SecProbe.io

Mail Stop 4631

July 22 , 2016

Via E -mail
Mr. Daniel W. Hoehn
Controller & Chief Accounting Officer
Babcock & Wilcox Enterprises, Inc.
13024 Ballantyne Corporate Place
Suite 700
Charlotte, North Carolina 28277

Re: Babcock & Wilcox Enterprises, Inc.
 Form 10-K for the Year Ended December 31, 2015
Filed February 25 , 2016
Form 10 -Q for the Period Ended March 31, 2016
Filed May 10, 2016
Form 8-K
Filed May 10 , 2016
File No. 1 -36876

Dear Mr. Hoehn :

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 b y providing the requested
information or advis e us as soon as possible when you will respond.  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 Year Ended December 31, 2015

Management’s Discussion and Analysis

Provision for Income Taxes, page 34

1. Given the significant fluctuations in your effective tax rate from period to period and the
number and nature of items impacting your effective tax rate (e.g. foreign rate
differential, tax credit and manufacturing deduction) , please expand your disclosure s to

Mr. Daniel W. Hoehn
Babcock & Wilcox Enterprises, Inc.
July 22 , 2016
Page 2

 quantify all the  material factors disclosed as well as whether the material factors
impacting the effective tax rate are expected to have a continuing impact. Please refer to
Item 303(a)(3) of Regulation S -K and Sections 501.12.b.3 and 501.12.b.4. of the
Financial Reporting Codification for guidance.

Critical Accounting Policies and Estimates, page 37

Pension Plans and Postretirement Benefits, page 38

2. You determine your discount rate based on a review of published financial data and
discussions wi th your actuary regarding rates of return on high -quality, fixed -income
investments currently available and expected to be available during the period to maturity
of your pension and postretirement plan obligations.  We note that there was  minimal
change i n the discount rate used to determine the net  periodic benefit obligations at
December 31, 2014 and December 31, 2015 for your pension benefits .  Specifically at
December 31, 2014 a discount rate of 3.99% was used compared to 3.98%  at December
31, 2015 .  Similarly there was no change in the weighted average discount rate
assumption used to determine net periodic benefit cost for the years ended December 31,
2014 and December 31, 2015.  We also note that a .25% increase in your discount rate
based on the sen sitivity analysis provided on page 39  could cause a $29.6 million
decrease in pension expense compared to pre -tax income of $20.2 million recorded
during the year ended December 31, 2015 .  In this regard, please help us better
understand how you arrived at  the appropriate discount rate to use e ach period in
accounting for yo ur pension plans pursuant to ASC 715.

3. Further reconcile the statement on page 33 that “ the MTM loss in 2015 was primarily
related to actual return on assets that fell short of the expected return, offset by an
increase in the discount rate used to measure our benefit plans liabilities ” to the fact that
your discount rate on page 71 did not appear to change as noted in the comment above.

Form 10 -Q for the Period Ended March 31, 20 16

Management’s Discussion and Analysis

Results of Operations, page 17

4. We note that the additions to your accrued warranty expense increased as a percentage of
revenue as well as a percentage of payments during the three months ended March 3 1,
2016 c ompared to prior periods.   The net additional accrued warranty expense recorded
during the three  months ended March 31, 2016 was approximately $2.4 million compared
to pre -tax income of $17.2 million.  Please expand your discussion to address significant
changes in your accrued warranty expense , including the facts and circumstances driving
the changes and whether you expect the facts and circumstances to continue in the future.
See Item 303(a)(3) of Regulation S -K.

Mr. Daniel W. Hoehn
Babcock & Wilcox Enterprises, Inc.
July 22 , 2016
Page 3

Form 8 -K filed May 10, 2016

5. We not e you present projected Adjusted EPS for 2016 without presenting and reconciling
to a corresponding GAAP amount.  Please review the guidance provided in Question
102.10 of the updated Compliance and Disclosure Interpretations issued on May 17, 2016
when pr eparing your next earnings release.

 In responding to our comments, please provide  a written statement 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 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 u nder the federal securities laws of the United States.

If you have any questions regarding these comments, please direct them to Nudrat Salik,
Staff Accountant, at (202) 551 -3692 or, in her absence, me at (202) 551 -3854.

 Sincerely,

/s/ Melissa N. Rocha

Melissa N. Rocha
      Senior Assistant Chief Accountant
Office of Manufacturing and Construction