UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  ------------

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                              ---------------------

        Date of Report (Date of earliest event reported): August 6, 2008

                          Gulf Island Fabrication, Inc.
             (Exact name of registrant as specified in its charter)


        Louisiana                0-22303                  72-1147390
(State of incorporation) (Commission File Number) (IRS Employer Identification
                                                                 No.)

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


                                 (985) 872-2100
              (Registrant's telephone number, including area code)


                                       N/A
          (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))


Item 1.01       Entry Into a Material Definitive Agreement

     Effective August 6, 2008, the Company,  as borrower,  Whitney National Bank
and JPMorgan Chase Bank, N.A., as lenders, and the guarantors specified therein,
entered  into  the  Seventh  Amendment  to Ninth  Amended  and  Restated  Credit
Agreement (as amended,  the "Credit  Facility").  The  amendment,  in part,  (i)
extends the term of the Credit  Facility  from December 31, 2009 to December 31,
2010, and (ii) increases the commitment from $50 million to $60 million.  A copy
of the amendment is attached as Exhibit 10.1 to this Form 8-K.

Item 9.01       Financial Statements and Exhibits

        (d)     Exhibits.

                The following exhibit is filed herewith:

                Exhibit No.     Description
                -----------     -----------

                  10.1          Seventh Amendment to Ninth Amended and Restated
                                Credit Agreement.


                                    SIGNATURE

     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 hereunto duly authorized.


                                        GULF ISLAND FABRICATION, INC.



                                        By:       /s/ Robin A. Seibert
                                            ------------------------------------
                                                      Robin A. Seibert
                                                  Vice President - Finance,
                                                   Chief Financial Officer
                                                       and Treasurer
                                                 (Principal Financial Officer
                                                  and Duly Authorized Officer)



Dated: August 11, 2008




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