Sec Form 4 Filing - RAY EDGAR C. @ CHICAGO BRIDGE & IRON CO N V - 2014-03-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person RAY EDGAR C. 2. Issuer Name and Ticker or Trading Symbol CHICAGO BRIDGE & IRON CO N V [ CBI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EXECUTIVE VICE PRESIDENT (Last) (First) (Middle) 2103 RESEARCH FOREST DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 03/26/2014 (Street) THE WOODLANDS, TX77380 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/26/2014 S( 1 ) 51,504 D $ 84.1025 ( 2 ) 44,731.6209 D Common Stock 03/26/2014 S( 1 ) 8,957 D $ 85.3675 ( 3 ) 35,774.6209 D Common Stock 03/26/2014 M 600 A $ 22.91 36,374.6209 D Common Stock 03/26/2014 M 600 A $ 24.15 36,974.6209 D Common Stock 03/26/2014 M 7,194 A $ 9.28 44,168.6209 D Common Stock 03/26/2014 M 25,250 A $ 8.19 69,418.6209 D Common Stock 03/26/2014 M 464 A $ 30.15 69,882.6209 D Common Stock 03/26/2014 M 1,399 A $ 29.61 71,281.6209 D Common Stock 03/26/2014 M 465 A $ 45.31 71,746.6209 D Common Stock 03/26/2014 M 363 A $ 45.36 72,109.6209 D Common Stock 03/26/2014 M 1,829 A $ 47 73,938.6209 D Common Stock 03/26/2014 M 600 A $ 13.91 74,538.6209 D Common Stock 03/26/2014 M 828 A $ 8.19 75,366.6209 D Common Stock 03/26/2014 M 158 A $ 23.65 75,524.6209 D Common Stock 03/26/2014 M 465 A $ 22.1 75,989.6209 D Common Stock 03/26/2014 M 1,029 A $ 22.28 77,018.6209 D Common Stock 03/26/2014 M 363 A $ 33.63 77,381.6209 D Common Stock 03/26/2014 S( 1 ) 41,607 D $ 84.4553 ( 4 ) 35,774.6209 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 22.91 03/26/2014 M 600 07/01/2008 07/01/2015 Common Stock 600 $ 0 0 D Stock Option (right to buy) $ 24.15 03/26/2014 M 600 07/01/2009 07/01/2016 Common Stock 600 $ 0 0 D Stock Option (right to buy) $ 9.28 03/26/2014 M 7,194 12/05/2009 12/05/2018 Common Stock 3,597 $ 0 0 D Stock Option (right to buy) $ 8.19 03/26/2014 M 25,250 02/20/2010 02/20/2019 Common Stock 25,250 $ 0 0 D Stock Option (right to buy) $ 30.15 03/26/2014 M 464 02/21/2010 02/21/2017 Common Stock 464 $ 0 0 D Stock Option (right to buy) $ 29.61 03/26/2014 M 1,399 02/28/2010 02/28/2017 Common Stock 1,399 $ 0 0 D Stock Option (right to buy) $ 45.31 03/26/2014 M 465 02/21/2011 02/21/2018 Common Stock 465 $ 0 0 D Stock Option (right to buy) $ 45.36 03/26/2014 M 363 02/22/2011 02/22/2018 Common Stock 363 $ 0 0 D Stock Option (right to buy) $ 47 03/26/2014 M 1,829 02/27/2011 07/27/2018 Common Stock 1,829 $ 0 0 D Stock Option (right to buy) $ 13.91 03/26/2014 M 600 07/01/2011 07/01/2014 Common Stock 600 $ 0 0 D Stock Option (right to buy) $ 8.19 03/26/2014 M 465 02/21/2012 02/21/2019 Common Stock 465 $ 0 0 D Stock Option (right to buy) $ 8.19 03/26/2014 M 363 02/22/2012 02/22/2019 Common Stock 363 $ 0 0 D Stock Option (right to buy) $ 23.655 03/26/2014 M 158 03/09/2012 03/09/2015 Common Stock 158 $ 0 0 D Stock Option (right to buy) $ 22.1 03/26/2014 M 465 02/21/2013 02/21/2020 Common Stock 465 $ 0 0 D Stock Option (right to buy) $ 22.28 03/26/2014 M 1,029 02/22/2013 02/22/2021 Common Stock 1,029 $ 0 0 D Stock Option (right to buy) $ 33.63 03/26/2014 M 363 02/22/2014 02/22/2011 Common Stock 363 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RAY EDGAR C. 2103 RESEARCH FOREST DRIVE THE WOODLANDS, TX77380 EXECUTIVE VICE PRESIDENT Signatures Cindyi A. McMinn as attorney in fact 03/27/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sales represented in this Form 4 were effected pursuant to a Rule 10b5-1 sales plan adopted by the reporting person on March 17, 2014. ( 2 )This transaction was executed in multiple trades at prices ranging from $84.11 to $85.102498. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. ( 3 )This transaction was executed in multiple trades at prices ranging from $85.12 to $85.82. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. ( 4 )This transaction was executed in multiple trades at prices ranging from $84.13 to $84.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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