UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 2004
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ______ to ______
Commission file number 333-21399
A. Full title of the plan and the address of the plan, if different from that of
the issue named below:
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
4400 POST OAK PARKWAY, SUITE 1000
HOUSTON, TEXAS 77027
B. Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
WILLBROS GROUP, INC.
PLAZA 2000 BUILDING
50TH STREET, 8TH FLOOR
P.O. BOX 0816-01098
PANAMA, REPUBLIC OF PANAMA
TELEPHONE NO.: 011-507-213-0947
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
TABLE OF CONTENTS
DECEMBER 31, 2004 AND 2003
Report of Independent Registered Public Accounting Firm 1
Financial Statements:
Statements of Net Assets Available for Benefits
December 31, 2004 and 2003 2
Statements of Changes in Net Assets Available for Benefits
Years ended December 31, 2004 and 2003 3
Notes to Financial Statements
December 31, 2004 and 2003 4
Supplemental Schedules:
Schedule 1 - Schedule H, Line 4a - Schedule of Delinquent Participant Contributions
Year ended December 31, 2004 12
Schedule 2 - Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2004 13
All other schedules required by the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974 are omitted, as they are inapplicable or not required.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Willbros Employee Benefits Committee
Willbros USA, Inc.:
We have audited the accompanying statements of net assets available for benefits
of Willbros Employees' 401(k) Investment Plan as of December 31, 2004 and 2003,
and the related statements of changes in net assets available for benefits for
the years then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of Willbros
Employees' 401(k) Investment Plan as of December 31, 2004 and 2003, and the
changes in net assets available for benefits for the years then ended in
conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule H, line 4a -
schedule of delinquent participant contributions for the year ended December 31,
2004 and schedule H, line 4i - schedule of assets (held at end of year) as of
December 31, 2004, are presented for purposes of additional analysis and are not
a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. These supplemental schedules are the responsibility of the Plan's
management. The supplemental schedules have been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, are fairly stated, in all material respects, in relation to the basic
financial statements taken as a whole.
Houston, Texas
June 29, 2005
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2004 AND 2003
2004 2003
------------ ------------
Assets:
Investments, at fair value $ 22,347,633 $ 18,155,238
Investments, at contract value 3,282,649 2,744,284
Non interest-bearing cash 16,937 52,469
Accrued investment income 2,864 2,763
Contributions receivable:
Employer - cash, net of forfeitures 8,969 3,861
Employer - stock 35,385 1,830
Participants 23,221 15,600
------------ ------------
Total assets 25,717,658 20,976,045
Liabilities:
Due to broker (76,868) --
Administrative expenses payable (12,092) --
------------ ------------
Total liabilities (88,960) --
Net assets available for benefits $ 25,628,698 $ 20,976,045
============ ============
See accompanying notes to financial statements.
2
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2004 AND 2003
2004 2003
------------ ------------
Additions to net assets attributable to:
Investment income:
Net appreciation in fair value of investments $ 3,584,984 $ 3,815,663
Dividends 34,461 37,696
Interest 33,972 33,973
------------ ------------
Total investment income 3,653,417 3,887,332
------------ ------------
Contributions:
Employer - cash, net of forfeitures 647,175 582,195
Employer - stock 239,915 234,859
Participants 1,842,668 1,773,153
Rollovers 133,226 44,082
------------ ------------
Total contributions 2,862,984 2,634,289
------------ ------------
Total additions 6,516,401 6,521,621
------------ ------------
Deductions from net assets attributable to:
Benefits paid to participants (2,619,519) (2,909,454)
Trustee and other fees (142,306) (105,286)
------------ ------------
Total deductions (2,761,825) (3,014,740)
------------ ------------
Net increase in net assets available for benefits before
transfers from merged plans 3,754,576 3,506,881
Transfers from merged plans 898,077 --
------------ ------------
Net increase in net assets available for benefits 4,652,653 3,506,881
Net assets available for benefits - beginning of year 20,976,045 17,469,164
------------ ------------
Net assets available for benefits - end of year $ 25,628,698 $ 20,976,045
============ ============
See accompanying notes to financial statements.
3
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
(1) DESCRIPTION OF PLAN
The following description of the Willbros Employees' 401(k) Investment
Plan (Plan) provides only general information. Participants
should refer to the plan document for a more complete description of
the Plan's provisions.
