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


                                  July 20, 2004
                Date of Report (Date of earliest event reported)


                            Valmont Industries, Inc.
             (Exact name of registrant as specified in its charter)

Delaware                             1-31429                47-0351813
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)                                          Identification No.)



One Valmont Plaza
Omaha, Nebraska                                             68154
(Address of principal executive offices)                  (Zip Code)


                                 (402) 963-1000
                         (Registrant's telephone number,
                              including area code)





Item 12.  Results of Operations and Financial Condition.

     Valmont  Industries,  Inc.  issued a press  release  on July 20,  2004 with
earnings  information  on the company's  quarter ended June 26, 2004.  The press
release is furnished with this Form 8-K as Exhibit 99.1.

     The  foregoing  information,  including  exhibit 99.1 attached to this Form
8-K,  shall not be deemed  "filed" for purposes of Section 18 of the  Securities
Exchange Act of 1934 or otherwise  subject to liability under that section,  nor
shall it be deemed  incorporated by reference in any filing under the Securities
Act of 1933 or the  Securities  Exchange Act of 1934,  except as  expressly  set
forth by specific reference in such filing.






                                   SIGNATURES

     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 hereunto duly authorized.

                                       Valmont Industries, Inc.
Date:  July 20, 2004
                                       By: /s/ Terry J. McClain
                                           -------------------------
                                           Name:  Terry J. McClain
                                           Title: Senior Vice President and
                                                  Chief Financial Officer





                                  EXHIBIT INDEX


Exhibit           Description                                       Page No.

99.1              Press release dated July 20, 2004...................