8-K

SECURITIES 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):  July 27, 2016
CURTISS-WRIGHT CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

Delaware	1-134	13-0612970
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(IRS Employer Identification No.)

13925 Ballantyne Corporate Place, Suite 400  Charlotte, North Carolina	28277
Address of Principal Executive Offices	Zip Code

Registrant’s telephone number, including area code:  (704) 869-4600

--------------

(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):

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:

⃞ 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))

1

SECTION 2 – FINANCIAL INFORMATION

ITEM 2.02.   RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On Wednesday, July 27, 2016, the Company issued a press release announcing financial results for the second quarter ended June 30, 2016. A conference call and webcast presentation will be held on July 28, 2016 at 9:00 am EDT for management to discuss the Company's second quarter 2016 performance.  David C. Adams, Chairman and CEO, and Glenn E. Tynan, Vice President and CFO, will host the call.  A copy of the press release and the webcast slide presentation are attached hereto as Exhibits 99.1 and 99.2.

The financial press release, access to the webcast and the accompanying financial presentation will be posted on Curtiss-Wright's website at www.curtisswright.com. In addition, the Listen-Only dial-in number for domestic callers is (844) 304-5753, while international callers can dial (623) 900-6008.  For those unable to participate live, a webcast replay will be available for 90 days on the Company's website beginning one hour after the call takes place. A conference call replay will also be available for seven days.

Conference Call Replay:

Domestic  (855) 859-2056

International (404) 537-3406

Passcode 40973086

The information contained in this Current Report, including Exhibits 99.1 and 99.2, are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any filing of the registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

ITEM 9.01.   FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Not applicable.

         (b)  Not applicable.

         (c)  Exhibits.

            99.1 Press Release dated July 27, 2016

  99.2 Presentation shown during investor and securities analyst webcast on July 28, 2016

2

SIGNATURE

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

			CURTISS-WRIGHT CORPORATION
		By:	/s/ Glenn E. Tynan
			Glenn E. Tynan
			Vice-President and
			Chief Financial Officer
Date:	July 27, 2016

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated July 27, 2016
99.2	Presentation shown during investor and securities analyst webcast on July 28, 2016

4

EX-99.1

Exhibit 99.1

Curtiss-Wright Reports Second Quarter 2016 Financial Results; Maintains Full-Year EPS and Increases Free Cash Flow Guidance

CHARLOTTE, N.C.--(BUSINESS WIRE)--July 27, 2016--Curtiss-Wright Corporation (NYSE: CW) reported financial results for the second quarter and six months ended June 30, 2016.

Second Quarter 2016 Highlights

• Earnings per diluted share of $0.88, exceeding expectations;
• Free cash flow increased 49% to $79 million, resulting in free cash flow conversion of 199%, as defined in table below;
• Net sales of $533 million;
• Operating income of $68 million;
• Operating margin of 12.8%, up 80 basis points;
• Backlog of $2.0 billion increased 6% from December 31, 2015; and
• Share repurchase of approximately $25 million.

Business Outlook

• Increasing full-year 2016 operating margin guidance by 20 basis points to new range of 14.2% to 14.4%, despite lowering sales guidance;
• Increasing free cash flow guidance by $10 million to new range of $300 million to $320 million; and
• Maintaining full-year 2016 expectations for diluted earnings per share (EPS) of $4.00 to $4.15.

“Our second quarter results were ahead of our expectations, as we continue to focus on ongoing margin improvement initiatives and generate significant value for our shareholders despite challenging market conditions,” said David C. Adams, Chairman and CEO of Curtiss-Wright Corporation. “Our performance was led by the Power segment, where we produced strong profitability aided by higher AP1000 program revenues, as we continue to support new nuclear power plant construction in the U.S. and China.”

“Looking to the balance of 2016, we continue to anticipate steady, sequential margin improvement as we advance our drive to top-quartile financial performance. We are maintaining our full-year diluted EPS guidance of $4.00 to $4.15, despite having modified our sales outlook based on slowing conditions affecting several of our businesses, particularly those with exposure to the energy markets. In addition, as a result of our on-going cost control actions aimed at mitigating the challenging end market conditions, we are increasing our full-year operating margin guidance by another 20 basis points to a new range of 14.2% to 14.4%, a 90 to 110 basis point improvement compared to pro forma 2015 results. In addition, as a result of strong first half free cash flow and efficient working capital management, we are raising our full-year guidance by $10 million to a new range of $300 to $320 million.”

“We remain committed to increasing shareholder value by improving profitability, generating strong free cash flow and maintaining a balanced capital allocation strategy. Thus far in 2016, we have returned more than $50 million to our shareholders through consistent share repurchases and dividend distributions. We continue to actively repurchase shares under our buyback program and expect to repurchase at least $100 million this year.”

