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): July 28, 2004 GULF ISLAND FABRICATION, INC. ----------------------------- (Exact name of registrant as specified in its charter) Louisiana 0-22303 72-1147390 ------------------------------ ----------- ------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) 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) Not applicable (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On July 28, 2004, Gulf Island Fabrication, Inc. issued a press release announcing the declaration of a common stock dividend. A copy of the press release is attached as Exhibit 99.2. Item 7. Financial Statements and Exhibits. (c) Exhibits The following exhibit is filed herewith: Exhibit No. Description ----------- ----------- 99.2 Press Release dated July 28, 2004 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 hereunto duly authorized. GULF ISLAND FABRICATION, INC. By: /s/ Joseph P. Gallagher, III ----------------------------------------- Joseph P. Gallagher, III Vice President - Finance, Chief Financial Officer and Treasurer (Principal Financial Officer and Duly Authorized Officer) Dated: July 28, 2004