UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

        Date of report (Date of earliest event reported) November 7, 2005

MASTEC, INC.

(Exact Name of Registrant as Specified in Its Charter)

Florida
(State or Other Jurisdiction of Incorporation)

         0-08106 65-0829355
(Commission File Number) (IRS Employer Identification No.)

800 S. Douglas Road, 12th Floor, Coral Gables, Florida 33134
(Address of Principal Executive Offices) (Zip Code)

(305) 599-1800
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On November 7, 2005, MasTec, Inc. (the “Company”) issued a press release announcing its financial results as of and for the three months ended September 30, 2005. A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 8-K.  The information contained in this report on Form 8-K, including Exhibit 99.1 shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended. 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

  a) Financial Statements of Businesses Acquired Not Applicable.

  b) Pro Forma Financial Information Not Applicable.

  c) Exhibits: 99.1 Press Release dated November 7, 2005

SIGNATURE

            Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: November 7, 2005 MASTEC, INC.


BY: /S/ C. Robert Campbell
——————————————
C. Robert Campbell
Chief Financial Officer
MASTEC, INC.

EXHIBIT INDEX

Number Description

99.1 Press Release dated November 7, 2005





Contact:
J. Marc Lewis, Vice President-Investor Relations
305-406-1815
305-406-1886 fax
marc.lewis@mastec.com

For Immediate Release

MasTec Posts 83.5% Increase in Net Income for Third Quarter of 2005

Coral Gables, FL (November 7, 2005) — MasTec, Inc. (NYSE: MTZ) today announced that for the quarter ended September 30, 2005, net income increased to $7.7 million, or $0.16 basic net income per share and $0.15 diluted net income per share, on revenue of $243.5 million. This compares with net income of $4.2 million, or $0.09 basic and diluted net income per share, on revenue of $246.6 million for the third quarter of 2004.

Austin J. Shanfelter, MasTec’s President and Chief Executive Officer commented, “We are pleased with our continued margin improvement, and we expect the upward trend to continue. We have been disciplined in the quarter to accept new projects only when appropriate margins are available. As our core businesses continue to expand, margin will be our number one focus.”

At September 30, 2005, MasTec had gross liquidity, defined as bank cash plus availability on the bank credit facility, of $51 million compared with $20 million at September 30, 2004.

For the fourth quarter of 2005, MasTec expects revenue between $220 and $230 million and earnings per share to range from $0.07 to $0.10 per share. The guidance is based on current expectations and estimates and assumes stability in each of the Company’s operations, modest growth in fiber deployment, favorable weather conditions and an economy that remains stable.

Management will hold a conference call to discuss results of operations for the nine month period ended September 30, 2005 on Tuesday, November 8, 2005 at 10:00 a.m. Eastern time. The call in number for the conference call is (913) 312-1293 and the replay number is (719) 457-0820, with a pass code of 4170251. The replay will run for 30 days. Additionally, the call will be broadcast live over the Internet and can be accessed through the investor relations section of the Company’s website at www.mastec.com.

Summary financials for the quarters are as follows:

Condensed Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
For the Three Months Ended
September 30,
2005 2004
Revenue     $ 243,548   $ 246,622  
Costs of revenue, excluding depreciation    207,373    217,070  
Depreciation    4,335    4,084  
General and administrative expenses    18,546    16,921  
Interest expense, net    4,827     4,710  
Other income, net        (754 )


                 
Income from continuing operations before minority interest       8,467     4,591  
Minority interest    (573 )  (326 )


Income from continuing operations    7,894    4,265  
Discontinued operations:  
Loss on discontinued operations, net of tax benefit of $0 in 2005 and 2004       (145 )  (42 )
Loss on write-off of assets of discontinued operations, net          
Loss on sale of assets of discontinued operations, net of tax benefit          


Net income     $ 7,749 $ 4,223  


Basic weighted average common shares outstanding       49,039     48,395  


Basic net income per share:  
   Continuing operations   $ .16   $ .09  
   Discontinued operations          


   Total basic net income per share   $ .16   $ .09  


Diluted weighted average common shares outstanding       50,033     48,703  


Diluted net income per share:  
   Continuing operations   $ .15   $ .09  
   Discontinued operations          


   Total diluted net income per share   $ .15   $ .09  


Condensed Balance Sheets
(In thousands)
(Unaudited)
September 30,
2005
December 31,
2004
     
                                  Assets            
Total current assets   $ 317,795   $ 312,258  
Property and equipment, net    56,451    69,303  
Goodwill    138,640    138,640  
Deferred taxes    52,658    50,732  
Other assets    43,845    29,590  


      Total assets   $ 609,389   $ 600,523  


                  Liabilities and Shareholders' Equity  
Current liabilities   $ 185,819   $ 177,795  
Other liabilities    37,039    35,516  
Long-term debt    196,126    196,059  
Total shareholders' equity    190,405    191,153  


      Total liabilities and shareholders' equity   $ 609,389   $ 600,523  





Condensed Statements of Cash Flows
(In thousands)
(Unaudited)
For the Nine Months
Ended September 30,
2005 2004
     
Cash flows from operating activities:            
  Net cash used in operating activities   $ (17,299 ) $ (17,295 )
  Net cash used in investing activities    (2,102 )  (2,186 )
  Net cash provided by financing activities    2,297    4,268  


  Net decrease in cash and cash equivalents    (17,104 )  (15,213 )
  Net effect of currency translation on cash    (90 )  261  
  Cash and cash equivalents - beginning of period    19,548    19,415  
  Cash used in discontinued operations    540    (746 )


Cash and cash equivalents - end of period   $ 2,894   $ 3,717  


MasTec <www.mastec.com> is a leading specialty contractor operating throughout the United States and in Canada across a range of industries. The Company’s core activities are the building, installation, maintenance and upgrade of communication, utility infrastructure and transportation systems.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These statements are based on management’s current expectations and are subject to a number of risks, uncertainties, and assumptions, including that our revenue and earnings per share may differ from that projected, that we may be impacted by business and economic conditions affecting our customers, the highly competitive nature of our industry, dependence on a limited number of customers, the adequacy of our insurance and other reserves and allowances for doubtful accounts, restrictions imposed by our credit facility and senior notes, as well as other risks detailed in our filings with the Securities and Exchange Commission. Actual results may differ significantly from results expressed or implied in these statements. We do not undertake any obligation to update forward-looking statements.