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On October 19, 2004, Atwood and H elmerich & Payne closed a public offering in which Helmerich & Payne sold 1,000,000 Atwood shares and received approximately $45.8 million. The Company now owns 2,000,000 shares or approximately 13.3 percent of the outstanding shares of Atwood. 

During 2004, the Company paid a dividend of $.3225 per share, or a total of $16.2 million, representing the 32nd consecutive year of dividend increases. 

## STOCK PORTFOLIO HELD BY THE COMP ANY 

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## MATERIAL COMMITMENTS 

The Company has no off balance sheet arrangements. The Company’s contractual obligations as of S eptember 30, 2004, are summarized in the table below: 

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(a) See Note 4 “Long-term Debt” to the Company’ Consolidated Financial Statements. 

(b) See Note 14 “Commitments and Contingencies” to the Company’s Consolidated Financial Statements. 

The above table does not include obligations for the Company’s pension plan, for which the recorded liability at September 30, 2004 is $19.2 million. Based on current information available fr om plan actuaries, the Company anticipates no contributions will be made in 2005. Future contributions beyond 2005 ar difficult to estimate due to multiple variables involved. 

