MATRIX SERVICE CO - Director's Dealing 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MATRIX SERVICE CO (MTRX)
CIK: 0000866273
Period of Report: 2010-10-01

Reporting Person: SULLIVAN WILLIAM R (VP Western Business Unit MSI)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-10-01	COMMON STOCK	M	5000	$2.125	Acquired	42865	Direct
2010-10-01	COMMON STOCK	M	5000	$3.025	Acquired	47865	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-10-01	INCENTIVE STOCK OPTION (RIGHT TO BUY)	$2.125	M	5000	Disposed	2010-10-18	COMMON STOCK (5000)	Direct
2010-10-01	INCENTIVE STOCK OPTION (RIGHT TO BUY)	$3.025	M	5000	Disposed	2011-10-23	COMMON STOCK (5000)	Direct

F1: MATRIX SERVICE COMPANY COMMON STOCK.

F2: INCLUDES 32,425 SHARES OF MATRIX SERVICE COMPANY COMMON STOCK OWNED OUTRIGHT.

F3: THE STOCK OPTION BECOMES EXERCISABLE IN FIVE EQUAL ANNUAL INSTALLMENTS, COMMENCING ONE YEAR AFTER THE DATE OF THE GRANT.

F4: NOT APPLICABLE.