Item 15. Exhibits and Financial Statement Schedules

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Item 15. Exhibits and Financial Statement Schedules

_**

(a)

The following documents are filed as part of this annual report on Form 10-K:

(1)

Consolidated Financial Statements (Included Under Item 8): The Index to the Consolidated Financial Statements is included on page 44 of this annual report on Form 10-K and is incorporated herein by reference.

(2)

Financial Statement Schedules:

None.

(b)

Exhibits

Reference is made to the Index of Exhibits immediately following the signature page thereof, which is incorporated herein by reference.

(c)

Excluded financial statements:

None.

**SIGNATURES **

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		COMFORT SYSTEMS USA, INC.
		By:		/s/ BRIAN E. LANE Brian E. Lane President and Chief Executive Officer

Date: February 27, 2014

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Signature	Title	Date

/s/ BRIAN E. LANE Brian E. Lane	President, Chief Executive Officer, and Director (Principal Executive Officer)		February 27, 2014
/s/ WILLIAM GEORGE William George	Executive Vice President and Chief Financial Officer (Principal Financial Officer)		February 27, 2014
/s/ JULIE S. SHAEFF Julie S. Shaeff	Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)		February 27, 2014
William F. Murdy	Chairman of the Board		February 27, 2014
/s/ DARCY G. ANDERSON Darcy G. Anderson	Director		February 27, 2014
/s/ HERMAN E. BULLS Herman E. Bulls	Director		February 27, 2014
/s/ ALFRED J. GIARDINELLI, JR. Alfred J. Giardinelli, Jr.	Director		February 27, 2014


Signature	Title	Date

/s/ ALAN P. KRUSI Alan P. Krusi	Director		February 27, 2014
/s/ FRANKLIN MYERS Franklin Myers	Director		February 27, 2014
/s/ JAMES H. SCHULTZ James H. Schultz	Director		February 27, 2014
/s/ CONSTANCE E. SKIDMORE Constance E. Skidmore	Director		February 27, 2014
/s/ VANCE W. TANG Vance W. Tang	Director		February 27, 2014
/s/ ROBERT D. WAGNER, JR. Robert D. Wagner, Jr.	Director		February 27, 2014

**INDEX OF EXHIBITS **


			Incorporated by Reference to the Exhibit Indicated Below and to the Filing with the Commission Indicated Below
Exhibit Number		Description of Exhibits	Exhibit Number		Filing or File Number
	3.1	Second Amended and Restated Certificate of Incorporation of the Registrant		3.1	333-24021
	3.2	Certificate of Amendment dated May 21, 1998		3.2	1998 Form 10-K
	3.3	Certificate of Amendment dated July 9, 2003		3.3	2003 Form 10-K
	3.4	Amended and Restated Bylaws of Comfort Systems USA, Inc.		3.1	March 26, 2012 Form 8-K
	4.1	Form of certificate evidencing ownership of Common Stock of the Registrant		4.1	333-24021
	*10.1	Comfort Systems USA, Inc. 1997 Long-Term Incentive Plan		10.1	333-24021
	*10.2	Comfort Systems USA, Inc. 1997 Non-Employee Directors' Stock Plan		10.2	333-24021
	*10.3	Amendment to the 1997 Non-Employee Directors' Stock Plan dated May 23, 2002		10.3	Second Quarter 2002 Form 10-Q/A
	*10.4	Comfort Systems USA, Inc. 2006 Equity Incentive Plan		4.5	333-138377
	*10.5	Form of Option Award under the Comfort Systems USA, Inc. 2006 Equity Incentive Plan		10.6	2006 Form 10-K
	*10.6	Form of Option Award under the Comfort Systems USA, Inc. 2006 Stock Options/SAR Plan for Non-Employee Directors		10.7	2006 Form 10-K
	*10.7	Employment Agreement between the Company, Eastern Heating & Cooling, Inc. and Alfred J. Giardinelli, Jr.		10.1	Second Quarter 2003 Form 10-Q
	*10.8	Amended and Restated 2006 Equity Compensation Plan for Non-Employee Directors		A	Proxy Statement April 10, 2008
	*10.9	2008 Senior Management Annual Performance Plan		B	Proxy Statement April 10, 2008
	*10.10	Form of Change in Control Agreement		10.2	First Quarter 2008 Form 10-Q
	*10.11	Form of Comfort Systems USA, Inc. Executive Severance Policy		10.3	First Quarter 2008 Form 10-Q
	*10.12	Form of Directors and Officers Indemnification Agreement		10.1	May 19, 2009 Form 8-K