Second Quarter 2016 Operating Results from Continuing Operations

(In thousands)	2Q-2016	2Q-2015	% Change
Sales	$ 532,766	$ 545,194	(2%)
Operating income	68,089	65,442	4%
Operating margin	12.8%	12.0%	80 bps

Sales

Sales of $533 million in the second quarter decreased $12 million, or 2%, compared to the prior year, primarily reflecting a $10 million decrease in organic sales as well as $2 million, or less than 1%, in unfavorable foreign currency translation. Second quarter 2016 sales primarily reflect continued lower demand in the energy sector within the Commercial/Industrial segment, as well as lower international ground defense sales in the Defense segment. Those decreases were partially offset by higher AP1000 program and naval defense revenues in the Power segment.

From an end market perspective, sales to the defense markets increased 1%, while sales to the commercial markets decreased 4%, compared to the prior year.

Please refer to the accompanying tables for a breakdown of sales by end market.

Operating Income

Operating income in the second quarter was $68 million, an increase of $3 million, or 4%, compared to the prior year. In the Power segment, our results reflect a solid improvement in operating income resulting from higher AP1000 program revenues and prior year AP1000 testing and design costs that did not recur in 2016. This improvement was partially offset by lower international ground defense sales in the Defense segment, as well as lower operating income in the Commercial/Industrial segment resulting from lower sales volumes.

Operating margin was 12.8%, an increase of 80 basis points over the prior year, primarily reflecting higher overall segment operating income, led by the strong performance in the Power segment, as well as the benefits of our ongoing margin improvement initiatives, despite lower sales.

Non-segment Expense

Non-segment expenses were essentially flat compared with the prior year, as lower pension expenses were offset by higher corporate expenses.

Net Earnings

Second quarter net earnings were essentially flat compared to the prior year, as higher operating income was partially offset by higher interest expense, which increased by $1 million compared to the prior year. In addition, the effective tax rate for the current quarter was 31.0%, an increase from 28.9% in the prior year, principally driven by increased foreign research and development tax benefits and favorable adjustments to certain valuation allowances in the prior year that did not recur.

Free Cash Flow

(In thousands)	2Q-2016			2Q-2015
Net cash generated from operating activities	$	86,371		$	59,821
Capital expenditures		(6,908	)		(6,593	)
Free cash flow	$	79,463		$	53,228

Free cash flow, defined as cash flow from operations less capital expenditures, was $79 million for the second quarter of 2016, an increase of $26 million compared to $53 million in the prior year. Net cash generated from operating activities increased $27 million to $86 million, primarily driven by higher advanced payments related to the new China AP1000 order. Capital expenditures of $7 million were essentially flat with the prior year.

New Orders and Backlog

New orders of $524 million in the second quarter were essentially flat compared to the prior year, primarily due to lower orders within the Defense segment where a significant international ground defense contract was received in the prior year, partially offset by higher orders within the Commercial/Industrial and Power segments. Backlog of $2.0 billion increased 6% from December 31, 2015, led by growth in our naval defense businesses.

Other Items – Share Repurchase

During the second quarter, the Company repurchased 315,500 shares of its common stock for approximately $25 million.

Full-Year 2016 Guidance

The Company is updating its full-year 2016 financial guidance as follows:

	Prior Guidance	Current Guidance	Chg vs. 2015
Total sales	$2.17 - $2.22 billion	$2.12 - $2.17 billion	Down 1 - 3%
Operating income	$304 - $315 million	$301 - $313 million	Up 4 - 8%
Operating margin	14.0% - 14.2%	14.2% - 14.4%	Up 90 - 110 bps
Interest expense	$38 - $39 million	$40 - $41 million
Diluted earnings per share	$4.00 - $4.15	No change	Up 7 - 11%
Diluted shares outstanding	46.0 million	45.2 million
Free cash flow	$290 - $310 million	$300 - $320 million	Up 10 - 18%

Notes:

Full-year 2016 growth rates reflect comparisons to 2015 Pro Forma results, which exclude the one-time China AP1000 fee of $20 million recognized in the fourth quarter of 2015.

Additionally, 2016 growth in free cash flow is comparable to adjusted free cash flow for 2015, which excludes the contribution to the Company’s corporate defined benefit pension plan of $145 million in 2015.

A more detailed breakdown of the Company’s 2016 guidance by segment and by market can be found in the attached accompanying schedules.

Second Quarter 2016 Segment Performance

Commercial/Industrial

(In thousands)	2Q-2016	2Q-2015	% Change
Sales	$ 290,046	$ 304,465	(5%)
Operating income	38,957	45,253	(14%)
Operating margin	13.4%	14.9%	(150 bps)

Sales for the second quarter were $290 million, a decrease of $14 million, or 5%, over the prior year. Organic sales decreased 4% over the prior year, excluding $2 million in unfavorable foreign currency translation. In the general industrial market, our results primarily reflect the expected reduction in sales of severe-service valves serving the oil and gas markets, as well as lower sales for industrial vehicle products. Within the commercial aerospace market, higher sales to Boeing for actuation systems and sensors and controls products were partially offset by lower sales of surface technology services to Airbus.

