FLUOR CORP — Director's Dealing 2013

Nov 8, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLUOR CORP (FLR)
CIK: 0001124198
Period of Report: 2013-11-07

Reporting Person: Dunning David R (Group President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-07	Common Stock	M	1253	$30.46	Acquired	30506.2859	Direct
2013-11-07	Common Stock	M	3750	$44.705	Acquired	34256.2859	Direct
2013-11-07	Common Stock	M	27594	$42.75	Acquired	61850.2859	Direct
2013-11-07	Common Stock	S	32597	$76.049	Disposed	29253.2859	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-07	Employee Stock Option (Right to Buy)	$30.46	M	1253	Disposed	2019-03-02	Common Stock (1253)	Direct
2013-11-07	Employee Stock Option (Right to Buy)	$44.705	M	3750	Disposed	2017-03-06	Common Stock (3750)	Direct
2013-11-07	Employee Stock Option (Right to Buy)	$42.75	M	27594	Disposed	2020-03-02	Common Stock (27594)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6674.9744	Indirect

Footnotes

F1: The transaction was executed in multiple trades at prices ranging from $75.62 to $76.55. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: Holdings are based on the most recent statement which is dated 9/30/2013.

F3: These options vested in three annual installments beginning 03/06/2010.

F4: These options vested in five annual installments beginning 03/06/2008.

F5: These options vested in three annual installments beginning 03/06/2011.