On October 31, 2008, Fluor Corporation (the "Company") adopted a form of indemnification agreement to be entered into with each of its directors and executive officers, in order to provide consistent indemnification agreements for all directors and executive officers. The agreement confirms the obligations of the Company to indemnify the indemnified parties to the fullest extent authorized by the Delaware General Corporation Law. The agreement also provides that the Company will advance, if requested by an indemnified person, any and all expenses incurred in connection with a proceeding, subject to reimbursement by the indemnified person should a final judicial determination be made that indemnification is not available under applicable law. The Company further agrees that its obligations under the agreement continue after the indemnified party is no longer serving the Company with respect to claims based on the indemnified party's service at the Company.

On November 6, 2008, Fluor Corporation announced its financial results for the quarter ended September 30, 2008. A copy of the press release (the "Earnings Release") making this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 2.02 of this Current Report on Form 8-K, including the Earnings Release, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that section. Furthermore, the information in this Item 2.02 of this Current Report on Form 8-K, including the Earnings Release, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934.

Fluor Corporation includes backlog and new awards data in the Earnings Release. Backlog is a measure of the total dollar value of work to be performed on contracts awarded and in progress. Although backlog reflects business that is considered to be firm, cancellations or scope adjustments may occur. Backlog is adjusted to reflect any known project cancellations, deferrals and revised project scope and costs, both upward and downward. New awards is a measure of the total dollar value of work to be performed on contracts awarded in the period. Backlog and new awards measures are regularly reported in the construction industry.

(d) Exhibits.

Exhibit
Number    Description
 99.1     Press Release issued by Fluor Corporation on November 6, 2008
          announcing its financial results for the quarter ended September 30,
          2008.