Operating income in the second quarter was $39 million, down 14% from the prior year, while operating margin decreased 150 basis points to 13.4%. These results primarily reflect decreased profitability for industrial valves due to lower sales volumes, more than offsetting the benefit of higher sales of sensors and controls products. We also achieved higher operating margin for industrial vehicle products and surface treatment services, despite lower sales volumes, due to ongoing margin improvement initiatives. In addition, favorable foreign currency translation added $1 million to current quarter results.

Defense

(In thousands)	2Q-2016	2Q-2015	% Change
Sales	$ 113,961	$ 119,651	(5%)
Operating income	18,609	24,391	(24%)
Operating margin	16.3%	20.4%	(410 bps)

Sales for the second quarter were $114 million, a decrease of $6 million, or 5%, from the prior year. Organic sales decreased 4% from the prior year, excluding $1 million in unfavorable foreign currency translation. In the aerospace defense market, we experienced higher sales of embedded computing products on various fighter jet, helicopter and UAV programs, including the Global Hawk, Apache and P-8 programs, which were principally offset by lower foreign military sales. In the ground defense market, second quarter 2016 results primarily reflect lower turret drive stabilization systems sales. We also experienced lower revenues related to avionics and electronics equipment within the commercial aerospace market.

Operating income in the second quarter was $19 million, a decrease of $6 million, or 24%, compared to the prior year, while operating margin declined 410 basis points to 16.3%. The decrease was primarily driven by the transition from a development to a production contract for our turret drive stabilization systems, which provided a net one-time benefit of $4 million in the prior year. These results also reflect lower sales volumes in our commercial avionics and electronics business. Favorable foreign currency translation added $2 million to current quarter results.

Power

(In thousands)	2Q-2016	2Q-2015	% Change
Sales	$ 128,759	$ 121,078	6%
Operating income	16,114	1,454	1,008%
Operating margin	12.5%	1.2%	1,130 bps

Sales for the second quarter were $129 million, an increase of $8 million, or 6%, over the prior year. Within the power generation market, our results reflect higher production revenues from the U.S. and China AP1000 programs, which were partially offset by lower aftermarket sales primarily supporting domestic nuclear operating reactors. In the naval defense market, we experienced higher development sales of pumps and generators supporting the ramp-up on the new Ohio-class replacement submarine program, partially offset by lower sales of pumps and valves on the CVN-79 aircraft carrier program as production is nearing completion.

Operating income in the second quarter was $16 million, an increase of $15 million, or 1,008%, compared to the prior year, while operating margin increased 1,130 basis points to 12.5%. These results reflect higher AP1000 production revenues in the current year and approximately $11 million in AP1000 testing and design costs incurred in the prior year to complete engineering and endurance testing that did not recur. These improvements were partially offset by reduced profitability in our aftermarket power generation business due to lower sales volumes.

Conference Call Information

The Company will host a conference call to discuss second quarter 2016 financial results at 9:00 a.m. EDT on Thursday, July 28, 2016. A live webcast of the call and the accompanying financial presentation will be made available on the internet by visiting the Investor Relations section of the Company’s website at www.curtisswright.com.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
($'s in thousands, except per share data)
	Three Months Ended											Six Months Ended
	June 30,						Change					June 30,						Change
	2016			2015			$			%		2016			2015			$			%
Product sales	$	427,324		$	439,871		$	(12,547	)	(3	%)	$	830,242		$	885,558		$	(55,316	)	(6	%)
Service sales		105,442			105,323			119		0	%		206,031			205,835			196		0	%
Total net sales		532,766			545,194			(12,428	)	(2	%)		1,036,273			1,091,393			(55,120	)	(5	%)
Cost of product sales		279,869			287,685			(7,816	)	(3	%)		544,604			580,694			(36,090	)	(6	%)
Cost of service sales		67,518			75,158			(7,640	)	(10	%)		134,387			137,252			(2,865	)	(2	%)
Total cost of sales		347,387			362,843			(15,456	)	(4	%)		678,991			717,946			(38,955	)	(5	%)
Gross profit		185,379			182,351			3,028		2	%		357,282			373,447			(16,165	)	(4	%)
Research and development expenses		15,236			15,321			(85	)	(1	%)		30,396			30,583			(187	)	(1	%)
Selling expenses		29,126			29,105			21		0	%		58,752			60,193			(1,441	)	(2	%)
General and administrative expenses		72,928			72,483			445		1	%		142,782			144,394			(1,612	)	(1	%)
Operating income		68,089			65,442			2,647		4	%		125,352			138,277			(12,925	)	(9	%)
Interest expense		(10,273	)		(8,985	)		(1,288	)	14	%		(20,206	)		(17,981	)		(2,225	)	12	%
Other income, net		101			(37	)		138		NM			335			444			(109	)	NM
Earnings before income taxes		57,917			56,420			1,497		3	%		105,481			120,740			(15,259	)	(13	%)
Provision for income taxes		(17,954	)		(16,299	)		(1,655	)	10	%		(32,699	)		(37,396	)		4,697		(13	%)
Earnings from continuing operations	$	39,963		$	40,121		$	(158	)	(0	%)	$	72,782		$	83,344		$	(10,562	)	(13	%)
Loss from discontinued operations, net of tax		-			(14,384	)		14,384		NM			-			(41,616	)		41,616		NM
Net earnings	$	39,963		$	25,737		$	14,226		55	%	$	72,782		$	41,728		$	31,054		74	%
Basic earnings per share
Earnings from continuing operations	$	0.90		$	0.85							$	1.63		$	1.76
Earnings from discontinued operations		-			(0.31	)							-			(0.88	)
Total	$	0.90		$	0.54							$	1.63		$	0.88
Diluted earnings per share
Earnings from continuing operations	$	0.88		$	0.83							$	1.61		$	1.72
Earnings from discontinued operations		-			(0.30	)							-			(0.86	)
Total	$	0.88		$	0.53							$	1.61		$	0.86
Dividends per share	$	0.13		$	0.13							$	0.26		$	0.26
Weighted average shares outstanding:
Basic		44,487			47,224								44,526			47,466
Diluted		45,164			48,258								45,195			48,487
NM- not meaningful

