Second Amendment to Underwriting, Continuing Indemnity and Security Agreement

SECOND AMENDMENT TO UNDERWRITING, CONTINUING INDEMNITY AND
SECURITY AGREEMENT

     THIS SECOND AMENDMENT TO UNDERWRITING, CONTINUING INDEMNITY AND SECURITY AGREEMENT (this “Second Amendment”) made as of the 9th day of January, 2008, by and among QUANTA SERVICES, INC., a Delaware corporation, and certain of its Affiliates and Subsidiaries identified on Exhibit A to this Second Amendment (individually and collectively, in their capacity as a named principal under any Bond, “Principal” and individually and collectively “Indemnitors”); FEDERAL INSURANCE COMPANY, an Indiana corporation, AMERICAN HOME ASSURANCE COMPANY, NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA., and THE INSURANCE COMPANY OF THE STATE OF PENNSYLVANIA (individually and collectively “Surety”).

WITNESSETH:

     WHEREAS, Surety and certain Indemnitors entered into that certain Underwriting, Continuing Indemnity and Security Agreement dated March 14, 2005 (the “Original Agreement”), as amended and modified by that certain Joinder Agreement and Amendment to Underwriting, Continuing Indemnity and Security Agreement dated November 28, 2006 (the “Joinder Agreement” and, collectively with the Original Agreement, the “Agreement”); and

     WHEREAS, the terms of the Agreement are further amended and modified as set forth in this Second Amendment; and

     WHEREAS, the parties desire to add certain additional Domestic Subsidiaries of Quanta Services, Inc. as Principals and Indemnitors under the Agreement, as amended by this Second Amendment; and

     WHEREAS, Sunesys, LLC, a Delaware limited liability company and a Domestic Subsidiary, is subject to regulation by certain governmental authorities, and the pledge of any assets by Sunesys, LLC would be prohibited or require the consent or approval of certain governmental authorities, and as of the date hereof such requisite consents or approvals are being sought but have not yet been obtained;

     NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

     1. Definitions.

          (a) All capitalized terms used in this Second Amendment (including the recitals hereto) will have the respective meanings assigned thereto in the Agreement, unless otherwise specifically defined in this Second Amendment.

          (b) The definition of “Bonded Contract” in the Agreement is hereby modified to insert “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii”; provided, however, that:

               (i) notwithstanding the foregoing, the definition of “Collateral” in the Agreement and Section 6 of the Agreement, no such Bonded Contract of Sunesys, LLC, nor any rights relating thereto, shall constitute or be included in the Collateral under the Agreement, as amended by this Second Amendment; and

               (ii) notwithstanding the foregoing, the definition of “Bonded Contract” shall be deemed not to be so modified for purposes of the definition of “Licensed Property” or for purposes of Section 7(j) and Section 10 in the Agreement, as amended by this Second Amendment.

          (c) The definition of “Bonds” in the Agreement is hereby modified to insert “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii”; provided, however, that:

               (i) notwithstanding the foregoing and Section 6 of the Agreement, no rights of Sunesys, LLC relating to any Bond shall constitute or be included in the Collateral under the Agreement, as amended by this Second Amendment; and

               (ii) notwithstanding the foregoing, the definition of “Bonds” shall be deemed not to be so modified for purposes of the definition of “Licensed Property” in the Agreement, as amended by this Second Amendment.

          (d) Clauses (c) and (f) of the definition of “Event of Default” in the Agreement are hereby modified to insert “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii” wherever such term appears in each such clause.

          (e) The definition of “Retainage” in the Agreement is hereby modified to insert “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii” wherever such term appears in such definition solely for purposes of including such Retainage in the meaning of Bonded Contract Balances as such term is used in the second paragraph of Section 32 of the Agreement; provided, however, that except for purposes of the second paragraph Section 32 of the Agreement, the defined terms “Retainage” and “Bonded Contract Balances” shall not be amended or modified by this Section 1(e) in any respect.

          (f) The definition of “Surety Loss” in the Agreement is hereby modified to insert “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii” wherever such term appears in such definition.

          (g) The definition of “Work” in the Agreement is hereby modified to insert (i) “and/or Sunesys, LLC” immediately after “Island Mechanical, Hawaii” wherever such term appears in such definition and (ii) “and/or Sunesys, LLC’s” immediately after “Island Mechanical, Hawaii’s” where such term appears in such definition.

