SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Cavanagh Brendan Thomas

(Last)

(First)

(Middle)

C/O SBA COMMUNICATIONS CORPORATION

5900 BROKEN SOUND PARKWAY NW

(Street)

BOCA RATON

33487

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SBA COMMUNICATIONS CORP [ SBAC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/23/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	08/23/2005		M		9,000	A	$8	35,325⁽¹¹⁾	D
Class A Common Stock	08/23/2005		S		15,000	D	$14.52	20,325	D
Class A Common Stock	08/23/2005		S		10,000	D	$14.53	10,325	D
Class A Common Stock	08/23/2005		S		4,000	D	$14.65	6,325	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$4.15							⁽¹⁾	06/08/2014	Class A Common Stock	11,250		11,250	D
Stock Options (Right to Buy)	$8	08/23/2005		M			1,250	⁽²⁾	12/16/2009	Class A Common Stock	1,250	$0	417	D
Stock Options (Right to Buy)	$8	08/23/2005		M			3,500	⁽³⁾	09/13/2010	Class A Common Stock	3,500	$0	1,167	D
Stock Options (Right to Buy)	$8	08/23/2005		M			68	⁽⁴⁾	12/19/2007	Class A Common Stock	68	$0	23	D
Stock Options (Right to Buy)	$8	08/23/2005		M			1,682	⁽⁵⁾	12/19/2007	Class A Common Stock	1,682	$0	561	D
Stock Options (Right to Buy)	$8	08/23/2005		M			552	⁽⁶⁾	01/07/2012	Class A Common Stock	552	$0	184	D
Stock Options (Right to Buy)	$8	08/23/2005		M			1,948	⁽⁷⁾	01/07/2012	Class A Common Stock	1,948	$0	650	D
Stock Options (Right to Buy)	$2.1							⁽⁸⁾	05/14/2013	Class A Common Stock	2,500		25,000	D
Stock Options (Right to Buy)	$4.25							⁽⁹⁾	02/11/2014	Class A Common Stock	26,250		26,250	D
Stock Options (Right to Buy)	$8.56							⁽¹⁰⁾	02/01/2015	Class A Common Stock	40,000		40,000	D

Explanation of Responses:

1. These options vest in accordance with the following schedule: 3,750 vest on each of the first through fourth anniversaries of the grant date.

2. These options vest in accordance with the following schedule: 416 vest on the six month anniversary of the grant date and 417 vest on each of the eighteen, thirty and forty-two month anniversaries of the grant date.

3. These options vest in accordance with the following schedule: 1,166 vest on the six month anniversary of the grant date and 1,167 vest on each of the eighteen, thirty and forty-two month anniversaries of the grant date.

4. These options vest in accordance with the following schedule: 22 vest on the six month anniversary of the grant date and 23 vest on each of the eighteen, thirty and forty-two month anniversaries of the grant date.

5. These options vest in accordance with the following schedule: 560 vest on the six month anniversary of the grant date and 561 vest on each of the eighteen, thirty and forty-two month anniversaries of the grant date.

6. These options vest in accordance with the following schedule: 184 vest on each of the six, eighteen, thirty and forty-two month anniversaries of the grant date.

7. These options vest in accordance with the following schedule: 649 vest on each of the six and thirty month anniversaries of the grant date and 650 vest on each of the eighteen and forty-two month anniversaries of the grant date.

8. These options vest in accordance with the following schedule: 12,500 vest on each of the first through fourth anniversaries of the grant date.

9. These options vest in accordance with the following schedule: 8,750 vest on each of the first through fourth anniversaries of the grant date.

10. These options vest in accordance with the following schedule: 10,000 vest on each of the first through fourth anniversaries of the grant date.

11. Includes 104 shares acquired under the SBA Communications Corporation 1999 Employee Stock Purchase Plan on May 31, 2005.

	/s/ Brendan T. Cavanagh	08/24/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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