UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from____________ to _____________
Commission File Number 0-22303
GULF ISLAND FABRICATION, INC.
(Exact name of registrant as specified in its charter)
LOUISIANA 72-1147390
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
583 THOMPSON ROAD,
HOUMA, LOUISIANA 70363
(Address of principal executive offices) (Zip Code)
(504) 872-2100
Registrant's telephone number, including area code
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES ___X___ No_______
The number of shares of the Registrant's common stock, no par value per
share, outstanding at November 9, 1998 was 11,638,400.
GULF ISLAND FABRICATION, INC.
I N D E X
Page
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
at September 30, 1998 (unaudited) and
December 31, 1997 1
Consolidated Statements of Income
for the Three and Nine Months Ended
September 30, 1998 and 1997 (unaudited) 2
Consolidated Statement of Changes in
Shareholders' Equity for the Nine Months
Ended September 30, 1998 (unaudited) 3
Consolidated Statements of Cash Flows
for the Nine Months Ended
September 30, 1998 and 1997 (unaudited) 4
Notes to Consolidated Financial Statements 5-7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-10
PART II OTHER INFORMATION
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURES 12
EXHIBIT INDEX E-1
GULF ISLAND FABRICATION, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
September 30, December 31,
1998 1997
___________ _____________
(in thousands)
ASSETS
Current assets:
Cash $ 3,905 $ 6,879
Contracts receivable, net 33,047 21,204
Retainage 6,910 1,556
Costs and estimated earnings in excess of billings
on uncompleted contracts 5,604 903
Prepaid expenses 597 914
Inventory 1,184 968
Recoverable income taxes - 321
___________ __________
Total current assets 51,247 32,745
Property, plant and equipment, net 41,816 34,505
Excess of cost over fair value of net assets
acquired less accumulated amortization of
$ 210,275 at September 30, 1998 3,907 -
Other assets 497 428
___________ __________
Total assets $ 97,467 $ 67,678
=========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 12,459 $ 3,368
Billings in excess of costs and estimated
earnings on uncompleted contracts 10,376 5,925
Accrued employee costs 4,105 3,068
Accrued expenses 2,104 2,829
Income taxes payable 1,081 -
___________ __________
Total current liabilities 30,125 15,190
Deferred income taxes 1,748 1,878
___________ __________
Total liabilities 31,873 17,068
Shareholders' equity:
Preferred stock, no par value, 5,000,000 shares
authorized, no shares issued and outstanding - -
Common stock, no par value, 20,000,000 shares
authorized, 11,638,400 and 11,600,000 shares
issued and outstanding at September 30, 1998
and December 31, 1997, respectively 4,162 4,133
Additional paid-in capital 35,124 34,865
Retained earnings 26,308 11,612
___________ __________
Total shareholders' equity 65,594 50,610
___________ __________
$ 97,467 $ 67,678
=========== ==========
The accompanying notes are an integral part of these statements.
GULF ISLAND FABRICATION, INC.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended Nine Months Ended
September 30, September 30,
___________________ _____________________
1998 1997 1998 1997
(in thousands, except per share data)
Revenue $ 51,866 $ 36,311 $ 149,421 $ 101,556
Cost of revenue 42,036 29,325 121,513 83,282
________ ________ _________ _________
Gross profit 9,830 6,986 27,908 18,274
General and administrative expenses 1,458 1,115 4,532 3,262
________ ________ _________ _________
Operating income 8,372 5,871 23,376 15,012
Other expense (income):
Interest expense 19 16 76 324
Interest income (94) (77) (183) (112)
________ ________ _________ _________
(75) (61) (107) 212
________ ________ _________ _________
Income before income taxes 8,447 5,932 23,483 14,800
Income taxes 3,135 2,234 8,787 4,210
Cumulative deferred tax provision - - - 1,144
________ ________ _________ _________
Net income $ 5,312 $ 3,698 $ 14,696 $ 9,446
======== ======== ========= =========
Pro forma data (Note 3):
Income before income taxes $ 8,447 $ 5,932 $ 23,483 $ 14,800
Income taxes 3,135 2,234 8,787 4,210
Pro forma income taxes
related to operations as S Corporation - - - 1,379
________ ________ _________ _________
Pro forma net income $ 5,312 $ 3,698 $ 14,696 $ 9,211
Pro forma per share data: ======== ======== ========= =========
Pro forma basic earnings per share $ 0.46 $ 0.32 $ 1.26 $ 0.89
======== ======== ========= =========
Pro forma diluted earnings per share $ 0.45 $ 0.32 $ 1.25 $ 0.89
======== ======== ========= =========
Pro forma weighted-average shares 11,638 11,600 11,627 10,310
Effect of dilutive securities: employee stock options 59 89 84 43
________ ________ _________ _________
Pro forma adjusted weighted-average shares 11,697 11,689 11,711 10,353
======== ======== ========= =========
The accompanying notes are an integral part of these statements.