          (h) Notwithstanding the foregoing provisions of this Section 1 or anything to the contrary in this Second Amendment, Surety acknowledges and agrees that Sunesys, LLC is not a party to the Agreement or this Second Amendment, and that the Indemnitors are not authorized to, do not purport to, and do not, bind Sunesys, LLC (including, without limitation, with respect to the provisions set forth in Sections 6, 22, 28, 29, 32 and 33 of the Agreement) by their execution and delivery of this Second Amendment.

     2. Sunesys, LLC. Sunesys, LLC, a Delaware limited liability company, is a Domestic Subsidiary. Notwithstanding anything to the contrary contained herein or in the Agreement, neither Sunesys, LLC nor any subsidiary of Sunesys, LLC is or at any time shall be, or be deemed to have been, a Principal (as defined in the Agreement), an Indemnitor (as defined in the Agreement) or a party to this Second Amendment or the Agreement for any purpose, until such time as it may execute a rider pursuant to Section 52 of the Agreement (or an addendum to the Agreement) agreeing to be bound by the Agreement, as amended by this Second Amendment. Sunesys, LLC is endeavoring to obtain the necessary governmental approvals so that it can become a party to the Agreement, as amended by this Second Amendment, and once all requisite approvals have been obtained, the applicable Indemnitor(s) agree to cause Sunesys, LLC to execute a rider or an addendum to be added as Principal (as defined in the Agreement) and Indemnitor (as defined in the Agreement).

     3. Exhibit A; Releases.

          (a) Exhibit A to the Agreement is hereby deleted in its entirety and replaced with Exhibit A to this Second Amendment.

          (b) Indemnitors have represented to Surety that Total Quality Management Services, LLC, a Delaware limited liability company (“TQMS”), is not an operating entity and has immaterial assets. Based on this representation, Surety (as defined in the Agreement) has agreed to release, and hereby does fully and forever release, TQMS from the Agreement, each other Surety Credit Document and any and all obligations thereunder of any kind and every nature and, without limiting the generality of the foregoing, acknowledges and agrees that, as of the date hereof, TQMS is no longer a Principal (as defined in the Agreement) or Indemnitor (as defined in the Agreement).

          (c) Indemnitors have represented to Surety that VCS Sub, Inc. (formerly known as Environmental Professional Associates, Limited), a California corporation (“VCSS”), is not an operating entity and has immaterial assets. Based on this representation, Surety (as defined in the Agreement) has agreed to release, and hereby does fully and forever release, VCSS from the Agreement, each other Surety Credit Document and any and all obligations thereunder of any kind and every nature and, without limiting the generality of the foregoing, acknowledges and agrees that, as of the date hereof, VCSS is no longer a Principal (as defined in the Agreement) or Indemnitor (as defined in the Agreement).

     4. Exhibit B. Exhibit B to the Agreement is hereby amended by adding thereto the Permitted Liens set forth on Exhibit B to this Second Amendment.

     5. Warranties and Covenants of Indemnitors. Each Indemnitor listed as a signatory to this Second Amendment that was not a signatory to the Joinder Agreement (each such Indemnitor being a “New Indemnitor”) represents and warrants to Surety that all of the representations and warranties made by the Indemnitors (as defined in the Agreement) in the Original Agreement (whether made as an Indemnitor (as defined in the Agreement) or as a Principal (as defined in the Agreement)) are true and correct as applicable to such New Indemnitor in all material respects, as of the date hereof (except to the extent such representations and warranties specifically relate to an earlier date). Each New Indemnitor hereby acknowledges, agrees, and confirms that, by its execution of this Second Amendment, the New Indemnitor will be deemed to be a party to the Agreement, as amended by this Second Amendment, and an “Indemnitor” (as defined in the Agreement) and “Principal” (as defined in the Agreement) for all purposes of the Agreement, as amended by this Second Amendment, and shall have all the obligations of an Indemnitor (as defined in the Agreement) and Principal (as defined in the Agreement) thereunder as if it had executed the Agreement. Each New Indemnitor hereby ratifies, as of the date hereof, and agrees to be bound by, all of the terms, provisions, and conditions contained in the Agreement, as amended by this Second Amendment, applicable to such New Indemnitor (whether as an Indemnitor (as defined in the Agreement) or Principal (as defined in the Agreement)). Without limiting the generality of the foregoing terms of this Section 5, each New Indemnitor hereby grants to the Surety a security interest in any and all right, title and interest of such New Indemnitor in and to the Collateral of such New Indemnitor to secure the prompt payment and performance in full when due of any Surety Loss, and the payment and performance of all other obligations and undertakings now or hereafter owing to Surety with respect to the Bonds and/or under the Surety Credit Documents, as same may now or hereafter be modified, replaced, extended or renewed.

