Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  COOPER TOD M.
 2. Date of Event Requiring Statement (Month/Day/Year)
08/01/2013		 3. Issuer Name and Ticker or Trading Symbol
MYR GROUP INC. [MYRG]
(Last)
(First)
(Middle)
1701 GOLF ROAD, SUITE 3-1012		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Senior Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ROLLING MEADOWS, IL 60008		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 3,038
D
 
Common Stock 388 (1)
D
 
Common Stock 411 (2)
D
 
Common Stock 1,144 (3)
D
 
Common Stock 1,012 (4)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option 12/20/2008(5) 12/20/2017 Common Stock 9,212 $ 13 D  
Non-Qualified Stock Option 03/24/2011(5) 03/24/2020 Common Stock 1,911 $ 17.18 D  
Non-Qualified Stock Option 03/24/2012(6) 03/24/2021 Common Stock 1,403 $ 24.18 D  
Non-Qualified Stock Option 03/23/2013(7) 03/23/2022 Common Stock 2,969 $ 17.48 D  
Non-Qualified Stock Option 03/25/2014(8) 03/25/2023 Common Stock 2,129 $ 24.68 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COOPER TOD M.
1701 GOLF ROAD
SUITE 3-1012
ROLLING MEADOWS, IL 60008		       Senior Vice President  

Signatures

/s/ GERALD B. ENGEN, JR. as Attorney-in-Fact for Tod M. Cooper 08/12/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Shares of restricted stock awarded pursuant the Issuer's 2007 Long-Term Incentive Plan. These shares are scheduled to vest as follows: 194 shares on each of 3/24/2014 and 3/24/15.
(2) Shares of restricted stock awarded pursuant the Issuer's 2007 Long-Term Incentive Plan (Amended and Restated as of May 5, 2011). These shares are scheduled to vest as follows: 137 shares on each of 3/24/2014, 3/24/2015 and 3/24/16.
(3) Shares of restricted stock awarded pursuant the Issuer's 2007 Long-Term Incentive Plan (Amended and Restated as of May 5, 2011). These shares are scheduled to vest as follows: 286 shares on each of 3/23/2014, 3/23/2015, 3/23/2016 and 3/23/17.
(4) Shares of restricted stock awarded pursuant the Issuer's 2007 Long-Term Incentive Plan (Amended and Restated as of May 5, 2011). These shares are scheduled to vest as follows: 202 shares on 3/25/2014, 203 shares on 3/25/2015, 202 shares on 3/25/2016, 203 shares on 3/25/2017, and 202 shares on 3/25/2018.
(5) Non-qualified stock options, all of which have vested.
(6) Non-qualified stock options, of which 936 have vested and 467 are scheduled to vest on 3/24/2014.
(7) Non-qualified stock options, of which 990 have vested, 989 are scheduled to vest on 3/23/2014, and 990 are scheduled to vest on 3/23/2015.
(8) Non-qualified stock options, which are scheduled to vest as follows: 710 on 3/25/2014, 709 on 3/25/2015, and 710 on 3/25/2016.

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