X0202 4 2007-05-18 0 0000906469 WASHINGTON GROUP INTERNATIONAL INC WGII 0001047593 MONACO MICHAEL P CONWAY DEL GENIO GRIES & CO. 645 FIFTH AVENUE, 11TH FLOOR NEW YORK NY 10022 1 0 0 0 Deferred Stock 2007-05-18 4 A 0 1069 0 A 5756 D These are deferred shares awarded under the Company's 2004 Equity Incentive Plan and are forfeitable until such time as they vest. They will vest in four equal installments on the last date of each of the four calendar quarters immediately following the transaction date shown on page 1 of this Form 4. The vested shares will be delivered to the director within 60 days of termination of service on the Company's Board of Directors, provided such delivery is in compliance with Section 409A of the Internal Revenue Code. By: Craig G. Taylor For: Michael P.Monaco 2007-05-21