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

                                 SCHEDULE 13G/A
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 1)*

                                   Nexen Inc.
                             ----------------------
                                (Name of Issuer)

                                     Common
                      ------------------------------------
                         (Title of Class of Securities)

                                   65334H102
                              --------------------
                                 (CUSIP Number)

                                April 30, 2012
         -------------------------------------------------------------
            (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).

                               PAGE 1 OF 4 PAGES




--------------------------------------------------------------------------------

1 NAME OF REPORTING PERSON

       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

       Tradewinds Global Investors, LLC                        02-0767178

--------------------------------------------------------------------------------

 2 CHECK THE APPROPRIATE BOX IF  A MEMBER OF A   GROUP*                  (a) [_]
                                                                         (b) [_]
       N/A
--------------------------------------------------------------------------------

 3     SEC USE ONLY


--------------------------------------------------------------------------------

 4     CITIZENSHIP OR PLACE OF ORGANIZATION

       Delaware - U.S.A.
--------------------------------------------------------------------------------

                     5      SOLE VOTING POWER

                            15,060,185
      NUMBER OF      -----------------------------------------------------------
        SHARES       6      SHARED VOTING POWER
     BENEFICIALLY
       OWNED BY             0
         EACH        -----------------------------------------------------------
      REPORTING      7      SOLE DISPOSITIVE POWER
       PERSON
         WITH               17,677,850

                     -----------------------------------------------------------
                     8      SHARED DISPOSITIVE POWER

                            0
--------------------------------------------------------------------------------

 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

       17,677,850
--------------------------------------------------------------------------------

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

       N/A
--------------------------------------------------------------------------------

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

       3,34%
--------------------------------------------------------------------------------

12     TYPE OF REPORTING PERSON*

       IA
--------------------------------------------------------------------------------


                               PAGE 2 OF 4 PAGES



              Item 1(a) Name of Issuer:
                        Nexen Inc.

              Item 1(b) Address of Issuer's Principal Executive Offices:
                        801 Seventh Avenue Southwest
                        Suite 1700
                        Calgary, AB T2P 3P7
                        Canada

              Item 2(a) Name of Person Filing:
                        Tradewinds Global Investors, LLC

              Item 2(b) Address of the Principal Office or, if none, Residence:
                        2049 Century Park East, 20th Floor
                        Los Angeles, CA  90067

              Item 2(c) Citizenship:
                        Delaware - U.S.A.

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

              Item 2(e) CUSIP Number:
                        65334H102

              Item 3    If the Statement is being filed pursuant to Rule
                        13d-1(b), or 13d-2(b), check whether the person filing
                        is a:

                        (e) [X]  An investment advisor in accordance with
                                 section 240.13d-1(b)(1)(ii)(E)

              Item 4    Ownership:

                        (a) Amount Beneficially Owned:              17,677,850

                        (b) Percent of Class:                              3.34%

                        (c) Number of shares as to which such person has:

                        (i) sole power to vote or direct the vote:    15,060,185

                       (ii) shared power to vote or direct the vote:          0

                      (iii) sole  power to dispose or to direct the
                            disposition of:                          17,677,850


                       (iv) shared power to dispose or to direct the
                            disposition of:                                   0

                                PAGE 3 OF 4 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:

                     Not applicable.

              Item  7  Identification and Classification of the Subsidiary Which
                        Acquired  the  Security  Being Reported on By the Parent
                        Holding Company:

                        Not applicable.

              Item 8    Identification and Classification of Members of the
                        Group:

                        Not applicable.

              Item 9 Notice of Dissolution of a Group:

                                  Not applicable.

              Item 10   Certification:
                        By  signing  below  I  certify  that,  to the best of my
                        knowledge  and  belief, the securities referred to above
                        were  acquired  and  are  held in the ordinary course of
                        business  and were not acquired and are not held for the
                        purpose of or with the effect of changing or influencing
                        the  control  of  the issuer of such securities and were
                        were not acquired in connection with or as a participant
                        in any transaction having such purpose 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.

Dated: May 10, 2012

                                      Tradewinds Global Investors, LLC

                                      By:   /S/ Andrew Thelen
                                           -------------------------------------
                                      Name: Andrew Thelen, CFA
                                      Title: Co-Chief Investment Officer

                                      Tradewinds Global Investors, LLC

                                      By:   /S/ Emily Alejos
                                           -------------------------------------
                                      Name: Emily Alejos, CFA
                                      Title: Co-Chief Investment Officer


                               PAGE 4 OF 4 PAGES