- Amended Statement of Ownership (SC 13G/A)

Page 1 of 10 Pages

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities exchange Act of 1934

(AMENDMENT NO.5)*

CAMERON INTERNATIONAL CORP
(NAME OF ISSUER)

COM
(TITLE OF CLASS OF SECURITIES)

13342B105
(CUSIP NUMBER)

December 31, 2010
(Date of event which requires filing of this Statement)

Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:

X Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be 'filed' for the purpose of Section 18 of the Securities Exchange Act of 1934 ('Act') or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(CONTINUED ON FOLLOWING PAGE(S))

<PAGE

 CUSIP NO. 13342B105 13G Page 2 of 10 Pages

 1. NAME OF REPORTING PERSON
 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 AXA Assurances I.A.R.D. Mutuelle

 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ]
 (B) [ ]

 3. SEC USE ONLY

 4. CITIZENSHIP OR PLACE OF ORGANIZATION
 France


 NUMBER OF SHARES 5. SOLE VOTING POWER 0
 BENEFICIALLY
 OWNED AS OF 6. SHARED VOTING POWER 134,660
 December 31, 2010
 BY EACH 7. SOLE DISPOSITIVE POWER 0
 REPORTING
 PERSON WITH: 8. SHARED DISPOSITIVE POWER 161,097


 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 161,097
 REPORTING PERSON
 (Not to be construed as an admission of beneficial ownership)

 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
 SHARES * [X]



 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%

 12. TYPE OF REPORTING PERSON *
 HC

 * SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE

CUSIP NO. 13342B105 13G Page 3 of 10 Pages

 1. NAME OF REPORTING PERSON
 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 AXA Assurances Vie Mutuelle

 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ]
 (B) [ ]

 3. SEC USE ONLY

 4. CITIZENSHIP OR PLACE OF ORGANIZATION
 France


 NUMBER OF SHARES 5. SOLE VOTING POWER 0
 BENEFICIALLY
 OWNED AS OF 6. SHARED VOTING POWER 134,660
 December 31, 2010
 BY EACH 7. SOLE DISPOSITIVE POWER 0
 REPORTING
 PERSON WITH: 8. SHARED DISPOSITIVE POWER 161,097



 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 161,097
 REPORTING PERSON
 (Not to be construed as an admission of beneficial ownership)

 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
 SHARES * [X]


 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%

 12. TYPE OF REPORTING PERSON *
 HC


 <PAGE

CUSIP NO. 13342B105 13G Page 4 of 10 Pages

 1. NAME OF REPORTING PERSON
 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 AXA

 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ]
 (B) [ ]

 3. SEC USE ONLY

 4. CITIZENSHIP OR PLACE OF ORGANIZATION
 France


 NUMBER OF SHARES 5. SOLE VOTING POWER 0
 BENEFICIALLY
 OWNED AS OF 6. SHARED VOTING POWER 134,660
 December 31, 2010
 BY EACH 7. SOLE DISPOSITIVE POWER 0
 REPORTING
 PERSON WITH: 8. SHARED DISPOSITIVE POWER 161,097


 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 161,097
 (Not to be construed as an admission of beneficial ownership)

 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
 SHARES * [X]



 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%

 12. TYPE OF REPORTING PERSON *
 HC

 * SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE

CUSIP NO. 13342B105 13G Page 5 of 10 Pages

 1. NAME OF REPORTING PERSON
 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 AXA Financial, Inc. 13-3623351

 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ]
 (B) [ ]

 3. SEC USE ONLY

 4. CITIZENSHIP OR PLACE OF ORGANIZATION
 State of Delaware

 NUMBER OF SHARES 5. SOLE VOTING POWER 0
 BENEFICIALLY
 OWNED AS OF 6. SHARED VOTING POWER 0
 December 31, 2010
 BY EACH 7. SOLE DISPOSITIVE POWER 0
 REPORTING
 PERSON WITH: 8. SHARED DISPOSITIVE POWER 21,147


 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 21,147
 REPORTING PERSON
 (Not to be construed as an admission of beneficial ownership)

 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
 SHARES * [X]


 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%

 12. TYPE OF REPORTING PERSON *
 HC

 * SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE
CUSIP NO. 13342B105 13G Page 6 of 10 Pages


Item 1(a) Name of Issuer:
 CAMERON INTERNATIONAL CORP

Item 1(b) Address of Issuer's Principal Executive Offices:
 1333 West Loop South - Suite 1700
 Houston, TX 77027-


Item 2(a) and (b)
 Name of Person Filing and Address of Principal Business Office:

This Schedule 13G is being filed by AXA Financial, Inc.; AXA, which owns AXA
Financial, Inc.; and the Mutuelles AXA, which as a group control AXA

 AXA Assurances I.A.R.D Mutuelle, and
 AXA Assurances Vie Mutuelle,
 26, rue Drouot
 75009 Paris, France

 as a group (collectively, the 'Mutuelles AXA').