(A) GENERAL
The Plan is a defined contribution plan sponsored by Willbros
USA, Inc. (the Plan Sponsor) covering eligible employees of
Willbros USA, Inc., Willbros Engineers, Inc., Willbros RPI,
Inc., Willbros Operating Services, Inc., Willbros Energy
Services Company, Willbros Mt. West, Inc., Willbros Pacific
Industrial Electric, Inc., and, from April 1, 2004 to July 1,
2004, Willbros Process Engineering Design, Inc. (collectively
the "Company"). The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974, as amended
(ERISA).
(B) ADMINISTRATION
The Plan's investments and cash are held by Bank of Oklahoma,
N.A. and administered under a trust agreement with the
Company. Bank of Oklahoma, N.A. also provides recordkeeping
services for the Plan. Frank Russell Trust Company (FRTC)
manages the Plan's core investment options, and has full
discretionary authority for purchase and sale of investments
not specifically directed by participants within the approved
plan options; however, the Willbros Employee Benefits
Committee retains the right to change the options available to
participants.
(C) ELIGIBILITY
An employee is eligible to participate in the Plan on the
first day of the fourth month after one hour of service, as
defined in the plan document.
(D) CONTRIBUTIONS
Effective April 1, 2004, participants may contribute up to 75%
of their compensation to the Plan and allocate these amounts
as salary reduction accounts for pre-tax deferrals or
voluntary contribution accounts for after-tax contributions.
Previously, participants could contribute from 1% to 50% of
their compensation to the Plan. Participants who are age 50 or
older at any time during the plan year may elect to make an
additional catch-up contribution of up to $3,000 and $2,000 in
2004 and 2003, respectively.
The Company matches employee contributions up to a maximum of
4% of their compensation in the form of cash or Willbros
Group, Inc. (Willbros) common stock, as elected by the
employee. Company matching contributions elected in Willbros
common stock are immediately subject to investment direction
by the participant (see Note 13).
Participants may elect to roll over distributions from a
former employer's qualified retirement plan, an individual
retirement account or annuity.
4
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
(E) PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's
contributions and the Company matching contributions. At each
valuation date, participants' accounts for each investment
option are credited with their share of the net income and
gains and charged with losses and administrative expenses. The
benefit to which a participant is entitled is the benefit that
can be provided from the participant's vested account.
(F) VESTING
Participants are immediately vested in their voluntary
contribution account and their salary reduction account plus
actual earnings thereon. Vesting in the Company matching
contribution account is based on years of service earned as
follows: less than one year - 0%; 1 year but less than 2 years
- 25%; 2 years but less than 3 years - 50%; three years but
less than 4 years - 75%; and 4 years or more - 100%.
(G) FORFEITURES
The portion of a participant's Company matching contribution
account that is forfeited because of termination of employment
before full vesting is used to reduce the Company's future
matching contributions. During 2004 and 2003, forfeitures
reduced Company matching contributions by $415 and $16,816,
respectively. Forfeitures available to reduce future Company
matching contributions totaled $85,625 and $40,254 at December
31, 2004 and 2003, respectively.
(H) PAYMENT OF PLAN BENEFITS
Upon termination of service, participants may elect to receive
a lump-sum amount equal to the vested value of their accounts,
or, if vested plan benefits exceed $5,000, defer distribution
until age 65 is reached or death occurs. Participants may make
a withdrawal of their voluntary contribution account, the
vested percentage of their Company matching contribution
account and, if over age 59-1/2, their salary reduction
accounts provided that amounts withdrawn from any account have
been in that account for more than two years. Only one
withdrawal is permitted within any twelve-month period. If a
participant makes a withdrawal, the participant is suspended
from Company matching contributions for a six-month period.
Hardship withdrawals from salary reduction accounts before age
59-1/2 are also permitted under certain circumstances.
Participants electing to take a hardship withdrawal are
suspended from making contributions to the Plan for a
six-month period.
(I) PARTICIPANT LOANS
Participants may borrow from the Plan pursuant to Section
408(b)(1) of ERISA. Loans to a participant may not exceed the
lesser of 50% of the vested portion of his or her account, or
$50,000 less the participant's highest outstanding loan
balance during the preceding 12 months. The minimum loan is
$1,000. Interest rates range from 5 percent to 12 percent
5
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
and maturity dates range from January 23, 2005 to April 16,
2019 on loans outstanding at December 31, 2004.