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
($'s in thousands, except par value)
		June 30,			December 31,			Change
		2016			2015			%
Assets
Current assets:
	Cash and cash equivalents	$	383,151		$	288,697		33	%
	Receivables, net		477,018			566,289		(16	%)
	Inventories		397,562			379,591		5	%
	Other current assets		52,561			40,306		30	%
	Total current assets		1,310,292			1,274,883		3	%
Property, plant, and equipment, net			393,909			413,644		(5	%)
Goodwill			967,850			972,606		(0	%)
Other intangible assets, net			292,498			310,763		(6	%)
Other assets			14,631			17,715		(17	%)
	Total assets	$	2,979,180		$	2,989,611		(0	%)
Liabilities
Current liabilities:
	Current portion of long-term and short term debt	$	1,113		$	1,259		(12	%)
	Accounts payable		133,483			163,286		(18	%)
	Accrued expenses		108,796			131,863		(17	%)
	Income taxes payable		6,601			7,956		(17	%)
	Deferred revenue		190,825			181,671		5	%
	Other current liabilities		41,500			37,190		12	%
	Total current liabilities		482,318			523,225		(8	%)
Long-term debt, net			966,451			951,946		2	%
Deferred tax liabilities, net			58,870			54,447		8	%
Accrued pension and other postretirement benefit costs			101,720			103,723		(2	%)
Long-term portion of environmental reserves			14,512			14,017		4	%
Other liabilities			81,038			86,830		(7	%)
	Total liabilities		1,704,909			1,734,188		(2	%)
Stockholders' equity
Common stock, $1 par value			49,187			49,190		(0	%)
Additional paid in capital			132,374			144,923		(9	%)
Retained earnings			1,651,851			1,590,645		4	%
Accumulated other comprehensive loss			(237,337	)		(225,928	)	5	%
Less: cost of treasury stock			(321,804	)		(303,407	)	6	%
	Total stockholders' equity		1,274,271			1,255,423		2	%
	Total liabilities and stockholders' equity	$	2,979,180		$	2,989,611		(0	%)

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES
SEGMENT INFORMATION (UNAUDITED)
($'s in thousands)
	Three Months Ended								Six Months Ended
	June 30,								June 30,
							Change								Change
	2016			2015			%		2016			2015			%
Sales:
Commercial/Industrial	$	290,046		$	304,465		(5	%)	$	564,773		$	602,352		(6	%)
Defense		113,961			119,651		(5	%)		219,352			233,151		(6	%)
Power		128,759			121,078		6	%		252,148			255,890		(1	%)
Total sales	$	532,766		$	545,194		(2	%)	$	1,036,273		$	1,091,393		(5	%)
Operating income (expense):
Commercial/Industrial	$	38,957		$	45,253		(14	%)	$	69,009		$	88,542		(22	%)
Defense		18,609			24,391		(24	%)		35,454			42,418		(16	%)
Power		16,114			1,454		1008	%		30,742			20,966		47	%
Total segments	$	73,680		$	71,098		4	%	$	135,205		$	151,926		(11	%)
Corporate and other		(5,591	)		(5,656	)	1	%		(9,853	)		(13,649	)	28	%
Total operating income	$	68,089		$	65,442		4	%	$	125,352		$	138,277		(9	%)
Operating margins:
Commercial/Industrial		13.4	%		14.9	%				12.2	%		14.7	%
Defense		16.3	%		20.4	%				16.2	%		18.2	%
Power		12.5	%		1.2	%				12.2	%		8.2	%
Total Curtiss-Wright		12.8	%		12.0	%				12.1	%		12.7	%
Segment margins		13.8	%		13.0	%				13.0	%		13.9	%

