8-K

UNITED STATES

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): January 3, 2011

______________________________

KBR, INC.

(Exact name of registrant as specified in its charter)

Delaware                                                  1-33146                                             20-4536774

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

            of incorporation)                                                                                             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 January 3, 2011, KBR announced that it had completed its acquisition of JGC Corporation’s 44.94% interest in M.W. Kellogg Limited (MWKL).  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 January 3, 2011, entitled “KBR Completes Acquisition of Affiliate Interests in M.W. Kellogg Limited (MWKL) from JGC Corporation.”

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.

January  4, 2011	By:	/s/ Jeffrey B. King
		Vice President, Public Law

EX-99.1 CHARTER

Exhibit 99.1

FOR IMMEDIATE RELEASE                                        Contact:                  Rob Kukla, Jr.

January 3, 2011                                                                                                   Director, Investor Relations

713-753-5082

investors@kbr.com

Gabriela Segura

Manager, Media Relations

713-753-8694

gabriela.segura@kbr.com

KBR Completes Acquisition of Affiliate Interests in

M.W. Kellogg Limited (MWKL) from JGC Corporation

HOUSTON – KBR (NYSE: KBR) today announced that it has completed the acquisition of the 44.94 percent share interest in M.W. Kellogg Limited (MWKL) previously held by JGC Corporation (TSE:1963).  With the completion of the transaction, MWKL, which was previously an affiliate of both companies since 1992, is again a wholly-owned KBR subsidiary. The Agreement to enter into the transaction was previously announced on December 20, 2010. The purchase price was £106.6 million (approximately US$165 million), subject to certain post-closing adjustments.

MWKL, which has operated for over 60 years in the UK, will continue its operations in Greenford, UK. The organization will complement KBR’s existing Leatherhead operations, which jointly will serve as the company’s London Center of Operations, creating one of the largest engineering and construction organizations in the UK.

“We are pleased today to fully integrate MWKL back into the KBR family. The organization has played a key role in defining KBR’s rich legacy in the LNG and other hydrocarbons markets,” said William P. Utt, KBR Chairman, President and CEO. “The opportunity to consolidate our ownership of MWKL fits KBR’s long-term strategy to enhance the range, flexibility and efficiency of KBR’s LNG and hydrocarbons offerings to our customers.”

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.