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MasTec, Inc.

June 8, 2005

Jeffrey Gordon
Division of
Corporation Finance
  United States Securities
and Exchange Commission
 450 Fifth Street, NW stop 4-5
 Washington, DC 20549

Re:      Form 8-K Item 4.01 filed June 2, 2005

Dear Mr. Gordon:

We have reviewed your letter dated
June 3, 2005. In response to that letter, we have filed the attached Amendment 1 to the Form
8-K filed on June 2, 2005. We have included with that filing Exhibit 16.2, an updated letter from the former auditor.
The amendment and updated Exhibit 16.2 confirm that there were no disagreements with the MasTec,
Inc. 401(K) Retirement Plan’s former auditor during the interim period from the date of the
last audited financial statements until the date of resignation of the former auditor.

In connection with this response, we
acknowledge that the Company is responsible for the adequacy and accuracy of the
disclosure in our filings; staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the Commission from taking
any action with respect to the filing; and the Company may not assert staff comments as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Thank you for your help in this
matter.

Best regards,

/s/Michael G. Nearing
Michael G. Nearing
General
Counsel
MasTec,Inc.

Cc: Austin Shanfelter

MasTec, Inc. 800 S Douglas Road, 12th
Floor, Coral Gables, Florida 33134 305.599.1800 fax 305.406.1907 www.mastec.com

ATTACHMENT

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

     _________________

FORM 8-K/A
 (Amendment No. 1)

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

        Date
of report (Date of earliest event reported) May 12, 2005

The MasTec, Inc. 401(k) Retirement
Plan

(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))

Explanatory Note

The Mastec, Inc. 401(K) Retirement
Plan (the “Plan”) is filing this Amendment No. 1 to its Current Report
on Form 8-K filed on June 2, 2005 (the “8-K”) to address comments
from the Staff of the Securities and Exchange Commission in connection with
the Staff’s review of the 8-K. This Amendment No. 1 amends and restates the
entire 8-K in order to: (i) disclose that there were no disagreements between the
Plan and Grant Thornton LLP in the interim period between December 31, 2003 and May
12, 2005, (ii) disclose that none of the reportable events described under Item
304(a)(1)(v) of Regulation S-K occurred in the interim period between December 31, 2003
and May 12, 2005 and (iii) file an updated letter from Grant Thornton LLP as Exhibit
16.2 stating their agreement with statements concerning their firm contained in this Form
8-K/A.

ITEM 4.01 CHANGES IN
REGISTRANT’S CERTIFYING ACCOUNTANT

The MasTec, Inc. 401(k)
Retirement
Plan’s (the “Plan”) independent registered public accounting firm, Grant
Thornton LLP, resigned on May 12, 2005 as the result of business decisions made internally
by the firm. BDO Seidman, LLP was engaged for services as the Plan’s new independent
registered public accounting firm on May 24, 2005. The decision to change the accountants
was approved by the MasTec Inc. Audit Committee on May 24, 2005.

The audit report of Grant Thornton LLP
on the financial statements of the Plan as of and for the fiscal year ended December 31,
2003 did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or
modified as to uncertainty, audit scope or accounting principles. The statement of net
assets available for benefits as of December 31, 2002, was audited by other auditors.
Those auditors expressed an unqualified opinion on the statement of net assets available
for benefits in their report dated June 20, 2003.

During the most recent audit
completed, for the year ended December 31, 2003 and within the period from December 31, 2003
through May 12, 2005,
 there were no disagreements between the
Plan and Grant Thornton LLP on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures that, if not resolved to Grant
Thornton’s satisfaction, would have caused Grant Thornton LLP to make reference to
the subject matter of the disagreement in connection with its opinion.

None of the reportable events
described under Item 304 (a) (1) (v) of Regulation S-K occurred within the year ended
December 31, 2003 or within the period from December 31, 2003 through May 12, 2005.

The Plan has provided Grant Thornton
LLP with a copy of the foregoing statement and requested that Grant Thornton LLP furnish a
letter to the Securities and Exchange Commission indicating whether it agrees with such
statements. A copy of Grant Thornton LLP’s letter
to the Securities and Exchange Commission, dated June 7, 2005, is attached hereto as Exhibit 16.2.

During the years ended December 31,
2003 and 2002 the Plan did not consult with BDO Seidman, LLP regarding any of the matters
or events set forth in Item 304 (a) (2) (i) or (ii) of Regulation S-K.

ITEM 9.01. FINANCIAL
STATEMENTS AND EXHIBITS.

(c) Exhibits

             16.1
   Letter from Grant Thornton, LLP dated June 1*

             16.2
   Letter from Grant Thornton, LLP dated June 7

             * previously filed

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: June 7, 2005

The MasTec, Inc. 401(k) Retirement
Plan

BY: /s/ Austin Shanfelter
——————————————

Austin Shanfelter
Chairman, Benefits Committee of MasTec, Inc.

EXHIBIT INDEX

Number Description

                             16.2          Letter from Grant Thornton LLP dated June 7

June 7, 2005

U.S. Securities and
Exchange Commission
Office of the Chief Accountant
450 Fifth Street, NW
Washington,

DC 20549

RE:      The MasTec, Inc. 401(k) Retirement Savings Plan File No. 0-08106

Dear Sir or Madam:

We have read Item 4.01 of Form 8-K/A
of The MasTec, Inc. 401(k) Retirement Savings Plan dated June 7, 2005 and agree with the
statements concerning our Firm contained therein.

Very truly yours,

/s/ Grant Thornton LLP
Richard
D. Jacobson
Partner