FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Long Brady K 		2. Issuer Name and Ticker or Trading Symbol

PRIDE INTERNATIONAL INC [ PDE ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
VP - General Counsel/Secretary
(Last)          (First)          (Middle)

5847 SAN FELIPE, SUITE 3300 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/31/2011
(Street)

HOUSTON, TX 77057
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   5/31/2011     M    18594   A $0   69932   (1) D  
 
Common Stock   5/31/2011     F    17365   (2) D $41.76   52567   D  
 
Common Stock   5/31/2011     D    52567   D   (3) 0   D  
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance-Based Restricted Stock Units     (4) 5/31/2011     M         3618      (4) 3/15/2013   Common Stock   4812   $0   0   D  
 
Performance-Based Restricted Stock Units     (4) 5/31/2011     M         10209      (4) 3/15/2014   Common Stock   13782   $0   0   D  
 
Stock Options (right to purchase)   $29.60   5/31/2011     D         13544      (5) 1/29/2020   Common Stock   13544   $0   0   (6) D  
 
Stock Options (right to purchase)   $32.47   5/31/2011     D         24786      (7) 1/3/2021   Common Stock   24786   $0   0   (6) D  
 

Explanation of Responses:
( 1)  The total number of shares beneficially owned by the reporting person includes 144 shares that were purchased through the employee stock purchase plan for the period beginning on January 1, 2011 and ending on May 20, 2011.
( 2)  The reporting person disposed of these shares directly to the issuer upon the vesting of previously awarded restricted stock. The purpose of the disposition was to enable the reporting person to satisfy tax withholding obligations that arose upon such vesting, which will be paid by the issuer to the Internal Revenue Service in cash.
( 3)  The reporting person disposed of these shares pursuant to the Agreement and Plan of Merger, dated as of February 6, 2011, as amended (the "Merger Agreement"), among Pride International, Inc. ("Pride"), Ensco plc ("Ensco"), ENSCO International Incorporated and ENSCO Ventures LLC, in exchange for $15.60 in cash and 0.4778 American Depositary Shares, representing Class A ordinary shares of Ensco (each an "Ensco ADS"), per share of Pride common stock. Any fractional shares will be paid in cash.
( 4)  The performance-based restricted stock units generally vest as to one-third annually over a three-year period in an amount ranging from 0-150% of the units awarded based upon company total shareholder return compared with the total shareholder return of a designated peer group over a performance period corresponding to the vesting periods. The units generally provide for payment of all earned shares in common stock following the end of the three-year period. In connection with the merger, all performance-based restricted stock units fully vest and earned shares are paid.
( 5)  The options vest in three equal annual installments beginning on January 29, 2011.
( 6)  Pursuant to the Merger Agreement, Pride stock options fully vest and are assumed by Ensco in the merger and replaced with options to purchase Ensco ADSs, with the same terms and conditions as the original Pride stock options, except that (i) the number of Ensco ADSs purchasable upon exercise of each assumed option is equal to the number of shares of Pride common stock that were purchasable multiplied by 0.7617 and rounded down to the nearest whole Ensco ADS and (ii) the per share exercise price under such assumed option was adjusted by dividing the per share exercise price under such Pride stock option by 0.7617 and rounding up to the nearest whole cent.
( 7)  The options vest in three equal annual installments beginning on January 3, 2012.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Long Brady K
5847 SAN FELIPE
SUITE 3300
HOUSTON, TX 77057

VP - General Counsel/Secretary

Signatures
Elizabeth Wright, attorney-in-fact 6/2/2011
** 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 4(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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