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):  October 29, 2008

Kirby Corporation

(Exact name of registrant as specified in its charter)

Nevada	1-7615	74-1884980
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
55 Waugh Drive, Suite 1000		77007
Houston, Texas		(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code:

(713) 435-1000

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 October 29, 2008, Kirby Corporation (“Kirby”) issued a press release announcing earnings for the three months and nine months ended September 30, 2008.  A copy of the press release is attached as Exhibit 99.1 to this report.

EBITDA, a non-GAAP financial measure, is used in the press release.  Kirby defines EBITDA as net earnings before interest expense, taxes on income, depreciation and amortization.  Kirby has historically evaluated its operating performance using numerous measures, one of which is EBITDA.  EBITDA is presented because of its wide acceptance as a financial indicator.  EBITDA is one of the performance measures used in Kirby’s incentive bonus plan.  EBITDA is also used by rating agencies in determining Kirby’s credit rating and by analysts publishing research reports on Kirby, as well as by investors and investment bankers generally in valuing companies.  A quantitative reconciliation of EBITDA to GAAP net earnings for the 2008 and 2007 third quarters and first nine months is included in the press release.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits:

99.1 Press release dated October 29, 2008

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 thereunto duly authorized.

KIRBY CORPORATION
(Registrant)
By:	/s/ Norman W. Nolen
	Norman W. Nolen
	Executive Vice President, Treasurer
	and Chief Financial Officer

Dated:  October 30, 2008

EXHIBIT INDEX

Exhibit 99.1 Press release dated October 29, 2008

EX-99.1

Exhibit 99.1

KIRBY CORPORATION	Contact:  Steve Holcomb
	713-435-1135

FOR IMMEDIATE RELEASE

KIRBY CORPORATION ANNOUNCES RECORD

RESULTS FOR THE 2008 THIRD QUARTER

· 2008 third quarter earnings per share were $.77, a 20% increase compared with $.64 earned in the 2007 third quarter

· Purchased 756,900 shares of Kirby common stock at an average price of $39.90 per share

· 2008 fourth quarter earnings per share guidance is $.77 to $.82 versus $.64 earned in the 2007 fourth quarter

· 2008 year earnings per share guidance is $2.96 to $3.01 versus $2.29 earned in 2007

Houston, Texas (October 29, 2008) – Kirby Corporation (“Kirby”) (NYSE:KEX) today announced record net earnings for the third quarter ended September 30, 2008 of $41.8 million, or $.77 per share, compared with net earnings of $34.4 million, or $.64 per share, for the 2007 third quarter.  The 2008 third quarter results included an estimated $.09 per share negative impact from Hurricanes Gustav and Ike, partially offset by a $.04 per share positive timing impact from lower diesel fuel prices.  Consolidated revenues for the 2008 third quarter were a record $354.6 million, an increase of 17% over the $302.6 million reported for the 2007 third quarter.

“Our record third quarter results mark the 19th consecutive quarter that our net earnings exceeded the same quarter of the previous year, despite the negative impact from Hurricanes Gustav and Ike,” said Joe Pyne, Kirby’s President and Chief Executive Officer.  “Our marine transportation segment’s results reflected continued strong demand in the majority of our markets and pricing for our services continued to trend upward.  Our diesel engine services segment’s results reflected continued strong demand in our medium-speed markets.”

Impact of Hurricanes Gustav and Ike

Hurricane Gustav, which made landfall between Houma and Morgan City, Louisiana on September 1, resulted in the closure for several days of the Gulf Intracoastal Waterway in Louisiana, the closure of Kirby’s Gulf Coast diesel engine services operations for several days, as well as disruptions to the operations of Kirby’s four offshore barge and tug units.Hurricane Ike made landfall on September 13 in the Houston/Galveston area as a strong Category 2 hurricane, closing much of the Gulf Coast petrochemical and refining capacity prior to landfall.  Strong winds and a 15 to 20 foot storm surge significantly affected petrochemical and refining plants in the Houston and Port Arthur/Beaumont areas, some of which are still not back in operation or are operating at reduced levels.   Additionally, eight miles of the Gulf Intracoastal Waterway between the Houston Ship Channel and Port Arthur, Texas were closed for 11 days after Ike’s landfall due to obstructions in the waterway, completely stopping all movements to and from the Houston area.  Hurricanes Gustav and Ike caused no material damage to Kirby’s active tank barge and towboat fleet.  The estimated impact of the hurricanes on the 2008 third quarter was a negative $.09 per share.

