EAGLE MATERIALS INC — Director's Dealing 2012

Apr 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2012-03-31

Reporting Person: Powers David B (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-31	Common Stock	F	1061	$34.75	Disposed	28797	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1513	Indirect
Restricted Common Stock Units	4012.6872	Direct

Footnotes

F1: 1,061 shares were withheld by the issuer to satisfy income tax withholding requirements related to the reporting person's receipt of 4,014 shares of Common Stock (which includes shares for previously reported Dividend Equivalent Units which were rounded up to whole shares upon payout) upon the payout of Restricted Common Stock Units awarded to the reporting person on May 18, 2010 (Form 4 filed on 5/10/2011).

F2: In accordance with the issuer's Incentive Plan, this price represents the closing price per share of Common Stock on the previous trading day.