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES
SALES BY END MARKET (UNAUDITED)
($'s in thousands)
	Three Months Ended						Six Months Ended
	June 30,						June 30,
					Change						Change
	2016		2015		%		2016		2015		%
Defense markets:
Aerospace	$	76,167	$	75,766	1	%	$	137,715	$	147,107	(6	%)
Ground		19,886		24,233	(18	%)		39,062		42,893	(9	%)
Naval		104,509		100,117	4	%		197,460		189,884	4	%
Other		2,415		1,529	58	%		3,669		3,550	3	%
Total Defense	$	202,977	$	201,645	1	%	$	377,906	$	383,434	(1	%)
Commercial markets:
Commercial Aerospace	$	104,062	$	98,889	5	%	$	206,249	$	200,078	3	%
Power Generation		95,768		94,242	2	%		195,618		207,478	(6	%)
General Industrial		129,959		150,418	(14	%)		256,500		300,403	(15	%)
Total Commercial	$	329,789	$	343,549	(4	%)	$	658,367	$	707,959	(7	%)
Total Curtiss-Wright	$	532,766	$	545,194	(2	%)	$	1,036,273	$	1,091,393	(5	%)

Use of Non-GAAP Financial Information

The Corporation supplements its financial information determined under U.S. generally accepted accounting principles (GAAP) with certain non-GAAP financial information. Curtiss-Wright believes that these non-GAAP measures provide investors with additional insight into the Company’s ongoing business performance. These non-GAAP measures should not be considered in isolation or as a substitute for the related GAAP measures, and other companies may define such measures differently. Curtiss-Wright encourages investors to review its financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. The following definitions are provided:

Organic Revenue and Organic Operating Income

The Corporation discloses organic revenue and organic operating income because the Corporation believes it provides investors with insight as to the Company’s ongoing business performance. Organic revenue and organic operating income are defined as revenue and operating income excluding the impact of foreign currency fluctuations and contributions from acquisitions made during the last twelve months.

	Three Months Ended
	June 30,
	2016 vs 2015
	Commercial/Industrial				Defense				Power				Total Curtiss-Wright
	Sales		Operating income		Sales		Operating income		Sales		Operating income		Sales		Operating income
Organic	(4	%)	(16	%)	(4	%)	(30	%)	6	%	1011	%	(2	%)	0	%
Acquisitions	0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%
Foreign Currency	(1	%)	2	%	(1	%)	6	%	(0	%)	(3	%)	(0	%)	4	%
Total	(5	%)	(14	%)	(5	%)	(24	%)	6	%	1008	%	(2	%)	4	%
	Six Months Ended
	June 30,
	2016 vs 2015
	Commercial/Industrial				Defense				Power				Total Curtiss-Wright
	Sales		Operating income		Sales		Operating income		Sales		Operating income		Sales		Operating income
Organic	(6	%)	(24	%)	(5	%)	(25	%)	(1	%)	47	%	(5	%)	(13	%)
Acquisitions	1	%	1	%	0	%	0	%	0	%	0	%	1	%	0	%
Foreign Currency	(1	%)	1	%	(1	%)	9	%	(0	%)	0	%	(1	%)	4	%
Total	(6	%)	(22	%)	(6	%)	(16	%)	(1	%)	47	%	(5	%)	(9	%)

Free Cash Flow and Free Cash Flow Conversion

The Corporation discloses free cash flow because it measures cash flow available for investing and financing activities. Free cash flow represents cash available to repay outstanding debt, invest in the business, acquire businesses, return capital to shareholders and make other strategic investments. Free cash flow is defined as cash flow provided by operating activities less capital expenditures. The Corporation discloses free cash flow conversion because it measures the proportion of net earnings converted into free cash flow and is defined as free cash flow divided by net earnings from continuing operations.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES
NON-GAAP FINANCIAL DATA (UNAUDITED)
($'s in thousands)
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2016			2015			2016			2015
Net cash provided by operating activities	$	86,371		$	59,821		$	156,631		$	(111,270	)
Capital expenditures		(6,908	)		(6,593	)		(15,733	)		(15,689	)
Free cash flow	$	79,463		$	53,228		$	140,898		$	(126,959	)
Pension Payment		-			-			-			145,000
Adjusted free cash flow	$	79,463		$	53,228		$	140,898		$	18,041
Free Cash Flow Conversion		199	%		133	%		194	%		22	%