     6. Due Diligence Items Required to be Delivered by New Indemnitors. Each New Indemnitor will deliver to Surety the following, in form and substance reasonably satisfactory to Surety and its counsel:

          (a) Favorable opinions of both outside and in-house counsel to Principal and Indemnitors, with respect to the New Indemnitors, substantially in the form attached to the Original Agreement as Exhibit C thereto, with such modifications thereto as are requested by such counsel and acceptable to Surety and its counsel in their reasonable discretion;

          (b) an officer’s certificate of such New Indemnitor certifying appropriate resolutions authorizing the execution, delivery, and performance of this Second Amendment and performance of the Agreement, as amended by this Second Amendment, certifying that such resolutions have been approved in accordance with such New Indemnitor’s governing documents together with copies of such governing documents, and certifying incumbencies and true signatures of the officers so authorized; and

          (c) evidence of the good standing of such New Indemnitor in the jurisdiction in which such New Indemnitor is formed.

     7. Power of Attorney. Each New Indemnitor hereby irrevocably constitutes and appoints Quanta Services, Inc. (and all officers, employees, or agents designated by Quanta

Services, Inc.), with full power of substitution, as such New Indemnitor’s true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of such New Indemnitor and in the name of such New Indemnitor or in its own name, from time to time in Quanta Services, Inc.’s discretion, to take any and all appropriate action and to execute and deliver any and all documents and instruments which may be necessary or desirable to accomplish the purpose of this Second Amendment or the Agreement and to amend, modify or supplement the Agreement or other Surety Credit Documents in any manner. Each New Indemnitor hereby ratifies and agrees to be bound by, to the fullest extent permitted by law, all that Quanta Services, Inc. will lawfully do or cause to be done by virtue hereof.

     8. Miscellaneous.

          (a) Upon the effectiveness of this Second Amendment, each reference in the Agreement to “this Agreement,” “hereunder” or words of like import shall mean and be a reference to the Agreement, as affected and amended by this Second Amendment. The foregoing is not intended to otherwise affect the definition of “Agreement” or “this Agreement.”

          (b) This Second Amendment shall be governed by and construed in accordance with the internal laws of the State of New York.

          (c) Section headings in this Second Amendment are included herein for convenience of reference only and shall not constitute a part of this Second Amendment for any other purpose.

     9. Binding Effect. By executing this Second Amendment, each New Indemnitor will be deemed to be an Indemnitor (as defined in the Agreement) under the terms of the Agreement, as amended hereby, as though such New Indemnitor were an original signatory thereto and such New Indemnitor hereby confirms its grant of a security interest in the Collateral to Surety as provided in Section 5 of the Agreement.

     10. Continuing Effect. Except as specifically set forth in this Second Amendment, the Agreement remains in full force and effect in accordance with its terms.

     11. Counterparts. This Second Amendment may be executed by the parties independently in any number of counterparts, all of which together will constitute but one and the same instrument which is valid and effective as if all parties had executed the same counterpart. This Second Amendment may be validly executed and delivered by facsimile or other electronic transmission. Notwithstanding the foregoing, the parties are required to deliver original signature pages to each other.

     IN WITNESS WHEREOF, each of the parties has caused this Second Amendment to be executed by its duly authorized officer as of the day and year first above written.

