X0303 4 2009-10-13 1 0000914024 SHAW GROUP INC SHAW 0001222049 GLOVER ROY MONTGOMERY 4171 ESSEN LANE BATON ROUGE LA 70809 0 1 0 0 see below Common Stock 2009-10-13 4 F 0 245 31.57 D 10753 D In accordance with the Company's 2001 Employee Incentive Compensation plan (the "Plan"), the reporting person returned shares of the Company's stock to the Company for the purpose of paying the reporting person's tax withholdings due upon the vesting of restricted share units previously awarded to the reporting person under the Plan. Relationship of Reporting Person(s) to Issuer: President of Construction of the Power Group. * /s/ Roy Montgomery Glover * Pursuant to a power of attorney previously filed. 2009-10-15