Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Mackie Douglas B
   2. Issuer Name and Ticker or Trading Symbol
Great Lakes Dredge & Dock CORP [GLDD] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
GREAT LAKES DREDGE & DOCK CORPORATION, 2122 YORK ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
01/23/2009
(Street)

OAK BROOK, IL 60523		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/17/2009   S   4,000 (1) D $ 2.98 324,298 (2) D  
Common Stock 01/23/2009   J V 3,782 D $ 0 0 I See Footnote (3)
Common Stock 01/23/2009   J V 3,782 D $ 0 0 I See Footnote (4)
Common Stock 01/23/2009   J V 3,782 D $ 0 0 I See Footnote (5)
Common Stock 01/23/2009   J V 4,854 D $ 0 0 I See Footnote (6)
Common Stock 01/23/2009   J V 4,854 D $ 0 0 I See Footnote (7)
Common Stock               12,000 I Common Stock held by the wife of Douglas B. Mackie

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Mackie Douglas B
GREAT LAKES DREDGE & DOCK CORPORATION
2122 YORK ROAD
OAK BROOK, IL 60523		   X     President & CEO  

Signatures

 /s/ Douglas B. Mackie   02/18/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Mackie on March 3, 2008.
(2) Of these shares, 13,853 are represented by restricted stock units. The restricted stock units vest on May 20, 2011.
(3) Common stock transferred from the Christopher T. Mackie 1998 Trust directly to Christopher T. Mackie.
(4) Common stock transferred from the Kathleen J. Mackie 1998 Trust directly to Kathleen Mackie LaVoy.
(5) Common stock transferred from the Natalie A. Mackie 1998 Trust directly to Natalie A. Mackie.
(6) Common stock transferred from the Madeline C. Mackie 1998 Trust directly to Madeline C. Mackie.
(7) Common stock transferred from the Philip D. Mackie 1998 Trust directly to Philip D. Mackie.

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