[THIS SPACE LEFT BLANK INTENTIONALLY]

[THIS SPACE LEFT BLANK INTENTIONALLY]

EXHIBIT A

LIST OF PRINCIPAL/INDEMNITORS

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
Quanta Services, Inc.		Delaware		1360 Post Oak Blvd., Suite 2100 Houston, TX 77056		74 ###-###-####		None
Advanced Technologies and Installation Corporation		Washington		655 Glennville Richardson, TX 75081		91-1528002		Telecom Network Specialists, Inc. JT Communications, Inc.
Allteck Line Contractors (USA), Inc.		Washington		4940 Still Creek Avenue Burnaby, British Columbia Canada, V5C 4E4		98-0198185		None
Arby Construction, Inc.		Delaware		19705 W. Lincoln Avenue New Berlin, WI 53146		76-0605516		S.K.S. Pipeliners, LLC
Austin Trencher, Inc.		Delaware		9250 FM 2243 Leander, TX 78641		76-0598342		None
Blair Park Services, LLC		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		InfraSource Wireless (DE, MA, NJ, NY, PA, RI, VA, WV, DC) Blair Park Services, Inc.
Bradford Brothers, Incorporated		North Carolina		11712 Statesville Road Huntersville, NC 28078		56-0861169		Lake Norman Pipeline, LLC
CAN-FER Construction Company		Texas		11031 Grissom Lane Dallas, TX 75229		75 ###-###-####		None
CCLC, Inc.		Delaware		5 Johnson Drive, Suite 4 Raritan, NJ 08869		74 ###-###-####		None
CMI Services, Inc.		Florida		1555 South Blvd. Chipley, FL 32428		59 ###-###-####		Communication Manpower, Inc.
Conti Communications, Inc.		Delaware		5 Johnson Drive, Suite 4 Raritan, NJ 08869		76-0605511		Delaware Conti Communications, Inc.
Croce Electric Company, Inc.		Delaware		2 Betty Street Everett, MA 02149		76-0605518		None
Dacon California, Inc.		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		None

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
Dashiell California, Inc.		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		None
Digco Utility Construction, L.P.		Delaware		1608 Margaret Street Houston, TX 77093		76-0612176		None
Dillard Smith Construction Company		Delaware		4001 Industry Dr. Chattanooga, TN 37416		76-0589264		P.D.G. Electric Power Engineering & Testing Haines Construction Company Dillard Smith Construction Company (Delaware)
Fiber Technologies, Inc.		Virginia		800 Satellite Blvd. Suwanee, GA 30024		54-1612812		Fiber Technology World Fiber DeltaComm Marlboro Cablevision Constructors Choice Optics Communications Myers Cable, Inc. Sycamore Shoals Communications, Inc. Crown Fiber Communications, Inc.
Five Points Construction Co.		Texas		5145 Industrial Way Benicia, CA 94510		94 ###-###-####		None
Global Enercom Management, Inc.		Delaware		2500 Wilcrest Drive, Suite 100 Houston, TX 77042		76-0598339		GEM Engineering Co., Inc.
Golden State Utility Co.		Delaware		2001 West Tuolomne Road Turlock, CA 95380		76-0567490		Sanders Construction Company North Pacific Construction Co., Inc.

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								Delaware North Pacific Construction Co.
H. L. Chapman Pipeline Construction, Inc.		Delaware		9250 FM 2243 Leander, TX 78641		76-0598341		DB Utilities Sullivan Welding
InfraSource Dacon, LLC		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		Dacon Corporation Dacon Ltd. Limited Partnership (MS)
								Dacon, Limited Partnership (MO)
								Dacon, Ltd. Limited Partnership (NM)
								Dacon Ltd.
								Dacon GP LLC
InfraSource Dashiell, LLC		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		Dashiell Corporation Dashiell Ltd. Limited Partnership (CT, IL, MI, MN, MS, NC, OK, VT) Dashiell Ltd. Limited Partnership (MA) Dashiell, Ltd. Limited Partnership (SC) Dashiell, Ltd. L.P. (GA) Dashiell Indiana Ltd. Limited Partnership (IN) Dashiell Limited Partnership (NC) Dashiell-InfraSource (NY)

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								Dashiell Ohio Ltd. Limited Partnership (OH) Dashiell Ltd. Limited Liability (WV) Dashiell Ltd. Infrasource Texas Holdings LP LLC InfraSource Texas Holdings GP LLC
InfraSource Power, LLC		Minnesota		2936 South 166th Street New Berlin, WI 53151		41-1723047		Aconite Corporation InfraSource Underground Power, Inc.
InfraSource Power California, Inc.		California		100 West Sixth Street Suite 300 Media, PA 19063		74 ###-###-####		None
InfraSource Telecommunication Services, LLC		Delaware		219 Ruth Road Harleysville, PA 19438		26-1581998		None
InfraSource Transmission Services Company		Arizona		4143 East Quartz Circle Mesa, AZ 85215		86-0787875		Maslonka & Associates, Inc. MAI Acquisition, Inc. Dashiell Holdings Corporation
InfraSource Underground Construction, Inc.		Delaware		2936 South 166th Street New Berlin, WI 53151		51-0324281		Mueller Pipeliners, Inc. IUC Michigan, Inc. (MI) IUC Texas, Inc. (TX)
InfraSource Underground		Delaware		4033 East Morgan Ypsilanti, MI 48197		04 ###-###-####		Michigan Trenching Services, Inc.

