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): March 1, 2012

Tutor Perini Corporation

(Exact name of registrant as specified in its charter)

____________________

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

15901 Olden Street, Sylmar, California 91342-1093

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (818) 362-8391

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 March 1, 2012, Tutor Perini Corporation issued a press release announcing its financial results for the year ended December 31, 2011.  A copy of that press release is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors

(b)

On March 1, 2012, Willard W. Brittain, Jr., a present member of the Board of Directors (the “Board”), notified Tutor Perini Corporation (the “Company”) that, for personal reasons, he will not stand for re-election at the Company’s next annual meeting of stockholders.  Mr. Brittain serves as the Chair of the Company’s Audit Committee. Mr. Brittain’s determination not to stand for re-election is not the result of any disagreement with the Company relating to its operations, policies or practices or with its Board or management. The Company thanks Mr. Brittain for his dedicated service to the Board and to the Company.

The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed filed for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release of Tutor Perini Corporation dated March 1, 2012.

SIGNATURE

Pursuant 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 hereunto duly authorized.

	Tutor Perini Corporation
Dated: March 1, 2012	By: /s/Michael J. Kershaw
	Michael J. Kershaw
	Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Tutor Perini Corporation Announces 2011 Results and Guidance for 2012

· Revenues of $3.7 billion, compared to $3.2 billion in 2010

· Net income of $86.1 million, compared to $103.5 million in 2010

· Diluted EPS of $1.80 compared to $2.13 in 2010

· Backlog of $6.1 billion, compared to $4.3 billion a year ago

Sylmar, CA – March 1, 2012 - Tutor Perini Corporation (NYSE: TPC)(the “Company”), a leading civil and building construction company, today reported results for the fourth quarter, and year ended, December 31, 2011.

Fourth Quarter and Full Year Results

Revenues from construction operations were $1.1 billion for the fourth quarter of 2011, as compared to $688.0 million for the fourth quarter of 2010. Net income was $24.0 million for the fourth quarter of 2011, as compared to $18.9 million for the fourth quarter of 2010.  Diluted earnings per common share were $0.50 for the fourth quarter of 2011, as compared to $0.40 for the fourth quarter of 2010. The increase in operating results from the fourth quarter of 2010 primarily reflects the contributions from acquisitions the Company completed in 2011.

Revenues from construction operations were $3.7 billion for the year ended December 31, 2011, as compared to $3.2 billion for the year ended December 31, 2010.  Net income was $86.1 million for 2011, as compared to $103.5 million for 2010. Diluted earnings per common share were $1.80 for 2011, as compared to $2.13 for 2010.

The decrease in operating results from the year ended 2010 primarily reflects the substantial completion of several successful, large public works and hospitality and gaming projects and increased interest expense associated with our senior unsecured notes, term loan and borrowings under our revolving facility, offset by contributions from the acquisitions the Company completed in 2011.

At December 31, 2011, working capital was $556.8 million, a decrease of $36.1 million from $592.9 million at December 31, 2010.  As of December 31, 2011, the Company had $297.0 million available to borrow under its credit facilities. The Company believes its financial position and credit arrangements are sufficient to support the Company’s current backlog and anticipated new work.

Backlog at $6.1 billion

The backlog of uncompleted construction work at December 31, 2011 was $6.1 billion, a decrease of $0.3 billion from backlog reported at September 30, 2011 and an increase of $1.8 billion from the $4.3 billion reported at December 31, 2010. The $1.8 billion net increase is attributable to backlog acquired through acquisitions of $2.6 billion, and new awards and adjustments to contracts in process which added $2.9 billion, offset by revenue earned during the year.  Additions to new work during the fourth quarter of 2011 include a $176 million airport runway expansion project in Florida, a $64 million contract for electrical work on a mass transit station at the World Trade Center site in New York, a $31 million electrical subcontract for a central energy plant in Texas and a $31 million medical office building and parking garage in Mississippi.

Outlook

The Company is initiating guidance for the full year 2012 with revenues estimated to be in the range of $4.5 to $5.0 billion and diluted earnings per share estimated to be in the range of $2.10 to $2.30 per share.

