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 25, 2011

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 25, 2011, Jacobs Engineering Group Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal 2011 and for the six months ended April 1, 2011, 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 25, 2011 announcing the Company’s financial results for the second quarter of fiscal 2011 and for the six months ended April 1, 2011 and the Company’s earnings guidance for the fiscal year ending September 30, 2011.

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.

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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: April 26, 2011

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Exhibit Index

99.1 Press Release dated April 25, 2011

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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 RELEASE                                                          April 25, 2011

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 2011

PASADENA, CALIF — Jacobs Engineering Group Inc. (NYSE:JEC) announced today its financial results for the second quarter of fiscal 2011 ended April 1, 2011.

Second Quarter Fiscal 2011 Highlights:

• Net earnings for the quarter of $80.3 million;

• Diluted EPS for the quarter of $0.63;

• Net earnings for the six months ended April 1, 2011 of $146.1 million;

• Diluted EPS for the six months ended April 1, 2011 of $1.15; and,

• Backlog of $14.0 billion.

Jacobs reported net earnings of $80.3 million, or $0.63 per diluted share, on revenues of $2.6 billion for its second quarter of fiscal 2011 ended April 1, 2011. This compares to net earnings of $77.5 million, or $0.62 per diluted share, on revenues of $2.6 billion for the second quarter of fiscal 2010 ended April 2, 2010.

For the six months ended April 1, 2011, Jacobs reported net earnings of $146.1 million, or $1.15 per diluted share, on revenues of $4.9 billion. This compares to net earnings of $149.9 million, or $1.20 per diluted share, on revenues of $5.1 billion for the same period in fiscal 2010.

On February 1, 2011, the Company acquired certain operations within the process and construction business of Aker Solutions ASA. Accordingly, the Company’s consolidated results of operations for the three months ended April 1, 2011 include those of the acquired businesses since the date of acquisition. Including the effects of acquisition related costs, the acquired operations contributed approximately $0.04 per diluted share to earnings for the second quarter of fiscal 2011.

Jacobs also announced backlog totaling $14.0 billion at April 1, 2011, including a component of technical professional services of $8.7 billion. This compares to total backlog and technical professional services backlog of $14.7 billion and $8.3 billion, respectively, at April 2, 2010.

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Commenting on the results for the second quarter, Jacobs President and CEO Craig L. Martin stated, “Performance in the second quarter improved nicely. Our earnings and backlog are both up from the first quarter, and the outlook remains positive. Several of our markets continue to improve and our prospect list is growing.”

Commenting on the Company’s earnings outlook for the remainder of fiscal 2011, Jacobs Chief Financial Officer John W. Prosser, Jr. stated, “Our guidance for fiscal year 2011, which includes the net contribution of the acquired operations of Aker, is being narrowed from the previous range of $2.40 to $2.85 to a revised range of $2.40 to $2.80.”

Jacobs is hosting a conference call at 11:00 a.m. Eastern time on Tuesday, April 26, 2011, 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, please refer to our 2010 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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Financial Highlights:

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

	Three Months Ended						Six Months Ended
	April 1, 2011			April 2, 2010			April 1, 2011			April 2, 2010
Revenues	$	2,558,016		$	2,586,974		$	4,914,191		$	5,064,759
Costs and Expenses:
Direct costs of contracts		(2,168,835	)		(2,223,793	)		(4,193,972	)		(4,352,369	)
Selling, general, and administrative expenses		(261,166	)		(241,177	)		(488,585	)		(476,905	)
Operating Profit		128,015			122,004			231,634			235,485
Other Income (Expense):
Interest income		1,149			796			2,073			1,634
Interest expense		(2,720	)		(705	)		(3,547	)		(1,317	)
Miscellaneous income (expense), net		37			(935	)		44			(1,494	)
Total other expense, net		(1,534	)		(844	)		(1,430	)		(1,177	)
Earnings Before Taxes		126,481			121,160			230,204			234,308
Income Tax Expense		(45,140	)		(43,593	)		(82,166	)		(84,340	)
Net Earnings of the Group		81,341			77,567			148,038			149,968
Net Income Attributable to Noncontrolling Interests		(1,091	)		(67	)		(1,965	)		(31	)
Net Earnings Attributable to Jacobs	$	80,250		$	77,500		$	146,073		$	149,937
Earnings Per Share (“EPS”):
Basic	$	0.64		$	0.63		$	1.17		$	1.21
Diluted	$	0.63		$	0.62		$	1.15		$	1.20
Weighted Average Shares Used to Calculate EPS:
Basic		125,402			123,911			125,198			123,771
Diluted		127,363			125,565			127,044			125,441

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Other Operational Information (in thousands):

	Three Months Ended				Six Months Ended
	April 1, 2011		April 2, 2010		April 1, 2011		April 2, 2010
Revenues by Major Component:
Technical professional services	$	1,491,214	$	1,344,559	$	2,696,027	$	2,564,783
Field services		1,066,802		1,242,415		2,218,164		2,499,976
Total	$	2,558,016	$	2,586,974	$	4,914,191	$	5,064,759
Depreciation (pre-tax)	$	14,209	$	15,953	$	28,408	$	33,265
Amortization of Intangibles (pre-tax)	$	9,525	$	6,109	$	15,559	$	11,576
Pass-Through Costs Included in Revenues	$	540,960	$	721,682	$	1,075,848	$	1,448,948
Capital Expenditures	$	10,714	$	15,631	$	17,378	$	23,372

Selected Balance Sheet and Backlog Information (in thousands):

	April 1, 2011		April 2, 2010
Balance Sheet Information:
Cash and cash equivalents	$	747,911	$	839,057
Working capital		1,447,190		1,357,624
Total debt		434,234		96,141
Total Group stockholders’ equity		3,049,454		2,812,287
Backlog Information:
Technical professional services	$	8,669,400	$	8,299,300
Field services		5,336,500		6,354,300
Total	$	14,005,900	$	14,653,600

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