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corresp

April 20, 2009

John Cash

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549-7010

Mail Stop 3561

    Re:

    Quanta Services, Inc.

Form 10-K for the year ended December 31, 2007

Definitive Proxy Statement, April 18, 2008

Form 10-Q for the quarter ended September 30, 2008

File No. 1-13831

Dear Mr. Cash:

     We are providing the following response to the comment letter dated February 6, 2009 from the
staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) regarding the Form
10-K for the year ended December 31, 2007, the Definitive Proxy Statement dated April 18, 2008 and
the Form 10-Q for the quarter ended September 30, 2008 filed by Quanta Services, Inc. (“Quanta” or
the “Company”). The following response is keyed to the Staff’s comment, and unless otherwise
stated, all page numbers in our response refer to the respective page numbers in the relevant
filing. This response has been prepared with the expectation that the Company will have the
opportunity to discuss with the Staff information submitted in this response, if, following a
review of the information, the Staff has further questions or comments.

Form 10-Q for the period ended September 30, 2008

Notes to the Condensed Consolidated Financial Statements

Note 9. Segment Information, page 25

    1.

    We have read your response to our comment in our previous letter dated December 23, 2008 and
appreciate the additional information you have provided. We note that you have aggregated 26
operating segments into your Infrastructure Services reporting segment. Paragraph 17 of SFAS
131 states that two or more operating segments may be aggregated into a single operating
segment if the aggregation is consistent with the objectives and basic principles of SFAS 131.
As outlined in paragraph 3 of SFAS 131, segment disclosures are intended to help users of

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    financial statements better understand a company’s performance. Based on the information you
have presented in your response letters as well as the information contained in your
periodic reports, it appears that your 26 operating segments do not all have similar
characteristics. For example, we note differences in your operating segments based on the
type of work performed and the industry in which the segments operate. Therefore it appears
that by aggregating all 26 operating segments into your Infrastructure Services reporting
segment, you may not meet the basic principles and objectives of SFAS 131 since a more
disaggregated approach would provide users with more specific information to assess your
performance. Please reconsider your approach or tell us why you believe your aggregation
policy complies with SFAS 131.

Response:

We acknowledge the Staff’s comment regarding Quanta’s segment information and appreciate the
opportunity to provide the Staff with additional discussion of our segment aggregation and
reporting considerations. In the course of preparing this and previous communications with the
Staff, and with the assistance of Quanta’s operational leadership, its audit committee and its
independent auditors, we have comprehensively evaluated Quanta’s policies regarding segment and
enterprise-wide disclosures under SFAS 131. Based on these evaluations, which are discussed in
more detail below, we respectfully submit that Quanta’s aggregation policies and segment reporting
disclosures meet the objectives and basic principles of SFAS 131. Quanta’s segment reporting
policies were developed to provide financial statement users with information that is consistent
with how its business is organized and on the same basis as that used by its chief operating
decision maker (“CODM”) with regard to operating matters. We do not believe that a presentation of
Quanta’s reportable segments on a basis other than that which is used by its CODM would meet the
objectives and basic principles of SFAS 131.

We note the Staff’s comment that Quanta has aggregated 26 operating segments in its Infrastructure
Services segment and that all 26 operating segments may not have similar characteristics. To
clarify, in our response to comment 8 in our response letter dated December 11, 2008 to the Staff’s
comment letter dated November 26, 2008 (the “December 2008 Response Letter”), we discussed our
evaluation of Quanta’s 26 operating segments and concluded under our aggregation analysis that
Quanta has two reportable segments: the Infrastructure Services segment, consisting of 25 operating
segments, and the Dark Fiber segment, consisting of one operating segment. Accordingly, we agree
that not all 26 operating segments share similar characteristics, which is why we have not
aggregated Quanta’s Dark Fiber operating segment with those in Quanta’s Infrastructure Services
segment. However, as discussed below, we do believe that all 25 operating segments comprising the
Infrastructure Services segment (which we refer to in the balance of this response as the
“operating segments” unless the context otherwise provides) share similar characteristics and meet
the criteria for aggregation in accordance with the objectives and basic principles of SFAS 131.

