Vulcan Materials CO — Director's Dealing 2011

Feb 10, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vulcan Materials CO (VMC)
CIK: 0001396009
Period of Report: 2011-02-08

Reporting Person: JAMES DONALD M (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-08	Common Stock	M	15079.0000	$44.9000	Acquired	38476.0000	Direct
2011-02-08	Common Stock	S	15079.0000	—	Disposed	23397.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-08	Stock Options (Right to Buy)	$44.9000	M	15079.0000	Disposed	2011-02-09	Common Stock (15079.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	158031.0000	Indirect

Footnotes

F1: Shares were sold on February 8, 2011 at prices ranging from $45.10 to $45.14 per share. Full information regarding the number of shares sold at each separate price will be provided upon request.

F2: The option vests over five years in 20% increments each year on the anniversary of the grant date.