SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TUTOR RONALD N

(Last)

(First)

(Middle)

C/O PERINI CORP

73 MT. WAYTE AVE

(Street)

FRAMINGHAM

01701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PERINI CORP [ PCR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								150,000	D
Common Stock	09/08/2008		A		20,572,900	A	⁽¹⁾	20,572,900	I	By Ronald N. Tutor Separate Property Trust⁽²⁾
Common Stock	09/08/2008		A		1,533,255	A	⁽³⁾	1,533,255	I	By Ronald N. Tutor Quick GRAT⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Received in exchange for 805,510 shares of common stock of Tutor-Saliba Corporation held by the Ronald N. Tutor Separate Property Trust pursuant to that certain Agreement and Plan of Merger, dated April 2, 2008, as amended on May 28, 2008, by and among Perini Corporation, a Massachusetts corporation ("Perini"), Trifecta Acquisition LLC, a California limited liability company and wholly owned subsidiary of Perini, Tutor-Saliba Corporation, a California Corporation ("Tutor-Saliba"), Ronald N. Tutor and the shareholders of Tutor-Saliba, in connection with the closing of the merger contemplated thereby on September 8, 2008. On the effective date of the merger, the price of Perini common stock was $25.52 per share.

2. Pursuant to the Agreement and Plan of Merger, dated April 2, 2008, as amended on May 28, 2008, by and among Perini Corporation ("Perini"), Tutor-Saliba Corporation ("Tutor-Saliba") and certain other parties, in connection with the closing of the merger contemplated thereby on September 8, 2008, two trusts controlled by Ronald N. Tutor obtained 22,106,155 shares of Perini common stock. 20,572,900 shares are held in the Ronald N. Tutor Separate Property Trust. Ronald N. Tutor is trustee of the trust. The shares are subject to the terms and conditions of that certain Shareholders Agreement dated April 2, 2008.

3. Received in exchange for 60,033 shares of common stock of Tutor-Saliba Corporation held by the Ronald N. Tutor 2006 QuickGRAT pursuant to that certain Agreement and Plan of Merger, dated April 2, 2008, as amended on May 28, 2008, by and among Perini Corporation, a Massachusetts corporation ("Perini"), Trifecta Acquisition LLC, a California limited liability company and wholly owned subsidiary of Perini, Tutor-Saliba Corporation, a California Corporation ("Tutor-Saliba"), Ronald N. Tutor and the shareholders of Tutor-Saliba, in connection with the closing of the merger contemplated thereby on September 8, 2008. On the effective date of the merger, the price of Perini common stock was $25.52 per share.

4. Pursuant to the Agreement and Plan of Merger, dated April 2, 2008, as amended on May 28, 2008, by and among Perini Corporation ("Perini"), Tutor-Saliba Corporation ("Tutor-Saliba") and certain other parties, in connection with the closing of the merger contemplated thereby on September 8, 2008, two trusts controlled by Ronald N. Tutor obtained 22,106,155 shares of Perini common stock. 1,533,255 shares are held in the Ronald N. Tutor 2006 QuickGRAT. Ronald N. Tutor is trustee of the trust. The shares are subject to the terms and conditions of that certain Shareholders Agreement dated April 2, 2008.

	/s/Susan C. Mellace, Attorney in fact	09/10/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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