Quanta’s reportable segments have been derived from a detailed assessment of the information
provided to its CODM and the characteristics of its operating segments, as defined in paragraph 10
of SFAS 131 and which are acknowledged in the Staff’s comment above. This assessment considered
all of the applicable criteria set forth in SFAS 131. The facts supporting our

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conclusions in this response regarding the nature of Quanta’s infrastructure service activities,
the aggregation of its operating segments and the relevance and comparability of Quanta’s
reportable segments and enterprise-wide disclosures generally remain unchanged from our previous
response letter to the Staff’s September 2003 inquiry about the Company’s compliance with
paragraphs 10 and 17 of SFAS 131. These facts include:

- Our operating activities comprise two reportable segments: Infrastructure Services and Dark
Fiber. Segment selection is based on the organizational structure we use to evaluate performance
and make decisions on resource allocation, as well as availability and materiality of separate
financial results consistent with that structure, as described in our December 2008 Response
letter.

- Quanta’s CODM is John Colson, the Company’s Chief Executive Officer. Quanta’s CODM does not make
operating decisions other than at the individual operating segment level or on a consolidated
basis.

- All of Quanta’s operating segments in its Infrastructure Services segment operate in one
industry, which is the specialty contracting service industry, providing comprehensive specialty
contracting services, including design, installation, repair and maintenance to owners or operators
of network transmission and distribution infrastructure.

- All of Quanta’s operating segments in its Infrastructure Services segment operate in a similar
economic environment by providing the services described above on a project by project basis,
primarily utilizing bid contracts and interchangeable labor and asset resources to meet the demands
of customers that operate in different industries.

- Information that would support an alternative method for allocating resources, managing risk and
assessing performance and future net cash flows is not obtained by the Company on any basis other
than at the individual operating segment level.

We note that multiple segment reporting concepts are identified in the Staff’s comment above, and
our response is intended to provide additive discussion of each of these items within the framework
of Quanta’s overall segment reporting considerations. On pages 13 and 14 of our December 2008
Response Letter, we provided the Staff with a discussion of the similarity of services provided by
Quanta’s operating segments to customers in different industries, the labor resources and equipment
used by its operating segments to provide infrastructure services, the regulatory environment in
which its segments operate and the contractual terms of project specific work at each of its
operating segments. Given that the Staff did not comment on these items in its February 6, 2009
letter, we have assumed that this previous discussion has adequately supported the view that
similar characteristics are shared by Quanta’s Infrastructure Services operating segments with
regard to the criteria in paragraphs 17(b), (d) and (e) of SFAS 131, specifically:

Interchangeability of equipment. Quanta’s primary equipment is rolling
stock including trucks, trailers, support vehicles and specialty construction
equipment, such as backhoes, excavators, trenchers, generators, boring machines and
cranes. This equipment is utilized throughout Quanta in delivering its services across
customer industries served and is not specific to any one provided service.

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Interchangeability of labor. Much of Quanta’s workforce is interchangeable
among the different specialty contracting services its operating segments provide.
For example, individuals who might normally work on telecommunications projects can
be utilized to work on portions of electric and gas utility work as well as cable.
Individuals who normally work on electric utility projects can perform cable
television make-ready work on electric utility poles and string fiber optic cable on
electric transmission and electric distribution structures. In addition,
individuals that work on commercial and industrial projects can be utilized to
construct solar arrays in the electric industry.

Similarities in regulatory environments among operating units. All of
Quanta’s operations are subject to various federal, state and local laws and
regulations including licensing requirements applicable to electricians and
engineers, building and electrical codes, permitting and inspection requirements
applicable to construction projects, regulations relating to worker safety and
environmental protection and special bidding and procurement requirements on
governmental projects. However, none of Quanta’s operating units are subject to
unique industry specific regulatory requirements.

Additionally, we have considered the Staff’s most recent inquiry regarding Quanta’s aggregation
policy and the examples of differences cited by the Staff in Quanta’s operating segments based on
the type of work performed and the industry in which its segments operate, and without a more
specific description from the Staff as to how these characteristics indicate a lack of similarity
among Quanta’s operating segments, we have prepared our response with primary consideration being
given to the requirements of paragraphs 3, 17(a) and 17(c) of SFAS 131. In reference to paragraph 3
of SFAS 131, we have presented a discussion of the industry in which Quanta’s Infrastructure
Services segment operates, which we believe is key to establishing fundamental similarities in the
business activities and economic environment of these operating segments, and the foundation for
all other aggregation considerations under paragraph 17.

The Industry in which Quanta’s Infrastructure Services Segment Operates

As noted above, all of Quanta’s operating segments included within the Infrastructure Services
segment operate in one industry, which is the specialty contracting service industry, providing
comprehensive specialty contracting services to owners and/or operators of different network
infrastructures. Management’s description and disclosure of the industry in which this segment
operates has, since inception, remained consistent as providing specialized contracting services,
offering end-to-end network solutions to the electric power, gas, telecommunications and cable
television industries, including designing, installing, repairing and maintaining network
infrastructure. This description is aligned with the other specialty contracting service providers
in Quanta’s disclosed peer group. Specifically, we have reviewed the disclosures of Pike Electric
Corporation, Dycom Industries Inc. and MasTec, Inc., all of whom make similar reference to the
industry of specialty services, network infrastructure services or contracting services. Industry

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demand for the design, installation, repair and maintenance of network infrastructure assets comes
from customers conducting transmission and distribution activities in multiple industries. These
activities are primarily conducted using electric power transmission and distribution networks,
natural gas transmission and distribution networks, and telecommunication transmission and
distribution networks (inclusive of voice, video, IP and data) via hard-line telephone networks,
coaxial cable networks, fiber optic networks and wireless communication networks. Quanta’s
business model is based on providing adequate resources to meet these network infrastructure
demands on a project by project basis at competitively bid or negotiated prices. Each of Quanta’s
operating segments participates similarly in this economic environment by providing a range of
infrastructure design, installation, repair and maintenance services to the specialty contracting
industry customer base and competing with other companies who perform similar industry services.
These factors support our conclusion that all of Quanta’s Infrastructure Services operating
segments operate within the same industry and share a similar economic environment. Our
aggregation considerations are premised on this conclusion.

Aggregation Criteria (a) and (c) of Paragraph 17 of SFAS 131

As stated above, the fact that all of Quanta’s operating segments operate in one industry and
conduct similar business activities in a shared economic environment supports management’s
conclusion that additional aggregation considerations under SFAS 131 are appropriate.

SFAS 131, paragraph 17, criteria (a) and (c), provides that aggregation is appropriate if (in
addition to the other criteria) there is similarity across the segments in the nature of services
provided and the type or class of customer for those services. As discussed above, each of
Quanta’s Infrastructure Services operating segments provides a range of design, installation,
repair and maintenance services to owners or operators of infrastructure transmission and
distribution assets. Because each of Quanta’s operating segments and their competitors serve
customers in multiple industries, the degree to which an operating segment allocates resources to
projects for these different types of services and the portion of its operating results derived
from each type of service is constantly changing. Resource allocation decisions are made in
similar fashion at all operating segments based on an evaluation of current project performance
risks, anticipated project opportunities and the constraints placed on an operating segment from
unscheduled demand, such as storm damage to area power and telecommunication networks.
Accordingly, all of Quanta’s operating segments share a similar business model to achieve success
in the same economic environment. This model is designed, in part, to provide each operating
segment leader with an entrepreneurial platform to develop service relationships across the
industry customer base. Competition exists between operating segments and other industry
participants at both a local and nationwide level, and is evidenced on occasions where multiple
Quanta operating segments will participate in bid competitions for the same customer project.
Additionally, operating segments have the ability to market their services on a nationwide level by
leveraging local relationships with customers that have nationwide infrastructure investments, and
by combining resource capacities with other operating segments to achieve the competitive scale
necessary