  Observations of resolved HeII Lyman alpha absorption in spectra of two QSO's
suggest that the epoch of helium ionization occurred at z~3. Proximity zones in
the spectra of the quasars (z=3.18, 3.285) at 304 A resemble Stromgren spheres,
suggesting that the intergalactic medium is only singly ionized in helium. We
present models of the proximity effect which include the full physics of the
ionization, heating and cooling and an accurately simulated inhomogeneous gas
distribution. In these models the underdense intergalactic medium is heated to
at least 10,000-20,000 K after cooling to as low as a few 1000 K due to
cosmological expansion, with higher temperatures achieved farther away from the
quasar due to absorption-hardened ionizing spectra. The quasars turn on for a
few times 10^7 years with a fairly steady flux output at 228 A comparable to
the 304 A flux output directly observed with HST. The recoveries in the spectra
occur naturally due to voids in the IGM and may provide a fairly
model-independent probe of the baryon density.