Marine Transportation Operating Results

Marine transportation revenues and operating income for the 2008 third quarter increased 19% and 18%, respectively, compared with the third quarter of 2007.  The higher third quarter results reflected favorable demand in Kirby’s petrochemical and black oil markets, partially offset by continued weakness in the upriver refined products market.  While demand during the third quarter softened for certain products, overall barge utilization remained high.  Operating conditions were favorable in July and August, but deteriorated in September due to Hurricanes Gustav and Ike.  Ton miles for the 2008 third quarter decreased 21% compared with the 2007 third quarter due primarily to disruptions caused by the two Gulf Coast hurricanes and a continued soft Midwest refined products market.  On a positive note, the third quarter results reflected a $.04 per share benefit from the timing impact of falling diesel fuel prices, which declined from an average high of $4.33 per gallon on July 14 to an average low of $3.11 per gallon on September 30.  The 2008 third quarter operating margin was 22.7% compared with 22.9% for the 2007 third quarter.

Diesel Engine Services Operating Results

Diesel engine services revenues and operating income for the 2008 third quarter increased 11% and 12%, respectively, compared with the 2007 third quarter, despite the negative impact of Hurricane Gustav.  The higher results reflected continued strong service activity and direct parts sales in the medium-speed markets, led by favorable Midwest marine and power generation markets.  The high-speed market continued to experience a slowdown in the Gulf Coast oil services sector, but was stronger than the 2008 first half.  The diesel engine services operating margin was 15.7% for the 2008 third quarter compared with 15.5% for the 2007 third quarter.

Treasury Stock Purchases

During August, September and October 2008, Kirby purchased 756,900 shares of its common stock for $30,202,000, for an average purchase price of $39.90 per share.  Since the beginning of 2008, Kirby has purchased 837,400 shares of its common stock for $33,377,000, for an average purchase price of $39.86 per share.  Kirby has 1,420,000 shares remaining under its current Board of Directors repurchase authorization.

Fourth Quarter and Year Outlook

Commenting on the 2008 fourth quarter market conditions and guidance, Mr. Pyne said, “Certainly the current global financial situation has significantly reduced our visibility.  Hurricanes Gustav and Ike materially affected the Gulf Coast petrochemical and refining industries.  Many of these facilities are just now returning to full operational status.  Until inventories get back to desired levels, we anticipate our fleet utilization will maintain its high utilization rates.  Business levels in our diesel engine services markets are anticipated to remain favorable, with some improvement in the Gulf Coast oil services market.  For the 2008 fourth quarter, our earnings guidance is $.77 to $.82 per share, reflecting a 20% to 28% increase compared with $.64 per share for the 2007 fourth quarter.  For the 2008 year, our earnings guidance is $2.96 to $3.01 per share, reflecting a 29% to 31% increase over 2007 net earnings of $2.29 per share.  Our 2008 capital spending guidance range remains at $165 to $175 million, including approximately $90 million for the construction of new tank barges and towboats.”

Conference Call

A conference call is scheduled at 10:00 a.m. central time tomorrow, Thursday, October 30, 2008, to discuss the 2008 third quarter performance as well as the outlook for the 2008 fourth quarter and year.  The conference call number is 888-328-2514 for domestic callers and 706-679-3262 for international callers.  The leader’s name is Steve Holcomb.  An audio playback will be available at 1:00 p.m. central time on Thursday, October 30, through 6:00 p.m. central time on Friday, November 28, by dialing 800-642-1687 for domestic and 706-645-9291 for international callers.  The conference ID number is 68666693.  A live audio webcast of the conference call will be available to the public and a replay available after the call by visiting Kirby’s homepage at http://www.kirbycorp.com/.

