As Filed with the Securities and Exchange
Commission on July 20, 1999 Registration No. 333-______
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933

VALMONT INDUSTRIES, INC.
(Exact Name of Issuer as Specified in its Charter)

Delaware 47-0351813
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation of Organization) Identification No.)

Valley, Nebraska 68064

(Address of Principal Executive Offices) (Zip Code)

Valmont Employee Retirement Savings Plan
(Full Title of the Plans)

Terry J. McClain, Senior Vice President
and Chief Financial Officer
Valmont Industries, Inc.
Valley, NE 68064
(Name and Address of Agent for Service)

Telephone Number, Including Area Code,
of Agent for Service: 402-359-2201

CALCULATION OF REGISTRATION FEE

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

Proposed maximum Proposed maximum
Title of securities Amount to be offering price per aggregate offering Amount of
to be registered registered(1) share(2) price(2) registration fee(3)
- ----------------------- --------------------- -------------------- ------------------------ --------------------
Common Stock 150,000 $15.4375 $2,315,625 $644
- ----------------------- --------------------- -------------------- ------------------------ --------------------

(1) In addition, pursuant to Rule 416(c), this Registration Statement covers
an indeterminate amount of interests to be offered or sold pursuant to the
employee benefit plan described therein.
(2) Estimated solely for the purposes of calculating the amount of the
registration fee, pursuant to Rule 457(c), on the basis of the average of
the high and low sales prices on July 15, 1999.
(3) Relates only to additional shares registered hereby and does not include
the amount of registration fee previously paid in connection with the
100,000 shares of Common Stock previously registered by Registration
Statement on Form S-8 filed with the Commission on December 29, 1994 (Reg.
No. 33-57117).

PART I

INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

EXPLANATORY NOTE

Pursuant to General Instruction E Form S-8, this Registration Statement
is being filed in order to register 150,000 additional shares of Common Stock of
Valmont Industries, Inc. with respect to a currently effective Registration
Statement on Form S-8 (33-57117) relating to the Valmont Employee Retirement
Savings Plan.

The contents of Registration Statement on Form S-8 (33-57117) as filed
on December 29, 1994 are incorporated by reference into this Registration
Statement.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 8. Exhibits

4.1 - Certificate of Incorporation, as amended, filed with the
Company's Quarterly Report on Form 10-Q for the quarter
ended March 28, 1998 and incorporated herein by reference.

4.2 - Bylaws, as amended, filed with the Company's Annual Report
on Form 10-K for the fiscal year ended December 26, 1998
and incorporated herein by reference.

4.3 - Rights Agreement dated as of December 19, 1995 between the
Company and First National Bank of Omaha as Rights Agent
filed with the Company's Current Report on Form 8-K dated
December 19, 1995 and incorporated herein by reference.

4.4 - Certificate of Adjustment dated May 30, 1997 to Rights
Agreement dated as of December 19, 1995, filed with the
Company's Annual Report on Form 10-K for fiscal year ended
December 27, 1997 and incorporated herein by reference.

4.5 - Valmont Employee Retirement Savings Plan incorporated
herein by reference from Exhibit 4.1 of Valmont's
Registration Statement on Form S-8 (33-57117) filed
December 29, 1994.

5 - Opinion of McGrath, North, Mullin & Kratz, P.C.

23.1 - Consent of McGrath, North, Mullin & Kratz, P.C., counsel
for the Company (included as part of Exhibit 5)

23.2 - Consent of Deloitte & Touche LLP

24 - Powers of Attorney

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing on Form S-8, and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Omaha, and the State of Nebraska, on July 20, 1999.

Valmont Industries, Inc.

/s/ Mogens C. Bay
By_________________________
Mogens C. Bay
Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on July 20, 1999.

Signature Title

/s/ Mogens C. Bay Director, Chairman and Chief
Mogens C. Bay Executive Officer (Principal
Executive Officer)

/s/ Terry J. McClain Vice President and Chief
Terry J. McClain Financial Officer (Principal
Financial Officer)

/s/ Brian C. Stanley Vice President - Investor
Brian C. Stanley Relations & Controller
(Principal Accounting Officer)

Robert B. Daugherty*
Charles M. Harper*
John E. Jones*
Thomas F. Madison*
Charles D. Peebler, Jr.*
Bruce Rohde*
Walter Scott, Jr.*
Kenneth E. Stinson*

*Mogens C. Bay, by signing his name hereto, signs this registration
statement on behalf of each of the directors indicated. A Power of Attorney
authorizing such action has been filed herein as Exhibit 24.

s/ Mogens C. Bay
-------------------------------
Mogens C. Bay
Attorney-in-Fact

Pursuant to the requirements of the Securities Act of 1933, the Valmont
Employee Retirement Savings Plan has duly caused this Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Valley, and the State of Nebraska, on this 20th of July, 1999.

VALMONT EMPLOYEE RETIREMENT
SAVINGS PLAN

By: /s/ Mogens C. Bay
--------------------------------
Mogens C. Bay
Policy Committee Member

By: /s/ Terry J. McClain
-------------------------------
Terry J. McClain
Policy Committee Member

By: /s/ Thomas P. Egan, Jr.
------------------------------
Thomas P. Egan, Jr.
Policy Committee Member

Index to Exhibits

Exhibit No. Exhibit Page

4.1 - Certificate of Incorporation, as amended, filed with the
Company's Quarterly Report on Form 10-Q for the quarter
ended March 28, 1998 and incorporated herein by reference.

4.2 - Bylaws, as amended, filed with the Company's Annual Report
on Form 10-K for the fiscal year ended December 26, 1998
and incorporated herein by reference.

4.4 - Certificate of Adjustment dated May 30, 1997 to Rights
Agreement dated as of December 19, 1995, filed as Exhibit
4(b) with the Company's Annual Report on Form 10-K for
fiscal year ended December 27, 1997 and incorporated herein
by reference.

4.5 - Valmont Employee Retirement Savings Plan incorporated
herein by reference from Exhibit 4.1 of Valmont's
Registration Statement on Form S-8 (33-57117) filed
December 29, 1994.

5 - Opinion of McGrath, North, Mullin & Kratz,
P.C.....................

23.1 - Consent of McGrath, North, Mullin & Kratz, P.C., counsel
for the Company (included as part of Exhibit 5)

23.2 - Consent of Deloitte & Touche LLP...........................

24 - Powers of Attorney.........................................