SecProbe.io

June 29, 2016

Mail Stop 4631

Via E -Mail
Waste Management, Inc.
Mr. James Fish Jr.
Chief Financial Officer
1001 Fannin Street
Houston, TX 77002

Re: Waste Management, Inc.
 Form 10-K for the Fiscal Year Ended December 31, 2015
Filed February 18, 2016
Form 10 -Q for the Fiscal Quarter Ended June 30, 2016
Filed July 27, 2016
File No. 1-12154

Dear Mr. Fish:

We have reviewed your filing an d have the following comments.  In some of  our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respo nd.  If you  do not believe our
comments apply to your facts and circumstances , please tell us why in your response.

After reviewing your response to these  comments, we may have  additional comments.

Form 10 -K for the Fiscal Year Ended Dece mber 31, 2015

Critical Accounting Estimates and Assumptions , page 36

Goodwill, page 39

1. Please tell us whether you have any reporting units with material goodwill at risk of
failing step one of your goodwill impairment test, including goodwill included i n your
“other” reportable segment.  For each such reporting unit, please provide the following
disclosures:
 Percentage by which fair value exceeded carrying value as of the date of the most
recent test;
 Amount of goodwill allocated to the reporting unit;

Mr. Fish
Waste Management, Inc .
July 29, 2016
Page 2

  Description of the methods and key assumptions used and how the key assumptions
were determined;
 Discussion of the degree of uncertainty associated with the key assumptions.  The
discussion regarding uncertainty should provide specifics to the extent possib le (e.g.,
the valuation model assumes recovery in a particular business from a downturn within
a defined period of time); and
 Description of the potential events and/or changes in circumstances that could
reasonably be expected to negatively affect the key  assumptions.

Form 10 -Q for the Fiscal Quarter Ended June 30, 2016

Notes to the Condensed Consolidated Financial Statements, page 6

2. Please provide the required disclosures for cost -method investments pursuant to ASC
325-20-50-1.

Controls and Procedure s, page 48

3. We note your disclosure on page 23 that you identified and corrected an error in your
condensed consolidating financial information.  Please tell us whether you considered
this matter in determining the effectiveness of your disclosure controls  and procedures.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require .  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written sta tement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any ac tion with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Tracey McKoy, Staff Accountant, at (202) 551 -3772 or, in her absence
the undersigned Accounting Branch Chief at (202) 551 -3355  if you have questions regarding
comments on the financial statements and related matters.  Please contact David Korvin , Staff

Mr. Fish
Waste Management, Inc .
July 29, 2016
Page 3

 Attorney , at (202) 551 -3236  or, in his absence Pamela Long , Assistant Director , at (202) 551 -
3765  with legal related  questions.

Sincerely,

 /s/ Terence O ’Brien

Terence O’Brien
Accounting Branch Chief
Office of Manufacturing and
Construction