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Correspondence

 MEMORANDUM

DATE:

August 26, 2010

TO:

 Division of Corporation Finance

United States Securities and Exchange Commission

FROM:

Dril-Quip, Inc.

RE:

 Dril-Quip, Inc.

 Form 10-K for
the Fiscal Year Ended December 31, 2009

 Filed February 26, 2010

Proxy Statement on Schedule 14A

 Filed April 8,
2010

 File No. 1-13439

We are responding to comments received from Mr. H. Roger Schwall, Assistant Director of the Division of Corporation Finance of the United States
Securities and Exchange Commission, by letter dated July 29, 2010 to Dril-Quip, Inc. (the “Company”), regarding the Company’s Form 10-K for the fiscal year ended December 31, 2009, filed February 26, 2010 (the
“Form 10-K”), and the Company’s Proxy Statement on Schedule 14A, filed April 8, 2010 (the “Proxy Statement”). We propose to address the Staff’s comments in this response letter and, on an ongoing basis, in our
future annual and quarterly reports and proxy statements, rather than through an amendment of the Company’s Form 10-K and Proxy Statement.

We respectfully request that the Staff review our responses at its earliest convenience. Please advise us of any further comments as soon as possible.
For your convenience, our responses are prefaced by the Staff’s corresponding comment in bold text.

 Form 10-K for the Fiscal Year
Ended December 31, 2009

 General

1.
It is our understanding that you provided products 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 detail any obligations or other potential liability that you may have or that may be reasonably alleged or claimed (for
example, but not limited to, environmental liability, 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 regard to any relevant contracts that are material to you and relate to or are impacted by, the
Deepwater Horizon incident or any of the above-referenced matters.

•

 Disclose the applicable policy limits related to your insurance coverage, including relevant deductibles, as well as any limits 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 existing 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 obligated 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 negative
environmental effects.

•

 Discuss any provision, contractual 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 costs expected to be incurred.

 Response:

Copied below is an excerpt from our Form 10-Q for the quarter ended June 30, 2010 (the “June 30, 2010 Form 10-Q”) related
to the Deepwater Horizon incident, its current and potential impact on the Company and related matters.

 Deepwater
Horizon Incident

 On April 22, 2010, a deepwater Gulf of Mexico drilling rig known as the Deepwater Horizon
that was operated by BP Exploration & Production, Inc. (“BP”) sank after an explosion and fire that began on April 20, 2010. Crude oil flowing from the well site has spread across thousands of square miles of the Gulf of
Mexico and has reached the United States Gulf Coast. Efforts to contain the flow of hydrocarbons from the well are being led by the United States government and by BP and its affiliates. In addition, there were eleven fatalities and a number of
injuries as a result of the explosion and fire. The cause of the explosion, fire, and resulting oil spill is being investigated by numerous industry participants, governmental agencies, and Congressional committees.

 2

 The Company is a party to an ongoing contract with an affiliate of BP to supply wellhead
systems in connection with BP’s Gulf of Mexico operations, and the Company’s wellhead and certain of its other equipment were in use on the Deepwater Horizon at the time of the incident.

The Departments of Homeland Security and Interior are currently conducting a joint investigation into the cause of the incident. The U.S.
Coast Guard, a component of the Department of Homeland Security, and the Bureau of Ocean Energy Management, Regulation, and Enforcement (“BOE”) (formerly known as the Minerals Management Service), a bureau of the Department of the
Interior, share jurisdiction over the investigation. In addition, another investigation has been commenced by the U.S. Chemical Safety and Hazard Investigation Board, and the President of the United States has established the National Commission on
the BP Deepwater Horizon Oil Spill and Offshore Drilling to, among other things, examine the relevant facts and circumstances concerning the causes of the incident and develop options for guarding against future oil spills associated with offshore
drilling. Further, on June 1, 2010, the United States Attorney General announced that the Department of Justice was launching civil and criminal investigations into the incident to examine the actions of those involved, and that the Department
of Justice was working with attorneys general of states affected by the incident. The Department of Justice announced that it is reviewing, among other traditional criminal statutes, The Clean Water Act, which carries civil penalties and fines as
well as criminal penalties, The Oil Pollution Act of 1990, which can be used to hold parties liable for cleanup costs and reimbursement for government efforts, and The Migratory Bird Treaty Act of 1918 and Endangered Species Act of 1973, which
provide penalties for injury and death to wildlife and bird species.

 On May 28, 2010, the United States Department of the
Interior issued an order imposing a six-month suspension on all offshore deepwater drilling projects in the Gulf of Mexico. A preliminary injunction was issued blocking enforcement of the deepwater drilling suspension on June 22, 2010, and the
Department of the Interior issued a new suspension of deepwater drilling on July 12, 2010. The current moratorium is set to expire on or before November 30, 2010.

The Company has been designated as a party-in-interest, received requests for certain information and provided testimony in connection
with the joint investigation. The Company has also received requests to preserve information from the joint investigation team, the Department of Justice and the U.S. Chemical Investigation and Hazardous Incident Board. The Company is cooperating
fully with all of the ongoing governmental investigations. The Company may also receive additional invitations and/or requests for participation in hearings or investigations from other governmental bodies related to the incident.

The BOE is expected to issue new safety and environmental guidelines or regulations for drilling in the United States Gulf of Mexico, and
potentially in

 3

other geographic regions, and may take other steps that could increase the costs of offshore oil and gas exploration and production, reduce the permitted area of operations and result in
permitting delays. The Company cannot predict at this time the impact that this incident may have on governmental laws or governmental regulation of offshore oil and gas exploration and production activities or the level of demand for the
Company’s products in future periods.

