Exhibit 32

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002*

      Each of the undersigned hereby certifies, in his capacity as an officer of Fluor Corporation (the “Company”), for purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

•  the Annual Report of the Company on Form 10-K for the period ended December 31, 2003 fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

•  the information contained in such report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:  /s/ ALAN L. BOECKMANN

Alan L. Boeckmann,

Chairman of the Board and

Chief Executive Officer

By:  /s/ D. MICHAEL STEUERT

D. Michael Steuert,

Senior Vice President

and Chief Financial Officer

Date: March 15, 2004

*  A signed original of this written statement required by Section 906 has been provided to Fluor Corporation and will be retained by Fluor Corporation and furnished to the Securities and Exchange Commission or its staff upon request.