CARRIAGE SERVICES INC — Director's Dealing 2011

May 25, 2011

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 24, 2011

Carriage Services, Inc.

(Exact name of registrant as specified in is charter)

Delaware (State or other jurisdiction of incorporation) 1-11961 (Commission File Number) 76-0423828 (IRS Employer Identification No.)

3040 Post Oak Boulevard, Suite 300 Houston, Texas 77056 (Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (713) 332-8400

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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ITEM 8.01. OTHER EVENTS

On May 24, 2011, Melvin C. Payne, President and Chief Executive Officer of Carriage Services, Inc., announced that he entered into a stock trading plan in accordance with Rule 10b5-1 (the “Plan”) of the Securities Exchange Act of 1934. Mr. Payne intends to sell $750,000 worth of Carriage Services, Inc. common stock during the period from May 24, 2011 through December 31, 2011. The transactions may take place from time-to-time, subject to certain Plan criteria, including certain minimum price levels and daily volume activity.

A copy of the press release issued by the Company is attached hereto as Exhibit 99.1 and incorporated by this reference. The information being furnished under Item 9.01 Financial Statements and Exhibits, including the press release attached hereto as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits. The following exhibit is furnished as part of this current report on Form 8-K:

99.1 Press Release dated May 24, 2011.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Carriage Services, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

/s/ Terry E. Sanford
Terry E. Sanford
Executive Vice President and Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit	Description
99.1	Press release dated May 24, 2011.

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