BWX Technologies, Inc. — Director's Dealing 2011

Mar 8, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Babcock & Wilcox Co (BWC)
CIK: 0001486957
Period of Report: 2011-03-04

Reporting Person: APKER JENNY L (Vice President and Treasurer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-04	Restricted Stock Units	$0	A	1194	Acquired	2014-03-04	Common Stock (1194)	Direct
2011-03-04	Stock Options (right to buy)	$34.55	A	3768	Acquired	2018-03-04	Common Stock (3768)	Direct

Footnotes

F1: Grant of restricted stock units pursuant to the Amended and Restated 2010 Long-Term Incentive Plan of The Babcock & Wilcox Company. Each restricted stock unit represents a contingent right to receive one share of BWC common stock.

F2: RSUs vest in three equal annual installments beginning March 4, 2012.

F3: Grant of stock options pursuant to the Amended and Restated 2010 Long-Term Incentive Plan of The Babcock & Wilcox Company.

F4: Stock options vest in three equal annual installments beginning March 4, 2012.