Ronald Tutor, Chairman and CEO, said: “Momentum in the construction services market is growing.  During 2012 we expect to add significant civil work to backlog and, led by the recently announced Hudson Yards development project, to grow our East Coast building business.  Our integrated service capabilities, enhanced through the acquisitions made last year, represent a competitive advantage that we believe will contribute to additional large scale awards in 2012.”

4th Quarter Conference Call

The Company will host a conference call at 1:30 PM Pacific Time on Thursday, March 1, 2012, to discuss the Company’s fourth quarter 2011 results. To participate in the conference call, please dial the following number five to ten minutes prior to the scheduled conference call time: (800) 237-9752 and enter the pass code 48084796. International callers should dial (617) 847-8706 and enter the pass code 48084796.

If you are unable to participate in the call at this time, a replay will be available on Thursday, March 1, 2012 at 3:30 PM Pacific Time, through Thursday, March 8, 2012. To access the replay, dial (888) 286-8010 and enter the replay code 15520652. International callers should dial (617) 801-6888 and enter the replay code 15520652.  

About Tutor Perini Corporation

Tutor Perini Corporation is a leading civil and building construction company offering diversified general contracting 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 major complex building project commitments as well as our capacity to perform large and complex transportation and heavy civil construction for government agencies and private clients throughout the world.

The statements contained in this 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, hopes, beliefs, intentions or strategies regarding the future and statements regarding future guidance or estimates and non-historical performance. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. The Company’s expectations, beliefs and projections are expressed in good faith and the Company believes there is a reasonable basis for them. There can be no assurance that future developments affecting the Company will be those that we have anticipated. 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 win new contracts and convert backlog into revenue; the Company’s ability to realize the anticipated economic and business benefits of its acquisitions and its strategy to assemble and operate a Specialty Contractors business segment; the potential delay, suspension, termination, or reduction in scope of a construction project; the continuing validity of the underlying assumptions and estimates of total forecasted project revenues, costs and profits and project schedules; 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 and the impact of changing economic conditions on federal, state and local funding for infrastructure projects; possible changes or developments in international 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.

Tutor Perini Corporation (NYSE)

Summary of Consolidated Operations

(Unaudited)

(In thousands, except per share data)

	For the Three Months Ended						For the Year Ended
	December 31,						December 31,
	2011			2010			2011			2010
Revenues:
Building	$	445,889		$	446,158		$	1,825,468		$	2,223,515
Civil		336,939			175,123			885,245			667,129
Specialty		287,651			18,968			802,460			112,860
Management services		44,281			47,704			203,144			195,706
TOTAL REVENUES	$	1,114,760		$	687,953		$	3,716,317		$	3,199,210
Gross profit	$	125,313		$	72,133		$	395,341		$	337,848
General and administrative expenses		74,521			39,789			226,965			165,536
Income from construction operations		50,792			32,344			168,376			172,312
Other income (expense), net		(2,227	)		(1,881	)		4,421			(2,280	)
Interest expense		(9,777	)		(4,210	)		(35,750	)		(10,564	)
Income before income taxes		38,788			26,253			137,047			159,468
Provision for income taxes		(14,740	)		(7,344	)		(50,899	)		(55,968	)
NET INCOME	$	24,048		$	18,909		$	86,148		$	103,500
BASIC EARNINGS PER COMMON  SHARE	$	0.51		$	0.40		$	1.82		$	2.15
DILUTED EARNINGS PER COMMON SHARE	$	0.50		$	0.40		$	1.80		$	2.13
Weighted average common shares outstanding:
Basic		47,326			47,090			47,226			48,111
Effect of dilutive stock options and restricted stock units outstanding		647			660			664			538
Diluted		47,973			47,750			47,890			48,649

Selected Balance Sheet Data

(Unaudited)

(In thousands)

	December 31,		December 31,
	2011		2010
Total assets	$	3,613,127	$	2,779,220
Working capital	$	556,800	$	592,928
Long-term debt, less current maturities	$	612,548	$	374,350
Stockholders' equity	$	1,399,827	$	1,312,994

CONTACT: Kekst and Company

Douglas Kiker, 212-521-4800

Or

Tutor Perini Corporation

Michael Kershaw, 818-362-8391

Executive Vice President, Chief Financial Officer