 AXA
 25, avenue Matignon
 75008 Paris, France

 AXA Financial, Inc.
 1290 Avenue of the Americas
 New York, New York 10104

 (Please contact Chris Winans (212-314-5519) or Michael Arcaro (212-314-2030)
 with any questions.)

13G Page 7 of 10 Pages

Item 2(c) Citizenship:
Mutuelles AXA and AXA - France AXA Financial, Inc. - Delaware

Item 2(d) Title of Class of Securities: COM

Item 2(e) Cusip Number: 13342B105

Item 3. Type of Reporting Person:
AXA Financial, Inc. as a parent holding company, in accordance with 240.13d-1(b)(ii)(G).

The Mutuelles AXA, as a group, acting as a parent holding company.

AXA as a parent holding company.

13G Page 8 of 10 Pages

Item 4. Ownership as of 12/31/2010

(a) Amount Beneficially Owned: 161,097 shares of common stock
(b) Percent of Class: 0.1%

 (i) (ii) (iii) (iv)
 Deemed Deemed Deemed Deemed
 to have to have to have to have
 Sole Power Shared Power Sole Power Shared Power
 to Vote to Vote to Dispose to Dispose
 or to or to or to or to
 Direct Direct Direct the Direct the
 the Vote the Vote Disposition Disposition
 ------------ ------------ ------------ ------------


The Mutuelles 0 134,660 0 139,950
AXA, AXA, as
holding companies

AXA Financial, Inc., 0 0 0 21,147
 through its
subsidiaries

Each of the Mutuelles AXA, as a group, and AXA expressly declares that the filing of this Schedule 13G shall not be construed as an admission that it is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any securities covered by this Schedule 13G.

AllianceBernstein L.P. is a majority owned subsidiary of AXA Financial, Inc. and an indirect majority owned subsidiary of AXA SA. AllianceBernstein operates under independent management and makes independent decisions from AXA and AXA Financial and their respective subsidiaries and AXA and AXA Financial calculate and report beneficial ownership separately from AllianceBernstein pursuant to guidance provided by the Securities and Exchange Commission in Release Number 34-39538 (January 12, 1998).

AllianceBernstein may be deemed to share beneficial ownership with AXA reporting persons by virtue of 28,477 shares of common stock acquired on behalf of the general and separate accounts of the affiliated entities for which AllianceBernstein serves as a subadvisor. Each of AllianceBernstein and the AXA entities reporting herein acquired their shares of common stock for investment purposes in the ordinary course of their investment management and insurance

Page 9 of 10 Pages

Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.

[X]

Item 6. Ownership of More than Five Percent on behalf of Another Person. N/A

Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reporting on by the Parent Holding Company:

This Schedule 13G is being filed by AXA Financial, Inc.; AXA, which owns AXA Financial, Inc.; and the Mutuelles AXA, which as a group control AXA:

(X) in the Mutuelles AXAs' capacity, as a group, acting as a parent holding company with respect to the holdings of the following AXA entity or entities:

(X) in AXA's capacity as a parent holding company with respect to the holdings of the following AXA entity or entities:

AXA Investment Managers Paris (France)

AXA Rosenberg Investment Management LLC

General Non-US Accounts

(X) in AXA Financial, Inc.'s capacity as a parent holding company with respect to the holdings of the following subsidiaries:

(X) AllianceBernstein L.P.
(13-3434400), an investment adviser registered under
Section 203 of the Investment Advisers Act of 1940.

(X) AXA Equitable Life Insurance Company (13-5570651), an insurance company and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940.

Page 10 of 10 Pages

Item 8. Identification and Classification of Members of the Group. N/A

Item 9. Notice of Dissolution of Group: N/A

Item 10. Certification:

By signing below I certify that to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: 02/09/2011 AXA FINANCIAL, INC.*






 /s/ Alvin H. Fenichel

 Alvin H. Fenichel
 Senior Vice President
 and Chief Accounting Officer

*Pursuant to the Joint Filing Agreement with respect to Schedule 13G attached hereto as Exhibit I, among AXA Financial, Inc., AXA Assurances I.A.R.D Mutuelle, AXA Assurances Vie Mutuelle, and AXA, this statement

Schedule 13G is filed on behalf of each of them.

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