X0202 4 2007-01-30 0 0000914024 SHAW GROUP INC SGR 0001064342 MCALISTER ALBERT 330 CHURCH STREET LAURENS SC 29360 1 0 0 0 Common Stock (phantom shares) 2007-01-30 4 A 0 1109 0.00 A 133603 D Non-Employee Director Stock Option (Right to Buy) 33.83 2007-01-30 4 A 0 1109 0.00 A 2008-01-30 2017-01-30 Common Stock 1109 1109 D Phantom shares and Stock options automatically awarded to each non-employee director pursuant to the Company's 2005 Non-Employee Director Stock Incentive Plan ("2005 Director Plan") upon their election/re-election to the Company's Board of Directors. This award of phantom shares is made with an effective grant date of January 30, 2007. The phantom shares vest one year after the effective date of grant. Of the 133,603 beneficially owned by the reporting person, 96,830 shares are owned directly by reporting person, 7,900 shares are owned indirectly by a charitable remainder trust and 27,764 are owned indirectly by antoher trust. The reporting persons' spouse owns separately a total of 1,000 shares. Stock options automatically awarded to each non-employee director pursuant to the Company's 2005 Non-Employee Director Stock Incentive Plan ("2005 Director Plan") upon their election/re-election to the Company's Board of Directors. This award of options is made with an effective grant date of January 30, 2007. The stock options are fully exercisable one year after the effective date of grant. /s/ Albert D. McAlister 2007-02-01