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): November 2, 2005

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))

Jacobs Engineering Group Inc. Page 1

Item 2.02 Results of Operations and Financial Condition

On November 2, 2005, the Registrant issued a press release announcing its financial results for the year and quarter ended September 30, 2005, 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.

(c) Exhibits:

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

99.1 Press Release dated November 2, 2005 announcing the Company’s financial results for the year and quarter ended September 30, 2005 and the Company’s earnings guidance for the fiscal year ending September 30, 2006

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 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.

Jacobs Engineering Group Inc. Page 2

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.

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

Date: November 3, 2005

Jacobs Engineering Group Inc. Page 3

Exhibit Index

99.1 Press Release dated November 2, 2005

Jacobs Engineering Group Inc. Page 4

EX-99.1

Exhibit 99.1

1111 South Arroyo Parkway 7084	Press Release
P.O. Box 7084
Pasadena, California 91105-7084 U.S.A.
1.626.578.3500     Fax 1.626.578.6916

FOR IMMEDIATE RELEASE November 2, 2005

For additional information contact:

John W. Prosser, Jr.

Executive Vice President, Finance and Administration

626.578.6803

Jacobs Engineering Group Inc. Reports Record Earnings for Fiscal 2005

PASADENA, CALIF. — Jacobs Engineering Group Inc. (NYSE: JEC) —

Fiscal 2005 Highlights:

• Backlog increases 16.0% from September 30, 2004 to $8.6 billion

• Net earnings increase 17.1% from fiscal 2004 to $151.0 million

• Diluted EPS increases 14.2% to $2.57 per share

Jacobs reported today record net earnings of $151.0 million, or $2.57 per diluted share, on revenues of $5.6 billion for its fiscal year ended September 30, 2005. This compares to net earnings of $129.0 million, or $2.25 per diluted share, on revenues of $4.6 billion for fiscal 2004.

For the fourth quarter of fiscal 2005, Jacobs reported net earnings of $42.8 million, or $0.72 per diluted share, on revenues of $1.5 billion. This compares to net earnings of $30.5 million, or $0.53 per diluted share, on revenues of $1.2 billion for the fourth quarter of fiscal 2004.

Jacobs also reported record backlog totaling $8.6 billion at September 30, 2005, including a technical professional services component of $4.3 billion. This compares to total backlog and technical professional services backlog of $7.5 billion and $4.0 billion, respectively, at September 30, 2004.

Commenting on the results for the year, Jacobs Chairman and CEO Noel G. Watson stated, “Fiscal 2005 was a good year for Jacobs. We posted a 14 percent increase in earnings-per-share and grew backlog by 16 percent. Many of our clients’ markets are showing increased capital spending activity, including oil & gas, federal programs, and civil & infrastructure. Our prospects remain strong, and I expect fiscal 2006 to be another good growth year for us. I want to thank our management and employees for all of their efforts last year, and I want to thank our customers and shareholders for their continued support.”

Jacobs Engineering Group Inc.

In commenting on the earnings outlook for fiscal 2006 Chief Financial Officer John W. Prosser, Jr. stated, “We are very pleased to report earnings that reflect a return to our historic growth rates. Our outlook for fiscal 2006 remains positive and we expect earnings for the year to be in line with our EPS growth rate goal of 15 percent, before the effects of adopting FAS 123(R).”

Jacobs is hosting a conference call at 11:00 a.m. Eastern time on Thursday, November 3, 2005, which interested parties can listen to live at www.jacobs.com. The taped teleconference is accessible from any touch-tone phone and will be available 24 hours a day through November 10, 2005. The dial-in number for the audio replay is 706.645.9291 (reference code 1220436).

Jacobs, with over 38,000 employees and revenues approaching $6.0 billion, provides technical, professional, and construction services globally.

Any statements made in this release that are not based on historical fact are forward-looking statements, and represent management’s best judgment as to what may occur in the future. However, Jacobs’ actual outcome and results are not guaranteed and are subject to certain risks, uncertainties and assumptions (“Future Factors”), and may differ materially from what is expressed in this release. For Information concerning factors that could cause such differences, readers of this release should read the Company’s most recent annual report on Form 10-K for the period ending September 30, 2004 and its Form 10-Q for the period ending June 30, 2005 (including in each case the Management’s Discussion and Analysis of Financial Condition and Results of Operations contained therein). The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

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Jacobs Engineering Group Inc.

Financial Highlights:

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

	Three Months Ended September 30						Twelve Months Ended September 30
	2005			2004			2005			2004
Revenues	$	1,519,459		$	1,215,686		$	5,635,001		$	4,594,235
Costs and Expenses:
Direct costs of contracts		(1,312,246	)		(1,040,303	)		(4,828,697	)		(3,929,560	)
Selling, general and administrative expenses		(139,870	)		(128,951	)		(564,830	)		(466,409	)
Operating Profit		67,343			46,432			241,474			198,266
Other Income (Expense):
Interest income		1,448			948			4,349			3,065
Interest expense		(1,443	)		(1,344	)		(6,471	)		(3,565	)
Miscellaneous income, net		(415	)		842			(3,293	)		658
Total other income (expense), net		(410	)		446			(5,415	)		158
Earnings Before Taxes		66,933			46,878			236,059			198,424
Income Tax Expense		(24,153	)		(16,408	)		(85,039	)		(69,449	)
Net Earnings	$	42,780		$	30,470		$	151,020		$	128,975
Earnings Per Share:
Basic	$	0.74		$	0.54		$	2.65		$	2.30
Diluted		0.72			0.53			2.57			2.25
Weighted Average Shares Used to Calculate Earnings Per Share:
Basic		57,604			56,421			57,046			56,134
Diluted		59,410			57,476			58,690			57,433

Jacobs Engineering Group Inc.

Other Operational Information (in thousands)

	Three Months Ended September 30				Twelve Months Ended September 30
	2005		2004		2005		2004
Revenues by Major Component:
Technical professional services	$	740,854	$	620,210	$	2,855,579	$	2,309,006
Field services		778,605		595,476		2,779,422		2,285,229
Total	$	1,519,459	$	1,215,686	$	5,635,001	$	4,594,235
Depreciation Before Taxes	$	10,209	$	8,712	$	38,721	$	34,154
Capital Expenditures	$	10,412	$	12,514	$	43,902	$	37,110

Selected Balance Sheet and Backlog Information (in thousands):

	At September 30,
	2005		2004
Balance Sheet Information:
Cash and cash equivalents	$	239,849	$	100,075
Total debt		95,983		80,015
Stockholders’ equity		1,144,942		1,005,027
Backlog Information:
Technical professional services	$	4,329,000	$	3,989,000
Field services		4,314,000		3,463,000
Total	$	8,643,000	$	7,452,000

Jacobs Engineering Group Inc.