CURTISS-WRIGHT CORPORATION
2016 Guidance (from Continuing Operations)
As of July 27, 2016
($'s in millions, except per share data)
	2015 Reported			2015 Pro Forma*			2016 Guidance (Current)
							Low			High
Sales:
Commercial/Industrial	$	1,185		$	1,185		$	1,130		$	1,155
Defense		477			477			475			485
Power		543			523			515			530
Total sales	$	2,206		$	2,186		$	2,120		$	2,170
Operating income:
Commercial/Industrial	$	172		$	172		$	165		$	170
Defense		99			99			92			96
Power		75			55			68			71
Total segments		345			325			325			337
Corporate and other		(35	)		(35	)		(24	)		(25	)
Total operating income	$	311		$	291		$	301		$	313
Interest expense	$	(36	)	$	(36	)	$	(40	)	$	(41	)
Earnings before income taxes		275			255			262			272
Provision for income taxes		(83	)		(77	)		(81	)		(84	)
Net earnings	$	192		$	178		$	181		$	188
Reported diluted earnings per share	$	4.04		$	3.74		$	4.00		$	4.15
Diluted shares outstanding		47.6			47.6			45.2			45.2
Effective tax rate		30.1	%		30.1	%		31.0	%		31.0	%
Operating margins:
Commercial/Industrial		14.5	%		14.5	%		14.6	%		14.8	%
Defense		20.7	%		20.7	%		19.5	%		19.7	%
Power		13.8	%		10.5	%		13.2	%		13.4	%
Total operating margin		14.1	%		13.3	%		14.2	%		14.4	%

Note: Full year amounts may not add due to rounding

* Excludes the one-time China AP1000 fee of $20 million recognized as revenue and operating income in the fourth quarter of 2015. This affects the Power segment and Total Curtiss-Wright.

CURTISS-WRIGHT CORPORATION
2016 Sales Growth Guidance by End Market (from Continuing Operations)
As of July 27, 2016
	(Prior)	(Current)
	2016 % Change vs 2015	2016 % Change vs 2015
Defense Markets
Aerospace	1 - 3%	Flat
Ground	4 - 6%	(2 - 4%)
Navy	0 - 2%	0 - 2%
Total Defense (Including Other Defense)	2 - 4%	Flat
Commercial Markets
Commercial Aerospace	(2 - 4%)	Flat
Power Generation	4 - 6%	0 - 2%
General Industrial	(2 - 6%)	(5 - 9%)
Total Commercial	(1 - 3%)	(2 - 4%)
Total Curtiss-Wright Sales	Down 1% to Up 1%	Down 1% to 3%

Note: Full year amounts may not add due to rounding

* The Company’s full-year 2016 guidance reflects sales growth rates compared to 2015 Pro Forma results, which exclude the one-time China AP1000 fee of $20 million recognized as revenue in the fourth quarter of 2015. This affects 2016 growth rates for Power Generation, Total Commercial and Total Curtiss-Wright sales.

About Curtiss-Wright Corporation

Curtiss-Wright Corporation (NYSE: CW) is a global innovative company that delivers highly engineered, critical function products and services to the commercial, industrial, defense and energy markets. Building on the heritage of Glenn Curtiss and the Wright brothers, Curtiss-Wright has a long tradition of providing reliable solutions through trusted customer relationships. The company employs approximately 8,400 people worldwide. For more information, visit www.curtisswright.com.

Certain statements made in this press release, including statements about future revenue, financial performance guidance, quarterly and annual revenue, net income, operating income growth, future business opportunities, cost saving initiatives, the successful integration of the Company’s acquisitions, and future cash flow from operations, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements present management's expectations, beliefs, plans and objectives regarding future financial performance, and assumptions or judgments concerning such performance. Any discussions contained in this press release, except to the extent that they contain historical facts, are forward-looking and accordingly involve estimates, assumptions, judgments and uncertainties. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Such risks and uncertainties include, but are not limited to: a reduction in anticipated orders; an economic downturn; changes in the competitive marketplace and/or customer requirements; a change in government spending; an inability to perform customer contracts at anticipated cost levels; and other factors that generally affect the business of aerospace, defense contracting, electronics, marine, and industrial companies. Such factors are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and subsequent reports filed with the Securities and Exchange Commission.

This press release and additional information are available at www.curtisswright.com.

CONTACT:
Curtiss-Wright Corporation
Jim Ryan, 704-869-4621
Jim.Ryan@curtisswright.com

EX-99.2

Exhibit 99.2

2Q 2016 Earnings Conference CallJuly 28, 2016 NYSE: CW

Safe Harbor Statement Please note that the information provided in this presentation is accurate as of the date of the original presentation. The presentation will remain posted on this website from one to twelve months following the initial presentation, but content will not be updated to reflect new information that may become available after the original presentation posting. The presentation contains forward-looking statements including, among other things, management's estimates of future performance, revenue and earnings, our management's growth objectives and our management's ability to produce consistent operating improvements. These forward-looking statements are based on expectations as of the time the statements were made only, and are subject to a number of risks and uncertainties which could cause us to fail to achieve our then-current financial projections and other expectations. This presentation also includes certain non-GAAP financial measures with reconciliations being made available in the earnings release that is posted to our website and furnished with the SEC. We undertake no duty to update this information. More information about potential factors that could affect our business and financial results is included in our filings with the Securities and Exchange Commission, including our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, including, among other sections, under the captions, "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," which is on file with the SEC and available at the SEC's website at www.sec.gov.

