The Shaw Group Announces Financial Results for Third Quarter of Fiscal 2004; Shaw Generates Over $48 Million in Net Cash From Operations Backlog Increases to $6 Billion

BATON ROUGE, La., Jul 15, 2004 (BUSINESS WIRE) -- The Shaw Group Inc. (NYSE:SGR) today announced financial results for its third quarter ended May 31, 2004. The Company reported net income from continuing operations of $10.0 million, or $0.16 per diluted share, versus $3.6 million, or $0.10 per diluted share, for the quarter ended May 31, 2003. Results for the third quarter of fiscal 2004 also include $3.6 million after taxes, or $0.06 per diluted share, after taxes, for losses from discontinued operations versus loss from discontinued operations of $0.5 million, or $0.02 per diluted share, in the May 31, 2003 quarter. After the loss from discontinued operations, net income for the third quarter of 2004 was $6.4 million, or $0.10 per diluted share, versus $3.1 million, or $0.08 per diluted share in the May 31, 2003 quarter. Results for the prior year's third quarter included a $30 million pre-tax charge related to the settlement of project claims.

Shaw also generated $48.3 million of net cash from operations during the third quarter ended May 31, 2004 versus net cash used in operations of $45.6 million in the third quarter of last year. Revenues for the quarter ended May 31, 2004 were $917.8 million versus $821.7 million for the third quarter of fiscal 2003. Revenues increased 33 percent over the $691.2 million reported for the second quarter of fiscal 2004.

Shaw's backlog increased to $6.0 billion at May 31, 2004, a $0.5 billion increase over the $5.5 billion recorded for the second quarter ended February 29, 2004 and a $1.2 billion increase over the $4.8 billion recorded at August 31, 2003. Contributing to backlog during the quarter was $1.5 billion in net new awards. The Shaw engineering, construction and maintenance (ECM) division's backlog from the power generating industry, including nuclear, increased to $2.2 billion, or 37% of total backlog at May 31, 2004, with approximately $820 million in net new awards. ECM's backlog from process industry businesses posted over $100 million in net new awards. Shaw's environmental and infrastructure (E&I;) division reported backlog as of May 31, 2004 of $3.1 billion, or 51% of total backlog, with approximately $460 million in net new awards during the quarter. Approximately 42% of the May 31, 2004 backlog, or $2.5 billion, is expected to be worked off during the next 12 months.

J.M. Bernhard, Jr., Chairman and Chief Executive Officer of Shaw said, "Our improving performance was reflected in our third quarter financial results and near record backlog. We posted income from continuing operations of $0.16 per diluted share. In addition, we generated over $48 million of net cash from operations this quarter."

Mr. Bernhard continued, "In addition to our good financial results, we are extremely pleased with the growth of our backlog of work which has increased across all industry sectors. The addition of two large power plant construction contracts contributed over $730 million to our backlog to be worked off over about two years. The energy sector continues to show signs of recovering and our maintenance group has achieved several bookings of new work. Our process technologies line is expanding internationally and our environmental and infrastructure group is currently involved in projects in the Middle East and new infrastructure work domestically."

Mr. Bernhard also said, "Our third quarter results also reflect our strategic decision to discontinue involvement in the hanger engineering and pipe support businesses. We began marketing these businesses for sale and consequently have included them as discontinued operations in our financial statements. This is a decisive step as we work to position the Company for improving domestic and global economies. We will continue to view our businesses strategically, as we focus on streamlining our operations, creating innovative solutions and technologies, and targeting strategic markets and clients in the U.S and abroad."

Shaw also announced that fourth quarter fiscal 2004 earnings are expected to be within a range of approximately $0.14 to $0.18 per diluted share, lower than previously expected, primarily because of the delays in the startup of our two major power plant construction projects, although these projects are both currently well underway.

The Shaw Group Inc. is a leading global provider of engineering, procurement, construction, maintenance, fabrication, manufacturing, consulting, remediation, and facilities management services for government and private sector clients in the power, process, environmental, infrastructure and emergency response markets. A Fortune 500 Company, The Shaw Group is headquartered in Baton Rouge, Louisiana, and employs approximately 17,000 people at its offices and operations in North America, South America, Europe, the Middle East and the Asia-Pacific region. For further information, please visit the Company's website at www.shawgrp.com.

Forward-Looking Statements - The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for certain forward-looking statements. The statements contained herein that are not historical facts (including without limitation statements to the effect that the Company or its management "believes," "expects," "anticipates," "plans," or other similar expressions) and statements related to revenues, earnings, backlog, or other financial information or results are forward-looking statements based on the Company's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those anticipated by the Company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions and are subject to change based upon various factors. Should one or more of such risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in the forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A description of some of the risks and uncertainties that could cause actual results to differ materially from such forward-looking statements can be found in the Company's reports and registration statements filed with the Securities and Exchange Commission, including its Form 10-K and Form 10-Q reports, and on the Company's website under the heading "Forward-Looking Statements". These documents are also available from the Securities and Exchange Commission or from the Investor Relations department of Shaw. For more information on the company and announcements it makes from time to time on a regional basis visit our website at www.shawgrp.com.

