X0303 4 2011-05-12 0001486957 Babcock & Wilcox Co BWC 0001439922 Mies Richard Willard 13024 BALLANTYNE CORPORATE PLACE SUITE 700 CHARLOTTE NC 28277 1 0 0 0 Restricted Stock Units 0 2011-05-12 4 A 0 3780 0 A Common Stock 3780 3780 D Grant of restricted stock units pursuant to the Amended and Restated 2010 Long-Term Incentive Plan of The Babcock & Wilcox Company. Each restricted stock unit represents a contingent right to receive one share of BWC common stock. RSU's vested immediately. The reporting person elected to defer receipt of shares underlying the RSUs. In accordance with his deferral election, vested shares will be delivered to the reporting person in five annual installments upon the earliest to occur of: (a) the reporting person's termination of service on the Board of Directors; (b) the reporting person's disability or (c) January 1, 2018. Angela P. Winter, attorney-in-fact 2011-05-16