MASTEC INC — Director's Dealing 2005

Jun 2, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTEC INC (MTZ)
CIK: 0000015615
Period of Report: 2005-06-01

Reporting Person: Dwyer Robert J (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-06-01	Non-Qualified Stock Option (right to buy)	$8.46	A	7500	Acquired	2015-06-01	Common Stock (7500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8474	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$7.09	2014-11-01	Common Stock (20000)	20000	Direct

Footnotes

F1: Formula stock option grant pursuant to MasTec, Inc. Amended and Restated 2003 Plan for Non-Employees for no cash consideration.

F2: Exempt stock option grant that vests over three years. First two years vest at 33% and third year vests at 34%. Vesting begins twelve months after date of grant (06/01/2005).

F3: Exempt stock option grant that vests over three years beginning twelve months after date of grant (11/01/2004). First year 33% vests. Second year an additional 33% vests. Third year remaining 34% vests.