                          The Shaw Group Inc.
                          Revenue and Backlog
                       By Industry and Geography
                          Revenue by Industry
                          -------------------
                (For Third Quarter Ended May 31, 2004)
Environmental & Infrastructure    $   375.2 million             41 %
Power Generation                      371.3 million             40 %
Process Industries                    146.5 million             16 %
Other Industries                       24.8 million              3 %
                                   -------------------        -------
Total                             $   917.8 million            100 %
                                   -------------------        -------
                                   -------------------        -------
                         Revenue by Geography
                         --------------------
                (For Third Quarter Ended May 31, 2004)
United States                     $   729.6 million             80 %
Asia/Pacific Rim                       67.8 million              7 %
Canada                                 18.3 million              2 %
Europe                                 20.4 million              3 %
South America and Mexico                2.6 million              - %
Middle East                            75.1 million              8 %
Other                                   4.0 million              - %
                                   --------------------       -------
Total                             $   917.8 million            100 %
                                   --------------------       -------
                                   --------------------       -------
                          Backlog by Industry
                          -------------------
                         (As of May 31, 2004)
Environmental & Infrastructure    $   3,082 million             51 %
Power Generation
     Nuclear Power                      978 million             16 %
     Fossil Fuel EPC                  1,136 million             19 %
     Other Power                        112 million              2 %
Process Industries                      699 million             11 %
Other Industries                         20 million              1 %
                                    --------------------      -------
Total                                $6,027 million            100 %
                                    --------------------      -------
                                    --------------------      -------
                         Backlog by Geography
                         --------------------
                         (As of May 31, 2004)
Domestic                           $  5,599 million             93 %
International                           428 million              7 %
                                    --------------------      -------
Total                              $  6,027 million            100 %
                                    --------------------      -------
                                    --------------------      -------
                          THE SHAW GROUP INC.
                 CONSOLIDATED STATEMENTS OF OPERATIONS
                              (Unaudited)
               (In thousands, except per share amounts)
                             Three Months Ended   Nine Months Ended
                                  May 31,              May 31,
                             ------------------ ----------------------
                               2004     2003       2004       2003
                             ------------------ ----------------------
Revenues                     $917,772 $821,657  $2,253,773 $2,529,999
Cost of revenues              845,276  747,038   2,109,483  2,334,411
                             ------------------ ----------------------
  Gross profit                 72,496   74,619     144,290    195,588
General and administrative
 expenses                      45,086   49,614     162,250    147,083
                             ------------------ ----------------------
Operating income (loss)        27,410   25,005     (17,960)    48,505
Interest expense               (9,588)  (9,597)    (29,237)   (21,130)
Interest income                   379      918       1,179      4,522
Loss on LYONs repurchase          (95)      --      (1,298)        --
Foreign currency transaction
 gains (losses), net              817     (806)     (3,442)      (900)
Other income (expense), net     1,944  (10,148)      1,186    (10,021)
                             ------------------ ----------------------
                               (6,543) (19,633)    (31,612)   (27,529)
                             ------------------ ----------------------
Income (loss) before income
 taxes, minority interest,
 earnings (losses) from
 unconsolidated entities and
 (loss) income from
 discontinued operations       20,867    5,372     (49,572)    20,976
Provision (benefit) for
 income taxes                   6,961    1,839     (16,233)     6,872
                             ------------------ ----------------------
Income (loss) before minority
 interest, earnings (losses)
 from unconsolidated entities
 and (loss) income from
 discontinued operations       13,906    3,533     (33,339)    14,104
Minority Interest              (4,196)      --      (4,196)        --
                             ------------------ ----------------------
Income (loss) before earnings
 (losses) from unconsolidated
 entities and (loss) income
 from discontinued operations   9,710    3,533     (37,535)    14,104
Earnings (losses) from
 unconsolidated entities, net
 of taxes                         326      110         608     (2,874)
                             ------------------ ----------------------
Income (loss) from continuing
 operations                    10,036    3,643     (36,927)    11,230
(Loss) income from
 discontinued operations of
 certain businesses of the
 Fabrication, Manufacturing
 and Distribution Segment,
 net of taxes:
   (Loss) income from
    operations                   (642)    (560)     (1,075)       434
   Impairment on discontinued
    operations                 (2,995)      --      (2,995)        --
                             ------------------ ----------------------
     (Loss) income from
      discontinued
      operations, net of
      taxes                    (3,637)    (560)     (4,070)       434
Net income (loss)              $6,399   $3,083    $(40,997)   $11,664
                             ------------------ ----------------------
                             ------------------ ----------------------
                          THE SHAW GROUP INC.
           CONSOLIDATED STATEMENTS OF OPERATIONS (CONTINUED)
                              (Unaudited)
               (In thousands, except per share amounts)
Net income (loss) per common share:
 Basic:
 Income (loss) from continuing            $0.16  $0.10  $(0.66) $0.30
  operations
 (Loss) income from discontinued
  operations, net of taxes                (0.06) (0.02)  (0.07)  0.01
                                          ------ ------ ------- ------
 Net income (loss)                        $0.10  $0.08  $(0.73) $0.31
                                          ------ ------ ------- ------
                                          ------ ------ ------- ------
 Diluted:
 Income (loss) from continuing            $0.16  $0.10  $(0.66) $0.29
  operations
 (Loss) income from discontinued
  operations, net of taxes                (0.06) (0.02)  (0.07)  0.01
                                          ------ ------ ------- ------
 Net income (loss)                        $0.10  $0.08  $(0.73) $0.30
                                          ------ ------ ------- ------
                                          ------ ------ ------- ------

SOURCE: The Shaw Group Inc.

The Shaw Group Inc., Baton Rouge
Chris D. Sammons, 225-932-2546
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding SHAW GROUP INC's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year.