Vulcan Materials CO — Director's Dealing 2011

Apr 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vulcan Materials CO (VMC)
CIK: 0001396009
Period of Report: 2011-03-31

Reporting Person: KHAN EJAZ A (VP, Controller & CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-31	Common Stock	M	712.0000	—	Acquired	6465.0000	Direct
2011-03-31	Common Stock	F	201.0000	$43.0600	Disposed	6264.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-31	Phantom Stock (Deferred Comp DSUs/PSUs)	$	M	712.0000	Disposed		Common Stock (712.0000)	Direct

Footnotes

F1: Each share of phantom stock was the economic equivalent of one share of Vulcan common stock. The reporting person settled his shares of phantom stock for an equal number of shares of Vulcan common stock on March 31, 2011.

F2: Shares sold by Company for tax withholding.