Item 2.02 Results of Operations and Financial Condition.

On October 28, 2009, Helix Energy Solutions Group, Inc. ("Helix") issued a press release announcing its third quarter results of operation for the period ended September 30, 2009. Attached hereto as Exhibit 99.1, and incorporated by reference herein, is the press release.

This information is not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, and such information is not incorporated by reference into any registration statements or other document filed under the Securities Act of 1933, as amended ("Securities Act"), or the Exchange Act, regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific reference to this filing.

Item 7.01 Regulation FD Disclosure.

On October 28, 2009, Helix issued a press release announcing its third quarter results of operation for the period ended September 30, 2009. In addition, on October 29, 2009, Helix is making a presentation (with slides) to analysts and investors regarding its financial and operating results. Attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the press release and the slides for the Third Quarter Earnings Conference Call Presentation issued by Helix. The presentation materials will also be posted beginning on October 28, 2009 in the Presentations section under Investor Relations of Helix's website, www.HelixESG.com.

This information is not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, and such information is not incorporated by reference into any registration statements or other document filed under the Securities Act of 1933, as amended ("Securities Act"), or the Exchange Act, regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific reference to this filing.

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Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Number Description

99.1 Press Release of Helix Energy Solutions Group, Inc. dated October 28, 2009 reporting financial results for the third quarter of 2009.

99.2 Third Quarter Earnings Conference Call Presentation.