GAAP to Non-GAAP Financial Measures

The financial and other information to be discussed in the conference call is available in this press release and in a Form 8-K filed with the Securities and Exchange Commission.  This press release and the Form 8-K include a non-GAAP financial measure, EBITDA, which Kirby defines as net earnings before interest expense, taxes on income, depreciation and amortization.  A reconciliation of EBITDA with GAAP net earnings is included in this press release.  This earnings press release also includes marine transportation performance measures, consisting of ton miles, revenue per ton mile, towboats operated and delay days.  Comparable performance measures for the 2007 and 2006 years and quarters are available at Kirby’s web site, http://www.kirbycorp.com/, under the caption Performance Measurements in the Investor Relations section.

About Kirby Corporation

Kirby Corporation, based in Houston, Texas, operates inland tank barges and towing vessels, transporting petrochemicals, black oil products, refined petroleum products and agricultural chemicals throughout the United States inland waterway system.  Kirby also owns and operates four ocean-going barge and tug units transporting dry-bulk commodities in United States coastwise trade.  Through the diesel engine services segment, Kirby provides after-market service for medium-speed and high-speed diesel engines and reduction gears used in marine, power generation and railroad applications.

Statements contained in this press release with respect to the future are forward-looking statements.  These statements reflect management’s reasonable judgment with respect to future events.  Forward-looking statements involve risks and uncertainties.  Actual results could differ materially from those anticipated as a result of various factors, including cyclical or other downturns in demand, significant pricing competition, unanticipated additions to industry capacity, changes in the Jones Act or in U.S. maritime policy and practice, fuel costs, interest rates, weather conditions, and timing, magnitude and number of acquisitions made by Kirby.  Forward-looking statements are based on currently available information and Kirby assumes no obligation to update any such statements.  A list of additional risk factors can be found in Kirby’s annual report on Form 10-K for the year ended December 31, 2007 filed with the Securities and Exchange Commission.

A summary of the results for the third quarter and first nine months follows:

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

	Third Quarter						Nine Months
	2008			2007			2008			2007
	(unaudited, $ in thousands except per share amounts)
Revenues:
Marine transportation	$	286,880		$	241,329		$	830,014		$	680,139
Diesel engine services		67,767			61,227			203,463			184,636
		354,647			302,556			1,033,477			864,775
Costs and expenses:
Costs of sales and operating expenses		220,875			186,338			649,480			542,545
Selling, general and administrative		36,026			31,313			102,349			91,287
Taxes, other than on income		3,560			3,237			10,548			9,626
Depreciation and amortization		22,420			20,407			67,132			60,274
Loss (gain) on disposition of assets		166			(30	)		(276	)		531
		283,047			241,265			829,233			704,263
Operating income		71,600			61,291			204,244			160,512
Other expense		(515	)		(252	)		(1,101	)		(457	)
Interest expense		(3,375	)		(5,236	)		(10,665	)		(15,826	)
Earnings before taxes on income		67,710			55,803			192,478			144,229
Provision for taxes on income		(25,932	)		(21,373	)		(73,719	)		(55,240	)
Net earnings	$	41,778		$	34,430		$	118,759		$	88,989
Net earnings per share of common stock:
Basic	$	.78		$	.65		$	2.22		$	1.68
Diluted	$	.77		$	.64		$	2.19		$	1.66
Common stock outstanding (in thousands):
Basic		53,549			52,983			53,464			52,892
Diluted		54,197			53,802			54,179			53,709

CONDENSED CONSOLIDATED FINANCIAL INFORMATION

	Third Quarter				Nine Months
	2008		2007		2008			2007
	(unaudited, $ in thousands)
EBITDA:  (1)
Net earnings	$	41,778	$	34,430	$	118,759		$	88,989
Interest expense		3,375		5,236		10,665			15,826
Provision for taxes on income		25,932		21,373		73,719			55,240
Depreciation and amortization		22,420		20,407		67,132			60,274
	$	93,505	$	81,446	$	270,275		$	220,329
Capital expenditures	$	35,014	$	27,455	$	141,525		$	123,027
Acquisitions of businesses and marine equipment	$	302	$	12,374	$	5,436		$	61,766
					September 30,
					2008			2007
					(unaudited, $ in thousands)
Long-term debt, including current portion					$	269,170		$	333,732
Stockholders’ equity					$	886,116		$	732,241
Debt to capitalization ratio						23.3	%		31.3	%