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
Construction, LLC
								Mueller Energy Services, Inc. MES-MTS, LLC IUC Illinois, LLC (IL) IUC Missouri, LLC (MO) IUC Montana, LLC (MT) IUC Nebraska, LLC (NE) IUC North Dakota, LLC (ND) IUC Washington, LLC (WA) IUC Wisconsin, LLC (WI)
InfraSource Underground Construction California, Inc.		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		IUC California, Inc. (CA)
InfraSource Underground Construction Services, LLC		Georgia		2936 South 166th Street New Berlin, WI 53151		58-1696154		Mueller Distribution Contractors, Inc. InfraSource Underground Construction Services, Inc. IUC South, LLC Nuflint, LLC InfraSource Concrete & Paving Services, LLC Flint Paving Company
InfraSource		Delaware		2012-A S. Elliott St.		41-1625874		Gas Distribution

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
Underground Installation, LLC				Aurora, MO 65605				Contractors, Inc.
InfraSource Underground Services Canada, Inc.		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		None
Intermountain Electric, Inc.		Colorado		602 South Lipan Street Denver, CO 80223		84-0906573		Colorado IM Electric
Irby Construction Company		Mississippi		817 S. State Street Jackson, MS 39201		64-0902002		None
Lindsey Electric, L.P.		Texas		1608 Margaret Street Houston, TX 77093		02-0557008		None
Manuel Bros., Inc.		Delaware		908 Taylorville Road, Suite 104 Grass Valley, CA 95949		76-0577087		Renaissance Construction Western Directional
Mears/CPG LLC		Michigan		4500 N. Mission Road Rosebush, MI 48878		N/A		None
Mears Engineering/LLC		Michigan		4500 N. Mission Road Rosebush, MI 48878		N/A		None
Mears Group, Inc.		Delaware		4500 N. Mission Road Rosebush, MI 48878		76-0612167		None
Mears/HDD, LLC		Michigan		4500 N. Mission Road Rosebush, MI 48878		N/A		None
Mears Services LLC		Michigan		4500 N. Mission Road Rosebush, MI 48878		N/A		None
Mejia Personnel Services, Inc.		Texas		431 West Bedford-Euless Road, Suite F Hurst, TX 76053		75 ###-###-####		None
Metro Underground Services, Inc. of Illinois		Illinois		901 Ridgeway Avenue Aurora, IL 60506		36 ###-###-####		Metro Underground Services, Inc.
M.J. Electric, LLC		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		InfraSource Wireless E.I.S. Electric, Inc. (AZ, WA) E.I.S. Electric, Inc. (CT) InfraSource Electric, Inc. (NE) M.J. Electric, Inc. InfraSource M.J.

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								Electric, LLC
M.J. Electric California, Inc.		Delaware		100 West Sixth Street Suite 300 Media, PA 19063		20 ###-###-####		None
Network Electric Company		Delaware		5425 Louis Lane Reno, NV 89511		76-0598345		DE Network Electric Company
North Houston Pole Line, L.P.		Texas		1608 Margaret Street Houston, TX 77093		74-1675857		North Houston Pole Line Corp. Lindsey Electric
North Sky Communications, Inc.		Delaware		11818 SE Mill Plain Blvd., Suite 302 Vancouver, Washington 98684		76-0605490		None
Okay Construction Company, LLC		Delaware		208 Rum River Drive Princeton, MN 55371		76-0612169		None
PAR Electrical Contractors, Inc.		Missouri		4770 North Belleview Avenue Suite 300 Kansas City, MO 64116		44-0591890		Riggin & Diggin Harker & Harker Union Power Construction Company Seaward Corporation Mustang Line Contractors, Inc. Lineco Leasing, LLC Par Infrared Consultants
Parkside Site & Utility Company Corporation		Delaware		123 King Phillip Street Johnston, RI 02919		76-0612181		None
Parkside Utility Construction Corp.		Delaware		123 King Phillip Street Johnston, RI 02919		76-0612160		None
Potelco, Inc.		Washington		14103 8th Street East Sumner, WA 98390		91-0784248		Kingston Constructors Kuenzi Construction NorAm

