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): May 28, 2009

Perini Corporation

(Exact name of registrant as specified in its charter)

____________________

Massachusetts
(State or other jurisdiction of
incorporation or organization) 1-6314
(Commission file number) 04-1717070
(I.R.S. Employer
Identification No.)

73 Mt. Wayte Avenue, Framingham, MA 01701

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (508) 628-2000

None

(Former name or former address, if changed since last report)

____________________

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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At the annual meeting of shareholders of Tutor Perini Corporation (the “Company”) held on May 28, 2009, the Company’s shareholders approved the 2009 General Incentive Compensation Plan (the “2009 Plan”) and an amendment to the 2004 Stock Option and Incentive Plan (the “2004 Plan”). Summaries of the 2004 Plan and the 2009 Plan are set forth under the respective headings “Proposal 4 - Approval of the Section 162(m) Performance Goals and Annual Grant Limitations Under the 2004 Stock Option and Incentive Plan” and “Proposal 5 - Approval of the 2009 General Incentive Compensation Plan” in the Company’s definitive proxy statement for the annual meeting of shareholders filed with the Securities and Exchange Commission on April 17, 2009 (the “Definitive Proxy Statement”) and are incorporated herein by reference. The summaries of the 2004 Plan and the 2009 Plan are qualified in their entirety by reference to the full texts of the 2004 Plan and the 2009 Plan which were attached to the Definitive Proxy Statement as Annex A and Annex B, respectively, and are incorporated herein by reference.

Item 8.01 Other Events.

On May 28, 2009, the Company issued a press release announcing that at the annual meeting of shareholders, the shareholders approved the change of the Company’s name from Perini Corporation to Tutor Perini Corporation as well as the other items identified in the Definitive Proxy Statement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit 10.1 2004 Stock Option and Incentive Plan (incorporated by reference to Annex A to  the Company’s Definitive Proxy Statement on Form DEF 14A filed April 17, 2009).

Exhibit 10.2 2009 General Incentive Compensation Plan (incorporated by reference to Annex B to the Company’s Definitive Proxy Statement on Form DEF 14A filed April 17, 2009).

Exhibit 99.1 Press Release of Tutor Perini Corporation, dated May 28, 2009.

SIGNATURES

According to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on June 1, 2009.

TUTOR PERINI CORPORATION

By: Kenneth R. Burk

Its: Executive Vice President and

Chief Financial Officer

LIBC/2033910.3 10/25/04

EX-99

Exhibit 99.1

PERINI SHAREHOLDERS APPROVE NAME CHANGE TO TUTOR PERINI CORPORATION

--NYSE Trading Symbol to Change to TPC, Effective June 1—

--Shareholders Also Elect Three Directors and Approve Other Proposals--

FRAMINGHAM, Mass.—May 28, 2009—Reflecting the successful integration of businesses following its merger last year with Tutor-Saliba Corporation, Perini Corporation (NYSE: PCR), a leading building, civil construction and construction management company, today announced that its shareholders have approved the change of the Company’s name from Perini Corporation to Tutor Perini Corporation. In conjunction with the name change, the Company’s trading symbol on the New York Stock Exchange will be changed to TPC, effective June 1, 2009.

Chairman and CEO Ronald N. Tutor said, “This name change reflects both the successful merger in 2008 with Tutor-Saliba Corporation, which has positioned the Company to respond to changing market conditions and capitalize on long-term growth opportunities in civil infrastructure, as well as the ongoing evolution of the Company’s business into a more integrated and geographically diversified general contractor capable of leading the industry in civil infrastructure and building markets, for both public and private customers.”

Tutor Perini subsidiaries — Perini Building Company, Perini Management Services, Rudolph and Sletten, James A. Cummings, Inc., Tutor-Saliba, Desert Plumbing and Heating, Powerco, Black Construction, Cherry Hill Construction and the Company’s newest acquisition, Keating Building Corporation — will continue to operate under their respective names, which have proven to be valuable assets for Tutor Perini’s customers.

In addition to the name change, shareholders also elected three Class I directors to three-year terms, approved the selection of Deloitte & Touche LLP as the Company’s auditors for the fiscal year ending December 31, 2009, approved certain performance goals and annual grant limitations under the 2004 Stock Option and Incentive Plan, and approved the 2009 General Incentive Compensation Plan.

About Tutor Perini Corporation

Tutor Perini Corporation is a leading construction services company offering diversified general contracting, construction management and design/build services to private clients and public agencies throughout the world. We have provided construction services since 1894 and have established a strong reputation within our markets by executing large complex projects on time and within budget while adhering to strict quality control measures.

We offer general contracting, pre-construction planning and comprehensive project management services, including the planning and scheduling of the manpower, equipment, materials and subcontractors required for a project. We also offer self-performed construction services including excavation, concrete forming and placement, steel erection, electrical and mechanical services, plumbing and HVAC. We are known for our hospitality industry projects, municipal offices, sports and entertainment, educational, transportation, healthcare, biotech, pharmaceutical and high-tech facilities, as well as large and complex civil construction projects and construction management services to U.S. military and government agencies.

FORWARD LOOKING STATEMENTS AND ADDITIONAL INFORMATION

The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including without limitation, statements regarding the Company’s expectations, beliefs, intentions or strategies regarding the future. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those anticipated by the Company. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Company) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the Company's ability to successfully and timely complete construction projects; the Company’s ability to convert backlog into revenue; the potential delay, suspension, termination, or reduction in the scope of a construction project; the outcomes of pending or future litigation, arbitration or other dispute resolution proceedings; the availability of borrowed funds on terms acceptable to the Company; the ability to retain certain members of management; the ability to obtain surety bonds to secure its performance under certain construction contracts; possible labor disputes or work stoppages within the construction industry; changes in federal and state appropriations for infrastructure projects; possible changes or developments in worldwide or domestic political, social, economic, business, industry, market and regulatory conditions or circumstances; and actions taken or not taken by third parties, including the Company’s customers, suppliers, business partners, and competitors and legislative, regulatory, judicial and other governmental authorities and officials. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Contact Information

Kekst and Company

Douglas Kiker, 212-521-4800

or

Tutor Perini Corporation

Kenneth R. Burk, 818-362-8391

Executive Vice President & Chief Financial Officer