GULF ISLAND FABRICATION, INC.
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED)
Additional Total
Common Stock Paid-In Retained Shareholders'
Shares Amount Capital Earnings Equity
__________ _______ ________ ________ ________
(in thousands, except share data)
Balance at January 1, 1998 11,600,000 $ 4,133 $ 34,865 $ 11,612 $ 50,610
Exercise of stock options 38,400 29 259 - 288
Net income - - - 14,696 14,696
__________ _______ ________ _______ _______
Balance at September 30, 1998 11,638,400 $ 4,162 $ 35,124 $ 26,308 $ 65,594
========== ======= ======== ======== ========
The accompanying notes are an integral part of these statements.
GULF ISLAND FABRICATION, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine months ended
September 30,
1998 1997
___________ _________
(in thousands)
Cash flows from operating activities:
Net income $ 14,696 $ 9,446
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 2,880 2,104
Amortization 210 -
Deferred income taxes (331) 1,218
Changes in operating assets and liabilities:
Contracts receivable (3,939) (7,307)
Retainage (4,109) 790
Costs and estimated earnings in excess of billings
on uncompleted contracts (3,541) (1,972)
Prepaid expenses and other assets 597 967
Inventory (371) -
Accounts payable and accrued expenses 4,456 4,649
Income taxes payable 1,335 988
Billings in excess of costs and estimated earnings
on uncompleted contracts 2,006 2,943
___________ _________
Net cash provided by operating activities 13,889 13,826
Cash flows from investing activities:
Capital expenditures, net (8,577) (12,787)
Payment for purchase of Dolphin Services, net of cash acquired - (5,803)
Payment for purchase of Southport, net of cash acquired (5,922) -
Other (52) 253
___________ _________
Net cash used in investing activities (14,551) (18,337)
Cash flows from financing activities:
Borrowings against notes payable 8,000 41,900
Principal payments on notes payable (10,600) (48,659)
Proceeds from initial public offering - 31,328
Proceeds from exercise of stock options 288 -
Dividends - (16,641)
___________ _________
Net cash provided by (used in) financing activities (2,312) 7,928
___________ _________
Net increase (decrease) in cash (2,974) 3,417
Cash at beginning of period 6,879 1,357
___________ _________
Cash at end of period $ 3,905 $ 4,774
=========== =========
Supplemental cash flow information:
Interest paid $ 72 $ 381
=========== =========
Income taxes paid $ 7,773 $ 2,660
=========== =========
The accompanying notes are an integral part of these statements.
GULF ISLAND FABRICATION, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
FOR THE THREE MONTH AND NINE MONTH PERIODS
ENDED SEPTEMBER 30, 1998 AND 1997
NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING PRINCIPLES
Gulf Island Fabrication, Inc. ("Gulf Island"), located in Houma,
Louisiana, is a leading fabricator of offshore drilling and production
platforms and other specialized structures used in the development and
production of offshore oil and gas reserves. The Company also offers offshore
interconnect pipe hook-up, inshore marine construction, and steel warehousing
and sales. With the acquisition of Southport, Inc., effective January 1, 1998,
the Company also provides the fabrication of living quarters for offshore
platforms for the oil and gas industry. Gulf Island's principal markets are
concentrated in the offshore regions of the Gulf of Mexico. The consolidated
financial statements include the accounts of Gulf Island and its wholly owned
subsidiaries (collectively "the Company"). All significant intercompany
balances and transactions have been eliminated in consolidation.
