8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: (Date of earliest event reported): February 22, 2011


CHICAGO BRIDGE & IRON COMPANY N.V.
(Exact name of registrant as specified in its charter)

The Netherlands
(State or other jurisdiction of incorporation)

1-12815	N.A.
(Commission File Number)	(IRS Employer Identification No.)

Oostduinlaan 75 2596JJ The Hague The Netherlands	N.A.
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  31-70-373-2010

N.A.
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

(a)       On February 22, 2011, Chicago Bridge & Iron Company N.V. issued a press release announcing financial results for the quarter and year ended December 31, 2010.  A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d)       Exhibits

99.1 – Press Release dated February 22, 2011

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		CHICAGO BRIDGE & IRON COMPANY N.V.
		By:	Chicago Bridge & Iron Company B.V.
		Its:	Managing Director
Date:	February 22, 2011	By:	/s/ Ronald A. Ballschmiede
			Ronald A. Ballschmiede
			Managing Director
			(Principal Financial Officer)

EXHIBIT INDEX

Exhibit Number	Exhibit Description
99.1	Press release dated February 22, 2011

EX-99.1

Exhibit 99.1

CB&I Reports 2010 Fourth Quarter and Year-End Results

Full-year Earnings Exceed Consensus Estimates

THE WOODLANDS, Texas--(BUSINESS WIRE)--February 22, 2011--CB&I (NYSE:CBI) today reported net income for the fourth quarter of $63.2 million or $0.63 per diluted share, versus $41.2 million or $0.41 per diluted share in 2009. Revenue for the quarter was $947.9 million with new awards of $992.0 million.

For the full-year, net income was $204.6 million, or $2.04 per diluted share, exceeding $2.00 per share for the first time in the company’s history. CB&I’s consolidated 2010 revenue was $3.6 billion. Cash and cash equivalents as of December 31, 2010 were $481.7 million after funding the CDTECH acquisition and term loan reduction.

“2010 was highlighted by solid performance in virtually all areas of our company, reflected in our strong net income, which was 17% above last year’s high watermark,” said Philip K. Asherman, President and CEO. “We continue to be encouraged by the momentum in the markets we serve, particularly in LNG where we have seen our global position tremendously enhanced by the completion of PERU LNG, arguably one of the most successful LNG projects ever built.”

New awards for 2010 totaled $3.4 billion, reflecting a diverse mix of project type, size and geographical location. 2010 new awards included a $280 million gas plant in California, a $190 million LNG storage tank project in Papua New Guinea, storage tank contracts in the Middle East totaling $170 million, pre-FEED work for Russian, Australian and Canadian LNG liquefaction projects, and numerous strategic technology awards worldwide. Backlog at year-end was $6.9 billion, more than 80% of which is outside the U.S.

“Shareholders’ equity at year-end exceeded $1 billion,” said Asherman. “Our healthy balance sheet provides us with a solid platform from which to grow. With our continued focus on capital efficiency, a manageable effective tax rate, a strong credit facility and overall great liquidity, we are well positioned to capitalize on new opportunities.”

CB&I declared an interim dividend on common stock of $0.05 per share, payable March 31, 2011 to shareholders of record March 18, 2011.

Earnings Conference Call

CB&I will host a webcast on February 22 at 4:00 p.m. Central time (5:00 p.m. Eastern time) to discuss financial and operating results, and answer questions from investors. The webcast is available at www.CBI.com Investor Relations/Company Highlights.

About CB&I

CB&I (NYSE:CBI) engineers and constructs some of the world’s largest energy infrastructure projects. With premier process technology, proven EPC expertise, and unrivaled storage tank experience, CB&I executes projects from concept to completion. Safely. Reliably. Globally. For more information, visit www.cbi.com.

Forward-Looking Statement

This release contains forward-looking statements regarding CB&I and represents our expectations and beliefs concerning future events. These forward-looking statements are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties. When considering any statements that are predictive in nature, depend upon or refer to future events or conditions, or use or contain words, terms, phrases, or expressions such as “achieve”, “forecast”, “plan”, “propose”, “strategy”, “envision”, “hope”, “will”, “continue”, “potential”, “expect”, “believe”, “anticipate”, “project”, “estimate”, “predict”, “intend”, “should”, “could”, “may”, “might”, or similar forward-looking statements, we refer you to the cautionary statements concerning risk factors and “Forward-Looking Statements” described under “Risk Factors” in Item 1A of our Annual Report filed on Form 10-K filed with the SEC for the year ended December 31, 2010, and any updates to those risk factors or “Forward-Looking Statements” included in our subsequent Quarterly Reports on Form 10-Q filed with the SEC, which cautionary statements are incorporated herein by reference.

CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)
	Three Months						Twelve Months
	Ended December 31,						Ended December 31,
	2010			2009			2010			2009
Revenue	$	947,851		$	1,038,013		$	3,642,318		$	4,556,503
Cost of revenue		818,239			909,856			3,150,255			4,033,783
Gross profit		129,612			128,157			492,063			522,720
% of Revenue		13.7	%		12.3	%		13.5	%		11.5	%
Selling and administrative expenses		44,258			46,133			185,213			204,911
% of Revenue		4.7	%		4.4	%		5.1	%		4.5	%
Intangibles amortization		6,098			5,773			23,690			23,326
Other operating (income) expense, net		(780	)		5,449			(636	)		15,324
Equity earnings		(5,735	)		(6,288	)		(19,464	)		(35,064	)
Income from operations		85,771			77,090			303,260			314,223
% of Revenue		9.0	%		7.4	%		8.3	%		6.9	%
Interest expense		(4,148	)		(5,364	)		(16,686	)		(21,383	)
Interest income		1,392			627			4,955			1,817
Income before taxes		83,015			72,353			291,529			294,657
Income tax expense		(18,922	)		(29,606	)		(79,966	)		(114,917	)
Net income		64,093			42,747			211,563			179,740
Less: Net income attributable to noncontrolling interests		(896	)		(1,517	)		(7,004	)		(5,451	)
Net income attributable to CB&I	$	63,197		$	41,230		$	204,559		$	174,289
Net income attributable to CB&I per share:
Basic	$	0.65		$	0.42		$	2.08		$	1.82
Diluted	$	0.63		$	0.41		$	2.04		$	1.79
Weighted average shares outstanding:
Basic		97,863			97,695			98,300			95,832
Diluted		100,498			99,996			100,459			97,245

CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES SEGMENT INFORMATION (in thousands)
	Three Months Ended								Twelve Months Ended
	December 31,				December 31,				December 31,				December 31,
	2010				2009				2010				2009
			% of				% of				% of				% of
NEW AWARDS*			Total				Total				Total				Total
CB&I Steel Plate Structures	$	364,799	37	%	$	252,534	7	%	$	1,303,930	39	%	$	2,216,246	36	%
CB&I Lummus		476,961	48	%		3,094,127	90	%		1,634,683	49	%		3,585,741	59	%
Lummus Technology		150,200	15	%		86,824	3	%		422,514	12	%		311,599	5	%
Total	$	991,960			$	3,433,485			$	3,361,127			$	6,113,586
			% of				% of				% of				% of
REVENUE			Total				Total				Total				Total
CB&I Steel Plate Structures	$	398,314	42	%	$	388,813	37	%	$	1,442,145	40	%	$	1,650,271	36	%
CB&I Lummus		461,826	49	%		547,840	53	%		1,904,850	52	%		2,542,834	56	%
Lummus Technology		87,711	9	%		101,360	10	%		295,323	8	%		363,398	8	%
Total	$	947,851			$	1,038,013			$	3,642,318			$	4,556,503
			% of				% of				% of				% of
INCOME FROM OPERATIONS			Revenue				Revenue				Revenue				Revenue
CB&I Steel Plate Structures	$	37,890	9.5	%	$	42,145	10.8	%	$	134,430	9.3	%	$	147,194	8.9	%
CB&I Lummus		18,342	4.0	%		11,032	2.0	%		82,574	4.3	%		86,127	3.4	%
Lummus Technology		29,539	33.7	%		23,913	23.6	%		86,256	29.2	%		80,902	22.3	%
Total	$	85,771	9.0	%	$	77,090	7.4	%	$	303,260	8.3	%	$	314,223	6.9	%
* New awards represents the value of new project commitments received by the Company during a given period.

CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
	December 31,			December 31,
	2010			2009
ASSETS
Current assets	$	1,202,486		$	1,195,578
Equity investments		92,400			132,258
Property and equipment, net		290,206			316,112
Goodwill and other intangibles, net		1,154,256			1,179,600
Other non-current assets		170,186			193,219
Total assets	$	2,909,534		$	3,016,767
LIABILITIES AND SHAREHOLDERS' EQUITY
Notes payable	$	334		$	709
Current maturity of long-term debt		40,000			40,000
Other current liabilities		1,400,299			1,639,166
Long-term debt		40,000			80,000
Other non-current liabilities		345,056			359,602
Shareholders' equity		1,083,845			897,290
Total liabilities and shareholders' equity	$	2,909,534		$	3,016,767
CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS AND OTHER FINANCIAL DATA (in thousands)
	Twelve Months
	Ended December 31,
	2010			2009
CASH FLOWS
Cash flows from operating activities	$	288,406		$	248,763
Cash flows from investing activities		(58,376	)		(22,366	)
Cash flows from financing activities		(86,343	)		12,732
Effect of exchange rate changes on cash		12,051			(1,350	)
Increase in cash and cash equivalents		155,738			237,779
Cash and cash equivalents, beginning of the year		326,000			88,221
Cash and cash equivalents, end of the year	$	481,738		$	326,000
OTHER FINANCIAL DATA
Decrease in receivables, net	$	124,365		$	117,787
Change in contracts in progress, net		(37,017	)		37,101
Decrease (increase) in non-current contract retentions		2,984			(5,173	)
Decrease in accounts payable		(112,558	)		(220,098	)
Change in contract capital	$	(22,226	)	$	(70,383	)
Depreciation and amortization expense	$	72,885		$	79,531
Capital expenditures	$	24,089		$	47,839
Backlog *	$	6,906,633		$	7,199,462
* Backlog includes the value of new award commitments until work is performed and revenue is recognized or until cancellation.
Backlog may also fluctuate with currency movements.

CONTACT:
CB&I
Media: Jan Sieving, +1 832 513 1111
or
Investors: Christi Thoms, +1 832 513 1200