SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549
                                  
                                     FORM 8-A

                                  
                  FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                      PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                           SECURITIES EXCHANGE ACT OF 1934


                            GULF ISLAND FABRICATION, INC.
                (Exact name of Registrant as specified in its charter)


               Louisiana                                72-1147390
(State of incorporation or organization) (I.R.S. Employer Identification No.)


                                  538 Thompson Road
                               Houma, Louisiana  70363
                 (Address of principal executive offices) (Zip Code)


          Securities to be registered pursuant to Section 12(b) of the Act:

                                         None


          Securities to be registered pursuant to Section 12(g) of the Act:

                              Common Stock, no par value
                                    (Title of Class)


                    INFORMATION REQUIRED IN REGISTRATION STATEMENT


          Item 1.   Description of Registrant's Securities to be Registered

               The  information  required  by  this item is incorporated by
          reference from pages 43 through 45 of  the Registration Statement
          on Form S-1 of the Registrant, Registration  No.  333-21863 under
          the heading "Description of Capital Stock," a copy  of  which  is
          included as Exhibit 4 hereto.


          Item 2.   Exhibits

               1.   Registrant's   Amended   and   Restated   Articles   of
                    Incorporation.   Incorporated  herein  by  reference to
                    Exhibit 3.1 to the Registrant's Registration  Statement
                    on   Form   S-1,   Registration   No.   333-21863  (the
                    "Registration Statement").

               2.   Registrant's Bylaws.  Incorporated  herein by reference
                    to   Exhibit   3.2  to  the  Registrant's  Registration
                    Statement.

               3.   Specimen  of Common  Stock  certificate.   Incorporated
                    herein by reference  to Exhibit 4.2 to the Registrant's
                    Registration Statement.

               4.   Description  of  the Registrant's  capital  stock  from
                    pages 43 through 45  of  the  Registrant's Registration
                    Statement and incorporated herein by reference.

         

                                      SIGNATURE


               Pursuant to the requirements of Section 12 of the Securities
          Exchange  Act  of  1934,  the  Registrant has  duly  caused  this
          Registration  Statement  to  be  signed  on  its  behalf  by  the
          undersigned, thereto duly authorized.

                                        GULF ISLAND FABRICATION, INC.



                                               /s/ Kerry J.  Chauvin
                                            ------------------------------
                                            Kerry J.  Chauvin, President
                                            and Chief Executive Officer

          Date:   March 24, 1997


                                    EXHIBIT INDEX
                                   
          Sequentially
          Exhibit                                                 Numbered
          Number    Description                                     Page


           1        Registrant's Amended  and  Restated
                    Articles of Incorporation.*

           2        Registrant's Bylaws.*

           3        Specimen  of  Common  Stock  certificate   of
                    Registrant.*

           4        Description of the Registrant's capital stock
                    from  pages 43 through 45 of the Registration
                    Statement  on  Form  S-1  of  the Registrant,
                    Registration  No. 333-21863 and  incorporated
                    herein by reference.
          
          ________________________
          *Incorporated herein by reference from the Registrant's
          Registration Statement on  Form  S-1,  Registration No.
          333-21863.