EAGLE MATERIALS INC — Director's Dealing 2012

Nov 29, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2012-11-27

Reporting Person: HIRSCH LAURENCE E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-27	Common Stock	S	667575	$54.15	Disposed	3463	Direct
2012-11-27	Common Stock	P	667575	$54.15	Acquired	1513121	Indirect
2012-11-27	Common Stock	S	300000	$54.15	Disposed	1213121	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5173	Indirect
Common Stock	5173	Indirect
Restricted Common Stock Units	11040.7743	Direct

Footnotes

F1: The reported transactions were effected for tax planning purposes. Following these transactions, the reporting person retains a substantial ownership position in issuer securities and his ownership currently satisfies the issuer's stock ownership guidelines.

F2: Represents shares sold in a private transaction between the reporting person and Highlander Partners, L.P.

F3: The shares were sold in a block trade.

F4: Represents previously made separate gifts of limited partnership interests in 2006 Hirsch Family Partnership No. 1, Ltd. and 2006 Hirsch Family Partnership No. 2, Ltd. to two family trusts, the beneficiaries of which are children of the reporting person. The reporting person disclaims beneficial ownership of the Common Stock held by these family partnerships except to the extent of his pecuniary interest therein.