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): December 21, 2010

______________________________

KBR, INC.

(Exact name of registrant as specified in its charter)

                                                                      Delaware                                                  1-33146        & #160;                                    20-4536774

                                                                           (State or other jurisdiction                          (Commission File Number)                       (IRS Employer

                                                                    of incorporation)                                                              0;                                             Identification No.)

601 Jefferson Street

Suite 3400

Houston, Texas  77002

(Address of principal executive offices)

Registrant’s telephone number, including area code: (713) 753-3011

______________________________

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):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01.                      Other Events.

On December 21, 2010, KBR announced that that it had acquired Roberts and Schaefer Company The press release announcing the transaction is attached hereto as Exhibit 99.1.

ITEM 9.01                      Financial Statements and Exhibits.

(d) Exhibits.

99.1           Press Release dated December 21 ,2010, entitled “KBR Acquires Roberts and Schaefer Company.”

SIGNATURE

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

KBR, INC.

December  21, 2010	By:	/s/ Jeffrey B. King
		Vice President, Public Law

EX-99.1 CHARTER

Exhibit 99.1

FOR IMMEDIATE RELEASE                                                                  Contact:    Gabriela Segura

December 21, 2010                                                                                     Manager, Media Relations

                  713-753-8694

                  gabriela.segura@kbr.com

Rob Kukla, Jr.

                  Director, Investor Relations

                  713-753-5082

                  investors@kbr.com

KBR Acquires Roberts and Schaefer Company

HOUSTON – KBR (NYSE: KBR) announced that it has acquired Chicago-based Roberts & Schaefer Company. Roberts & Schaefer, a subsidiary of Elgin National Industries, is a global leader in engineering, procurement and construction (EPC) services for bulk material handling and processing systems. The company provides services and associated processing infrastructure to customers in the mining and minerals, power, industrial, refining, aggregates, precious and base metals industries. The purchase price is $280 million, plus preliminary net working capital of $12 million with final adjustment after closing.

In addition to its Chicago headquarters, Roberts & Schaefer has major operations in locations that include Salt Lake City, Utah; Brisbane, Australia; Gliwice, Poland; Jakarta, Indonesia; and Ahmedabad, India. Roberts & Schaefer also includes Soros, a provider of material handling solutions for port and marine applications, and Separator, providing services to coal, minerals and power markets in Eastern Europe.

“We are pleased to add the capabilities and talented staff of Roberts & Schaefer to KBR.  This acquisition enhances our strategy to be a leading services provider in commodity markets and we feel the addition of Roberts & Schaeffer to our existing engineering and construction platform enables KBR to significantly broaden our services offerings to a wide range of commodity, material handling and process customers”, said William P. Utt, KBR Chairman, President and CEO.

Roberts & Schaefer’s internationally-differentiated technical offerings bring bulk materials handling capabilities to KBR’s existing minerals business. The company will also add ports and marine infrastructure capabilities for KBR’s clients. These combined operations will enable KBR to participate in mining and power developments from pre-feasibility to feasibility, through design, and construction, creating a pit-to-port and port-to-boiler capability. Roberts & Schaefer will complement KBR’s existing competencies in mine infrastructure, project management and implementation.

 “This acquisition signals KBR’s continuing commitment to expand its global footprint across several commodity markets,” said Mark Williams, Group President, KBR Infrastructure, Government and Power. ”This is a significant step towards providing our clients with a more diverse and differentiated service offering.”

KBR is a global engineering, construction and services company supporting the energy, hydrocarbon, government services, minerals, civil infrastructure, power and industrial markets. For more information, visit www.kbr.com.

Elgin National Industries is a portfolio company of OCM/GFI Power Opportunities Fund II, L.P., a private equity fund co-managed by Los-Angeles-based Oaktree Capital Management and GFI Energy Ventures.