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 *
  Roll Steven W
 2. Date of Event Requiring Statement (Month/Day/Year)
12/13/2010		 3. Issuer Name and Ticker or Trading Symbol
MCDERMOTT INTERNATIONAL INC [MDR]
(Last)
(First)
(Middle)
757 N. ELDRIDGE PARKWAY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Bus Dev and Op Strategy
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HOUSTON, TX 77079		 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 53,551
D
 
Common Stock 17,440
I
401K Plan (1)

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 Options (right to buy)   (2) 03/18/2014 Common Stock 9,381 $ 1.55 D  
Stock Options (right to buy)   (2) 05/12/2015 Common Stock 19,383 $ 3.47 D  
Restricted Stock Units 03/03/2011 03/03/2011 Common Stock 10,757 $ 0 D  
Stock Options (right to buy)   (3) 03/05/2016 Common Stock 26,381 $ 5.64 D  
Restricted Stock Units   (4)   (4) Common Stock 12,393 $ 0 D  
Restricted Stock Units 03/05/2012 03/05/2012 Common Stock 10,757 $ 0 D  
Stock Options (right to buy)   (5) 03/04/2017 Common Stock 15,711 $ 13.09 D  
Restricted Stock Units   (6)   (6) Common Stock 10,594 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Roll Steven W
757 N. ELDRIDGE PARKWAY
HOUSTON, TX 77079		       VP, Bus Dev and Op Strategy  

Signatures

Liane K. Hinrichs, by power of attorney 12/20/2010
**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) Based upon units held in 401K Plan and the fair market value of Common Stock as of December 13, 2010.
(2) 100% of the options are vested.
(3) The options are exercisable in three equal annual installments. The first installment became exercisable on March 5, 2010, and the next two installments become exercisable on March 5, 2011 and March 5, 2012.
(4) The restricted stock units vest in three equal annual installments. The first installment vested on March 5, 2010, and the next two installments vest on March 5, 2011 and March 5, 2012.
(5) The options are exercisable in three equal annual installments beginning March 4, 2011.
(6) The restricted stock units vest in three equal annual installments beginning March 4, 2011.

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