EAGLE MATERIALS INC — Director's Dealing 2012

Mar 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2012-03-26

Reporting Person: ESSL GERALD J (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-26	Common Stock	M	5000	$11.7639	Acquired	50224	Direct
2012-03-26	Common Stock	S	5000	$35.00	Disposed	45224	Direct
2012-03-27	Common Stock	M	29665	$11.7639	Acquired	74889	Direct
2012-03-27	Common Stock	S	29665	$35.3826	Disposed	45224	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-26	Non-qualified Stock Option (Right to Buy)	$11.7639	M	5000	Disposed	2013-05-08	Common Stock (5000)	Direct
2012-03-27	Non-qualified Stock Option (Right to Buy)	$11.7639	M	29665	Disposed	2013-05-08	Common Stock (29665)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Restricted Common Stock Units	11040.7448	Direct

Footnotes

F1: This price represents the weighted average purchase price for multiple transactions reported on this line. The prices of the transactions reported on this line range from $35.00 to $35.85. Upon request by the SEC staff, the issuer or a security holder of the issuer, the reporting person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F2: Shares vested upon achievement of certain levels of return on average net assets and operating earnings.