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): July 28, 2004


                                Kirby Corporation
             (Exact name of registrant as specified in its charter)

                        Nevada                          74-1884980
            (State or other jurisdiction of         (I.R.S. Employer
             incorporation or organization)        Identification No.)

             55 Waugh Drive, Suite 1000                   77007
                     Houston, Texas                    (Zip Code)
            (Address of principal executive offices)

               Registrant's telephone number, including area code:
                                 (713) 435-1000

Item 7.   Financial  Statements  and  Exhibits
          (c)  Exhibits:
               99.1  Press release dated July 28, 2004

Item 12.  Results  of  Operations  and  Financial  Condition

     On  July  28,  2004,  Kirby  Corporation  ("Kirby")  issued a press release
announcing  earnings for the three months and six months ended June 30, 2004.  A
copy  of  the  press  release  is  attached  as  Exhibit  99.1  to  this report.

     EBITDA,  a non-GAAP financial measure, is used in the press release.  Kirby
defines  EBITDA  as  net  earnings  before  interest  expense,  taxes on income,
depreciation  and  amortization.  Kirby has historically evaluated its operating
performance using numerous measures, one of which is EBITDA. EBITDA is presented
because  of  its  wide acceptance as a financial indicator. EBITDA is one of the
performance  measures  used in Kirby's incentive bonus plan. EBITDA is also used
by  rating  agencies  in  determining  Kirby's  credit  rating  and  by analysts
publishing  research  reports  on  Kirby, as well as by investors and investment
bankers  generally in valuing companies. A quantitative reconciliation of EBITDA
to  GAAP net earnings for the 2004 and 2003 second quarters and first six months
is  included  in  the  press  release.



                                   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  thereunto  duly  authorized.

                                      KIRBY  CORPORATION
                                      (Registrant)

                                      By:      /s/  NORMAN  W.  NOLEN
                                             -----------------------------------
                                                    Norman W. Nolen
                                             Executive Vice President, Treasurer
                                                and Chief Financial Officer

Dated:  July 29, 2004



                                  EXHIBIT INDEX



Exhibit 99.1   Press release dated July 28, 2004




                                      KIRBY

KIRBY CORPORATION                                        Contact:  Steve Holcomb
                                                                   713-435-1135

FOR  IMMEDIATE  RELEASE
- -----------------------


                       KIRBY CORPORATION ANNOUNCES RECORD
                   2004 SECOND QUARTER AND SIX MONTHS RESULTS

- -    2004  second quarter earnings per share were $.55 compared with $.48 earned
     in  the  2003  second  quarter

- -    2004  first  six months earnings per share were $.91 compared with $.77 per
     share  earned  in  the  2003  first  six  months

- -    2004  third quarter earnings per share guidance is $.50 to $.54 versus $.46
     earned  in  the  2003  third  quarter

- -    2004  year  earnings  per share guidance tightened to $1.90 to $1.95 versus
     $1.67  earned  in  the  2003  year

Houston,  Texas  (July  28, 2004) - Kirby Corporation ("Kirby") (NYSE:KEX) today
announced  record  net  earnings  for  the second quarter ended June 30, 2004 of
$13,778,000,  or  $.55  per share, compared with $11,789,000, or $.48 per share,
for  the  second  quarter  of  2003.  The  2004 second quarter net earnings were
slightly  above  Kirby's  published  earnings guidance range of $.50 to $.54 per
share.  Consolidated  revenues  for  the  2004  second quarter were $170,876,000
compared  with  $158,739,000  for  the  2003  second  quarter.

Kirby  reported  record  net  earnings  for  the  first  six  months  of 2004 of
$22,798,000,  or  $.91  per share, compared with $18,657,000, or $.77 per share,
for  the  first  six  months  of  2003.  Consolidated revenues for the first six
months  of  2004 were $328,191,000 compared with $306,939,000 for the first half
of  2003.

Marine transportation revenues increased 9% for the 2004 second quarter compared
with the second quarter of 2003, while operating income increased 14% during the
same   period.  For the first six months of 2004, marine transportation revenues
increased  9%  and  operating  income  increased 18% when compared with the 2003
first half.  The favorable results were attributable to strong petrochemical and
black oil products volumes, and normal seasonal refined products volumes, offset
to  some  degree  by  weak  liquid  fertilizer  volumes.


                                  Page 1 of 6

The  diesel engine services segment's second quarter 2004 revenues and operating
income  were  slightly above 2003 second quarter levels.  During the 2004 second
quarter,  the  Midwest  dry  cargo  river  market  continued  to improve and its
operations  were  enhanced  with  the  April  2004 purchase of the diesel engine
services operations of Walker Paducah.  The segment's rail market benefited from
several  large  orders from transit customers during the 2004 second quarter.  A
continued  weak  Gulf  Coast  offshore  oil service market, as well as weak East
Coast  and  West  Coast  marine  markets, negatively affected the segment's 2004
second  quarter  results.