2016 Second Quarter Performance and Business Outlook Diluted EPS of $0.88, ahead of expectations, reflecting:Strong performance in the Power segmentBenefits of operational improvement and cost control initiatives Operating Income up 4%; Operating Margin up 80 bps to 12.8% Net Sales decreased 2%Influenced by lower energy demand, weaker global economic conditionsStrong Free Cash Flow (FCF) of $79M, FCF conversion 199% 2Q Highlights FY 2016 Guidance Highlights Raising full-year FCF guidance to $300 - $320MIncreasing FY Operating Margin guidance to 14.2 - 14.4%Now expect 90 - 110 bps of margin improvement YOYImproved execution driving margin expansion, despite reduced sales outlookMaintaining full-year diluted EPS guidance of $4.00 - $4.15

Second Quarter 2016 End Market Sales 2Q’16 Results:Defense Markets +1%Commercial Markets (4%)Key Drivers:Ground Defense: Lower international sales of turret drive stabilization systems Naval Defense: Higher Ohio-class replacement submarine development revenuesCommercial Aerospace: Higher sales to Boeing, offsetting lower shot peening sales to AirbusPower Generation:Benefit of higher AP1000 revenues Continued deferred maintenance spending in U.S. aftermarket General Industrial: Lower valve sales (weak O&G markets); sequentially higher than 1Q 2Q’16 Change vs. PY % of Total Sales Aero Defense 1% 14% Ground Defense (18%) 4% Naval Defense 4% 20% Total DefenseIncluding Other Defense 1% 38% Commercial Aero 5% 20% Power Generation 2% 18% General Industrial (14%) 24% Total Commercial (4%) 62% Total Curtiss-Wright (2%) 100%

Second Quarter 2016 Operating Income / Margin Drivers ($ in millions) 2Q’16 2Q’15 Change vs. 2015 Commercial / IndustrialMargin $39.0 13.4% $45.2 14.9% (14%)(150 bps) DefenseMargin 18.6 16.3% 24.4 20.4% (24%)(410 bps) PowerMargin 16.1 12.5% 1.5 1.2% 1,008%1,130 bps Total SegmentsOperating Income $73.7 $71.1 4% Corp & Other ($5.6) ($5.7) 1% Total CW Op IncomeMargin $68.1 12.8% $65.4 12.0% 4%80 bps Notes: All figures presented on a continuing operations basis. Amounts may not add down due to rounding.

($ in millions, except EPS) FY2016E(Prior) FY2016E(Current) Growth % vs 2015 Commercial / Industrial $1,145 - 1,170 $1,130 - 1,155 (3 - 5%) Defense $490 - 500 $475 - 485 0 - 2% Power $535 - 550 $515 - 530 (2) - 1% Total Sales $2,170 - 2,220 $2,120 - 2,170 Down 1% to 3% Commercial / IndustrialMargin $168 - 173 14.6% - 14.8% $165 - 170 14.6% - 14.8% (1 - 4%) +10 - 30 bps DefenseMargin $93 - 97 19.1% - 19.3% $92 - 96 19.5% - 19.7% (3 - 7%) (100 - 120 bps) PowerMargin $69 - 72 12.9% - 13.1% $68 - 71 13.2% - 13.4% 23 - 30% +270 - 290 bps Corporate and Other ($26 - 27) ($24 - 25) 29 - 32% Total Operating IncomeCW Margin $304 - 315 14.0% - 14.2% $301 - 313 14.2% - 14.4% 4 - 8% +90 - 110 bps Diluted EPS $4.00 - 4.15 No change 7 - 11% 2016E Financial Outlook* (Guidance as of July 27, 2016) Updated (in blue) * The Company’s full-year 2016 guidance reflects growth rates compared to 2015 Pro Forma results, which excludes the one-time China AP1000 fee of $20 million recognized in the fourth quarter of 2015 from sales and operating income.

($ in millions, except EPS) FY2016E(Prior) FY2016E(Current) Growth %vs 2015 Pension/401K Expense ~$22 ~$20 Interest Expense $38 - 39 $40 - 41 Effective Tax Rate 31.0% No change Diluted EPS $4.00 - 4.15 No change 7 - 11% Diluted Shares Outstanding 46.0 45.2 2016E Financial Outlook* (Guidance as of July 27, 2016) Updated (in blue) * The Company’s full-year 2016 guidance reflects growth rates compared to 2015 Pro Forma results, which excludes the one-time China AP1000 fee of $20 million recognized in the fourth quarter of 2015 from sales and operating income.