MARINE TRANSPORTATION STATEMENTS OF EARNINGS

	Third Quarter						Nine Months
	2008			2007			2008			2007
	(unaudited, $ in thousands)
Marine transportation revenues	$	286,880		$	241,329		$	830,014		$	680,139
Costs and expenses:
Costs of sales and operating expenses		173,249			143,232			507,083			411,299
Selling, general and administrative		24,477			20,925			68,382			61,796
Taxes, other than on income		3,318			3,020			9,741			8,901
Depreciation and amortization		20,811			18,939			62,113			56,200
		221,855			186,116			647,319			538,196
Operating income	$	65,025		$	55,213		$	182,695		$	141,943
Operating margins		22.7	%		22.9	%		22.0	%		20.9	%

DIESEL ENGINE SERVICES STATEMENTS OF EARNINGS

	Third Quarter						Nine Months
	2008			2007			2008			2007
	(unaudited, $ in thousands)
Diesel engine services revenues	$	67,767		$	61,227		$	203,463		$	184,636
Costs and expenses:
Costs of sales and operating expenses		47,626			43,106			142,397			131,246
Selling, general and administrative		8,164			7,358			24,506			21,080
Taxes, other than income		229			203			757			638
Depreciation and amortization		1,121			1,085			3,715			2,976
		57,140			51,752			171,375			155,940
Operating income	$	10,627		$	9,475		$	32,088		$	28,696
Operating margins		15.7	%		15.5	%		15.8	%		15.5	%

OTHER COSTS AND EXPENSES

	Third Quarter					Nine Months
	2008		2007			2008			2007
	(unaudited, $ in thousands)
General corporate expenses	$	3,886	$	3,427		$	10,815		$	9,596
Loss (gain) on disposition of assets	$	166	$	(30	)	$	(276	)	$	531

MARINE TRANSPORTATION PERFORMANCE MEASUREMENTS

	Third Quarter				Nine Months
	2008		2007		2008		2007
Ton Miles (in millions)  (2)		3,459		4,353		10,975		12,510
Revenue/Ton Mile (cents/tm) (3)		7.9		5.3		7.2		5.2
Towboats operated (average)  (4)		255		255		258		252
Delay Days  (5)		1,429		1,444		6,341		5,846
Average cost per gallon of fuel consumed	$	3.99	$	2.21	$	3.40	$	1.96
Tank barges:
Active						915		913
Inactive						64		49
Barrel capacities (in millions):
Active						17.5		17.3
Inactive						1.1		.9

(1) Kirby has historically evaluated its operating performance using numerous measures, one of which is EBITDA, a non-GAAP financial measure.  Kirby defines EBITDA as net earnings before interest expense, taxes on income, depreciation and amortization.  EBITDA is presented because of its wide acceptance as a financial indicator.  EBITDA is one of the performance measures used in Kirby’s incentive bonus plan.  EBITDA is also used by rating agencies in determining Kirby’s credit rating and by analysts publishing research reports on Kirby, as well as by investors and investment bankers generally in valuing companies.  EBITDA is not a calculation based on generally accepted accounting principles and should not be considered as an alternative to, but should only be considered in conjunction with, Kirby’s GAAP financial information.

(2) Ton miles indicate fleet productivity by measuring the distance (in miles) a loaded tank barge is moved.  Example:  A typical 30,000 barrel tank barge loaded with 3,300 tons of liquid cargo is moved 100 miles, thus generating 330,000 ton miles.

(3) Inland marine transportation revenues divided by ton miles.  Example:  Third quarter 2008 inland marine revenues of $274,869,000 divided by 3,459,000,000 marine transportation ton miles = 7.9 cents.

(4) Towboats operated are the average number of owned and chartered towboats operated during the period.

(5) Delay days measures the lost time incurred by a tow (towboat and one or more tank barges) during transit.  The measure includes transit delays caused by weather, lock congestion and other navigational factors.