Item 2.01 Completion of Acquisition or Disposition of Assets.

Helix Energy Solutions Group, Inc. (the "Company") previously reported in its Current Report on Form 8-K filed September 14, 2009, that it had commenced a secondary public offering of 20,604,317 shares (the "Offering") of the common stock of Cal Dive International, Inc. ("Cal Dive").

On September 23, 2009, the Offering was consummated at a price per share of $10.00. The Company will use the proceeds of the Offering for general corporate purposes. Following the Offering, the Company owns 3,090,647 shares of Cal Dive common stock, representing approximately 3.3% of Cal Dive's issued and outstanding shares. All of the Company's remaining shares of Cal Dive common stock were subject to an option to purchase such shares to cover over-allotments. On September 24, 2009, the underwriters exercised the option to purchase 2,590,647 of such shares of Cal Dive common stock and terminated its option with respect to the remaining 500,000 shares. As a result, upon the closing of the option exercise scheduled to occur on September 29, 2009, the Company will own 500,000 shares of Cal Dive common stock representing approximately 0.54% of Cal Dive's issued and outstanding shares.

Item 9.01 Financial Statements and Exhibits.

(b) Pro forma financial information

The unaudited pro forma condensed consolidated balance sheet as of June 30, 2009 and the unaudited pro forma condensed consolidated statements of operations for the six months ended June 30, 2009 and the year ended December 31, 2008 that give effect to the disposition described therein are incorporated by reference to Exhibit 99.1 of this Current Report on Form 8-K.

(d) Exhibits.

Number Description

99.1 Helix Energy Solutions Group, Inc. Unaudited Pro Forma Condensed Consolidated Financial Statements.

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