FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   MCKEON ROBERT B 2. Date of Event Requiring Statement (Month/Day/Year) 05/03/2006 3. Issuer Name and Ticker or Trading Symbol DynCorp International Inc [DCP] (Last) (First) (Middle) C/O VERITAS CAPITAL MANAGEMENT, 590 MADISON AVENUE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman of the Board 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW YORK, NY 10022 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) 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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		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
Class B common stock, par value $.01 per share	  (1)(2)	  (3)	Class A Common Stock	32,000,000	$ (1) (2)	I (1) (2)	See Note (1) (2)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MCKEON ROBERT B C/O VERITAS CAPITAL MANAGEMENT 590 MADISON AVENUE NEW YORK, NY 10022	  X	  X	  Chairman of the Board	Â

Signatures

/s/ Robert B. McKeon		05/03/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	These shares of Class A common stock, par value $.01 per share, of DynCorp International Inc. (the "Company") are held by DIV Holding LLC ("DIV Holding"). Upon the earlier of the payment in full of the additional special Class B distribution, if any, or the expiration of the underwriters' over-allotment option, pursuant to the initial public offering of the Company, the Class B common stock will automatically convert, on a one-for-one basis into Class A common stock of the Company. The Veritas Capital Fund II, L.P. and its affiliates indirectly own 86% of the Class A membership interests in DIV Holding , a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is the managing member of Veritas Capital Management II, L.L.C., the general partner of Veritas Capital Fund II, L.P. The Reporting Person disclaims beneficial ownership of these shares to the extent such ownership exceeds the Reporting Person's pecuniary interest therein.
(2)	Upon the earlier of the payment in full of the additional special Class B distribution, if any, or the expiration of the underwriters' over-allotment option, pursuant to the initial public offering of the Company, the Class B common stock will automatically convert, on a one-for-one basis into Class A common stock of the Company. Robert B. McKeon, is the managing member of Veritas Capital Management II, L.L.C., and as such may be deemed a beneficial owner of the membership interests owned by Veritas Capital Management II, L.L.C. or voted under the direction of Veritas Capital Management II, L.L.C. Mr. McKeon disclaims this beneficial ownership, except to the extent of his pecuniary interest in the Veritas Capital Fund II, L.P. and DIV Holding LLC.
(3)	The Class B commons stock has no expiration date.

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