Joe  Pyne,  Kirby's  President  and  Chief Executive Officer, commented, "We are
encouraged  by  the  continued  improvement  in  our petrochemical and black oil
products  markets.  The  petrochemical and black oil markets contributed 68% and
18%,  respectively,  of  our 2004 first half marine transportation revenues.  We
are  forecasting net earnings for the 2004 third quarter in the $.50 to $.54 per
share  range.  This  guidance  compares  with  net  earnings  of  $.46 per share
reported  for  the 2003 third quarter.  Our 2004 third quarter guidance is based
on  similar  petrochemical  and  black  oil volumes, as well as a normal refined
products  market  and  an  improved liquid fertilizer market.  The third quarter
will  be  negatively  impacted  by  the closure of the McAlpine lock on the Ohio
River for major repairs for approximately two weeks in August.  The lock closure
will stop all waterborne traffic on the Ohio River with a destination upriver of
Louisville,  Kentucky,  including  Cincinnati  and  Pittsburgh.  We estimate the
impact  of  the  McAlpine lock closure on the 2004 third quarter results will be
approximately  $.02  to  $.03  per  share."

Mr.  Pyne  further commented, "For the 2004 year, we are tightening our earnings
guidance to $1.90 to $1.95 per share.  This guidance compares with 2003 year net
earnings  of $1.67 per share.  Capital spending guidance for 2004 remains in the
$85  to  $90  million  range  and  includes  approximately  $41  million for the
construction of 16 new 30,000 barrel petrochemical tank barges and 10 new 30,000
barrel  black  oil  tank  barges."

This  earnings press release includes marine transportation performance measures
for  both  the  2004  and  2003  second  quarters  and  first  six  months.  The
performance measures include ton miles, revenues per ton mile, towboats operated
and delay days.  Comparable performance measures for the 2003 and 2002 years and
quarters  are  available  at  Kirby's  web  site  under  the caption Performance
Measurements  in  the  Investor  Relations  section.  Kirby's  homepage  can  be
accessed  by  visiting  www.kirbycorp.com.
                        -----------------

A  conference  call  is  scheduled at 9:00 a.m. central time tomorrow, Thursday,
July  29, 2004, to discuss the 2004 second quarter and first six months, and the
outlook for the 2004 third quarter and full year.  The conference call number is
888-328-2514  for  domestic  callers and 706-679-3262 for international callers.
The  leader's  name  is  Steve  Holcomb.  An audio playback will be available at
approximately  11:00  a.m.  central time on July 29 through 6:00 p.m. on Friday,
August  27,  2004, by dialing 800-642-1687 for domestic callers and 706-645-9291
for international callers.  The conference ID number is 8949236.  The conference
call  can  also  be  accessed  by  visiting  Kirby's  homepage  at
http://www.kirbycorp.com/  or  at  http://audioevent.mshow.com/178187.  A replay
- -------------------------          ----------------------------------
will  be  available  on  each  of those web sites following the conference call.


                                  Page 2 of 6

The  financial  and  other information to be discussed in the conference call is
available  in this press release and in a Form 8-K filed with the Securities and
Exchange  Commission.  This  press  release  and the Form 8-K include a non-GAAP
financial  measure,  EBITDA, which Kirby defines as net earnings before interest
expense,  taxes  on  income, depreciation and amortization.  A reconciliation of
EBITDA  for the 2004 and 2003 second quarters and first six months with GAAP net
earnings  for  the  same  periods  is  included  in  the  Condensed Consolidated
Financial  Information  in  this  press  release.

Kirby  Corporation,  based  in  Houston,  Texas, operates inland tank barges and
towing  vessels,  transporting  petrochemicals,  black  oil  products,  refined
petroleum  products  and  agricultural  chemicals  throughout  the United States
inland  waterway  system.  Through  the  diesel  engine  services segment, Kirby
provides  after-market  service  for  large  medium-speed diesel engines used in
marine,  power  generation  and  industrial,  and  railroad  applications.

Statements  contained  in  this  press  release  with  respect to the future are
forward-looking  statements.  These  statements  reflect management's reasonable
judgment  with  respect  to  future  events.  Forward-looking statements involve
risks  and  uncertainties.  Actual  results  could  differ materially from those
anticipated  as  a  result  of  various  factors,  including  cyclical  or other
downturns in demand, significant pricing competition, unanticipated additions to
industry  capacity,  changes  in  the  Jones  Act or in U.S. maritime policy and
practice,  fuel costs, interest rates, weather conditions, and timing, magnitude
and  the  number  of  acquisitions  made by Kirby.  A listing of additional risk
factors  can  be  found in Kirby's annual report on Form 10-K for the year ended
December  31,  2003,  filed  with  the  Securities  and  Exchange  Commission.

