SecProbe.io

July 29, 2010

Mr. Larry Reimert Co-Chief Executive Officer Dril-Quip, Inc. 13550 Hempstead Highway
Houston, TX 77040

Re: Dril-Quip, Inc.
  Form 10-K for the Fiscal Year Ended 12/31/2009
Filed February 26, 2010 Proxy Statement on Schedule 14A Filed April 8, 2010 File No. 1-13439
 Dear Mr. Reimert:
We have reviewed your filing and 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 this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
 General

 1. It is our understanding that you provided produc ts and services to the Deepwater Horizon
drilling rig in the Gulf of Mexico at the time it exploded.  Please explain to us the
following:

• Describe in sufficient deta il any obligations or othe r potential liab ility that you
may have or that may be reasonably alle ged or claimed (for example, but not
limited to, environmental liab ility, liability for personal injuries and deaths, loss
of revenue, business interruption, etc.) in connection with your products or
services generally and in particular as provided on the Deepwater Horizon drilling rig.  Specifically, clarify the extent to which specific environmental regulations
(e.g. the U.S. Oil Pollution Act of 1990, etc.) may apply to you with regard to this
incident, and what the regulations may require of you.  Include a discussion with

Mr. Larry Reimert Dril-Quip, Inc.
July 29, 2010 Page 2

regard to any relevant cont racts that are material to you and relate to or are
impacted by, the Deepwater Horizon inci dent or any of the above-referenced
matters.

• Disclose the applicable policy limits rela ted to your insurance coverage, including
relevant deductibles, as well as any lim its on or restrictions or qualifications
placed upon any indemnification agreements  or provisions which may be claimed
to be applicable with respect to the Deepwater Horizon matter or any other similar type of matter in which you may become involved.

• Disclose whether your existi ng insurance and/or applicable indemnity agreements
or provisions would cover any claims made against you by or on behalf of
individuals who are not your employees in the event of personal injury or death,
and identify all entities that would be ob ligated to indemnify you against any such
claims.

• Clarify your insurance coverage and/or indemnification agreements or provisions with respect to any liability related to any resulting ne gative environmental
effects.
• Discuss any provision, contract ual or otherwise, that may require you to provide
indemnification for damages caused by or issues related to the performance of
your products or any services performed by you that are related to such products.

• Clarify the expected impact of this incident to your company’s operations
including loss of revenues and cost s expected to be incurred.

2. Further, in light of the even ts in the Gulf of Mexico, pl ease review your disclosure to
ensure that you have disclosed all material  information regarding your potential liability
in the event one of your products or employees is involved in a spill, explosion or similar
event.  For example, and without limitation, please addr ess the following:

• applicable insurance policies including th e applicable policy limits related to your
insurance coverage, as well as any indemn ification agreements or provisions and
any related limitations, restrictions or qualifications;
• whether your existing insura nce or indemnification agreements or provisions
would cover any claims made against you by or on behalf of individuals who are
not your employees in the event of personal injury or death, and identify all entities that would be obligated to in demnify you against any such claims;

• clarify your insurance cove rage and/or any indemnification agreements or
provisions with respect to any liabil ity related to any resulting negative

Mr. Larry Reimert Dril-Quip, Inc.
July 29, 2010 Page 3

environmental effects; and
• to the extent any of your contracts incl ude cross-indemnification provisions, if
applicable, quantify any specified monetary  limits with respect to your obligations
to indemnify other parties to those cont racts,  in connection with legal and
financial consequences of spills of  industrial waste and other liquids.
 Manufacturing, page 6

 3. Please review your disclosure to ensure that you have disclosed all ri sks associated with
offshore drilling and production.  In particular, we note your statement that “[p]rolonged
periods of low demand in the market fo r offshore drilling and production equipment
could have a greater effect on the Company th an on certain of its competitors that have
not made such large capital investments in thei r facilities.”  For example, please address
the potential effect of a moratorium on offshore drilling.
 Customers, page 7

 4. We note that in 2009, you had a customer from which you derived 10% of your segment revenues, respectively.  Please expand your disc losure to provide the name of the major
customer, as required by Item 101(c)(1)(vii) of Regulation S-K, or tell us why you
believe this disclosu re is not required.
 Schedule 14A

 Base Salary, page 15

 5. We note your disclosure that your base salaries for our named executive officers are based in part on the level of competition for executives with comparable skills and experience.  Please indicate what source or sources the company uses in determining the
level of competition for execu tives with comparable skills.
 6. We note that the increases in your Chief Financial Officer and Co-Chief Executive
Officers’ base salaries was based on an, “eval uation of the individuals in relation to the
achievement of [y]our financ ial and non-financial goals duri ng 2009.”  Please revise to
include the financial and non-fina ncial goals.  In the event th e goals are those already set
forth elsewhere in your Compensation Discussi on and Analysis, please  revise to provide
a clear reference to the goals on which your compensation committee relied in making its
determination.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are

Mr. Larry Reimert Dril-Quip, Inc. July 29, 2010 Page 4

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 provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action 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 federa l securities laws of  the United States.

Please contact Douglas Brown at  (202) 551-3265 or, in his ab sence, Michael E. Karney,
at (202) 551-3847 with any questions.
Sincerely,

H. Roger Schwall Assistant Director