Effective January 1, 1998, the Company acquired all of the outstanding
shares of Southport, Inc. and its wholly owned subsidiary Southport
International, Inc. (collectively "Southport"). Southport specializes in the
fabrication of living quarters for offshore platforms. The purchase price was
$6.0 million cash, plus contingent payments of up to an additional $5.0 million
based on Southport's net income over a four-year period ending December 31,
2001. The purchase price plus $130,000 of direct expenses exceeded the fair
value of the assets acquired of $12.3 million and liabilities assumed of $10.3
million with the acquisition being accounted for under the purchase method of
accounting. Goodwill of $4.1 million is being amortized over 15 years on a
straight-line basis. Accordingly, the operations of Southport are included in
the Company's consolidated operations from January 1, 1998.
The information presented at September 30, 1998 and for the three months
and nine months ended September 30, 1998 and 1997, is unaudited. In the
opinion of the Company's management, the accompanying unaudited financial
statements contain all adjustments (consisting of normal recurring adjustments)
which the Company considers necessary for the fair presentation of the
Company's financial position at September 30, 1998 and the results of its
operations for the three months and nine months ended September 30, 1998 and
1997, and its cash flows for the nine months ended September 30, 1998 and 1997.
The results of operations for the three months and nine months ended September
30, 1998 are not necessarily indicative of the results that may be expected for
the year ending December 31, 1998.
In the opinion of management, the financial statements included herein
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Registrant Company's annual report on Form 10-K for the year ended December
31, 1997.
Certain items included in the financial statements for the periods ended
December 31, 1997 and September 30, 1997 have been reclassified to conform to
the September 30, 1998 financial statement presentation.
NOTE 2- ACQUISITION OF SOUTHPORT, INC.
The following unaudited pro forma information presents a summary of
consolidated results of operations of the Company and Southport as if the
acquisition had occurred on January 1, 1997. Pro forma adjustments include (1)
adjustments for the increase in interest expense as a result of the
acquisition, (2) additional depreciation on property, plant and equipment, (3)
adjustments to record the amortization of cost in excess of fair value of net
assets acquired, (4) the elimination of certain general and administrative
expenses, and (5) the related tax effects. The pro forma income tax
presentation (Note 3) is included.
Three months Nine months
Ended Ended
September 30, September 30,
1997 1997
(IN THOUSANDS, EXCEPT PER SHARE DATA)
_____________________________________
Revenue............................................ $ 40,979 $115,951
Pro forma net income............................... 4,099 9,798
Pro forma basic and diluted net income per share... 0.36 .95
NOTE 3- PRO FORMA PER SHARE DATA
On April 4, 1997, the Company's shareholders elected to terminate the
Company's status as an S Corporation, and the Company became subject to federal
and state income taxes. The pro forma income statement presentation reflects
income taxes related to operations as an S Corporation as if the Company had
been subject to federal and state income taxes since January 1, 1997 using an
assumed effective tax rate of approximately 38%. Further, the pro forma
weighted-average share calculations for 1997 include the assumed issuance of
additional shares sufficient to pay the distributions made to shareholders in
connection with the Company's Initial Public Offering, to the extent such
distributions exceeded net income for the year ended December 31, 1996.
NOTE 4 - STOCK SPLIT
On October 6, 1997, the Company's Board of Directors authorized a two-for-
one stock split effected in the form of a stock dividend that became effective
on October 28, 1997 to shareholders of record on October 21, 1997. All share
and per share data included in the financial statements prior to the stock
split have been restated to reflect the stock split.
