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2000 Annual Report
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It is an exciting time for our company as the “new” Fluor builds on its strategies and the positive momentum developed over the past two years. A number of significant milestones have been reached in positioning the company to achieve its financial performance goals and growth in shareholder value.

Major Accomplishments
Major accomplishments were made in three key areas. First was the creation of a new strategic direction, reinforced by implementation of a business model process to help ensure our financial success. Second was the successful reverse spin-off of Massey Coal and the recapitalization of “new” Fluor. Lastly was the appointment of Alan Boeckmann as president and chief operating officer of Fluor Corporation and an organizational realignment that facilitates the leadership of Fluor as a single, highly focused company. These actions were taken to ensure that we are optimally positioned to capitalize on accelerating market opportunities.

Financial Performance
The year was not without its disappointments. In the third quarter, a lump-sum power project being executed through our partnership with Duke Energy Corporation experienced an unanticipated cost overrun. Earnings were reduced by a $60 million loss on the project that represented our equal share of the overrun. This was especially disappointing in view of the strong ongoing focus we have had to enhance project execution and deliver predictable financial results. Additional actions to further strengthen operating procedures, along with a strong focus on risk management, have been implemented to minimize the prospects of such incidents in the future.

As a result, our financial performance for 2000 was mixed, with earnings from continuing operations, excluding unusual items, of $118.4 million, or $1.55 per share (including the project charge), compared with $127.2 million, or $1.68 per share in 1999.

Encouragingly, consolidated new awards increased by 42 percent to $9.6 billion, compared with $6.8 billion a year ago. As a result, consolidated backlog grew 10 percent to $10.0 billion from $9.1 billion in 1999, the first positive change in Fluor’s backlog in three years. Importantly, gross margin in backlog improved to 6.2 percent from 5 percent a year earlier.

As we enter 2001, we are confident that we have the right strategy, financial structure, organizational focus and leadership to capitalize on significant opportunities in an increasingly favorable market. We are focused on achieving improved financial results in the key financial drivers of shareholder value — sustainable, profitable growth, strong cash flow and returns on investment well above our cost of capital.

Implementation of New Strategic Direction
Implementation of our new strategic direction in 2000 was concentrated on positioning the company as a global, knowledge-based services company and growing our participation in the engineering, procurement, construction, maintenance and related fields. Key initiatives included full implementation of a detailed business model process to set priorities, enhance accountability and provide performance metrics to measure quarterly progress against firmly established objectives. We also further deployed our strategy of project selectivity and client focus supported by the transition to a strong account management methodology that has produced encouraging results.

Significant progress also was achieved with the successful initial implementation of our Knowledge@WorkSM project that revamps our work processes and information management systems. As we move toward full implementation, we will have access to more in-depth and real-time information on operational, financial and human resource data, which will substantially enhance our decision-making processes. Additionally, we successfully implemented a shared-services organization, Fluor Signature Services, which provides cost-effective business and administrative support services to all of Fluor’s operating units. Importantly, this approach not only reduces overhead, but allows operating units to focus their entire energies on growing their core businesses.

During the year, we also made selected investments in three Internet-based ventures that, over time, will enhance our growth potential and increase the value we provide to clients. In March, Fluor and IBM formed an e-commerce capital goods procurement venture, TradeMC, designed to revolutionize the procurement process by concentrating purchases through Web-enabled strategic sourcing agreements. Additionally, we established an equity participation in Citadon, the leading Internet-based project management platform service provider. GlobEquip, a third Web-based venture, was launched in December and will act as an on-line agent for the sale of heavy equipment to high-demand regions of the world.

Massey Spin-Off
No accomplishment during the year was of more historic importance, or of greater impact to the company, than the successful completion of the separation from Fluor of Massey Coal. The tax-free spin-off to shareholders created two new public companies, each a leader in its respective industry, with strong growth opportunities. This action positioned the respective management teams of both companies to focus on improving their strategic and operational performances and provide significantly enhanced flexibility for both to grow in a manner best suited for their businesses.


Financial Condition
Fluor’s financial condition remains strong, and the company has retained its investment grade credit rating. Our financial position is the strongest of any publicly traded company in our industry, which continues to be an important differentiator to our clients by providing assurances that we can fund and complete large, complex projects.


Importantly, the separation of Massey produces a recapitalized financial structure for “new” Fluor with significantly reduced capital requirements. This allows Fluor’s balance sheet to be optimized for its services business focus and will significantly enhance our ability to achieve much higher return on capital. As a result of these positive benefits, and the favorable business outlook, we have increased our long-term financial performance targets. We have now established 15 percent as a minimum objective for both return on capital and long-term average earnings growth. Additionally, beginning 2001, Fluor will be changing to a December 31 fiscal calendar year end.

Recognizing that dividends represent an essential component in the creation of shareholder value, Fluor has targeted a 30-35 percent payout of prospective earnings. Furthermore, we expect that improving earnings performance, along with reduced capital requirements, will generate substantial cash flows over the next several years, enhancing our ability to fund growth initiatives that create additional shareholder value. During the year, 2.6 million “old” Fluor shares were repurchased, completing just over one-third of our targeted 10 percent buyback of outstanding shares.

 
 

Organizational Changes
In an important move designed to capitalize on growth market opportunities, Alan Boeckmann was appointed president and chief operating officer of Fluor Corporation, effective February 1, 2001. Alan’s most recent assignment in his 25-year career at Fluor was as president and chief executive officer of Fluor Daniel. In his new position, he will be responsible for all business operations of the corporation, as well as finance, human resources, and communications. With the reverse spin-off of Massey Coal complete, and our focus now on establishing predominance in our global markets, Alan’s appointment is part of a logical progression in the development of the “new” Fluor.

As a result of the spin-off, Don Blankenship, chairman and chief executive officer of Massey Energy, no longer serves as a director of Fluor Corporation.

Acknowledgements
Congratulations are in order to Fluor’s employees for another outstanding year of safety performance. Safety continues to be a long-standing core value at Fluor, yielding a wide range of benefits to clients, employees and shareholders alike. It was also gratifying that Fluor was ranked the No. 1 engineering and construction company by Fortune magazine through a panel of objective, third-party experts in its prestigious annual listing of “The World’s Most Admired Companies.”

I would like to thank our board of directors and employees for the tremendous effort made during the year in accomplishing significant progress toward our goal of improved financial performance and long-term creation of shareholder value.

I would also like to acknowledge that the successes achieved during the year would not have been possible without the support of our loyal customers. Their evolving needs and growing sophistication regarding the value we can bring to them provides strong motivation to maintain leading-edge capabilities and services which help them achieve their own business success.

I’d like to extend a special note of appreciation to our shareholders for their support and confidence in our company and its future. Evidence that the hard work and dedication of Fluor’s global workforce is increasingly achieving our goals is strengthening our conviction in our ability to realize our full potential and rebuild our record of consistent, predictable growth. We are eager to capitalize on the growing opportunities for increased, value-added service in our targeted markets.



Philip J. Carroll, Jr.
Chairman and Chief Executive Officer
January 17, 2001