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^*

Helwig David R

(Last)

(First)

(Middle)

C/O INFRASOURCE SERVICES, INC

100 WEST SIXTH STREET, SUITE 300

(Street)

MEDIA

19063

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INFRASOURCE SERVICES INC [ IFS ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
08/30/2007

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)
Common Stock	08/30/2007		D		415,318	D	⁽¹⁾	0	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)
Option - right to buy	$4.6	08/30/2007		D			116,974	⁽²⁾	09/23/2013	Common Stock	116,974	⁽²⁾	0	D
Option - right to buy	$13	08/30/2007		D			112,186	⁽³⁾	05/06/2014	Common Stock	112,186	⁽³⁾	0	D
Option - right to buy	$11.81	08/30/2007		D			50,000	⁽⁴⁾	11/28/2015	Common Stock	50,000	⁽⁴⁾	0	D
Option - right to buy	$20.55	08/30/2007		D			48,300	⁽⁵⁾	11/06/2016	Common Stock	48,300	⁽⁵⁾	0	D

Explanation of Responses:

1. Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 18, 2007, between Quanta Services, Inc. ("Quanta"), Quanta MS Acquisition, Inc., and InfraSource Services, Inc., in exchange for 507,933 shares of Quanta common stock.

2. This option was assumed by Quanta in the merger and replaced with an option to purchase 143,059 shares of Quanta common stock for $3.76 per share.

3. This option was assumed by Quanta in the merger and replaced with an option to purchase 137,203 shares of Quanta common stock for $10.63 per share.

4. This option was assumed by Quanta in the merger and replaced with an option to purchase 61,150 shares of Quanta common stock for $9.66 per share.

5. This option was assumed by Quanta in the merger and replaced with an option to purchase 59,070 shares of Quanta common stock for $16.81 per share.

	/s/ Deborah C. Lofton, as attorney-in-fact for David R. Helwig	08/30/2007
	** 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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