8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 30, 2012

Jacobs Engineering Group Inc.

(Exact name of Registrant as specified in its charter)

Delaware	1-7463	95-4081636
(State of incorporation)	(SEC File No.)	(IRS Employer identification number)

1111 S. Arroyo Parkway, Pasadena, California	91105
(Address of principal executive offices)	(Zip code)

Registrant's telephone number (including area code): (626) 578-3500

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:

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

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

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

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

Item 2.02 Results of Operations and Financial Condition

On April 30, 2012, Jacobs Engineering Group Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal 2012 and for the six months ended March 30, 2012, and certain other financial information. A copy of the press release is attached to this Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits:

The following exhibit is furnished as part of this Report pursuant to Item 2.02.

99.1 Press Release dated April 30, 2012 announcing the Company's financial results for the second quarter of fiscal 2012 and for the six months ended March 30, 2012 and the Company's earnings guidance for the fiscal year ending September 28, 2012.

The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, this Current Report on Form 8-K, including the exhibit, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934.

SIGNATURES

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.

Dated: April 30, 2012

JACOBS ENGINEERING GROUP INC.
By:	/s/ John W, Prosser, Jr.
	John W. Prosser, Jr.
	Executive Vice President
	Finance and Administration

EXHIBIT INDEX

99.1Press Release dated April 30, 2012

EX-99.1

Exhibit 99.1

1111 South Arroyo Parkway 91105

PO Box 7084

Pasadena, California 91109-7084

1.626.578.3500    Fax 1.626.568.7144

Press Release

FOR IMMEDIATE RELEASEApril 30, 2012

For additional information contact:

John W. Prosser, Jr.

Executive Vice President, Finance and Administration

626.578.6803

Jacobs Engineering Group Inc. Reports Earnings

for the Second Quarter of Fiscal 2012

PASADENA, CALIF - Jacobs Engineering Group Inc. (NYSE:JEC) announced today its financial results for the second quarter of fiscal 2012 ended March 30, 2012.

Second Quarter Fiscal 2012 Highlights:

• Net earnings for the quarter of $83.9 million;

• Diluted EPS for the quarter of $0.65;

• Net earnings for the six months endedMarch 30, 2012 of $173.6 million;

• Diluted EPS for the six months endedMarch 30, 2012 of $1.35; and,

• Backlog at March 30, 2012 of $15.1 billion.

Jacobs reported today net earnings of $83.9 million, or $0.65 per diluted share, on revenues of $2.70 billion for its second quarter of fiscal 2012 ended March 30, 2012. This compares to net earnings of $80.3 million, or $0.63 per diluted share, on revenues of $2.56 billion for the second quarter of fiscal 2011 ended April 1, 2011.

For the six months endedMarch 30, 2012, Jacobs reported net earnings of $173.6 million, or $1.35 per diluted share, on revenues of $5.33 billion. This compares to net earnings of $146.1 million, or $1.15 per diluted share, on revenues of $4.91 billion for the same period in fiscal 2011.

Jacobs also announced today backlog totaling $15.1 billion at March 30, 2012, including a technical professional services component of $9.9 billion. This compares to total backlog and technical professional services backlog of $14.0 billion and $8.7 billion, respectively, at April 1, 2011.

Commenting on the results for the second quarter, Jacobs President and CEO Craig L. Martin stated, “While this quarter's earnings were disappointing, the outlook remains positive. Backlog is up 4.2% sequentially and up 7.8% year-over-year. Our prospects are strong and we anticipate a very good year from a sales perspective.”

Commenting on the Company's earnings outlook for the remainder of fiscal 2012, Jacobs Chief Financial Officer John W. Prosser, Jr. stated, “Our second quarter results were below expectations. Three factors contributed to the results: first, our SG&A expenses were higher than expected; additionally, several planned turnarounds were deferred until FY13, reducing field services margins; lastly, professional services margins in March were lower than anticipated.  As a result, we are revising our guidance for fiscal year 2012 to a range of $2.80 to $3.00 per share.”