(J) INVESTMENT OPTIONS
Participants may direct the investment of their account as
follows:
SPECIFICALLY DIRECTED INVESTMENTS
Participants who were employed by Willbros USA, Inc. or
Willbros Energy Services Company on December 31, 1996 may
direct the investment of their accounts into savings
accounts; certificates of deposits; obligations of the
United States; common and preferred stocks; call and put
options; bonds, debentures and other debt instruments; and
stock, debt or securities issued by private placement.
CORE INVESTMENT OPTIONS
Participants may direct the investment of their accounts
into the following core investments:
Russell Investment Contract Fund
Russell Fixed Income I Fund
Russell Balanced Income Fund
Russell Domestic Conservative Fund
Russell Global Balanced Fund
Russell Aggressive Balanced Fund
Russell Global Equity Fund
Russell Equity I Fund
Russell All International Markets Fund
Russell Small Cap Fund
Willbros Group, Inc. Common Stock
FLEXIBLE CHOICE OPTIONS
Participants who are currently employed may direct the
investment of their account balances in 1% increments into
approximately 400 mutual funds. Participants enter into a
Flexible Choice Participation Agreement and maintain an
investment election of one or more of the core investment
funds for the initial investment of all employee
contributions and employer cash contributions. At any time
after investment in the core investment fund(s), the
participant may direct the trustee to convert all or a
portion of his/her investments into one or more of the
Flexible Choice Options.
(K) ADMINISTRATIVE EXPENSES
The Company pays administrative expenses of the Plan (except
transaction fees for participants' specifically directed
investments and trustee fees).
6
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) BASIS OF PRESENTATION AND USE OF ESTIMATES
The accompanying financial statements of the Plan have been
prepared on an accrual basis of accounting in accordance with
U.S. generally accepted accounting principles. The preparation
of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of
assets and liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ
from those estimates.
(B) PAYMENT OF BENEFITS
Benefits are recorded when paid.
(C) VALUATION OF INVESTMENTS AND INCOME RECOGNITION
Investments in equity securities and mutual funds are recorded
at fair value based upon quoted market prices. Investments in
common collective trust funds are recorded at fair value based
upon quoted market prices of the underlying assets.
Participant loans are valued at cost, which approximates fair
value. Realized gains (losses) on the sale of investments and
unrealized appreciation (depreciation) in the fair value of
investments held at year end are shown as net appreciation in
fair value of investments in the statement of changes in net
assets available for benefits.
Purchases and sales of securities are recorded on a trade-date
basis. Interest is recorded as earned. Dividends are recorded
on the ex-dividend date.
The Plan holds units of the Russell Investment Contract Fund
(Investment Contract Fund). The Investment Contract Fund
invests primarily in group annuity contracts and synthetic
investment contracts and is fully benefit-responsive. The
Investment Contract Fund is recorded at contract value, which
approximates fair value. The average yield of the Investment
Contract Fund was 3.55% and 4.09% for the years ended December
31, 2004 and 2003, respectively.
(3) INVESTMENTS
The following table presents the fair values of individual investments
that represent 5% or more of the Plan's net assets at December 31, 2004
and 2003.
2004
----
Russell Equity I Fund $ 3,373,653
Russell Fixed Income I Fund 2,045,648
Russell Small Cap Fund 2,523,594
Russell Investment Contract Fund 3,282,649
Russell Global Balanced Fund 2,469,375
7
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
Russell Aggressive Balanced Fund 1,405,802
Russell All International Markets Fund 1,435,049
Willbros Group, Inc. Common Stock 3,489,540
2003
----
Russell Equity I Fund $ 3,200,048
Russell Fixed Income I Fund 1,864,600
Russell Small Cap Fund 2,373,896
Russell Investment Contract Fund 2,744,284
Russell Global Balanced Fund 2,084,141
Willbros Group, Inc. Common Stock 2,065,385
During 2004 and 2003, the Plan's investments (including gains and
losses on investments bought and sold, as well as held during the year)
appreciated in value by $3,584,984 and $3,815,663, respectively, as
follows:
2004 2003
------------ ------------
Mutual funds $ 134,609 $ 276,732
Common stocks 1,845,101 854,893
Common collective trust funds 1,605,274 2,684,038
------------ ------------
$ 3,584,984 $ 3,815,663
============ ============
(4) WILLBROS GROUP, INC. COMMON STOCK
Each participant is entitled to exercise voting rights attributable to
the shares of Willbros common stock allocated to his or her account and
is notified by the trustee prior to the time that such rights are to be
exercised. If instructions have not been given by the participant, the
trustee will vote the Willbros common stock credited to the
participant's account in the same proportion as it votes those shares
allocated to participants' accounts for which it receives voting
instructions.
