FLUOR CORP — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLUOR CORP (FLR)
CIK: 0001124198
Period of Report: 2014-05-06

Reporting Person: SMALLEY GARY G. (Sr Vice Pres and Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-06	Common Stock	S	1261	$74.2855	Disposed	10389	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2975.8786	Indirect

Footnotes

F1: The transaction was executed in multiple trades at prices ranging from $74.2819 to $74.29. 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 03/31/2014.