FORM 5
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN ENEFICIAL OWNERSHIP
( ) Check this box if no longer subject to Section 16. Form 4
or Form 5 obligations may continue. See Instruction 1(b).
( ) Form 3 Holdings Reported
( ) Form 4 Transactions Reported
1.Name and Address of 2. Issuer Name and Ticker or Trading Symbol
Reporting Person THE SHAW GROUP INC. (SGR)
HOYLE DAVID W.
(Last) (First) (Middle)
316 S. MARIETTA STREET
(Street)
GASTONIA NC 28052
- ----------------------------------------------
(City) (State) (Zip)
3. IRS or Social Security 4. Statement for Month/Year
Number of Reporting 08/99
Person (Voluntary)
5. If Amendment, Date of Original
(Month/Year)
6. Relationship of Reporting Person to Issue
(Check all applicable)
X Director 10% Owner
Officer Other (specify below)
(give title below)
7. Individual or Joint/Group Reporting (Check Applicable Line)
(x) Form filed by One Reporting Person
( ) Form filed by More than One Reporting Person
Table I Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title 2.Trans- 3.Trans- 4.Securities 5. Amount 6.Owner- 7. Nature of
of action action Acquired (A) of Secu- ship Indirect
(Instr.3) Date Code or Disposed rities Form: Beneficial
Month/ (Instr. posed of Benefi- Direct Ownership
Day/ 8) of (D) ficially (D) or
Year) Owned at In-
End of direct
Fiscal
(A) Year
or
Code V Amount(D) Price (Instr.3
and 4 (Instr.4) (Instr.4)
---- - ------ -- ------- --------- --------- ---------
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FORM 5 (continued) Table II -- Derivative
Securities Acquired, Disposed of, or
Beneficially Owned (e.g., puts, calls,
warrants, options, convertible
securities)
1. Title of 2. Conver- 3. Trans- 4.Trans- 5. Number of
Deriv- sion or action action Derivative
ative Exercise Date Code Securities
Security Price of acquired (A)
(Instr. 3) Deriv- (Month/ or Disposed
ative Day/ of (D)
Security Year) (Instr. 3,4
and 5)
(A) (D)
- ------------------ ----------- --------- ------- ----- ------
Non-Employee Director 22.375 1/23/98 A5 1,500
Stock Option
(Right to Buy)*
Non-Employee Director 15.3125 1/29/99 A 1,500
Stock Option
(Right to Buy)*
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FORM 5 (continued) Table II -- Derivative
Securities Acquired, Disposed of or
Beneficially Owned (e.g., puts, calls,
warrants, options, convertible
securities)
6. Date Exercisable 7.Title and 8. Price 9.Number 10.Owner- 11. Na-
and Expiration Amount of of of Deriv- ship ture
Date Underlying Deriv- ative of of In-
Securities ative Secur- Deriv- direct
(Month/Day/ (Instr. 3 Secur- ities ative Bene-
Year) and 4) ity Bene- Secu- ficial
(Instr. ficially rity: Own-
Date Expira- Amount 5) Owned Direct ership
Exer- tion Title or Number at End (D) or
cisable Date of Shares of Indi- (Instr
Year rect(I) .4)
(Instr
(Instr.4) .4)
======= ======= =========== ======= ======= ========== ======== =======
1/23/99 1/23/08 Common Stock 1,500 1 D
1/29/00 1/29/09 Common Stock 1,500 1 D
Explanation of Responses: * Annual Option automaticsally granted to Mr. Grigsby
pursuant to the Company's 1996 Non-Employee Director Stock Option Plan upon his
re-election to the CoOmpany's Board of Directors.
/s/ David W. Hoyle 10/15/99
** Signature of Reporting Person Date
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, see Instruction 6 for procedure.
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