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MASTEC INC Director's Dealing 2006

Mar 14, 2006

30366_dirs_2006-03-14_49c118d3-7dc2-4bff-884e-1b44e10adbdb.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTEC INC (MTZ)
CIK: 0000015615
Period of Report: 2006-03-10

Reporting Person: MAS JORGE (Director, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-03-10 Common Stock M 20930 $4.7778 Acquired 86978 Direct
2006-03-10 Common Stock M 114071 $4.7778 Acquired 201049 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2006-03-10 Non-Qualified Stock Option (right to buy) $4.7778 M 20930 Disposed 2006-03-26 Common Stock (20930) Direct
2006-03-10 Non-Qualified Stock Option (right to buy) $4.7778 M 114071 Disposed 2006-03-26 Common Stock (114071) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 8599361 Indirect
Common Stock 9621016 Indirect
Common Stock 282670 Indirect

Footnotes

F1: Shares owned of record by Jorge Mas Holdings I Limited Partnership, a Texas limited partnership ("Jorge Mas Holdings"). The sole general partner of Jorge Mas Holdings is Jorge Mas Holdings Corporation, a Texas corporation that is wholly-owned by Mr. Jorge Mas.

F2: Shares owned directly by Jorge L. Mas Canosa Holdings I Limited Partnership, a Texas limited partnership, ("the Family Partnership"), and indirectly by Jorge Mas, as the president and sole director of Jorge L. Mas Canosa Holdings Corporation, a Texas corporation, the sole general partner of the Family Partnership. Mr. Jorge Mas disclaims beneficial ownership of the shares held by the Family Partnership except to the extent of his pecuniary interest therein.

F3: Shares owned of record by the Mas Family Foundation, Inc., a Florida not-for-profit corporation (the "Family Foundation") of which Mr. Jorge Mas is the president. Mr. Jorge Mas disclaims beneficial ownership of all shares owned by the Family Foundation.

F4: Exempt stock option grant that vests over (5) five years in equal installments of 20% per year beginning twelve months after grant.