EXHIBIT 99.2

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of The Shaw Group Inc. (the "Company")
on Form 10-Q for the fiscal quarter ended May 31, 2003, as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Robert
L. Belk, Executive Vice President and Chief Financial Officer of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that:

         (1)      The Report fully complies with the requirements of section
                  13(a) or 15(d), as appropriate, of the Securities Exchange Act
                  of 1934, as amended; and

         (2)      The information contained in the Report fairly presents, in
                  all material respects, the financial condition and results of
                  operations of the Company.


/s/ Robert L. Belk
- ---------------------------
Robert L. Belk
Executive Vice President and Chief Financial Officer
July 15, 2003





A signed original of this written statement required by Section 906 has been
provided to The Shaw Group Inc. and will be retained by The Shaw Group Inc. and
furnished to the Securities and Exchange Commission or its staff upon request.