UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
FORM 8-K

 
CURRENT REPORT
 
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported)
November 17, 2004

 
FMC TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

 
 	 	 	 	 	
Delaware	 	1-16489	 	36-4412642	
(State or other jurisdiction
of incorporation)	 	(Commission File Number)	 	(I.R.S. Employer
Identification No.)	
 
1803 Gears Road, Houston, TX 77067
(Address of principal executive offices) (Zip Code)
 
(281) 591-4000
Registrant’s telephone number,
including area code

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

Item 7.01. Regulation FD Disclosure.
 
On November 17, 2004, FMC Technologies, Inc. issued a press release regarding its Sonatrach project and the completion of a transaction with MODEC, Inc. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
(c) Exhibits:
 
 	99.1	Press release issued by FMC Technologies, Inc. dated November 17, 2004, regarding its Sonatrach project and the completion of a transaction with MODEC, Inc.	

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

FMC TECHNOLOGIES, INC.	
 	 	
By :	 	/s/    William H. Schumann, III

	
 	 	William H. Schumann, III	
 	 	Senior Vice President, Chief Financial
Officer and Treasurer	
 
Date: November 18, 2004

EXHIBIT 99.1

News Release        	 	 	 	 	 	FMC Technologies Inc	
 	 	 	 	 	 	1803 Gears Road	
 	 	 	 	 	 	Houston, TX 77067	

 
 	 	 	 	 	
For Release: Immediate	  	 	
 	 	 	
Media	  	Marvin Brown	  	(281) 591-4212	
 	  	Bruce Bullock	  	(281) 591-4429	
Investors	  	Maryann Seaman	  	(312) 861-6414	
 
FMC Technologies Announces:
 
 	•	Further Sonatrach Project Cost Increase	
 
 	•	Completion of the MODEC Transaction	
 
HOUSTON, November 17, 2004 – FMC Technologies, Inc. (NYSE: FTI) today announced updated information about its Sonatrach project in Algeria and the completion of its transaction with MODEC, Inc.
 
FMC Technologies is providing an offshore oil loading project in Algeria for Sonatrach-TRC, the Algerian Oil and Gas Company. Severe storms in Algeria that have occurred in the last few days have delayed completion of the pipeline installation phase of the project. These unforeseeable and abnormal events have caused FMC Technologies management to revise the project’s cost and schedule. At this time, management estimates that the total project cost will increase by approximately $15 million. Management will continue to monitor the situation for further developments but, in any case, will provide a project update at the Company’s next scheduled quarterly conference call in January 2005.
 
FMC Technologies also announced that it has completed its previously announced transaction with MODEC, Inc., a Tokyo based company, in which it exercised its right to acquire common shares of MODEC, Inc. under its existing agreement. Upon FMC Technologies’ notification, a subsidiary of MODEC, Inc. was obligated to purchase FMC Technologies’ 37.5 percent ownership in MODEC International LLC.
 
FMC Technologies’ total proceeds from the transaction include $28 million of cash and 2.6 million common shares of MODEC, Inc., which, at current market values and exchange rates, represent a total value of $77 million. FMC Technologies now anticipates the gain from this transaction to be an additional $0.52 per diluted share in full-year 2004 earnings.
 
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Page 2 - FMC Technologies Updates Sonatrach Project, MODEC Transaction Completed
 
Completion of the transaction required FMC Technologies to surrender its ownership interest in MODEC International LLC and any future earnings or losses associated with it. The impact of that ownership interest in 2004 is expected to be less than $0.01 per diluted share.
 
# # #
 
FMC Technologies, Inc. (www.fmctechnologies.com) is a global leader providing mission-critical technology solutions for the energy, food processing and air transportation industries. FMC Technologies designs, manufactures and services technologically sophisticated systems and products for its customers through its Energy Systems (comprising Energy Production and Energy Processing), FoodTech and Airport Systems businesses. FMC Technologies employs approximately 8,600 people and operates 32 manufacturing facilities in 16 countries.
 
This release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are information of a non-historical nature and are subject to risks and uncertainties that are beyond FMC Technologies’ ability to control. Forward-looking statements are qualified in their entirety by the cautionary language set forth in FMC Technologies’ filings with the Securities and Exchange Commission, including the risks and uncertainties described in the Cautionary Note Regarding Forward-Looking Statements in Management’s Discussion and Analysis of Financial Condition and Results of Operations in FMC Technologies’ Quarterly Report on Form 10-Q for the quarter ended September 30, 2004. FMC Technologies cautions shareholders and prospective investors that actual results may differ materially from those indicated by the forward-looking statements.