X0303 4 2009-10-30 0 0000914024 SHAW GROUP INC SHAW 0001420003 Kershaw Michael J. 4171 ESSEN LANE BATON ROUGE LA 70809 0 1 0 0 See Below Restricted Stock Units 2009-10-30 4 A 0 3030 0.00 A Common Stock 3030 3030 D Employee Stock Option (Right to Buy) 27.79 2009-10-30 4 A 0 5019 27.79 A 2011-01-01 2019-10-30 Common Stock 5019 5019 D Each restricted stock unit represents a contingent right to receive one share of the Company's no par value common stock. This is the total number of restricted stock units granted. Effective October 30, 2009, the reporting person received an award that will vest in four (4) equal annual installments of 25% each commencing on Janurary 1, 2011. Relationship of Reporting Person to Issuer: Senior Vice President and Chief Accounting Officer. /s/ Michael J. Kershaw* *Pursuant to a Power of Attorney previously filed. 2009-11-04