(5) CONCENTRATION OF INVESTMENTS
The Plan's investment in Willbros common stock represents approximately
13.6% and 9.9% of total investments as of December 31, 2004 and 2003,
respectively.
Willbros operates as an independent international contractor serving
the oil, gas, and power industries. It provides construction and
engineering services to industry and governmental entities worldwide,
specializing in pipelines and associated facilities for onshore,
coastal, and offshore locations. Willbros also is involved in asset
development, ownership, and operations.
8
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
(6) RISKS AND UNCERTAINTIES
The Plan provides for investments in mutual funds, common/collective
trust funds; certificates of deposits; obligations of the United
States; common and preferred stocks including Willbros common stock;
call and put options; bonds, debentures and other debt instruments; and
stock, debt or securities issued by private placement. Investment
securities, in general, are exposed to various risks, such as interest
rate, credit, and overall market volatility risks. Due to the level of
risk associated with certain investment securities, it is reasonably
possible that changes in the value of investment securities will occur
in the near term.
(7) PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and
to terminate the Plan subject to the provisions of ERISA. In the event
of plan termination, participants will become 100% vested in their
accounts.
(8) TAX STATUS
The Plan was established January 1, 1976 under the provisions of ERISA.
The Internal Revenue Service (IRS) has determined that the Plan is
qualified under Section 401(a) and 401(k) of the Internal Revenue Code
of 1986, as amended (IRC) and that the Plan is exempt from federal
income taxes under Section 501(a) which provides that earned income is
taxable only upon distribution thereof. A favorable determination
letter dated July 13, 2004 was received from the IRS. The Plan has been
amended since receiving the determination letter. However, management
believes that the Plan is designed and is currently operated within the
applicable requirements of the IRC.
(9) DELINQUENT PARTICIPANT CONTRIBUTIONS
As reported on Schedule 1, participant contributions and loan
repayments were not remitted to the trust within the time frame
specified by the Department of Labor's Regulation 29 CFR 2510.3-102,
thus constituting nonexempt transactions between the Plan and the
Company for the years ended December 31, 2004 and 2003.
(10) RELATED-PARTY TRANSACTIONS
The Plan allows for investment in Willbros common stock. The Plan also
invests in a money market fund issued by Bank of Oklahoma. Willbros is
the Plan Sponsor and Bank of Oklahoma is the Plan's trustee; therefore,
these transactions qualify as party-in-interest. These are exempt
party-in-interest transactions under ERISA.
(11) PLAN MERGERS
On March 29, 2004, the Company's board of directors approved, by
unanimous written consent, the merger of the following plans of
affiliates into the Plan effective June 1, 2004 (the Merger Date).
Assets of $898,077 were merged into the Plan as follows:
9
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
Willbros Mt. West Fabrication Plants and Stations, Inc. 401(k) Plan $ 348,266
Willbros Pacific Industrial Electric, Inc. 401(k) Plan, and 257,106
Willbros Process Engineering Design, Inc. 401(k) Plan 292,705
(12) RECONCILIATION TO FORM 5500
The following is a reconciliation of net assets available for benefits
per the financial statements to the Form 5500 as of December 31, 2004:
Net assets available for benefits per the financial
statements $ 25,628,698
Amounts allocated to withdrawing participants (172,306)
------------
Net assets available for benefits per the Form 5500 $ 25,456,392
============
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500 for the year ended December
31, 2004:
Benefits paid to participants per the financial statements $ 2,619,519
Add amounts allocated to withdrawing participants at
December 31, 2004 172,306
------------
Benefits paid to participants per the Form 5500 $ 2,791,825
============
Amounts allocated to withdrawing participants are recorded on the Form
5500 for withdrawals that have been processed and approved for payment
prior to December 31, but not yet paid as of that date. There were no
amounts payable to withdrawing participants at December 31, 2003.
(13) SUBSEQUENT EVENTS
Willbros filed Forms 12b-25 with the United States Securities and
Exchange Commission indicating that it would not timely file its Annual
Report on Form 10-K and its Quarterly Report on Form 10-Q. The primary
reason for the delay is the ongoing independent investigation by the
Willbros Audit Committee into facts and circumstances surrounding the
activities of a former senior executive, which included the filing of
improper tax returns in Bolivia, undisclosed related party
transactions, and other irregularities, and the resulting restatement
of Willbros' financial statements for the years 2002, 2003 and the
first three quarters of 2004. In addition, Willbros has not finalized
its assessment of internal controls over financial reporting required
by Section 404 of the Sarbanes-Oxley Act.