2016E Financial Outlook (Guidance as of July 27, 2016) Updated (in blue) ($ in millions) FY2016E(Prior) FY2016E(Current) Growth %vs 2015 Free Cash Flow (1) $290 - 310 $300 - 320 10 - 18% Free Cash Flow Conversion(2) 158 - 163% 166 - 170% Depreciation & Amortization $100 - 110 No change Capital Expenditures $50 - 60 $45 - 55 Free Cash Flow is defined as cash flow from operations less capital expenditures. 2016 growth rate is comparable to 2015 adjusted free cash flow of $272 million, which excludes the contribution to the Company’s corporate defined benefit pension plan of $145 million in 2015.Free Cash Flow Conversion is calculated as free cash flow divided by net earnings from continuing operations.

AP1000 Program Highlights Curtiss-Wright providing reactor coolant pump (RCP) technology on Westinghouse AP1000 nuclear power plantsBegan shipping RCPs to China in 4Q’15 (2007 contract)Began shipping U.S. RCPs in 1Q’16 (2008 contract) * Hydrostatic tests are commonly used in pressure vessels to aid in visual leak detection and test the pressurization of a vessel above its normal operating pressure to ensure safe operating capability. Background Recent Highlights Future Opportunities Tremendous new build market opportunity in China and India China: 8 RCPs shipped and installed (4 each at Sanmen 1 and Haiyang 1)Successfully completed RCP start up and cold hydrostatic testing* at both locations; Conducting hot functional testing2 additional RCPs shipped to Sanmen 2; Remaining 6 RCPs to ship in 2H’16U.S.: 4 RCPs shipped in 1H’16 (Vogtle plant)Remaining 12 RCPs to ship by mid-2017

Strategic Focus on Margin Improvement Goal: Maintain Top Quartile Performance Leveraging the benefits of ONE Curtiss-WrightOngoing operational and productivity improvement initiativesReclassifying & simplifying categories: Operational Excellence Supply ChainLean Global Footprint ConsolidationsLow Cost Economies Corporate Efficiency Shared ServicesAsset & Capital Efficiency

Positioned to Deliver Strong 2016 Results Remain on track for continued operating margin expansion, up 90 - 110 bps to 14.2 - 14.4%* Mitigating impact of reduced sales outlookBenefit of operational improvement and cost control initiativesGoal to remain in Top Quartile vs peersSolid growth in diluted EPS, up 7 - 11%*Strong free cash flow expectations (>$300 million) driven by AP1000 and improved working capital managementCommitted to a balanced capital allocation strategy * The Company’s full-year 2016 guidance reflects growth rates compared to 2015 Pro Forma results, which excludes the one-time China AP1000 fee of $20 million recognized in the fourth quarter of 2015 from sales and operating income.

Appendix

Balanced Capital Allocation Return of Capital Operational Requirements Acquisitions Committed to steady return of capital to shareholdersAt least $100M in expected share repurchases in 2016$300M in 2015 share repurchasesSteady dividend payoutGrowth through strategic acquisitions Internal investment to support future organic growth

2016E End Market Sales Outlook*(Guidance as of July 27, 2016) Updated (in blue) FY2016E(Prior) FY2016E(Current) % of Total Sales Aero Defense 1 - 3% Flat 14% Ground Defense 4 - 6% (2 - 4%) 4% Naval Defense 0 - 2% No change 19% Total DefenseIncluding Other Defense Up 2% to 4% Flat 37% Commercial Aero (2 - 4%) Flat 18% Power Generation 4 - 6% 0 - 2% 20% General Industrial (2 - 6%) (5 - 9%) 25% Total Commercial Down 1% to 3% Down 2% to 4% 63% Total Curtiss-Wright Down 1% to Up 1% Down 1% to 3% 100% * The Company’s full-year 2016 guidance reflects growth rates compared to 2015 Pro Forma results, which excludes the one-time China AP1000 fee of $20 million recognized in the fourth quarter of 2015. This affects 2016 growth rates for Power Generation, Total Commercial and Total Curtiss-Wright sales. Total Oil & Gas exposure: <5% of CW sales

2016 End Market Sales Waterfall (Guidance as of July 27, 2016) Updated Sensors and Controls:Sensors, controls and industrial automation equipment Non-Nuclear:Surface Technologies services (peening, coatings); Fossil power gen equipment Note: Percentages in chart relate to Full-Year 2016 sales

Non-GAAP Reconciliation Organic Revenue and Organic Operating Income The Corporation discloses organic revenue and organic operating income because the Corporation believes it provides investors with insight as to the Company’s ongoing business performance. Organic revenue and organic operating income are defined as revenue and operating income excluding the impact of foreign currency fluctuations and contributions from acquisitions made during the last twelve months. Note: Amounts may not add due to rounding