BWX Technologies, Inc. — Director's Dealing 2010

Aug 31, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Babcock & Wilcox Co (BWC)
CIK: 0001486957
Period of Report: 2010-08-27

Reporting Person: Nash Winfred D (President-NOG)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-08-27	Common Stock	M	5966	$10.58	Acquired	22711	Direct
2010-08-27	Common Stock	S	5966	$23.00	Disposed	16745	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-08-27	Stock Options (right to buy)	$10.58	M	5966	Disposed	2016-03-05	Common Stock (5966)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	393	Indirect

Footnotes

F1: Based on number of units held in the BWC Thrift Plan and the fair market value of BWC common stock as of August 30, 2010.

F2: 1/3 of the stock options vested on March 5, 2010 and the remainder will vest in two equal annual installments beginning March 5, 2011.