NOTE 5 - CONTINGENCIES
The Company is one of four defendants in a lawsuit in which the plaintiff
claims that the Company improperly installed certain attachments to a jacket
that it had fabricated for the plaintiff. The plaintiff, which has recovered
most of its out-of-pocket losses from its insurer, seeks to recover the
remainder of its claimed out-of-pocket losses (approximately $1 million) and
approximately $63 million for punitive damages and for economic losses which it
alleges resulted from the delay in oil and gas production that was caused by
these events. The Company is vigorously contesting the plaintiff's claims and,
based on the Company's analysis of those claims, the Company's defenses
thereto, and the Court's rulings received to date, the Company believes that
its liability for such claims, if any, will not have a material adverse effect
on the financial position or results of operations of the Company. In view of
the uncertainties inherent in litigation, however, no assurance can be given as
to the ultimate outcome of such claims.
The Company is subject to claims arising through the normal conduct of its
business. While the ultimate outcome of such claims cannot be determined,
management does not expect that these matters will have a material adverse
effect on the financial position or results of operations of the Company.
NOTE 6 - NOTES PAYABLE
Effective August 21, 1998, the Company's existing bank credit facility was
amended and restated in order, among other reasons, to extend the maturity date
to December 31, 2000. The credit facility provides for a revolving line of
credit (the "Revolver") of up to $20.0 million which bears interest equal to,
at the Company's option, the prime lending rate established by Citibank, N.A.
or LIBOR plus 1.5%. The Company is required to maintain certain balance sheet
and cash flow ratios. The Company pays a fee quarterly of three-eighths of one
percent per annum on the weighted-average unused portion of the line of
credit. At September 30, 1998, there were no borrowings outstanding under the
credit facility.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Effective January 1, 1998, the Company acquired all of the outstanding
stock of Southport, Inc. and its wholly owned subsidiary Southport
International, Inc. (collectively, "Southport"). The acquisition is being
accounted for under the purchase method of accounting, and accordingly, the
operations of Southport are included in the Company's consolidated operations
starting January 1, 1998. The Statement of Income included in the unaudited
financial statements presents the consolidated results of operations of the
Company for the three months and nine months ended September 30, 1998, compared
to the results of operations of the Company for the three months and nine
months ended September 30, 1997, without giving effect to the Southport
acquisition.
The Company's revenue for the three month and nine month periods ended
September 30, 1998 was $51.9 million and $149.4 million, an increase of 42.8%
and 47.1%, respectively, compared to $36.3 million and $101.6 million in
revenue for the three month and nine month periods ended September 30, 1997.
Revenue increased as a result of the Southport Acquisition, the on-going labor
recruiting and retention efforts by the Company which generated an increase in
the volume of direct labor hours applied to contracts, and the implementation
of productivity enhancing equipment for the three month and nine month periods
ended September 30, 1998, compared to the same periods in 1997.
The increased employment levels and the utilization of labor saving
equipment enabled the Company to increase volume and produce relatively stable
or slightly improved profit margins and generate a gross profit of $9.8 million
(19.0% of revenue) and $27.9 million (18.7% of revenue) for the three and nine
month periods ended September 30, 1998, respectively, compared to the $7.0
million (19.2% of revenue) and $18.3 million (18.0% of revenue) of gross profit
for the three and nine month periods ended September 30, 1997.
The Company's general and administrative expenses were $1.5 million for
the three month period ended September 30, 1998 and $4.5 million for the nine
month period ended September 30, 1998. This compares to $1.1 million for the
three month period ended September 30, 1997 and $3.3 million for the nine month
period ended September 30, 1997. These increases of $400,000 and $1.2 million,
respectively, were caused by additional general and administrative costs
associated with the operating activities of Southport, additional costs
associated with increased production levels and public company reporting
requirements.
The Company had net interest income of $75,000 for the three months ended
September 30, 1998 and $107,000 for the nine months ended September 30, 1998,
compared to net interest income of $61,000 and net interest expense of $212,000
for the three months and nine months ended September 30, 1997. The Company
completed its Initial Public Offering in April 1997 and used the proceeds to
eliminate all of its outstanding bank debt and provide working capital to the
Company. Since that time, the Company's cash provided by operations has
increased to a level which has allowed the Company to make capital expenditures
and acquisitions with little or no debt.
