FLUOR CORP — Director's Dealing 2011

Feb 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLUOR CORP (FLR)
CIK: 0001124198
Period of Report: 2011-02-14

Reporting Person: STEUERT D MICHAEL (Senior V.P. & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-14	Common Stock	M	29898	$44.705	Acquired	112533	Direct
2011-02-14	Common Stock	S	29898	$74.00	Disposed	82635	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-14	Employee stock option (right to buy)	$44.705	M	29898	Disposed	2017-03-06	Common Stock (29898)	Direct

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/8/10.

F2: The option vests in five equal annual installments beginning on 3/6/2008.

F3: The number of shares was adjusted to reflect the company's 2-for-1 stock split in the form of a stock dividend which occurred on July 16, 2008.