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Exhibit 99.1

Jacobs is hosting a conference call at 11:00 a.m. Eastern Time on Tuesday, May 1, 2012, which they are webcasting live on the Internet at www.jacobs.com.

Jacobs is one of the world's largest and most diverse providers of technical, professional, and construction services.

Statements made in this press release that are not based on historical fact are forward-looking statements. Although such statements are based on management's current estimates and expectations, and currently available competitive, financial, and economic data, forward-looking statements are inherently uncertain, and you should not place undue reliance on such statements. We caution the reader that there are a variety of factors that could cause business conditions and results to differ materially from what is contained in our forward-looking statements. For a description of some of the factors which may occur that could cause actual results to differ from our forward-looking statements including those noted in our 2011 Form 10-K, and in particular the discussions contained under Item 1 - Business; Item 1A - Risk Factors; Item 3 - Legal Proceedings; and Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations. We also caution the readers of this release that we do not undertake to update any forward-looking statements made herein.

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Exhibit 99.1

Financial Highlights:

Results of Operations (in thousands, except per-share data):

	Three Months Ended						Six Months Ended
	March 30, 2012			April 1, 2011			March 30, 2012			April 1, 2011
Revenues	$	2,702,851		$	2,558,016		$	5,334,619		$	4,914,191
Costs and Expenses:
Direct costs of contracts	(2,276,647		)	(2,168,835		)	(4,487,373		)	(4,193,972		)
Selling, general, and administrative expenses	(293,066		)	(261,166		)	(572,156		)	(488,585		)
Operating Profit	133,138			128,015			275,090			231,634
Other Income (Expense):
Interest income	1,563			1,149			2,958			2,073
Interest expense	(2,496		)	(2,720		)	(6,158		)	(3,547		)
Miscellaneous income (expense), net	110			37			(21		)	44
Total other expense, net	(823		)	(1,534		)	(3,221		)	(1,430		)
Earnings Before Taxes	132,315			126,481			271,869			230,204
Income Tax Expense	(44,869		)	(45,140		)	(92,987		)	(82,166		)
Net Earnings of the Group	87,446			81,341			178,882			148,038
Net Earnings Attributable to   Noncontrolling Interests	(3,513		)	(1,091		)	(5,239		)	(1,965		)
Net Earnings Attributable to Jacobs	$	83,933		$	80,250		$	173,643		$	146,073
Earnings Per Share (“EPS”):
Basic	$	0.66		$	0.64		$	1.37		$	1.17
Diluted	$	0.65		$	0.63		$	1.35		$	1.15
Weighted Average Shares Used to Calculate EPS:
Basic	127,412			125,402			127,171			125,198
Diluted	128,726			127,363			128,347			127,044

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Exhibit 99.1

Other Operational Information (in thousands):

	Three Months Ended				Six Months Ended
	March 30, 2012		April 1, 2011		March 30, 2012		April 1, 2011
Revenues by Major Component:
Technical professional services	$	1,654,744	$	1,491,214	$	3,192,779	$	2,696,027
Field services	1,048,107		1,066,802		2,141,840		2,218,164
Total	$	2,702,851	$	2,558,016	$	5,334,619	$	4,914,191
Depreciation (pre-tax)	$	14,627	$	14,209	$	28,488	$	28,408
Amortization of Intangibles (pre-tax)	$	10,645	$	9,525	$	22,020	$	15,559
Pass-Through Costs Included in Revenues	$	572,220	$	540,960	$	1,116,052	$	1,075,848
Capital Expenditures	$	17,649	$	10,714	$	37,751	$	17,378

Selected Balance Sheet and Backlog Information (in thousands):

	March 30, 2012		April 1, 2011
Balance Sheet Information:
Cash and cash equivalents	$	921,507	$	747,911
Working capital	1,436,251		1,447,190
Total debt	541,163		434,234
Total Jacobs stockholders' equity	3,545,414		3,049,454
Backlog Information:
Technical professional services	$	9,906,700	$	8,669,400
Field services	5,189,100		5,336,500
Total	$	15,095,800	$	14,005,900

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