 The Company has been named along with other unaffiliated defendants in six
class-action lawsuits and three other lawsuits that allege pollution damage claims, personal injuries and/or business losses arising out of the Deepwater Horizon incident. These actions were filed against the Company between May 11, 2010
and July 21, 2010 in federal courts in the Eastern District of Louisiana and the Northern, Middle and Southern Districts of Florida and in state court in Mobile County, Alabama. The lawsuits generally allege, among other things, violation of
state and federal environmental and other laws and regulations, negligence, gross negligence, strict liability and/or property damages and generally seek awards of unspecified economic, compensatory and punitive damages. The Company has retained
counsel and is investigating and evaluating the claims, the theories of recovery, damages asserted, and its respective defenses to all of these claims. The Company intends to vigorously defend any litigation, fines, and/or penalties relating to the
Deepwater Horizon incident. Additional lawsuits may be filed against the Company. At this time, the ultimate disposition of these matters cannot be determined and therefore it is not possible to reasonably estimate the amount of loss or range
of losses that might result from an adverse ruling or settlement of these legal matters. Accordingly, no liability has been accrued in conjunction with these matters.

The Company is currently investigating its rights to indemnification from BP’s affiliate and other parties for potential claims and
expenses arising from the Deepwater Horizon incident under its existing contract with the affiliate of BP. The Company’s indemnification rights under the contract cover potential claims for personal injury, property damage and the
control and removal of pollution or contamination, except for, among other things, claims brought by employees of the Company and claims brought by third parties to the extent the Company is at fault or as a result of a defect in the Company’s
products. Under the contract, the Company has, among other things, generally agreed to indemnify BP and its affiliates for claims for personal injury of the Company’s employees or its subcontractors, for claims brought by third parties to the
extent the Company is at fault, and for claims resulting from pollution or contamination as a result of a defect in the Company’s products. The contract provides that the Company’s indemnification obligation for pollution or contamination
arising from a defect in its products is limited to $5 million. To the extent that BP’s other contractors performing work on the well agreed in their contracts with BP to indemnify the Company for claims of personal injury of such
contractor’s employees or subcontractors as well as for claims of damages to their property, the Company has entered into a reciprocal agreement to indemnify those other contractors.

 4

 The Company has a general liability insurance program with an aggregate coverage limit of
$100 million. The insurance is designed to cover claims brought against the Company by businesses and individuals with respect to property damage, injury or death and pollution. There can be no assurance that the Company’s
insurance policies will cover all potential claims and expenses relating to the Deepwater Horizon incident. In addition, the Company’s insurance policies may not cover fines or penalties, as well as costs and expenses related to
government-mandated clean up of pollution. Insurance coverage can be the subject of uncertainties and, particularly in the event of large claims, potential disputes with insurance carriers.

In addition, as described on page 19 of the June 30, 2010 Form 10-Q, we are currently unable to quantify the extent of the impact
that the Gulf of Mexico drilling moratorium will have on our future revenues. Revenues associated with the Gulf of Mexico totaled approximately 43% of our worldwide revenues during the first six months of 2010. We believe that the moratorium will
have little or no impact on revenues related to sales of our offshore rig equipment in the final six months of 2010, but could have an impact on revenues related to sales of subsea and surface equipment during the final six months of 2010. Offshore
rig equipment mainly consists of drilling risers being built for new offshore drilling rigs. These drilling risers, which represent a small portion of the overall cost of a new offshore drilling rig, are typically ordered 18 months to two-and-a-half
years in advance. We do not believe that deliveries of offshore rig equipment will be delayed or cancelled as a result of the moratorium. For subsea and surface equipment, the expected impact is largely driven by the timing of orders for these
products. Subsea and surface equipment is typically ordered six months to one year in advance of delivery. Therefore most of our anticipated revenues related to subsea and surface equipment during the second half of 2010 relate to orders placed
before the Deepwater Horizon incident. We believe that service revenues (which were approximately 6% of our total revenues during the first six months of 2010) could be substantially negatively impacted by the U.S. Gulf of Mexico drilling moratorium
during the last half of 2010. Additionally, the moratorium could result in delayed product and service orders in the second half of 2010 and could have a negative impact on our orders and financial results for 2011.

We believe the disclosure above provides the information requested by the Staff. We propose to include similar disclosure in our future
filings on Forms 10-K and 10-Q, updated as appropriate, beginning with our Form 10-Q for the quarter ending September 30, 2010. In addition, we propose to expand the above disclosure to include that the Company’s general liability
insurance program does not include any deductible.

2.
Further, in light of the events in the Gulf of Mexico, please 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 address the following:

•

 applicable insurance policies including the applicable policy limits related to your insurance coverage, as well as any indemnification agreements
or provisions and any related limitations, restrictions or qualifications;

 5

•

 whether your existing insurance 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 indemnify you against any such claims;

•

 clarify your insurance coverage and/or any indemnification agreements or provisions with respect to any liability related to any resulting negative
environmental effects; and

•

 to the extent any of your contracts include cross-indemnification provisions, if applicable, quantify any specified monetary limits with respect to
your obligations to indemnify other parties to those contracts, in connection with legal and financial consequences of spills of industrial waste and other liquids.

Response:

 Please see
our response to Comment 1 above. In addition, the Company seeks to enter into contracts for the provision of products and/or services that provide for (1) each party to the contract to be responsible for personal injuries to, or the death of,
its employees and d