                           CONFERENCE CALL INFORMATION

Date:        Thursday,  July  29,  2004
Time:        9:00  a.m.  central  time
U.S.:        888-328-2514
Int'l:       706-679-3262
Leader:      Steve  Holcomb
Passcode:    Kirby
Webcast:     http://www.kirbycorp.com/  or  http://audioevent.mshow.com/178187
             -------------------------      ----------------------------------


                                  Page 3 of 6

A summary of the results for the second quarter and first six months follows: CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS --------------------------------------------- Second Quarter Six Months -------------------- -------------------- 2004 2003 2004 2003 --------- --------- --------- --------- (unaudited, $in thousands except per share amounts) Revenues: Marine transportation. . . . . . . . . . . . . . . $149,065 $137,156 $284,558 $262,221 Diesel engine services . . . . . . . . . . . . . . 21,811 21,583 43,633 44,718 --------- --------- --------- --------- 170,876 158,739 328,191 306,939 --------- --------- --------- --------- Costs and expenses: Costs of sales and operating expenses. . . . . . . 108,391 101,153 211,318 202,004 Selling, general and administrative. . . . . . . . 19,479 18,751 39,444 36,312 Taxes, other than on income. . . . . . . . . . . . 4,150 3,485 7,402 6,536 Depreciation and other amortization. . . . . . . . 13,591 12,894 27,388 25,126 Loss on disposition of assets. . . . . . . . . . . 196 126 198 133 --------- --------- --------- --------- 145,807 136,409 285,750 270,111 --------- --------- --------- --------- Operating income . . . . . . . . . . . . . . . . 25,069 22,330 42,441 36,828 Equity in earnings of marine affiliates. . . . . . 494 751 1,316 1,187 Other expense. . . . . . . . . . . . . . . . . . . (51) (199) (322) (602) Interest expense . . . . . . . . . . . . . . . . . (3,290) (3,867) (6,664) (7,321) --------- --------- --------- --------- Earnings before taxes on income. . . . . . . . . 22,222 19,015 36,771 30,092 Provision for taxes on income. . . . . . . . . . . (8,444) (7,226) (13,973) (11,435) --------- --------- --------- --------- Net earnings . . . . . . . . . . . . . . . . . . $ 13,778 $ 11,789 $ 22,798 $ 18,657 ========= ========= ========= ========= Net earnings per share of common stock: Basic. . . . . . . . . . . . . . . . . . . . . . . $ .56 $ .49 $ .93 $ .77 Diluted. . . . . . . . . . . . . . . . . . . . . . $ .55 $ .48 $ .91 $ .77 Common stock outstanding (in thousands): Basic. . . . . . . . . . . . . . . . . . . . . . . 24,434 24,105 24,392 24,084 Diluted. . . . . . . . . . . . . . . . . . . . . . 25,093 24,412 25,003 24,370 CONDENSED CONSOLIDATED FINANCIAL INFORMATION -------------------------------------------- Second Quarter Six Months -------------------- -------------------- 2004 2003 2004 2003 --------- --------- --------- --------- (unaudited, $in thousands except per share amounts) EBITDA: (1) Net earnings . . . . . . . . . . . . . . . . . . . $ 13,778 $ 11,789 $ 22,798 $ 18,657 Interest expense . . . . . . . . . . . . . . . . . 3,290 3,867 6,664 7,321 Provision for taxes on income. . . . . . . . . . . 8,444 7,226 13,973 11,435 Depreciation and other amortization. . . . . . . . 13,591 12,894 27,388 25,126 --------- --------- --------- --------- $ 39,103 $ 35,776 $ 70,823 $ 62,539 ========= ========= ========= ========= EBITDA per share - diluted (1) . . . . . . . . . . . $ 1.56 $ 1.47 $ 2.83 $ 2.57 Capital expenditures . . . . . . . . . . . . . . . . $ 32,013 $ 18,971 $ 56,060 $ 37,723 Acquisitions of businesses and marine equipment. . . $ 9,975 $ 1,500 $ 11,085 $ 37,816 June 30, -------------------- 2004 2003 --------- --------- (unaudited, $in thousands) Long-term debt, including current portion. . . . . . . . . . . . . . . . . $251,453 $295,133 Stockholders' equity . . . . . . . . . . . . . . . . . . . . . . . . . . . $402,622 $343,026 Debt to capitalization ratio . . . . . . . . . . . . . . . . . . . . . . . 38.4% 46.2%
Page 4 of 6
