December 19, 2024

Jennifer D. Whalen
Chief Financial Officer
Bristow Group Inc.
3151 Briarpark Drive
Suite 700
Houston, TX 77042

        Re: Bristow Group Inc.
            Form 10-K for Fiscal Year Ended December 31, 2023
            Filed March 6, 2024
            Form 8-K filed November 5, 2024
            File No. 001-35701
Dear Jennifer D. Whalen:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 10-K for Fiscal Year Ended December 31, 2023
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of
Operations
Results of Operations, page 50

1.     When describing the changes in your results of operations, including
changes in
       revenues, operating expenses, general and administrative expenses and
income tax
       expense, please specifically identify and quantify each of the key
drivers contributing
       to the material changes. Refer to Item 303 of Regulation S-K and SEC
Release No.
       33-8350. This comment also applies to your Form 10-Q disclosures.
 December 19, 2024
Page 2

Index to Consolidated Financial Statements
Notes to Consolidated Financial Statements
Note 4 - Variable Interest Entities and Other Investments in Significant
Affiliates, page 82

2.     We note you have interests in seven VIEs of which the Company was the
primary
       beneficiary. For each of the entities disclosed, please explain how the
Company
       determined it was the primary beneficiary. In addition, please address
the following
       points:

             For each of the VIEs disclosed, please tell us whether the Company
was the
           primary beneficiary of the VIE by holding a majority voting
interest. If so, please
           also tell us if the VIE met the definition of a business and the
VIE's assets can be
           used for purposes other than the settlement of the VIE's
obligations. If any of
           these are not true, please explain to us how you considered
providing the required
           disclosures under paragraphs bb, c, and d of ASC 810-10-50-3 and ASC
810-10-
           50-5A.
             We note you did not present assets and or liabilities of the
consolidated VIEs
           separately on the face of the consolidated balance sheets on page 72
pursuant to
           ASC 810-10-45-25. Please explain why you do not believe this
presentation is
           necessary, or revise your presentation if applicable.
             We note you aggregated the VIEs' financial information within the
summary
           financial information table on page 83. Please revise to disclose
the quantitative
           and qualitative information about the different risk and reward
characteristics of
           each VIE and the significance of each VIE to the Company that
support your
           aggregated presentation. Refer to ASC 810-10-50-9.

Note 12 - Income Taxes, page 91

3.     We note from page 93 that your income tax expense was significantly
impacted
       by foreign tax credits, GILTI income and other, net. Please revise to
disclose the
       nature of these items, providing sufficient information for an investor
to understand
       the reason and timing of the amounts recorded. Refer to ASC
740-10-50-12. Please
       also address these items in your discussion of changes in income tax
expense in
       management   s discussion and analysis of results of operations on page
52.
Form 8-K filed November 5, 2024
Exhibit 99.1
Non-GAAP Financial Measures, page 8

4.     You include an adjustment for other special items in each period
disclosed. In the
       footnote to the table you state this amount includes professional
services fees that are
       not related to continuing business operations and other nonrecurring
costs. Please
       explain the nature of the items included in this adjustment and explain
why you
       believe adjusting for these amounts is appropriate in your non-GAAP
measures. In
       addition, please remove the characterization of the costs as
non-recurring unless such
       costs have not occurred in multiple periods and are not reasonably
likely to recur
 December 19, 2024
Page 3

       within two years. Refer to Rule 100(b) of Regulation G and Question
102.03 of the
       Compliance & Disclosure Interpretations on Non-GAAP Financial Measures.
        In closing, we remind you that the company and its management are
responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review,
comments,
action or absence of action by the staff.

       Please contact Myra Moosariparambil at 202-551-3796 or Steve Lo at
202-551-3394
with any questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Energy &
Transportation