The Company converted from S Corporation to C Corporation status on April
4, 1997. Pro forma income taxes and pro forma net income give effect to
federal and state income taxes as if the Company had been taxed as a C
Corporation during the three and nine month periods ended September 30, 1997.
Despite the Company's performance for the three month and nine month
periods, the Company expects that the downturn in the industry brought on by
continued low oil prices and a downturn in natural gas prices will impact the
Company's ability to maintain these high levels of performance beyond year end.
The dollar value of projects available in the market is significantly below
last year's levels and the Company's backlog is being similarly eroded.
Competition for available projects has become more intense and future margins
will likely be diminished. Cost reduction measures will be undertaken as
appropriate to meet these conditions. In the longer term, demand for the
Company's services will continue to depend largely upon prices for oil and gas,
which are difficult to predict. At some point however, it is expected that
these prices should recover as supplies are reduced and the Company's customers
are forced to replace them.
LIQUIDITY AND CAPITAL RESOURCES
Historically the Company has funded its business activities through funds
generated from operations and borrowings under its bank credit facility. Net
cash provided by operations was $13.9 million for the nine months ended
September 30, 1998 with working capital increasing to $21.1 million. Net cash
used in investing activities for the nine months ended September 30, 1998 was
$14.6 million, of which $5.9 million related to the purchase of Southport and
$8.7 million related to capital expenditures made during the period.
Approximately 65% of the Company's capital expenditures were for the purchase
of three new Manitowoc cranes which replaced three cranes previously rented.
The remaining 35% of the Company's capital expenditures were for improvements
to its production facilities and for equipment designed to increase the
capacity of its facilities and the productivity of its labor force.
Net cash used in financing activities was $2.3 million for the nine months
ended September 30, 1998. The Company received $288,000 from the proceeds of
exercised stock options and made $2.6 million net payments on the Company's
Bank Credit Facility.
The Company's Bank Credit Facility currently provides for a revolving line
of credit (the "Revolver") of up to $20.0 million which bears interest equal
to, at the Company's option, the prime lending rate established by Citibank,
N.A. or LIBOR plus 1 1/2 %. The Revolver matures December 31, 2000 and is
secured by a mortgage on the Company's real estate, equipment and fixtures. At
September 30, 1998 the Company had no outstanding borrowings under the credit
facility.
Capital expenditures for the remaining three months of 1998 are estimated
to be approximately $8.2 million, including the purchase of two additional new
Manitowoc crawler cranes (which will replace two rental cranes), improvements
to the west yard fabrication area and various other fabrication equipment
purchases and facility expansions. On November 6, 1998 the Company acquired
for $1.15 million the property that it's wholly-owned subsidiary,
Southport,Inc., is located on. The Company also has an agreement to purchase,
for approximately $750,000, property which is adjacent to its east yard and
across the Navigation Canal from its west yard. Management believes that its
available funds, cash generated by operating activities and funds available
under the Revolver will be sufficient to fund these capital expenditures and
its working capital needs. However, the Company may expand its operations
through future acquisitions that may require additional equity or debt
financing.
YEAR 2000 ISSUES
The Problem. Year 2000 issues result from the past practice in the
computer industry of using two digits rather than four when coding the year
portion of a date. This practice can create breakdowns or erroneous
results when computers and processors embedded in other equipment perform
operations involving dates later than December 31, 1999.
The Company's State of Readiness. The Company has assessed the Year
2000 compliance of its information technology systems and has purchased
software and hardware that it believes will be adequate to upgrade all of
these systems to Year 2000 compliance. The Company has also surveyed its
significant non-information technology equipment for Year 2000 issues.
While the Company uses several such items of equipment that are significant
to its operations (such as automated welding and cutting equipment) none of
the automated functions of this equipment are date sensitive and the
Company believes that none of the equipment will require replacement or
modification for Year 2000 compliance.