MARINE TRANSPORTATION STATEMENTS OF EARNINGS -------------------------------------------- Second Quarter Six Months --------------------- -------------------- 2004 2003 2004 2003 ---------- --------- --------- --------- (unaudited, $in thousands) Marine transportation revenues. . . . . . . . . $ 149,065 $137,156 $284,558 $262,221 ---------- --------- --------- --------- Costs and expenses: Costs of sales and operating expenses . . . . 92,081 85,050 179,047 168,221 Selling, general and administrative . . . . . 15,228 14,837 30,732 28,620 Taxes, other than on income . . . . . . . . . 4,049 3,342 7,182 6,244 Depreciation and other amortization . . . . . 12,846 12,145 25,862 23,650 ---------- --------- --------- --------- 124,204 115,374 242,823 226,735 ---------- --------- --------- --------- Operating income . . . . . . . . . . . . . $ 24,861 $ 21,782 $ 41,735 $ 35,486 ========== ========= ========= ========= Operating margins. . . . . . . . . . . . . 16.7% 15.9% 14.7% 13.5% ========== ========= ========= ========= DIESEL ENGINE SERVICES STATEMENTS OF EARNINGS --------------------------------------------- Second Quarter Six Months --------------------- -------------------- 2004 2003 2004 2003 ---------- --------- --------- --------- (unaudited, $in thousands) Diesel engine services revenues . . . . . . . . $ 21,811 $ 21,583 $ 43,633 $ 44,718 ---------- --------- --------- --------- Costs and expenses: Costs of sales and operating expenses . . . . 16,233 16,076 32,167 33,705 Selling, general and administrative . . . . . 3,017 2,994 6,051 5,748 Taxes, other than income. . . . . . . . . . . 91 77 173 160 Depreciation and amortization . . . . . . . . 286 264 619 516 ---------- --------- --------- --------- 19,627 19,411 39,010 40,129 ---------- --------- --------- --------- Operating income . . . . . . . . . . . . . $ 2,184 $ 2,172 $ 4,623 $ 4,589 ========== ========= ========= ========= Operating margins. . . . . . . . . . . . . 10.0% 10.1% 10.6% 10,3% ========== ========= ========= ========= OTHER COSTS AND EXPENSES ------------------------ Second Quarter Six Months --------------------- -------------------- 2004 2003 2004 2003 ---------- --------- --------- --------- (unaudited, $in thousands) General corporate expenses. . . . . . . . . . . $ 1,780 $ 1,498 $ 3,719 $ 3,114 ========== ========= ========= ========= Loss on disposition of assets . . . . . . . . . $ 196 $ 126 $ 198 $ 133 ========== ========= ========= ========= Page 5 of 6 MARINE TRANSPORTATION PERFORMANCE MEASUREMENTS ---------------------------------------------- Second Quarter Six Months --------------------- -------------------- 2004 2003 2004 2003 ---------- --------- --------- --------- Ton Miles (in millions) (2). . . . . . . . . . 4,321 3,991 8,056 7,446 Revenue/Ton Mile (cents/tm) (3) . . . . . . . . 3.5 3.4 3.5 3.5 Towboats operated (average) (4). . . . . . . . 237 226 234 228 Delay Days (5) (5) . . . . . . . . . . . . . . 1,822 1,268 4,181 3,851 Average cost per gallon of fuel consumed. . . . $ 1.01 $ .81 $ 1.00 $ .91 Tank barges: Active. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 887 897 Inactive. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 76 Barrel capacities (in millions): Active. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16.3 16.3 Inactive. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8 1.4 - -------------------- (1) Kirby has historically evaluated its operating performance using numerous measures, one of which is EBITDA, a non-GAAP financial measure. Kirby defines EBITDA as net earnings before interest expense, taxes on income, depreciation and amortization. EBITDA is presented because of its wide acceptance as a financial indicator. EBITDA is one of the performance measures used in Kirby's incentive bonus plan. EBITDA is also used by rating agencies in determining Kirby's credit rating and by analysts publishing research reports on Kirby, as well as by investors and investment bankers generally in valuing companies. EBITDA is not a calculation based on generally accepted accounting principles and should not be considered as an alternative to, but should only be considered in conjunction with, Kirby's GAAP financial information. (2) Ton miles indicate fleet productivity by measuring the distance (in miles) a loaded tank barge is moved. Example: A typical 30,000 barrel tank barge loaded with 3,300 tons of liquid cargo is moved 100 miles, thus generating 330,000 ton miles. (3) Marine transportation revenues divided by ton miles. Example: Second quarter 2004 revenues of $149,065,000 divided by 4,321,000,000 ton miles = 3.5 cents. (4) Towboats operated are the average number of owned and chartered towboats operated during the period. (5) Delay days measures the lost time incurred by a tow (towboat and tank barges) during transit. The measure includes transit delays caused by weather, lock congestion and other navigational factors.
Page 6 of 6