Willbros is currently evaluating the information it has obtained
regarding the activities of its former executive and the potential
impact those activities may have on its financial position at December
31, 2004. Because the evaluation is still ongoing, management cannot
yet determine the potential financial impact to Willbros.
10
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
The Plan was amended April 1, 2005, as necessitated by certain
securities laws developments affecting the Plan's ability to offer the
common stock of Willbros. Effective April 1, 2005, participants are not
permitted to direct the investment of participant contributions, Company
matching contributions, loan repayments or existing amounts to Willbros
common stock. This amendment shall not affect a participant's ability to
direct any amounts in his/her account that are currently invested in
Willbros common stock into another investment option offered by the
Plan. This amendment will remain in effect until such time that Willbros
becomes current with its filings with the Securities and Exchange
Commission. After such filing is made and Willbros is once again current
in filing all of its periodic reports with the Securities and Exchange
Commission, this amendment will no longer be effective and the
prohibitions set forth in it shall automatically be lifted.
11
SCHEDULE 1
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
SCHEDULE H, LINE 4a - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
YEAR ENDED DECEMBER 31, 2004 and 2003
(b) (d)
(a) RELATIONSHIP TO PLAN, (c) AMOUNT (e)
IDENTITY OF EMPLOYER OR OTHER DESCRIPTION OF TRANSACTION, ON LINE LOST
PARTY INVOLVED PARTY-IN-INTEREST INCLUDING RATE OF INTEREST 4(A) INTEREST
----------------------- --------------------------- ----------------------------------- ---------- ----------
Willbros USA, Inc. Plan Sponsor 2003 employee deferral not
deposited to Plan in a timely
manner. Interest rate of 14.9%
per annum. $ 108 $ 62
2004 employee deferrals and
loan repayments not deposited
in a timely manner. Interest
rate of 6.0% per annum. 651 34
It was noted that there were unintentional delays by the Company in submitting
2003 and 2004 employee deferrals in the amount of $400 and $108 and 2004 loan
repayments in the amount of $251 to the trustee, respectively. The Company
reimbursed the Plan for lost interest related to the 2003 transaction on July
15, 2004 in the amount of $62. The Company intends to remit lost interest
related to the 2004 transactions subsequent to June 29, 2005.
See accompanying report of independent registered public accounting firm.
12
SCHEDULE 2
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
(d) NUMBER OF (e) CURRENT
(a) (b) IDENTITY OF ISSUE (c) DESCRIPTION OF INVESTMENT SHARES VALUE
----- ------------------------------ ------------------------------------------ ------------------ ---------------------
* Bank of Oklahoma, N.A. AP Cash Management 529,345 $ 529,345
Various Brokerage Account Flexible Choice
Option 1,130,616
Various Brokerage Account Specifically
Directed Investments 1,309,859
Russell Investment Group Russell Equity I Fund 88,664 3,373,653
Russell Investment Group Russell Fixed Income I Fund 83,089 2,045,648
Russell Investment Group Russell Small Cap Fund 93,814 2,523,594
Russell Investment Group Russell Investment Contract Fund 114,842 3,282,649
Russell Investment Group Russell Balanced Income Fund 45,573 783,863
Russell Investment Group Russell Domestic Conservative Fund 15,654 397,919
Russell Investment Group Russell Global Balanced Fund 72,162 2,469,375
Russell Investment Group Russell Aggressive Balanced Fund 69,354 1,405,802
Russell Investment Group Russell Global Equity Fund 20,175 761,209
Russell Investment Group Russell All International Markets
Fund 50,583 1,435,049
* Willbros Group, Inc. Common Stock 151,390 3,489,540
* Participant Loans Interest rates ranging from 5.0% to
12.0% per year, maturity dates
ranging from January 23, 2005 to
April 16, 2019 692,161
----------------------
$ 25,630,282
======================
* Column (a) indicates a party-in-interest
See accompanying report of independent registered public accounting firm.
13
WILLBROS EMPLOYEES' 401(k) INVESTMENT PLAN
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Willbros Employees' 401(k) Investment Plan has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
Willbros Employees' 401(k) Investment Plan
Date: June 29, 2005 By: /s/ DENNIS G. BERRYHILL
---------------------------------------
Dennis G. Berryhill
Willbros Employee Benefits Committee
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
--------------- ----------------------------------------------------------
23 Consent of Independent Registered Public Accounting Firm