The Company does not have any significant suppliers or customers whose
information technology systems directly interface with that of the Company.
Nevertheless, as part of its assessment of its state of readiness, the
Company is surveying its suppliers and customers for Year 2000 compliance.
To date, the Company has received replies from approximately 71% of the
suppliers that it has contacted, all of which (with insignificant
exceptions) have indicated that they have taken appropriate steps to
achieve Year 2000 compliance or have plans to do so. The Company has only
recently begun its survey of customers and does not yet have a significant
response.
Costs. Because the Company's information technology systems have
been regularly upgraded and replaced as part of the Company's ongoing
efforts to maintain high-grade technology and because the Company is not
heavily dependent on non-information technology equipment that is date
sensitive, the Company's Year 2000 compliance costs are expected to be
relatively low. Recently the Company has incurred $77,000 to purchase
software and hardware to upgrade its information technology systems and
management does not believe that significant additional costs will be
required for Year 2000 compliance. There can be no guarantee, however,
that actual costs will not exceed that amount.
Risks. While the Company believes that it has taken reasonable steps
to assess its internal systems and prepare them for Year 2000 issues, if
those steps prove inadequate the Company's ability to estimate and bid on
new jobs and its financial and other daily business procedures could be
interrupted or delayed, any of which could have a material adverse effect
on the Company's operations. Because the Company's survey of its suppliers
and customers is not complete, the Company is not in a position to evaluate
the risk of their non-compliance. It is possible that the operations of
the Company could be adversely affected to a material extent by the non-
compliance of significant suppliers or customers.
Contingency Plan. While the Company intends to continue to monitor
Year 2000 issues, it does not currently have a contingency plan for dealing
with the possibility that its current systems may prove inadequate, nor
does the Company currently intend to develop such a plan.
FORWARD-LOOKING STATEMENTS
Statements under "Year 2000 Issues" as to the Company's beliefs and
expectations, statements in the last paragraph under "Results of
Operations" and other statements in this report and the exhibits hereto
that are not statements of historical fact are forward-looking statements.
These statements involve risks and uncertainties that include, among
others, the timing and extent of changes in the prices of crude oil and
natural gas, the timing of new projects and the Company's ability to obtain
them, competitive factors in the heavy marine fabrication industry, the
accuracy of the Company's assessment of its exposure to Year 2000 issues
and the adequacy of the steps it has taken to address those issues.
Changes in these factors could result in changes in the Company's
performance and could cause the actual results to differ materially from
those expressed in the forward-looking statements.
PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
On October 22, 1998 the Company announced its 1998 third quarter earnings
and related matters. The press release making this announcement is attached
hereto as Exhibit 99.1.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
10.1 Seventh Amended and Restated Revolving Credit and Term Loan
Agreement among the Company and First National Bank of Commerce
and Whitney National Bank, dated August 21, 1998 (the "Bank
Credit Facility").
27.1 Financial Data Schedule.
99.1 Press release issued by the Company on October 22, 1998
announcing its 1998 third quarter earnings and related matters.
(b) The Company filed no reports on Form 8-K during the quarter for
which this report is filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GULF ISLAND FABRICATION, INC.
/s/ Joseph P. Gallagher, III
By:______________________________
Joseph P. Gallagher, III
Vice President - Finance,
Chief Financial Officer,
Treasurer and Secretary
(Principal Financial Officer
and Duly Authorized Officer)
DATE: NOVEMBER 12, 1998
GULF ISLAND FABRICATION, INC.
EXHIBIT INDEX
Exhibit
Number DESCRIPTION OF EXHIBIT
10.1 Seventh Amended and Restated Revolving Credit and Term Loan
Agreement among the Company and First National Bank of Commerce and
Whitney National Bank, dated August 21, 1998 (the "Bank Credit
Facility").
27.1 Financial Data Schedule.
99.1 Press release issued by the Company on October 22, 1998 announcing
its 1998 third quarter earnings and related matters.