EXHIBIT 8.4

                    [GIBSON, DUNN & CRUTCHER LLP LETTERHEAD]


                              February 21, 2002




                                                                     Client No.
                                                                   C 04554-00005
(202) 955-8500

Arguss Communications, Inc.
One Church Street
Suite 302
Rockville, Maryland 20850

Ladies and Gentlemen:

        We have acted as special counsel to Arguss Communications, Inc. a
Delaware corporation ("Target"), in connection with the tender offer (the
"Offer") by Dycom Industries, Inc. a Florida corporation ("Parent"), through
Troy Acquisition Corp., a Delaware corporation and a direct, wholly-owned
subsidiary of Parent ("Merger Sub"), for the outstanding stock of Target, which
closed on February 20, 2002, and the subsequent merger (the "Merger") of Merger
Sub with and into Target.

        In formulating our opinion, we have reviewed such documents as we
deemed necessary or appropriate, including (i) the Agreement and Plan of
Merger, dated January 7, 2002, among Parent, Merger Sub and Target (the "Merger
Agreement") and (ii) the Registration Statement of Parent on Form S-4 dated
January 23, 2002, as amended (the "Registration Statement"), as declared
effective by the United States Securities and Exchange Commission (the
"Commission") on February 12, 2002.

        Our opinion set forth below assumes (i) the accuracy of the statements
and facts concerning the Offer and the Merger set forth in the Merger Agreement
and the Registration Statement; (ii) that the Merger will be consummated in the
manner contemplated by, and in accordance with, the terms set forth in the
Merger Agreement and the Registration Statement; and (iii) that the
representations made to us by Target, which are set forth in a Certificate
dated February 21, 2002, and the representations made to us by Parent, which
are set forth in a Certificate dated February 21, 2002, are accurate and will
continue to be accurate through the effective time of the Merger.





Gibson, Dunn & Crutcher LLP


Arguss Communications, Inc.
February 21, 2002
Page 2



        Based upon the foregoing and in reliance thereon, and subject to the
qualifications, exceptions, assumptions and limitations contained herein, we
are of the opinion that:

        1. The Offer and the Merger will be treated for United States federal
           income tax purposes as a reorganization within the meaning of
           Section 368(a) of the Internal Revenue Code of 1986, as amended (the
           "Code").

        2. Parent, Merger Sub, and Target each will be treated as a party to the
           reorganization within the meaning of Section 368(b) of the Code.

        Our opinion is based on current provisions of the Code, Treasury
Regulations promulgated thereunder, published pronouncements of the Internal
Revenue Service and case law, any of which may be changed at any time with
retroactive effect.  Any change in applicable law or the facts and
circumstances surrounding the Offer or the Merger, or any inaccuracy in the
statements, facts, assumptions, and representations on which we relied, may
affect the continuing validity of the opinion set forth herein.  We assume no
responsibility to inform you of any such changes or inaccuracy that may occur
or come to our attention.

        This opinion is furnished to you for your benefit in connection with
the Offer and Merger and may not be relied upon by any other person or by you
for any other purpose without our specific, prior written consent.


                                    Very truly yours,


                                /s/ GIBSON, DUNN & CRUTCHER LLP

                                    Gibson, Dunn & Crutcher LLP
ADP/DWM/BHR