BWX Technologies, Inc. — Director's Dealing 2011

Oct 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Babcock & Wilcox Co (BWC)
CIK: 0001486957
Period of Report: 2011-10-06

Reporting Person: Taff Michael S (SVP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-06	Common Stock	M	11884	$6.96	Acquired	100442	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-06	Stock Options (right to buy)	$6.96	M	11884	Disposed	2015-06-08	Common Stock (11884)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1129	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 September 28, 2011.

F2: 100% of stock options are vested.