FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Savarino Dominic A

2. Date of Event Requiring Statement (MM/DD/YYYY)
3/31/2014 

3. Issuer Name and Ticker or Trading Symbol

MCDERMOTT INTERNATIONAL INC [MDR]

(Last)        (First)        (Middle)

C/O MCDERMOTT INTERNATIONAL, INC., 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&GM, Americas /

(Street)

HOUSTON, TX 77079       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


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   27718   D  
 
Common Stock   1086   I   401K Plan   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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) 3/5/2016   Common Stock   6214   $5.64   D  
 
Stock Options (right to buy)     (3) 5/14/2016   Common Stock   3093   $9.36   D  
 
Stock Options (right to buy)     (4) 3/4/2017   Common Stock   8838   $13.09   D  
 
Stock Options (right to buy)     (5) 3/4/2018   Common Stock   4905   $25.64   D  
 
Stock Options (right to buy)     (6) 3/5/2019   Common Stock   8991   $14.44   D  
 
Stock Options (right to buy)     (7) 3/5/2020   Common Stock   12885   $10.50   D  
 
Restricted Stock Units     (8)   (8) Common Stock   1442     (9) D  
 
Restricted Stock Units     (10)   (10) Common Stock   4464     (9) D  
 
Restricted Stock Units   5/13/2015   5/13/2015   Common Stock   32502     (9) D  
 
Restricted Stock Units     (11)   (11) Common Stock   40815     (12) D  
 

Explanation of Responses:
( 1)  Based upon units held in 401K Plan and the fair market value of Common Stock as of April 4, 2014.
( 2)  The options are exercisable in three equal annual installments beginning March 5, 2010. 100% of the options are vested, and two thirds of the options (6,214) remain exercisable.
( 3)  The options are exercisable in three equal annual installments beginning May 14, 2010. 100% of the options are vested, and two thirds of the options (3,093) remain exercisable.
( 4)  The options are exercisable in three equal annual installments beginning March 4, 2011. 100% of the options are vested.
( 5)  The options are exercisable in three equal annual installments beginning March 4, 2012. 100% of the options are vested.
( 6)  The options are exercisable in three equal annual installments beginning March 5, 2013.
( 7)  The options are exercisable in three equal annual installments beginning March 5, 2014.
( 8)  The restricted stock units vest in three equal annual installments beginning March 5, 2013. One third of the shares (1,442) remain unvested.
( 9)  Each restricted stock unit represents a contingent right to receive one share of MDR common stock.
( 10)  The restricted stock units vest in four equal annual installments beginning March 5, 2014. Three quarters of the shares (4,464) remain unvested.
( 11)  The restricted stock units vest in three equal annual installments beginning March 6, 2015.
( 12)  Each restricted stock unit represents a contingent right to receive the value of one share of MDR common stock, with such restricted stock units to be paid, in the sole discretion of the Compensation Committee: (i) in shares of MDR common stock, (ii) cash equal to the fair market value of the shares of MDR common stock otherwise deliverable, or (iii) any combination thereof.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Savarino Dominic A
C/O MCDERMOTT INTERNATIONAL, INC.
757 N. ELDRIDGE PARKWAY
HOUSTON, TX 77079


VP&GM, Americas

Signatures
Liane K. Hinrichs, by Power of Attorney 4/10/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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