-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N3ZMu4O1RDrRWXH8GxRBgy3TyiryW+nSgnS84UdrqJAa1ztZJZNRkq09bdB7PXVo ROvJpMWYkxHevovxobGiAg== /in/edgar/work/20000816/0000094601-00-000028/0000094601-00-000028.txt : 20000922 0000094601-00-000028.hdr.sgml : 20000922 ACCESSION NUMBER: 0000094601-00-000028 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000816 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SHAW GROUP INC CENTRAL INDEX KEY: 0000914024 STANDARD INDUSTRIAL CLASSIFICATION: [3490 ] IRS NUMBER: 721106167 STATE OF INCORPORATION: LA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-43969 FILM NUMBER: 703967 BUSINESS ADDRESS: STREET 1: 8545 UNITED PLAZA BOULEVARD STREET 2: 2ND FLOOR CITY: BATON ROUGE STATE: LA ZIP: 70809 BUSINESS PHONE: 2259322500 MAIL ADDRESS: STREET 1: 8545 UNITED PLAZA BOULEVARD CITY: BATON ROUGE STATE: LA ZIP: 70809 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STONE & WEBSTER INC CENTRAL INDEX KEY: 0000094601 STANDARD INDUSTRIAL CLASSIFICATION: [8711 ] IRS NUMBER: 135416910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 245 SUMMER ST CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6175895111 MAIL ADDRESS: STREET 1: 245 SUMMER STREET CITY: BOSTON STATE: MA ZIP: 02210 SC 13G 1 0001.txt SCHEDULE 13G UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D.C. 20549 Expires: November 30, 1999 Estimated average burden hours per response: 14.90 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The Shaw Group Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 820280105 (CUSIP Number) July 14, 2000 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x ] Rule 13d-1(c) [ ] Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). - -------------------------------------------------------------------------------- 1. Name of reporting person, I.R.S. Identification No. of above person (entities only) Stone & Webster, Incorporated (Debtor-in-Possession), 13-5416910 - -------------------------------------------------------------------------------- 2. Check the appropriate box if a member of a group (a) ( ) (b) ( ) - -------------------------------------------------------------------------------- 3. SEC use only - -------------------------------------------------------------------------------- 4. Citizenship or place of organization Delaware - -------------------------------------------------------------------------------- 5. Sole Voting Power Number of 1,606,248 Shares ---------------------------------- Beneficially 6. Shared Voting Power owned by 625,525 each ---------------------------------- reporting 7. Sole Dispositive Power person 1,606,248 with ---------------------------------- 8. Shared Dispositive Power 625,525 - -------------------------------------------------------------------------------- 9. Aggregate amount beneficially owned by each reporting person 2,231,773 shares - -------------------------------------------------------------------------------- 10. Check box if the aggregate amount in row (9) excludes certain shares (see instructions) ( ) - -------------------------------------------------------------------------------- 11. Percent of class represented by amount in row 9 Approximately 12.7% - -------------------------------------------------------------------------------- 12. Type of reporting person (see instructions) CO - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Item 1(a). Name of Issuer: The Shaw Group Inc. Item 1(b). Address of Issuer's Principal Executive Offices: 8545 United Plaza Boulevard, Baton Rouge, LA 70809 Item 2(a). Name of Person Filing: Stone & Webster, Incorporated (Debtor-in-Possession) (the "registrant") Item 2(b). Address or Principal Business Office or, if None, Residence: 245 Summer Street, Boston, Massachusetts 02210 Item 2(c). Citizenship: Delaware Item 2(d). Title of Class of Securities: Common Stock, $1.00 par value Item 2(e). CUSIP Number: 820280105 Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in Section 3(a) of the Act (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [ ] Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F). (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b) (ii)(G) (note: see Item 7) (h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H) Item 4. Ownership (a) Amount Beneficially Owned: 2,231,773 shares (b) Percent of Class: 12.7% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 1,606,248 (ii) shared power to vote or to direct the vote: 625,525 (iii) sole power to dispose or to direct the disposition of: 1,606,248 (iv) shared power to dispose or to direct the disposition of: 625,525 Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. [ ] Item 6. Ownership of More than Five Percent on Behalf of Another Person. Except as set forth in Item 7, to the best knowledge of the registrant, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company or Control Persons. Of the 2,231,773 shares beneficially owned by registrant, 369,837 shares are owned by Stone & Webster Group, Limited, the registrant's wholly-owned U.K. subsidiary and 255,688 shares are owned by Stone & Webster Canada Limited, the registrant's wholly-owned Canadian subsidiary. Item 8. Identification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of a Group. Not applicable. Item 10. Certifications. By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: August 14, 2000 /S/ THOMAS L. LANGFORD ---------------------------------------------- Thomas L. Langford President and Chief Restructuring Officer -----END PRIVACY-ENHANCED MESSAGE-----