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								Telecommunications Potelco, Incorporated
Professional Teleconcepts, Inc.		Illinois		Route 12 South Norwich, NY 13815		36 ###-###-####		TNS-VA, LLC
Professional Teleconcepts, Inc.		New York		Route 12 South Norwich, NY 13815		16-1246233		Airlan Telecom Services, L.P.
Quanta Delaware, Inc.		Delaware		300 Delaware Avenue 9th Floor Wilmington, DE 19801		51 ###-###-####		None
Quanta Government Services, Inc.		Delaware		1360 Post Oak Blvd. Suite 2100 Houston, Texas 77056		76-0605504		None
Quanta Government Solutions, Inc.		Delaware		1360 Post Oak Blvd. Suite 2100 Houston, Texas 77056		76-0612166		Quanta LI Acquisition, Inc.
Quanta Services Management Partnership, L.P.		Texas		1360 Post Oak Blvd. Suite 2100 Houston, Texas 77056		76-0574732		None
Quanta Utility Installation Company, Inc.		Delaware		1360 Post Oak Blvd. Suite 2100 Houston, Texas 77056		76-0592449		None
Quanta Utility Services-Gulf States, Inc.		Delaware		1360 Post Oak Blvd. Suite 2100 Houston, Texas 77056		76-0612175		Southeast Pipeline Construction, Inc.
Quanta Utility Services, LLC		Delaware		4770 North Belleview Avenue Suite 300 Kansas City, MO 64116		76-0589263		Great Western Enterprises, Inc. Bore Specialists TVS Systems, Inc. Netcom Management Group, Inc. Northern Line Layers, LLC
R.A. Waffensmith & Co., Inc.		Delaware		2042 N. Kelty Road Franktown, CO 80116		76-0589266		Dahl Trenching Southwestern Communications, Inc.
Southwest Trenching Company, Inc.		Texas		1608 Margaret St. Houston, Texas 77093		76-0106600		None
Spalj Construction Company		Delaware		22360 County Road 12 Deerwood, MN 56444		76-0567489		Span-Con of Deerwood

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								Wilson Roadbores Dot 05 Optical Communications Smith Contracting Thorstad Brothers Tiling Tjader & Highstrom Dot 05, LLC Driftwood Electrical Contractors, Inc Maddux Communications
Spectrum Construction Contracting, L.L.C.		Colorado		7399 South Tucson Way, Suite C-5 Englewood, CO 80112		84-1385108		None
Sumter Utilities, Inc.		Delaware		1151 North Pike West Sumter, SC 29153		76-0577089		Utilco, Inc. Old Lesco Corporation, Inc.
The Ryan Company, Inc.		Massachusetts		25 Constitution Drive Taunton, MA 02780		04 ###-###-####		Eastern Communications The Ryan Company, Inc. of Massachusetts The Ryan Company of Massachusetts Ryan Company Inc. (The) The Ryan Company Incorporated of Massachusetts
Tjader, L.L.C.		Delaware		541 Industrial Drive New Richmond, WI 54017		76-0654709		None
Tom Allen Construction Company		Delaware		411 Edwardsville Road Troy, Illinois 62294		76-0589277		TA Construction Specialty Drilling Technology, Inc.

				Location of Chief
		Jurisdiction		Executive Office and
		of		Principal Place of				Prior Names or
Principal		Formation		Business		Tax ID No.		Trade Names
								T&S Construction Company Taylor Built, Inc.
Trans Tech Electric, L.P.		Texas		4601 Cleveland Road South Bend, IN 46628		35-1553093		Trans Tech Acquisition, Inc.
Trawick Construction Company, Inc.		Florida		1555 South Blvd. Chipley, FL 32428		59-0907078		None
TTM, Inc.		North Carolina		6135 Lakeview Road Suite 500 Charlotte, NC 28269		56-1356956		TTM of North Carolina, Inc. TTMF, Inc.
Underground Construction Co., Inc.		Delaware		5145 Industrial Way Benicia, CA 94510		76-0575471		Underground Construction Co. Delaware Underground Construction Co. Metro Underground Construction Co. Underground Electric Construction Company Hudson & Poncetta, Inc.
Utility Line Management Services, Inc.		Delaware		4770 North Belleview Avenue, Suite 300 Kansas City, Missouri 64116-2188		76-0612162		Quanta LIV Acquisition, Inc.
VCI Telcom, Inc.		Delaware		1921 West Eleventh Street Upland, CA 91786		76-0589274		None
W. C. Communications, Inc.		Delaware		1921 West Eleventh Street Upland, CA 91786		76-0598348		West Coast Communications

