September 20, 2019

Christopher J. Baldwin
Chairman and Chief Executive Officer
BJ's Wholesale Club Holdings, Inc.
25 Research Drive
Westborough, MA 01581

       Re: BJ's Wholesale Club Holdings, Inc.
           Form 10-K for the Year Ended February 2, 2019
           Filed March 25, 2019
           File No. 001-38559

Dear Mr. Baldwin:

       We have reviewed your filing and 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 business days by providing
the requested
information or advise 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 February 2, 2019

Risk Factors
Our amended and restated certificate of incorporation designates the Court of
Chancery of the
State of Delaware as the exclusive forum ..., page 29

1.    We note your disclosure that the forum selection provision in your
amended and restated
      articles of incorporation includes an exclusive forum for certain
litigation, including any
      "derivative action." In future filings, please expand your disclosure to
state that your
      bylaws also include an exclusive forum provision and that your provision
states that, in
      the event that the Chancery Court does not have jurisdiction, the federal
district court for
      the District of Delaware or other state courts of the State of Delaware
are applicable. In
      addition, please disclose whether these provisions apply to actions
arising under the
      Securities Act or Exchange Act. If so, please also state that there is
uncertainty as to
      whether a court would enforce such provision. If the provision applies to
Securities Act
      claims, please also state that investors cannot waive compliance with the
federal securities
 Christopher J. Baldwin
BJ's Wholesale Club Holdings, Inc.
September 20, 2019
Page 2
         laws and the rules and regulations thereunder. In this regard, we note
that Section 22 of
         the Securities Act creates concurrent jurisdiction for federal and
state courts over all suits
         brought to enforce any duty or liability created by the Securities Act
or the rules and
         regulations thereunder.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Non-GAAP Financial Measures
Adjusted EBITDA, page 37

2.       We note your adjustment to remove "strategic consulting" expenses,
which represent "fees
         paid to external consultants for strategic initiatives of limited
duration." We also note that
         you adjust for strategic consulting expenses in each of the three
years presented and
         continue to adjust for them in the twenty-six week period ended August
3, 2019. Please
         explain to us the specific nature of the expenses included in this
line item and clarify what
         is meant by limited duration. Also explain why you do not believe
these are normal, cash
         operating expenses necessary to operate your business. Refer to
Question 100.01 of the
         Non-GAAP Compliance & Disclosure Interpretations.


        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.

       You may contact Yong Kim, Staff Accountant, at 202-551-3323 or Andrew
Blume, Staff
Accountant, at 202-551-3254 if you have questions regarding comments on the
financial
statements and related matters. Please contact Scott Anderegg, Staff Attorney,
at 202-551-3342
or Mara Ransom, Assistant Director, at 202-551-3264 with any other questions.



FirstName LastNameChristopher J. Baldwin                         Sincerely,
Comapany NameBJ's Wholesale Club Holdings, Inc.
                                                                 Division of
Corporation Finance
September 20, 2019 Page 2                                        Office of
Consumer Products
FirstName LastName