SecProbe.io

September 5 , 2014

Via E -mail
Patrick Rodgers
Chief Executive Officer
Euronav NV
De Gerlachekaai  20
2000 Antwerpen
Belgium

Re: Euronav NV
Amendment No. 3  to
Draft Registration Statement on Form F-1
Submitted  August 22 , 2014
  CIK  No. 0001604481

Dear Mr. Rodgers :

We have reviewed your response to our prior comment letter to you dated August 13 ,
2014  and have the following addition al comments .

Our Business, page 1

1. We note your disclosure that Peter Livanos serves as the Chairman of the Board of
Directors through his appointment as “permanent” representative of TankLog.  Please
revise to also explain any circumstances where Mr. Livanos may no longer serve as
Chairman, such as if TankLog holds less shares than it currently does, if true, for
instance, or advise.

Management’s Discussion and Analysis, page 54

Critical Accounting Policies , page 59

Vessel Impairment, page 60

2. Based on our conference call on Augu st 27th 2014, we conti nue to believe that
evaluating  your tankers and FSOs, on a fleet basis, as two cash generating units, for
purposes of your impairment analysis pursuant to IAS 36   may not be appropriate. As
outlined in paragraph 6 of IAS 36, a cash -generating unit is the smallest identifiable
group of assets that generates cash inflows that are largely independent of the cash
inflows from other assets or groups of assets. Furthermore, paragraph 66 of IAS 66
provides that if there is any indication that  an asset may be impaired, then the recoverable
amount shall be estimated for that individual asset. Since it appears that you have the

Patrick Rodgers
Euronav NV
September 5 , 2014
Page 2

 ability to individually evaluate the recoverability of your tankers and FSOs as individual
assets, since both your tanke rs that do not operate in pools and your FSOs operate
independently of each other under separate charter arrangements that are largely
independent of the cash inflows from other assets or groups of assets, we continue to
believe that your tankers that do n ot operate in pools and your FSO’s should be
individually evaluated for impairment as separate cash -generating units pursuant to the
guidance in IAS 36. Furthermore, although paragraph 72 of IAS 36 does indicate that
cash generating units shall be identifi ed consistently from period to period, it also
provides that this shall occur “unless a change is justified” which would appear to apply
to situations when your vessels are moved into or out of pool operating arrangements. As
such, we do not believe that t he use of consistent “cash generating units” for your fleet of
vessels provides a basis for considering them a single cash generating unit for purposes of
your impairment analysis. Accordingly, please revise your impairment analysis with
respect to your ta nkers not operating in pools and your FSO’s to treat each vessel as a
separate cash -generating unit for purposes of your most recent impairment analysis.

Our Fleet – Vessel Carrying Values, page 61

3. We note your response and the revisions made to page 62 of MD&A in response to our
prior comment 4.   Please update footnotes (1 ) and (2), as practicable, to disclose the
number of vessels, by type, whose carrying values exceeded their market values at June
30, 2014 and disclose the amounts by which their aggre gate carrying values exceeded
their aggregate market values at this date.

Certain Relationships and Related Party Transactions, page 130

Registration Rights Agreements, page 130

4. We note your response to our prior comment 6.  Once the terms of the registration rights
agreement are finalized, please revise your disclosure on page 130 to disclose its
significant terms. MD&A and the notes to your financial statements should also be
similarly revised if you plan to enter into this agreement prior to or in connection with the
offering.

Security Ownership of Cer tain Beneficial Owners, page 133

5. We note your  response to our prior comment 7 .  Please provide the natural person who
has voting or dispositive power over the shares held by York Capital Management Global
Advisors LLC, Victrix NV, Golden Tree Asset Management LLC and Blue Mountain
Capital Management LLC .

Patrick Rodgers
Euronav NV
September 5 , 2014
Page 3

 Euronav NV Financial State ments

Note 23 Share -based Payment arrangements, page F -78

6. We note from the disclosure in the first paragraph on page F -79 that 50% of the options
issued by the Company can only be exercised if the shares of the Group are admitted for
listing in a recogn ized US listing exchange platform.   Please tell us whether your planned
public offering will result in recognition of compensation expense in your financial
statements in connection with these options. If so, please also tell us the amount of
compensation expense that you expect to recognize in your financial statements as a
result of your planned public offering.
Other

7. Please provide a currently dated consent from the independent registered public
accountants upon the public filing of your Form F -1 regist ration statement.

You may contact Effie Simpson  at (202) 551 -3346  or Linda Cvrkel, Accounting Branch
Chief, at (202) 551 -3813 if you have questions regarding comments on the financial statements
and related matters.  Please contact Ada D. Sarmento at (20 2) 551 -3798  or me at (202) 551 -3210
with any other questions.

Sincerely,

 /s/ Susan Block

Susan Block
 Attorney -Advisor

cc: Via E-mail
 Gary J. Wolfe , Esq.