Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 26, 2009, the Board of Directors of Helix Energy Solutions Group, Inc. ("Helix") elected Nancy K. Quinn to join Helix's Board. Ms. Quinn will serve as a Class III Director whose term will expire at Helix's annual shareholder meeting in 2011, and she will serve on the Audit Committee and the Corporate Governance and Nominating Committee. Ms. Quinn is a principal of Hanover Capital LLC, a privately-owned advisory firm that provides financial and strategic services to clients in the energy and natural resources industries. She has 27 years of experience in investment banking. Ms. Quinn currently serves on the board of directors of Endeavour International Corporation and Atmos Energy Corporation. Ms. Quinn was not selected as a director pursuant to any arrangements or understandings between Ms. Quinn, Helix or any other person. In addition, there are no material or related party transactions between Ms. Quinn and Helix.