			Incorporated by Reference to the Exhibit Indicated Below and to the Filing with the Commission Indicated Below
Exhibit Number		Description of Exhibits	Exhibit Number		Filing or File Number
	10.13	Second Amended and Restated Credit Agreement by and among Comfort Systems USA, Inc., as Borrower and Wells Fargo Bank, National Association, as Administrative Agent/Wells Fargo Securities LLC, as Sole Lead Arranger and Sole Lead Book Runner/Bank of Texas, N.A., Capital One, N.A., and Regions Bank as Co-Syndication Agent/and Certain Financial Institutions as Lenders		10.1	July 22, 2010 Form 8-K/A
	10.14	Stock Purchase Agreement, dated July 28, 2010		10.1	July 30, 2010 Form 8-K
	*10.15	Summary of 2011 Incentive Compensation Plan		10.1	First Quarter 2011 Form 10-Q
	*10.16	Form of Performance Restricted Stock Award Agreement dated March 24, 2011		10.1	March 28, 2011 Form 8-K
	*10.17	First Amendment to Comfort Systems USA, Inc. Amended and Restated 2006 Equity Compensation Plan for Non-Employee Directors		10.1	Second Quarter 2011 Form 10-Q
	10.18	Amendment No. 1 to Second Amended and Restated Credit Agreement, Second Amended and Restated Security Agreement, and Second Amended and Restated Pledge Agreement		10.1	Third Quarter 2011 Form 10-Q
	*10.19	Summary of 2012 Incentive Compensation Plan		10.1	First Quarter 2012 Form 10-Q
	*10.20	Form of 2012 Restricted Stock Unit Agreement		10.1	March 30, 2012 Form 8-K
	*10.21	Form of 2012 Dollar-denominated Performance Vesting Restricted Stock Unit Agreement		10.2	March 30, 2012 Form 8-K
	*10.22	2012 Equity Incentive Plan		A	Proxy Statement April 9, 2012
	*10.23	2012 Senior Management Annual Performance Plan		B	Proxy Statement April 9, 2012
	*10.24	Summary of 2013 Incentive Compensation Plan		10.1	First Quarter 2013 Form 10-Q
	*10.25	Form of 2013 Restricted Stock Unit Agreement		10.2	March 22, 2013 Form 8-K
	*10.26	Form of 2013 Dollar-denominated Performance Vesting Restricted Stock Unit Agreement		10.3	March 22, 2013 Form 8-K


			Incorporated by Reference to the Exhibit Indicated Below and to the Filing with the Commission Indicated Below
Exhibit Number		Description of Exhibits	Exhibit Number		Filing or File Number
	10.27	Amendment No. 2 to Second Amended and Restated Credit Agreement and Amendment to Other Loan Documents		10.1	Second Quarter 2013 Form 10-Q
	*10.28	Letter Agreement between the Company and James Mylett			Filed Herewith
	*10.29	Form of Change in Control Agreement (2013)			Filed Herewith
	21.1	List of subsidiaries of Comfort Systems USA, Inc.			Filed Herewith
	23.1	Consent of Ernst & Young LLP			Filed Herewith
	31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002			Filed Herewith
	31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002			Filed Herewith
	32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002			Furnished Herewith
	32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002			Furnished Herewith
	**101.INS	XBRL Instance Document
	**101.SCH	XBRL Taxonomy Extension Schema Document
	**101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
	**101.LAB	XBRL Taxonomy Extension Label Linkbase Document
	**101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
	**101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

Management contract or compensatory plan.

Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 and 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability under those sections.

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