EXHIBIT B

Company		Secured Party		Jurisdiction		Type of Filing		Filing Information
InfraSource Underground Construction Services, LLC		Altorfer Inc.		Fulton Co., GA		Original		#060-2006-09841 Filed 8/07/06
InfraSource Underground Construction Services, LLC		Caterpillar Financial Services Corporation		Gwinnett Co. GA		Original		#067-2007-001858 filed 2/12/07
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50071887 filed 1/07/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50114539 filed 1/11/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50114679 filed 1/11/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50114729 filed 1/11/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50117953 filed 1/11/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#50118084 filed 1/11/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#52474071 filed 8/10/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#52474113 filed 8/10/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#53452274 filed 11/07/05
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#71510717 filed 4/23/07
M.J. Electric, LLC		Caterpillar Financial Services Corporation		Delaware Secretary of State		Original		#71510857 filed 4/23/07
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#43527092 filed 12/13/04
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#50773532 filed 3/04/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#51043133 filed 3/28/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#51452128 filed 4/28/05

Company		Secured Party		Jurisdiction		Type of Filing		Filing Information
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#51559054 filed 5/11/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#51786012 filed 6/09/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#52308113 filed 7/22/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#52320001 filed 7/22/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#52456714 filed 8/05/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#52927193 filed 9/14/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#53240026 filed 10/13/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#53449544 filed 10/31/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#53944809 filed 12/13/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#53945608 filed 12/13/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#60035923 filed 12/29/05
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#60498840 filed 2/01/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61333343 filed 4/20/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61333459 filed 4/20/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61617604 filed 5/12/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61643378 filed 5/15/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61674274 filed 5/17/06

Company		Secured Party		Jurisdiction		Type of Filing		Filing Information
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61674324 filed 5/17/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61889518 filed 6/05/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61889617 filed 6/05/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#61977909 filed 6/09/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62325520 filed 7/06/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62422376 filed 7/13/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62534378 filed 7/21/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62535110 filed 7/21/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62622165 filed 7/28/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62806164 filed 8/11/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#62806230 filed 8/11/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#63090503 filed 9/06/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#64066668 filed 11/21/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#64066700 filed 11/21/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#64279477 filed 12/07/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#64576914 filed 12/29/06
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#70944966 filed 3/13/07
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#70988997 filed 3/15/07

Company		Secured Party		Jurisdiction		Type of Filing		Filing Information
M.J. Electric, LLC		Citicapital Commercial Leasing Corporation		Delaware Secretary of State		Original		#72608221 filed 6/25/07
InfraSource Transmission Services Company		Deere Credit, Inc.		Arizona Secretary of State		Original		#200513845011 filed 9/30/05
InfraSource Transmission Services Company		Deere Credit, Inc.		Arizona Secretary of State		Original		#200513845022 filed 9/30/05
InfraSource Transmission Services Company		Deere Credit, Inc.		Arizona Secretary of State		Original		#200513845033 filed 9/30/05
InfraSource Transmission Services Company		Deere Credit, Inc.		Arizona Secretary of State		Original		#200513845044 filed 9/30/05
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#42874131 filed 10/13/04
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#42874222 filed 10/13/04
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#42874388 filed 10/13/04
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#53364438 filed 10/28/05
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#53364610 filed 10/28/05
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#53364693 filed 10/28/05
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#53366292 filed 10/28/05
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#70812932 filed 3/05/07
M.J. Electric, LLC		Deere Credit, Inc.		Delaware Secretary of State		Original		#70813047 filed 3/05/07
M.J. Electric, LLC		M&I Equipment Finance Company, assigned by Sentry Financial Capital Corporation		Delaware Secretary of State		Original		#61441088 filed 4/28/06