MASTEC INC
11-K, 1999-06-30
WATER, SEWER, PIPELINE, COMM & POWER LINE CONSTRUCTION
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549




                                    FORM 11-K




                 ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                  For the fiscal year ended December 31, 1998



                        Commission File Number 001-08106







                                THE MASTEC, INC.
                         401(K) RETIREMENT SAVINGS PLAN
 (Full title of the plan and the address of the plan. if different from that of
                             the isuer named below:)





















================================================================================


<PAGE>


Table of Contents


                                                                           Pages
                                                                           -----

Report of Independent Accountants .........................................  2

Financial Statements:
     Statement of Net Assets Available for Benefits .......................  3
         as of December 31, 1998

     Statement of Net Assets Available for Benefits
         as of December 31, 1997 ..........................................  4

     Statement of Changes in Net Assets Available for Benefits
         for the year ended December 31, 1998 .............................  5

     Statement of Changes in Net Assets Available for Benefits
         for the year ended December 31, 1997 .............................  6

     Notes to Financial Statements ........................................  7

Supplemental Schedules:
     Item 27a of Form 5500 - Schedule of Assets Held for Investment
         Purposes as of December 31, 1998 ................................. 14

     Item 27d of Form 5500 - Schedule of Reportable Transactions
         for the year ended December 31, 1998 ............................. 15

Signatures ................................................................ 16

Consent of Independent Accountants ........................................ 17


                                       1
<PAGE>





                        Report of Independent Accountants


To the Board of Trustees of the
MasTec, Inc.
401(k) Retirement Savings Plan:

In our opinion, the accompanying statements of net assets available for benefits
and the  related  statements  of changes in net assets  available  for  benefits
present fairly, in all material respects,  the net assets available for benefits
of The MasTec,  Inc. 401(k) Retirement Savings Plan (the "Plan") at December 31,
1998 and 1997,  and the changes in net assets  available  for  benefits  for the
years ended  December 31, 1998 and 1997 in conformity  with  generally  accepted
accounting principles.  These financial statements are the responsibility of the
Plan's  management;  our  responsibility  is to  express  an  opinion  on  these
financial  statements  based on our  audits.  We  conducted  our audits of these
statements  in accordance  with  generally  accepted  auditing  standards  which
require that we plan and perform the audit to obtain reasonable  assurance about
whether the financial  statements  are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial  statements,  assessing the  accounting  principles
used and  significant  estimates made by management,  and evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for the opinion expressed above.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of Assets Held
for Investment Purposes as of December 31, 1998, and Reportable Transactions for
the year then ended,  are presented  for the purpose of additional  analysis and
are not a required part of the basic financial  statements but are supplementary
information  required by the  Department  of Labor's Rules and  Regulations  for
Reporting and Disclosure  under the Employee  Retirement  Income Security Act of
1974.  The fund  information  in the  statements  of net  assets  available  for
benefits and the  statement of changes in net assets  available  for benefits is
presented  for purposes of  additional  analysis  rather than to present the net
assets  available  for plan  benefits  and changes in net assets  available  for
benefits of each fund. These supplemental schedules and fund information are the
responsibility  of the Plan's  management.  The supplemental  schedules and fund
information have been subjected to the auditing procedures applied in the audits
of the basic financial  statements and, in our opinion, are fairly stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.


June 18, 1999


                                       2
<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 1998

<TABLE>
<CAPTION>

                                   MasTec         Life       Guaranteed    Aggressive                                 Growth &
                                   Common       Insurance    Certificate     Growth         Bond         Growth        Income
                                 Stock Fund       Fund          Fund          Funds         Funds         Funds         Funds
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
<S>                              <C>           <C>           <C>           <C>           <C>           <C>           <C>

Assets:
Investments at fair value ....   $ 1,979,090   $    48,349   $   138,619   $ 3,338,136   $   954,401   $ 2,301,387   $ 2,399,920
Participant notes receivable .             0             0         7,197       107,305        25,782       123,867        91,844
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
         Total investments ...     1,979,090        48,349       145,816     3,445,441       980,183     2,425,254     2,491,764
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------

Receivables:
   Participants' contributions        26,198             0         6,097       107,020        43,499        44,713        77,174
   Employer's contributions ..        65,278             0             0             0             0             0             0
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
         Total receivables ...        91,476             0         6,097       107,020        43,499        44,713        77,174
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
Net assets available for
  benefits ...................   $ 2,070,566   $    48,349   $   151,913   $ 3,552,461   $ 1,023,682   $ 2,469,967   $ 2,568,938
                                 ===========   ===========   ===========   ===========   ===========   ===========   ===========


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 1998
(CONTINUED)


                                International  Short Term
                                    Funds          Fund         Other         Total
                                 -----------   -----------   -----------   -----------

Assets:
Investments at fair value ....   $   468,155   $ 6,186,843   $   116,985   $17,931,885
Participant notes receivable .        10,353       219,282             0       585,630
                                 -----------   -----------   -----------   -----------
         Total investments ...       478,508     6,406,125       116,985    18,517,515
                                 -----------   -----------   -----------   -----------

Receivables:
   Participants' contributions        18,115        47,061             0       369,877
   Employer's contributions ..             0             0             0        65,278
                                 -----------   -----------   -----------   -----------
         Total receivables ...        18,115        47,061             0       435,155
                                 -----------   -----------   -----------   -----------
Net assets available for
  benefits ...................   $   496,623   $ 6,453,186   $   116,985   $18,952,670
                                 ===========   ===========   ===========   ===========

</TABLE>


The accompanying notes are an integral part of these financial statements.

                                       3


<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 1997

<TABLE>
<CAPTION>

                                   MasTec         Life       Guaranteed    Aggressive                                 Growth &
                                   Common       Insurance    Certificate     Growth         Bond         Growth        Income
                                 Stock Fund       Fund          Fund          Funds         Funds         Funds         Funds
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
<S>                              <C>           <C>           <C>           <C>           <C>           <C>           <C>

Assets:
Investments at fair value        $ 1,306,381   $    54,920   $    51,492   $ 1,146,047   $   206,786   $ 1,489,409   $ 1,217,563
Participant notes receivable           3,000             0           740        44,800         4,374        78,438        53,555
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
         Total investments         1,309,381        54,920        52,232     1,190,847       211,160     1,567,847     1,271,118
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
Receivables:
   Participants' contributions        21,736             0         2,079        44,498         9,271        20,005        29,583
   Employer's contributions           59,635             0             0             0             0             0             0
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
         Total receivables            81,371             0         2,079        44,498         9,271        20,005        29,583
                                 -----------   -----------   -----------   -----------   -----------   -----------   -----------
Net assets available for
  benefits                       $ 1,390,752   $    54,920   $    54,311   $ 1,235,345   $   220,431   $ 1,587,852   $ 1,300,701
                                 ===========   ===========   ===========   ===========   ===========   ===========   ===========


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 1997
(CONTINUED)



                                International  Short Term
                                    Funds         Fund          Total
                                 -----------   -----------   -----------

Assets:
Investments at fair value        $   115,545   $ 2,048,355   $ 7,636,498
Participant notes receivable             669       195,951       381,527
                                 -----------   -----------   -----------
         Total investments           116,214     2,244,306     8,018,025
                                 -----------   -----------   -----------
Receivables:
   Participants' contributions         5,421        25,831       158,424
   Employer's contributions                0             0        59,635
                                 -----------   -----------   -----------
         Total receivables             5,421        25,831       218,059
                                 -----------   -----------   -----------
Net assets available for
  benefits                       $   121,635   $ 2,270,137   $ 8,236,084
                                 ===========   ===========   ===========

</TABLE>


The accompanying notes are an integral part of these financial statements.

                                       4


<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the year ended December 31, 1998

<TABLE>
<CAPTION>

                                                 MasTec         Life       Guaranteed    Aggressive
                                                 Common       Insurance    Certificate     Growth         Bond         Growth
                                               Stock Fund       Fund          Fund          Funds         Funds         Funds
                                               -----------   -----------   -----------   -----------   -----------   -----------
<S>                                            <C>           <C>           <C>           <C>           <C>           <C>

Additions to net assets attributed to:
Investment income:
    Net (depreciation) appreciation
      in fair value of investments             $  (162,287)  $         0   $         0   $   426,344   $    59,190   $   392,578
    Interest                                             0         2,197         4,955             0             0             0
                                               -----------   -----------   -----------   -----------   -----------   -----------
                                                  (162,287)        2,197         4,955       426,344        59,190       392,578

Contributions:
    Participants'                                  314,331             0       161,039     2,075,457       679,598       662,236
    Employer's                                     502,814             0             0             0             0             0
                                               -----------   -----------   -----------   -----------   -----------   -----------
      Total additions                              654,858         2,197       165,994     2,501,801       738,788     1,054,814
                                               -----------   -----------   -----------   -----------   -----------   -----------

Deductions from net assets attributed to:
    Participants' withdrawals                      153,433         8,768        72,077       168,079        90,019       162,138
                                               -----------   -----------   -----------   -----------   -----------   -----------
      Total deductions                             153,433         8,768        72,077       168,079        90,019       162,138
                                               -----------   -----------   -----------   -----------   -----------   -----------

    Net (decrease) increase prior to transfers     501,425        (6,571)       93,917     2,333,722       648,769       892,676
    Transfers                                      178,389             0         3,685       (16,606)      154,482       (10,561)
                                               -----------   -----------   -----------   -----------   -----------   -----------
    Net increase (decrease)                        679,814        (6,571)       97,602     2,317,116       803,251       882,115

Net assets available for benefits:
    Beginning of year                            1,390,752        54,920        54,311     1,235,345       220,431     1,587,852
                                               -----------   -----------   -----------   -----------   -----------   -----------
    End of year                                $ 2,070,566   $    48,349   $   151,913   $ 3,552,461   $ 1,023,682   $ 2,469,967
                                               ===========   ===========   ===========   ===========   ===========   ===========


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the year ended December 31, 1998
(CONTINUED)


                                                Growth &
                                                 Income     International  Short Term
                                                  Funds         Funds          Fund         Other         Total
                                               -----------   -----------   -----------   -----------   -----------

Additions to net assets attributed to:
Investment income:
    Net (depreciation) appreciation
      in fair value of investments             $   254,808   $    53,384   $   160,210   $         0   $ 1,184,227
    Interest                                             0             0             0             0         7,152
                                               -----------   -----------   -----------   -----------   -----------
                                                   254,808        53,384       160,210             0     1,191,379

Contributions:
    Participants'                                1,158,014       331,440     5,180,466       116,985    10,679,566
    Employer's                                           0             0             0             0       502,814
                                               -----------   -----------   -----------   -----------   -----------
      Total additions                            1,412,822       384,824     5,340,676       116,985    12,373,759
                                               -----------   -----------   -----------   -----------   -----------

Deductions from net assets attributed to:
    Participants' withdrawals                      136,098        32,304       834,257             0     1,657,173
                                               -----------   -----------   -----------   -----------   -----------
      Total deductions                             136,098        32,304       834,257             0     1,657,173
                                               -----------   -----------   -----------   -----------   -----------

    Net (decrease) increase prior to transfers   1,276,724       352,520     4,506,419       116,985    10,716,586
    Transfers                                       (8,487)       22,468      (323,370)            0             0
                                               ------------  -----------   -----------   -----------   -----------
    Net increase (decrease)                      1,268,237       374,988     4,183,049       116,985    10,716,586

Net assets available for benefits:
    Beginning of year                            1,300,701       121,635     2,270,137             0     8,236,084
                                               -----------   -----------   -----------   -----------   -----------
    End of year                                $ 2,568,938   $   496,623   $ 6,453,186   $   116,985   $18,952,670
                                               ===========   ===========   ===========   ===========   ===========

</TABLE>


The accompanying notes are an integral part of these financial statements.

                                       5


<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the year ended December 31, 1997

<TABLE>
<CAPTION>

                                                 MasTec         Life       Guaranteed    Aggressive
                                                 Common       Insurance    Certificate     Growth         Bond         Growth
                                               Stock Fund       Fund          Fund          Funds         Funds         Funds
                                               -----------   -----------   -----------   -----------   -----------   -----------
<S>                                            <C>           <C>           <C>           <C>           <C>           <C>

Additions to net assets attributed to:
Investment income:
    Net (depreciation) appreciation
      in fair value of investments             $  (584,591)  $         0   $         0   $   116,102   $    15,728   $   317,457
    Interest                                             0         2,715         1,624             0             0             0
                                               -----------   -----------   -----------   -----------   -----------   -----------
                                                  (584,591)        2,715         1,624       116,102        15,728       317,457

Contributions:
    Participants'                                  342,267             0        28,023       647,122       133,614       307,471
    Employer's                                     376,036             0             0             0             0             0
                                               -----------   -----------   -----------   -----------   -----------   -----------
      Total additions                              133,712         2,715        29,647       763,224       149,342       624,928
                                               -----------   -----------   -----------   -----------   -----------   -----------

Deductions from net assets attributed to:
    Participants' withdrawals                      160,941        15,667         2,927        88,862        47,051       618,046
                                               -----------   -----------   -----------   -----------   -----------   -----------
      Total deductions                             160,941        15,667         2,927        88,862        47,051       618,046
                                               -----------   -----------   -----------   -----------   -----------   -----------

    Net (decrease) increase prior to transfers     (27,229)      (12,952)       26,720       674,362       102,291         6,882
    Transfers                                      179,680             0         7,077       (51,055)      (14,023)      (32,645)
                                               -----------   -----------   -----------   -----------   -----------   -----------
    Net increase (decrease)                        152,451       (12,952)       33,797       623,307        88,268       (25,763)

Net assets available for benefits:
    Beginning of year                            1,238,301        67,872        20,514       612,038       132,163     1,613,615
                                               ===========   ===========   ===========   ===========   ===========   ===========
    End of year                                $ 1,390,752   $    54,920   $    54,311   $ 1,235,345   $   220,431   $ 1,587,852
                                               ===========   ===========   ===========   ===========   ===========   ===========


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the year ended December 31, 1997
(CONTINUED)


                                                Growth &
                                                 Income     International  Short Term
                                                  Funds         Funds          Fund         Total
                                               -----------   -----------   -----------   -----------

Additions to net assets attributed to:
Investment income:
    Net (depreciation) appreciation
      in fair value of investments             $   172,380   $     6,255   $    95,419   $   138,750
    Interest                                             0             0             0         4,339
                                               -----------   -----------   -----------   -----------
                                                   172,380         6,255        95,419       143,089

Contributions:
    Participants'                                  469,240        88,870       438,026     2,454,633
    Employer's                                           0             0             0       376,036
                                               -----------   -----------   -----------   -----------
      Total additions                              641,620        95,125       533,445     2,973,758
                                               -----------   -----------   -----------   -----------

Deductions from net assets attributed to:
    Participants' withdrawals                      204,846        32,120       938,652     2,109,112
                                               -----------   -----------   -----------   -----------
      Total deductions                             204,846        32,120       938,652     2,109,112
                                               -----------   -----------   -----------   -----------

    Net (decrease) increase prior to transfers     436,774        63,005      (405,207)      864,646
    Transfers                                       49,141       (23,987)     (114,188)            0
                                               -----------   -----------   -----------   -----------
    Net increase (decrease)                        485,915        39,018     (519, 395)      864,646

Net assets available for benefits:
    Beginning of year                              814,786        82,617     2,789,532     7,371,438
                                               ===========   ===========   ===========   ===========
    End of year                                $ 1,300,701   $   121,635   $ 2,270,137   $ 8,236,084
                                               ===========   ===========   ===========   ===========

</TABLE>


The accompanying notes are an integral part of these financial statements.

                                       6

<PAGE>


THE MASTEC, INC. 401(K) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


1. Description of Plan:

The following description of The MasTec, Inc. (the "Company" or "MasTec") 401(k)
Retirement Savings Plan (the "Plan") provides only general information. The Plan
agreement contains a more complete description of the Plan's provisions.

General

The Plan is a defined contribution plan covering all employees of the
Company who are age twenty-one or older and have one year of service. Eligible
participants  may enter the Plan on  January 1 or July 1. It is  subject  to the
provisions of the Employee  Retirement Income Security Act of 1974 ("ERISA") and
is exempt from federal and state income taxes.

The  Plan  is   administered   by  the   Employee   Benefits   Committee   (Plan
Administrators).  Great-West Life & Annuity Insurance Company is the Trustee and
Recordkeeper  of the Plan for all funds except for the MasTec  Common Stock Fund
which the Trustee is Norwest Bank,  Minnesota,  N.A. Plan assets are held by the
Trustee.

At  December  31,  1998,  Benefit  Services  Corporation  was  the  Trustee  and
Recordkeeper  of certain  Plan assets of a company  acquired by MasTec,  Inc. in
1998.  Subsequent  to  December  31,  1998,  these  assets were  transferred  to
Great-West  Life & Annuity  Insurance  Company and invested in the Plan upon the
employee's elections.

Contributions

Participants may contribute from 1% to 15% of their pre-tax annual compensation,
subject to certain dollar amount limits,  as defined in the plan agreement.  The
maximum  contribution  allowed  during  1998 and 1997 was  $10,000  and  $9,500,
respectively.

The  Company's  contributions  are  discretionary.  During 1998,  the  Company's
contributions  were  25% of  each  dollar  up to 4% of the  participant's  gross
salary. The Company match is exclusively in MasTec Common Stock.

During 1998, the 401(k) plans of certain companies acquired by MasTec, Inc. were
converted to the Plan, with the related employer becoming  participants.  All of
the  assets of these  plans  were  converted  at a fair  value of  approximately
$6,653,000 and invested in the Plan upon the employee's elections.  Such amounts
are included as participants' contributions for 1998.


                                       7
<PAGE>


THE MASTEC, INC. 401(K) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued


1. Description of the Plan, Continued:

Participant Accounts

Each participant's account is credited with the participant's contribution,  the
Company's contribution, if any, rollovers into the Plan and an allocation of the
participant  accounts  earnings.  Each  participant's  account is reduced by any
withdrawals  or  distributions  and an allocation of (a) his share of investment
losses and depreciation in value of investments and (b) any administrative  fees
paid by the  Plan.  The  benefit  to  which a  participant  is  entitled  is the
participant's vested account balance.

Investment Options

Upon  enrollment in the Plan, a participant may direct  contributions  to any of
the following investment options. Participants may elect to invest contributions
in a single fund in 1% increments, among any of the following:

     MasTec  Common  Stock  Fund - Funds  are  invested  solely in shares of the
     common stock,  par value $0.10 per share of MasTec,  Inc. The fund will buy
     up to  500,000  shares,  as  determined  under  the  rules of ERISA and the
     Internal  Revenue Code (IRC). A participant may not invest more than 50% of
     his aggregate contributions in the MasTec, Inc. common stock fund.

     Life Insurance  Fund - The fund was not offered as an investment  option to
     participants after July 1, 1994.

     Guaranteed Certificate Fund - Funds are invested in certificates of deposit
     guaranteed by Great-West Life & Annuity Insurance Company.

     Aggressive Growth Funds - Funds are invested in:

     American  Century - Twentieth  Century  Ultra  Investors  Fund,  managed by
     American Century Investment Management, Inc.;

     AIM Constellation Fund, managed by AIM Advisors, Inc.;

     Maxim Small-Cap Index Portfolio,  managed by GW Capital  Management,  Inc.,
     seeks to mirror the Russell 2000 Index;

     Maxim Growth Index Portfolio, managed by GW Capital Management, Inc., seeks
     to mirror the Russell 1000 Growth Index;

     Maxim Small-Cap  Aggressive  Growth  Portfolio,  managed by Loomis Sayles &
     Company,  seeks to mirror the  performance  of the Loomis Sayles  Small-Cap
     Fund; and

     Lord Abbett Developing Growth Fund, managed by Lord Abbett & Co.


                                       8
<PAGE>


1. Description of the Plan, Continued:

Investment Options, Continued

     Bond Funds - Funds are invested in:

     Maxim U.S. Government Mortgage Securities Portfolio,  managed by GW Capital
     Management, Inc.;

     Maxim  Investment  Grade  Corporate Bond  Portfolio,  managed by GW Capital
     Management, Inc.;

     Maxim Corporate Bond Portfolio,  managed by Loomis Sayles & Company,  seeks
     to mirror the performance of Loomis Sayles Bond Fund;

     Putnam  Global  Governmental  Income  Fund,  managed  by Putnam  Investment
     Management, Inc.; and

     Maxim Short-Term Maturity Bond Portfolio, managed by GW Capital Management,
     Inc.

     Growth Funds - Funds are invested in:

     Fidelity Advisor Growth  Opportunities Fund, managed by Fidelity Management
     and Research Company;

     Orchard Index 500, managed by GW Capital Management,  Inc., seeks to mirror
     Standard & Poor's 500 Index;

     AIM Weingarten Fund, managed by AIM Advisors, Inc.;

     Maxim Small-Cap Value Portfolio, managed by Ariel Capital Management; and

     Maxim Mid-Cap Growth Portfolio,  managed by T. Rowe Price,  seeks to mirror
     T. Rowe Price Mid-Cap Growth Fund.

     Growth & Income Funds - Funds are invested in:

     Maxim Blue Chip Portfolio, managed by the Founders Funds;

     AIM Charter Fund, managed by AIM Advisors, Inc.;

     Maxim Value Index Portfolio,  managed by GW Capital Management, Inc., seeks
     to mirror the Russell 1000 Value Index;

     Putnam Fund for Growth & Income,  managed by Putnam Investment  Management,
     Inc.; and

     Fidelity  Advisor  Equity Income Fund,  managed by Fidelity  Management and
     Research Company.


                                       9
<PAGE>


1. Description of the Plan, Continued:

Investment Options, Continued

     International Funds - Funds are invested in:

     Putnam Global Growth Fund, managed by Putnam Investment Management, Inc.;

     Maxim Foreign Equity Portfolio,  managed by Loomis Sayles & Company,  seeks
     to mirror the performance of the New England International Equity Fund;

     Fidelity Advisor Overseas Fund, managed by Fidelity Management and Research
     Company;

     Orchard Index Pacific Fund, managed by GW Capital Management, Inc.; and

     Orchard Index European Fund, managed by GW Capital Management, Inc.

     Short-Term Fund - Funds are invested in:

     Maxim Money Market Portfolio, managed by GW Capital Management, Inc.

     Other - Funds  included  in other,  represent  assets of a 401(k) plan of a
     certain company  acquired by MasTec,  Inc. during 1998.  Funds are invested
     in:

     Fidelity Advisor Growth  Opportunity Fund,  managed by Fidelity  Management
     and Research Company.

     Fidelity  Equity Income Fund,  managed by Fidelity  Management and Research
     Company.

     Fidelity Advisor Government Investment Fund, managed by Fidelity Management
     and Research Company.

     Fidelity Advisor Overseas Fund, managed by Fidelity Management and Research
     Company.

Transfers and Rollovers

Participants may rollover  balances held in other qualified  retirement plans at
the discretion of the Plan Administrators.

Withdrawals

Certain  withdrawals  from  participant  accounts are only allowed for financial
hardship (in accordance with IRS regulations).

Participant Notes Receivable

Participants  may  borrow a maximum  of the  lesser of (1)  $50,000 or (2) fifty
percent (50%) of their individual vested account balance.  Loan terms range from
1-5 years or up to 20 years for the purchase of a primary  residence.  The loans
bear interest at the published prime rate in the Wall Street Journal plus 1%.


                                       10
<PAGE>


1. Description of the Plan, Continued:

Payment of Benefits

On  termination  of  service,  due  to  death,  disability,   or  retirement,  a
participant  receives payment of the vested accrued benefit in a single lump sum
or the payment can be deferred under certain  circumstances to normal retirement
age. For termination of service due to other reasons,  a participant is entitled
to receive only the vested percentage of his account balance.

Vesting

Participants are immediately vested in their contributions and rollovers and the
earnings thereon.  Participants are vested in Company contributions,  if any, to
the extent reflected below:

         Years of Service          Percentage
         ----------------          ----------
               1                        0%
               2                       20%
               3                       40%
               4                       60%
               5                       80%
               6 or more              100%

Participants  forfeit  the  portion of their  account  balance to the extent not
vested.

2. Summary of Significant Accounting Policies:

The significant accounting policies followed by the Plan are as follows:

Basis of Accounting

The financial  statements of the Plan are prepared in conformity  with generally
accepted accounting principles.

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported  amounts of additions and deductions  during the reporting  period.
Actual results could differ from those estimates.


                                       11
<PAGE>


2. Summary of Significant Accounting Policies, Continued:

Risk and Uncertainties

The plan provides for various  investment  options in any combination of stocks,
bonds, fixed income securities,  mutual funds, and other investment  securities.
Investment  securities  are exposed to various  risks,  such as  interest  rate,
market and credit.  Due to the level of risk associated with certain  investment
securities  and the level of  uncertainty  related  to  changes  in the value of
investment securities,  it is at least reasonably possible that changes in risks
in the near term would materially affect participants'  account balances and the
amounts  reported in the statement of net assets available for plan benefits and
the statement of changes in net assets available for plan benefits.

Valuation of Investments and Income Recognition

The Plan's  investments  are valued by the  trustees  (Note 1) and are stated at
fair value using quoted market prices.

Purchase and sales  transactions are recorded on a trade date basis. Any gain or
loss  resulting  from the sale of fund  units is  determined  as the  difference
between the sales  proceeds and the average  cost of the units sold.  Investment
income is recorded on the accrual basis.

Investment Income

The Plan  presents  in the  statement  of changes in net  assets  available  for
benefits the net  appreciation/depreciation in the fair value of its investments
which consists of the realized  gains or losses and the unrealized  appreciation
(depreciation) on those investments.

Participant Withdrawals

Withdrawals made by participants are recorded when paid.

Administrative Costs

All administrative  expenses of the Plan,  including,  without  limitation,  the
allocable  portion  of  compensation  of plan  administrative  staff and fees of
employee benefits consultants,  legal counsel, and auditors' fees are chargeable
to the Plan. The Company may, at its sole discretion,  pay any such expenses, in
whole or in part. The Company assumed responsibility for administrative expenses
for the years ended December 31, 1998 and 1997.


                                       12
<PAGE>


3. Plan Termination:

Although  it has not  expressed  any intent to do so, the  Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan  subject  to the  provisions  of ERISA.  In the event of Plan  termination,
participants will become 100% vested in their accounts.



4. Tax Status:

The Internal Revenue Service has determined and informed the Company by a letter
dated June 17, 1997,  that the Plan is designed in  accordance  with  applicable
sections of the IRC. The Plan has been amended since receiving the determination
letter.  However,  the Plan  Administrator  and the Plan's legal counsel believe
that the Plan is designed and is currently being operated in compliance with the
applicable requirements of the IRC.


                                       13
<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
ITEM 27a OF FORM 5500 - SCHEDULE OF ASSETS
HELD FOR INVESTMENT PURPOSES
as of December 31, 1998

<TABLE>
<CAPTION>

    Participating
(a) Units or Par Value    (b) Identity of Party                (c) Description of Investment    (d)    Cost     (e)Fair Value
    ------------------        -----------------                    -------------------------        ----------  -------------
<S> <C>      <C>                                                   <C>                              <C>         <C>

     3,287   Maxim Blue Chip Portfolio                             Growth & Income Fund             $   61,804  $    68,963
     4,472   AIM Charter Fund                                      Growth & Income Fund                100,008      124,772
     9,297   Maxim Value Index Portfolio                           Growth & Income Fund                197,054      223,809
    18,177   Putnam Fund for Growth & Income                       Growth & Income Fund                350,535      401,402
    41,183   Fidelity Advisor Equity Income Fund                   Growth & Income Fund                534,730      740,609
     3,364   Maxim U.S. Government Mortgage Securities Portfolio   Bond Fund                            51,788       53,488
     1,618   Maxim Investment Grade Corporate Bond Portfolio       Bond Fund                            48,287       49,929
     4,806   Maxim Corporate Bond Portfolio                        Bond Fund                            72,722       74,442
     4,364   Putnam Global Governmental Income Fund                Bond Fund                            49,261       51,246
     3,454   Maxim Short-Term Maturity Bond Portfolio              Bond Fund                            40,011       40,955
   315,965   Maxim Money Market Portfolio                          Short-Term Fund                   5,943,774    6,186,843
    69,361   Fidelity Advisor Growth Opportunities Fund            Growth Fund                       1,056,887    1,638,762
     3,312   Orchard Index 500                                     Growth Fund                         198,094      248,644
     8,662   AIM Weingarten Fund                                   Growth Fund                         199,157      248,599
     1,223   Maxim Small-Cap Value Portfolio                       Growth Fund                          20,384       22,365
    10,675   Maxim Mid-Cap Growth Portfolio                        Growth Fund                         126,311      143,017
       N/A   Great-West Life & Annuity Insurance Company           Guaranteed Certificate Fund         138,619      138,619
    26,429   American Century - Twentieth Century Ultra Fund       Aggressive Growth Fund              731,544      892,197
    15,731   AIM Constellation Fund                                Aggressive Growth Fund              421,925      489,557
     4,110   Maxim Small-Cap Index Portfolio                       Aggressive Growth Fund               64,519       66,514
    11,742   Maxim Growth Index Portfolio                          Aggressive Growth Fund              281,053      340,048
     9,023   Maxim Small-Cap Aggressive Growth Portfolio           Aggressive Growth Fund              157,763      165,794
       244   The Lord Abbett Developing Growth Fund                Aggressive Growth Fund                2,083        2,421
    17,221   Putnam Global Growth Fund                             International Fund                  295,674      343,008
     1,496   Maxim Foreign Equity Portfolio                        International Fund                   18,209       18,564
     4,697   Fidelity Advisor Overseas Fund                        International Fund                   61,129       63,881
     1,729   Orchard Index Pacific Fund                            International Fund                   11,522       12,426
     2,250   Orchard Index European Fund                           International Fund                   27,758       30,276
    64,863   Profile Series I                                      Aggressive Growth Fund            1,180,973    1,381,605
    43,047   Profile Series II                                     Growth and Income Fund              735,512      840,365
    25,607   Profile Series III                                    Bond Fund                           416,516      457,555
     9,806   Profile Series IV                                     Bond Fund                           146,594      158,112
     4,627   Profile Series V                                      Bond Fund                            65,877       68,674
    90,319   MasTec, Inc.                                          Common Stock Fund                 2,154,020    1,979,090
       N/A   First Colony Life Insurance Company                   Life Insurance Fund                 111,998       48,349
       N/A   Participant loans, fully amortized                    Loans to participants 8% - 11%            0      585,630
       N/A   Other                                                 Various Mutual Funds                116,985      116,985
                                                                                                    ----------  -----------
                                                                                                   $16,191,080  $18,517,515
                                                                                                   ===========  ===========

</TABLE>


                                       14
<PAGE>


THE MASTEC, INC.
401(K) RETIREMENT SAVINGS PLAN
ITEM 27d OF FORM 5500 - SCHEDULE OF REPORTABLE TRANSACTIONS *
for the year ended December 31, 1998


<TABLE>
<CAPTION>
                                                                                                      (f) Value of
                                                                                                           Assets
                                                               (c) Purchase  (d) Selling  (e) Cost of  on Transaction (g) Net Gain
 (a) Identity of Party Involved      (b) Description of Assets     Price         Price       Asset          Date       or (Loss)
     ---------------------------     -------------------------   ----------   ----------   ----------   -----------   -----------
<S>  <C>                                   <C>                   <C>          <C>          <C>          <C>           <C>

     MasTec, Inc.                    MasTec Common Stock Fund
                                       Purchases                 $  986,179   $        0   $        0   $  986,179    $         0
                                       Sales                              0      232,723      227,283            0          5,440

     Great -West Life & Annuity      Aggressive Growth Funds
         Insurance Company             Purchases                  2,362,731            0            0    2,362,731              0
                                       Sales                              0      596,835      562,208            0         34,627

     Great -West Life & Annuity      Growth Funds
         Insurance Company             Purchases                    813,260            0            0      813,260              0
                                       Sales                              0      393,893      319,862            0         74,031

     Great -West Life & Annuity      Growth and Income Funds
         Insurance Company             Purchases                  1,325,861            0            0    1,325,861              0
                                       Sales                              0      397,424      373,550            0         23,874

     Great -West Life & Annuity      Short Term Fund
         Insurance Company             Purchases                  5,511,942            0            0    5,511,942              0
                                       Sales                              0    1,590,101    1,553,510            0         36,591

     Great-West Life & Annuity       Bond Funds
         Insurance Company             Purchases                    920,249            0            0      920,249              0
                                       Sales                              0      231,825      223,480            0          8,345

     Great-West Life & Annuity       International Funds
         Insurance Company             Purchases                    383,819            0            0      383,817              0
                                       Sales                              0       84,597       80,816            0          3,781

</TABLE>


*      Under ERISA,  a reportable  transaction  is defined as a  transaction  or
       series of transactions during the plan year that involves more than 5% of
       the fair value of the plan assets at the beginning of the plan year.


                                       15

<PAGE>


                                   SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Trustees (or other persons who administer  the employee  benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.


                                    THE MASTEC, INC.
                                    401(K) RETIREMENT SAVINGS PLAN




Date:  June 30, 1999                /s/ CARMEN M. SABATER
                                    ---------------------
                                    Carmen M. Sabater
                                    Senior Vice President - Director of Finance
                                    (Trustee)


Date:  June 30, 1999                /s/ JOSE SARIEGO
                                    ---------------------
                                    JOSE SARIEGO
                                    Senior Vice President - General Counsel
                                    (Trustee)


                                       16

<PAGE>







                       Consent of Independent Accountants

     We hereby  consent to the  incorporation  by reference in the  Registration
Statement on Form S-8 (File No.  33-55327)  of MasTec,  Inc. of our report dated
June 18, 1999 relating to the financial statements,  which appear in this Annual
Report of The MasTec,  Inc. 401(k) Retirement  Savings Plan on Form 11-K for the
year ended December 31, 1998.




Miami, Florida
June 30, 1999


                                       17





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