific Growth Fund/A			—				—				—				—				—				—				—				—				—				—				28,745,614				28,745,614
Investments at estimated fair value or contract value:
INVESCO Group Trust for Retirement Savings			—				—				62,735,056				—				—				—				—				—				—				—				—				62,735,056
Participant loans			9,367,134				—				—				—				—				—				—				—				—				—				—				9,367,134
Real estate			—				—				—				—				165,000				—				—				—				—				—				—				165,000
Total investments			113,056,046				42,556,162				64,350,204				37,949,712				649,543				25,571,523				2,052,653				45,375,946				39,092,396				16,881,036				28,745,614				416,280,835
Total assets			115,659,098				42,556,162				64,350,204				37,949,712				649,543				25,571,523				2,052,653				45,375,946				39,092,396				16,881,036				28,745,614				418,883,887
Liabilities:
Other payables			123,681				—				—				—				—				—				—				—				—				—				—				123,681
Net unsettled purchases of investments			393,730				—				—				—				—				—				—				—				—				—				—				393,730
Net assets available to participating plans		$	115,141,687			$	42,556,162			$	64,350,204			$	37,949,712			$	649,543			$	25,571,523			$	2,052,653			$	45,375,946			$	39,092,396			$	16,881,036			$	28,745,614			$	418,366,476

     

Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper Cameron Corporation, Buffalo, New York Plant

Notes to Financial Statements (continued)

3. Separate Investment Accounts of the Cooper Cameron Corporation Master Trust (continued)

The following table presents the fair value of investments for the separate investment accounts of the Master Trust:

		Cooper				Washington																								PIMCO Total				Franklin				Lord Abbett
		Cameron				Mutual				PRIMCO												State Street								Return				Balance Sheet				Developing				EuroPacific
		Stock				Investors				Stable Value				Growth Fund				Real Estate				Bank S&P 500				Fidelity Growth				Administrative				Investment				Growth				Growth
December 31, 2004		Fund				Fund/A				Fund				of America/A				Fund				Index Fund				Company Fund				Shares Fund				Fund/A				Fund/A				Fund/A				Total
Assets:
Cash		$	191,066			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	—			$	191,066
Net unsettled sales of investments			495,538				—				—				—				—				—				—				—				—				—				—				495,538
Investments at fair value as determined by quoted market prices:
Money market funds			8,598				—				—				—				516,774				—				—				—				—				—				—				525,372
Cash Management Trust of America			—				—				2,080,481				—				—				—				—				—				—				—				—				2,080,481
Cooper Cameron Corporation Common Stock			74,793,909				—				—				—				—				—				—				—				—				—				—				74,793,909
Washington Mutual Investors Fund/A			—				38,026,641				—				—				—				—				—				—				—				—				—				38,026,641
Growth Fund of America/A			—				—				—				30,292,833				—				—				—				—				—				—				—				30,292,833
Fidelity Growth Company Fund			—				—				—				—				—				—				2,196,529				—				—				—				—				2,196,529
State Street Bank S&P 500 Index Fund			—				—				—				—				—				24,483,767				—				—				—				—				—				24,483,767
PIMCO Total Return Administrative Shares Fund			—				—				—				—				—				—				—				40,780,366				—				—				—				40,780,366
Franklin Balance Sheet Investment Fund/A			—				—				—				—				—				—				—				—				32,029,520				—				—				32,029,520
Lord Abbett Developing Growth Fund/A			—				—				—				—				—				—				—				—				—				12,513,676				—				12,513,676
EuroPacific Growth Fund/A			—				—				—				—				—				—				—				—				—				—				20,577,690				20,577,690
Investments at estimated fair value or contract value:
Investment contracts			—				—				4,161,490				—				—				—				—				—				—				—				—				4,161,490
INVESCO Group Trust for Employee Benefit Plans			—				—				55,363,729				—				—				—				—				—				—				—				—				55,363,729
Real estate			—				—				—				—				165,000				—				—				—				—				—				—				165,000
Total investments			74,802,507				38,026,641				61,605,700				30,292,833				681,774				24,483,767				2,196,529				40,780,366				32,029,520				12,513,676				20,577,690				337,991,003
Total assets			75,489,111				38,026,641				61,605,700				30,292,833				681,774				24,483,767				2,196,529				40,780,366				32,029,520				12,513,676				20,577,690				338,677,607
Liabilities:
Other payables			53,824				—				—				—				—				—				—				—				—				—				—				53,824
Net unsettled purchases of investments			160,927				—				—				—				—				—				—				—				—				—				—				160,927
Net assets available to participating plans		$	75,274,360			$	38,026,641			$	61,605,700			$	30,292,833			$	681,774			$	24,483,767			$	2,196,529			$	40,780,366			$	32,029,520			$	12,513,676			$	20,577,690			$	338,462,856

Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements (continued)

3. Separate Investment Accounts of the Cooper Cameron Corporation Master Trust (continued)

Investment income and the net realized and unrealized appreciation (depreciation) in fair value of the investments held throughout the year or bought and sold during the year in the separate investment accounts of the Master Trust are as follows:

		Net
		Appreciation				Interest and
Year ended December 31, 2005		(Depreciation)				Dividends				Total
Cooper Cameron Stock Fund		$	36,076,659			$	10,272			$	36,086,931
Fidelity Growth Company Fund			216,651				392				217,043
PRIMCO Stable Value Fund			—				3,069,199				3,069,199
PIMCO Total Return Administrative Shares Fund			(787,319	)			1,918,764				1,131,445
Washington Mutual Investors Fund/A			110,371				1,388,870				1,499,241
Growth Fund of America/A			4,190,945				504,565				4,695,510
Franklin Balance Sheet Investment Fund/A			2,089,468				1,775,967				3,865,435
Lord Abbett Developing Growth Fund/A			1,556,293				198,972				1,755,265
EuroPacific Growth Fund/A			3,550,487				1,361,028				4,911,515
Real Estate Fund			—				12,534				12,534
State Street Bank S&P 500 Index Fund			1,169,278				—				1,169,278
		$	48,172,833			$	10,240,563			$	58,413,396

Administrative expenses paid by the Master Trust and allocated to the participating plans totaled $424,415 for the year ended December 31, 2005.

PRIMCO Stable Value Fund (“Stable Value Fund”)

The Stable Value Fund invests in actively managed synthetic bank and insurance company investment contracts (“SICs”) and in guaranteed investment contracts (“GICs”). The GICs are promises by insurance companies or banks to repay the principal plus accrued income at contract maturity. SICs differ from GICs in that the assets supporting the SICs are owned by the Master Trust. A bank or insurance company issues a wrapper contract that allows participant-directed transactions to be made at contract value. Wrapper contracts are valued as the difference between the fair value of the supporting assets and the contract value.

Individual Account Retirement Plan for Bargaining Unit Employees
at the Cooper Cameron Corporation,
Buffalo, New York Plant

Notes to Financial Statements (continued)

3. Separate Investment Accounts of the Cooper Cameron Corporation Master Trust (continued)

Interest crediting rates on the GICs in the Stable Value Fund are generally determined at the time of purchase. Interest crediting rates on the SICs are reset periodically based on the yields of the supporting assets. At December 31, 2005, the interest crediting rates for all investment contracts ranged from 3.8% to 5.7%. At December 31, 2004, the interest crediting rates for all investment contracts ranged from 1.70% to 6.99%.

For 2005 and 2004, the average annual yields for the investment contracts in the Stable Value Fund were 4.79% and 4.62%, respectively. At December 31, 2005 and 2004, fair value of the investment contracts in the Stable Value Fund was estimated to be approximately 99.46% and 102% of contract value, respectively. Fair value of the GICs is estimated by discounting the weighted average of the Stable Value Fund’s cash flows at the then-current interest crediting rate for a comparable maturity investment contract. Fair value of the SICs is based on the market value of the assets supporting the SICs.

4. Income Tax Status

The Plan has been designed to meet the requirements of the Internal Revenue Code (“IRC”) under Section 401(a) and, therefore, the related trust is exempt from taxation. A favorable determination letter was received from the Internal Revenue Service on September 3, 2002. Since receiving the determination letter, the Plan has been amended. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the IRC and, therefore, believes that the Plan, as amended, continues to be qualified and the related trust remains tax exempt.

5. Subsequent Events

On May 5, 2006, the stockholders of the Company approved a change in the Company’s name to Cameron International Corporation.

SIGNATURE

     The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Plans Administration Committee have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

INDIVIDUAL ACCOUNT RETIREMENT PLAN FOR BARGAINING
UNIT EMPLOYEES AT THE COOPER CAMERON CORPORATION
BUFFALO, NEW YORK PLANT

/s/ Jane C. Schmitt
By:		Jane C. Schmitt
		Member of the Plans Administration
		Committee

Date: June 26, 2006

Exhibit Index

Exhibit 23		CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM