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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Mar. 31, 2011	May 23, 2011	Sep. 30, 2010
Document and Entity Information
Document Type	10-K
Amendment Flag	false
Document Period End Date	Mar. 31, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY
Trading Symbol	exp
Entity Registrant Name	EAGLE MATERIALS INC
Entity Central Index Key	0000918646
Current Fiscal Year End Date	--03-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		44,491,938
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	Yes
Entity Public Float			$ 998.1
Entity Current Reporting Status	Yes

Consolidated Statements of Earnings - USD ($) $ in Thousands	12 Months Ended
	Mar. 31, 2011	Mar. 31, 2010	Mar. 31, 2009
Consolidated Statements of Earnings
Revenues	$ 462,180	$ 467,905	$ 598,580
Cost of Goods Sold	426,603	416,032	526,604
Gross Profit	35,577	51,873	71,976
Equity in Earnings of Unconsolidated Joint Venture	24,233	24,157	32,426
Other Operating Income	840	3,161	3,602
Operating Earnings	60,650	79,191	108,004
Corporate General and Administrative Expense	(16,667)	(15,886)	(16,901)
Other Non-Operating Expense	(10,701)	(2,548)
Earnings before Interest and Income Taxes	33,282	60,757	91,103
Interest Expense, Net	(16,520)	(21,460)	(28,920)
Earnings before Income Taxes	16,762	39,297	62,183
Income Taxes	(1,913)	(10,347)	(20,419)
Net Earnings	$ 14,849	$ 28,950	$ 41,764
EARNINGS PER SHARE
Basic	$ 0.34	$ 0.66	$ 0.96
Diluted	$ 0.34	$ 0.66	$ 0.95
AVERAGE SHARES OUTSTANDING
Basic	43,891,817	43,684,942	43,486,728
Diluted	44,251,276	44,038,401	43,879,416
CASH DIVIDENDS PER SHARE	$ 0.4	$ 0.4	$ 0.6

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2011	Mar. 31, 2010
Current Assets -
Cash and Cash Equivalents	$ 1,874	$ 1,416
Accounts and Notes Receivable, net	43,855	49,721
Inventories	115,237	105,871
Income Tax Receivable	9,088
Prepaid and Other Assets	4,572	4,266
Total Current Assets	174,626	161,274
Property, Plant and Equipment -	1,112,058	1,100,590
Less: Accumulated Depreciation	(512,228)	(468,121)
Property, Plant and Equipment, net	599,830	632,469
Notes Receivable	5,326	10,586
Investment in Joint Venture	33,661	33,928
Goodwill and Intangible Assets	151,539	152,175
Other Assets	17,828	23,344
Assets, Total	982,810	1,013,776
Current Liabilities -
Accounts Payable	30,339	27,840
Accrued Liabilities	40,011	44,044
Total Current Liabilities	70,350	71,884
Long-term Debt	287,000	303,000
Other Long-term Liabilities	37,807	67,946
Deferred Income Taxes	128,089	119,299
Total Liabilities	523,246	562,129
Stockholders' Equity -
Preferred Stock, Par Value $0.01; Authorized 5,000,000 Shares; None Issued
Common Stock, Par Value $0.01; Authorized 100,000,000 Shares; Issued and Outstanding 44,447,428 and 43,830,794 Shares, respectively.	444	438
Capital in Excess of Par Value	24,859	14,723
Accumulated Other Comprehensive Losses	(2,893)	(3,518)
Retained Earnings	437,154	440,004
Total Stockholders' Equity	459,564	451,647
Liabilities and Stockholders' Equity, Total	$ 982,810	$ 1,013,776

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Mar. 31, 2011	Mar. 31, 2010	Mar. 31, 2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net Earnings	$ 14,849	$ 28,950	$ 41,764
Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities, Net of Effect of Non-Cash Activity -
Depreciation, Depletion and Amortization	49,212	50,781	51,232
Gain on Sale of Property, Plant and Equipment	(485)	(2,510)	(2,536)
Gain on Purchase of Debt, net			(4,763)
Other Non-Operating Expense	10,701	2,548
Deferred Income Tax Provision	8,497	1,201	5,769
Stock Compensation Expense	3,587	2,825	9,192
Excess Tax Benefits from Share Based Payment Arrangements	(1,784)	(761)	(655)
Equity in Earnings of Unconsolidated Joint Venture	(24,233)	(24,157)	(32,426)
Distributions from Joint Venture	24,500	29,750	33,000
Changes in Operating Assets and Liabilities:
Accounts and Notes Receivable	11,126	(7,008)	19,673
Inventories	(9,366)	1,192	(8,346)
Accounts Payable and Accrued Liabilities	(29,418)	(16,026)	(33,944)
Other Assets	(4,399)	(1,866)	(1,965)
Income Taxes Payable/Receivable	(8,704)	(353)	3,390
Net Cash Provided by Operating Activities	44,083	64,566	79,385
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to Property, Plant and Equipment	(17,224)	(13,779)	(16,078)
Proceeds from Sale of Property, Plant and Equipment	600		3,996
Net Cash Used in Investing Activities	(16,624)	(13,779)	(12,082)
CASH FLOWS FROM FINANCING ACTIVITIES
Excess Tax Benefits from Share Based Payment Arrangements	1,784	761	655
Increase (Decrease) in Bank Credit Facility	(1,000)	(52,000)	55,000
Repayment of Senior Notes	(15,000)		(95,000)
Dividends Paid to Stockholders	(17,634)	(17,471)	(30,441)
Proceeds from Stock Option Exercises	4,849	1,541	1,321
Net Cash Used in Financing Activities	(27,001)	(67,169)	(68,465)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	458	(16,382)	(1,162)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	1,416	17,798	18,960
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$ 1,874	$ 1,416	$ 17,798

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	12 Months Ended
	Mar. 31, 2011	Mar. 31, 2010	Mar. 31, 2009	Mar. 31, 2008
Common Stock [Member] \| Scenario, Previously Reported [Member]
Statement [Line Items]
Balance			$ 434
Balance				$ 434
Common Stock [Member]
Statement [Line Items]
Balance	$ 438	$ 436	434
Stock Option Exercises and Restricted Share Vesting	6	2	2
Balance	444	438	436	434
Capital in Excess of Par Value [Member]
Statement [Line Items]
Balance	14,723	11,166
Stock Option Exercises and Restricted Share Vesting	4,843	1,539	1,319
Tax Benefit (Loss)-Stock Option Exercise	1,706	(807)	655
Stock Compensation Expense	3,587	2,825	9,192
Balance	24,859	14,723	11,166
Retained Earnings [Member] \| Scenario, Previously Reported [Member]
Statement [Line Items]
Balance			406,621
Balance				406,621
Retained Earnings [Member] \| Scenario, Adjustment [Member]
Statement [Line Items]
Adjustment to FIN 48 Adoption				6,285
Retained Earnings [Member]
Statement [Line Items]
Balance	440,004	428,550	412,906
Net Earnings	14,849	28,950	41,764
Dividends to Stockholders	(17,699)	(17,496)	(26,120)
Balance	437,154	440,004	428,550	412,906
Accumulated Other Comprehensive Losses [Member] \| Scenario, Previously Reported [Member]
Statement [Line Items]
Balance			(1,368)
Balance				(1,368)
Accumulated Other Comprehensive Losses [Member]
Statement [Line Items]
Balance	(3,518)	(6,040)	(1,368)
(Increase) Decrease in Unfunded Pension Liability	625	2,522	(4,672)
Balance	(2,893)	(3,518)	(6,040)	(1,368)
Scenario, Previously Reported [Member]
Statement [Line Items]
Balance			405,687
Balance				405,687
Scenario, Adjustment [Member]
Statement [Line Items]
Adjustment to FIN 48 Adoption				6,285
Balance	451,647	434,112	411,972
Net Earnings	14,849	28,950	41,764
Stock Option Exercises and Restricted Share Vesting	4,849	1,541	1,321
Tax Benefit (Loss)-Stock Option Exercise	1,706	(807)	655
Dividends to Stockholders	(17,699)	(17,496)	(26,120)
Stock Compensation Expense	3,587	2,825	9,192
(Increase) Decrease in Unfunded Pension Liability	625	2,522	(4,672)
Balance	$ 459,564	$ 451,647	$ 434,112	$ 411,972

Significant Accounting Policies

12 Months Ended

Mar. 31, 2011

Significant Accounting Policies

Significant Accounting Policies

(A) Significant Accounting Policies

Basis of Presentation –

The consolidated financial statements include the accounts of Eagle Materials Inc. and its majority-owned subsidiaries ("EXP" or the "Company"), which may be referred to as "our", "we", or "us". All intercompany balances and transactions have been eliminated. EXP is a holding company whose assets consist of its investments in its subsidiaries, joint venture, intercompany balances and holdings of cash and cash equivalents. The businesses of the consolidated group are conducted through EXP's subsidiaries. The Company conducts one of its cement plant operations through a joint venture, Texas Lehigh Cement Company L.P., which is located in Buda, Texas (the "Joint Venture"). Investments in the Joint Venture and affiliated companies owned 50% or less are accounted for using the equity method of accounting. The Equity in Earnings of Unconsolidated Joint Venture has been included for the same period as our March 31 year end.

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

We evaluated all events or transactions that occurred after March 31, 2011 through the filing of these financial statements.

Reclassifications –

We have changed the presentation of our income statement to more closely reflect the format used by other registrants in our industry. This change resulted in disclosure of consolidated revenues and cost of sales instead of by segment, and has included such subtotals as Earnings before Interest and Taxes and Earnings before Taxes, which are also consistent with the presentation of those of our competitors. Additionally, certain prior period reclassifications have been made to conform to the current period presentation.

Cash and Cash Equivalents –

Cash equivalents include short-term, highly liquid investments with original maturities of three months or less and are recorded at cost, which approximates market value.

Accounts and Notes Receivable –

Accounts and notes receivable have been shown net of the allowance for doubtful accounts of $4.6 million and $3.7 million at both March 31, 2011 and 2010, respectively. We perform ongoing credit evaluations of our customers' financial condition and generally require no collateral from our customers. The allowance for non-collection of receivables is based upon analysis of economic trends in the construction industry, detailed analysis of the expected collectability of accounts receivable that are past due and the expected collectability of overall receivables. We have no significant credit risk concentration among our diversified customer base.

We had notes receivable totaling approximately $6.5 million at March 31, 2011, of which approximately $1.3 million has been classified as current and presented with accounts receivable on the balance sheet. We lend funds to certain companies in the ordinary course of business, and the notes bear interest, on average, at the prime rate plus 1.5%. Remaining unpaid amounts, plus accrued interest, mature on various dates between 2011 and 2017. The notes are collateralized by certain assets of the borrowers, namely property and equipment. We monitor the credit risk of each borrower by focusing on the timeliness of payments, review of credit history and credit metrics and interaction with the borrowers. Existing notes in the aggregate are generally payable monthly, and the current portion of notes receivable at March 31, 2011 is approximately $1.3 million. At March 31, 2011, approximately $0.6 million of our allowance for doubtful accounts is related to our notes receivable.

Inventories –

Inventories are stated at the lower of average cost (including applicable material, labor, depreciation, and plant overhead) or market. Inventories consist of the following:


	March 31,
	2011		2010
	(dollars in thousands)
Raw Materials and Materials-in-Progress	$	36,497	$	33,092
Finished Cement		11,540		11,639
Gypsum Wallboard		6,347		5,587
Aggregates		12,419		12,691
Paperboard		5,274		1,789
Repair Parts and Supplies		40,280		38,743
Fuel and Coal		2,880		2,330

	$	115,237	$	105,871

Property, Plant and Equipment –

Property, plant and equipment are stated at cost. Major renewals and improvements are capitalized and depreciated. Repairs and maintenance are expensed as incurred. Depreciation is provided on a straight-line basis over the estimated useful lives of depreciable assets and totaled $48.2 million, $49.7 million and $50.0 million for the years ended March 31, 2011, 2010 and 2009, respectively. Raw material deposits are depleted as such deposits are extracted for production utilizing the units-of-production method. Costs and accumulated depreciation applicable to assets retired or sold are eliminated from the accounts and any resulting gains or losses are recognized at such time. The estimated lives of the related assets are as follows:


Plants			20 to 30 years

Buildings			20 to 40 years

Machinery and Equipment			3 to 25 years

We periodically evaluate whether current events or circumstances indicate that the carrying value of our depreciable assets may not be recoverable. At March 31, 2011 and 2010, management believes no events or circumstances indicate that the carrying value may not be recoverable.

Impairment or Disposal of Long-Lived Assets –

We evaluate the recoverability of our long-lived assets and certain identifiable intangibles, such as permits and customer contracts, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets, such as plants, buildings and machinery and equipment, including mining assets, is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. Such evaluations for impairment are significantly impacted by estimates of future prices for our products, capital needs, economic trends in the construction sector and other factors. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of by sale are reflected at the lower of their carrying amount or fair value less cost to sell.

Goodwill and Intangible Assets –

Goodwill. Goodwill is subject to at least an annual assessment for impairment by applying a fair-value-based test. We have elected to test for goodwill impairment in the first quarter of each calendar year. The goodwill impairment test is a two-step process, which requires us to make judgments in determining what assumptions to use in the calculation. The first step of the process consists of estimating the fair value of each reporting unit based on a discounted cash flow model using revenues and profit forecasts and comparing those estimated fair values with the carrying value; a second step is performed, if necessary, to compute the amount of the impairment by determining an "implied fair value" of goodwill. Similar to the review for impairment of other long-lived assets, evaluations for impairment are significantly impacted by estimates of future prices for our products, capital needs, economic trends and other factors. Given the relative weakness in gypsum wallboard pricing, coupled with the slowdown in residential housing, we expect to perform impairment tests at the end of each quarter on our gypsum wallboard assets and related goodwill during fiscal 2012, unless we determine that impairment loss is not reasonably likely to occur.


	March 31, 2011
	Amortization Period		Cost		Accumulated Amortization			Net
	(dollars in thousands)
Intangible Assets Subject to Amortization:
Customer contracts		15 years	$	1,300	$	(896	)	$	404
Permits		40 years		22,000		(3,380	)		18,620
Goodwill				132,515		—			132,515

Total intangible assets and goodwill			$	155,815	$	(4,276	)	$	151,539


	March 31, 2010
	Amortization Period		Cost		Accumulated Amortization			Net
	(dollars in thousands)
Intangible Assets Subject to Amortization:
Customer contracts		15 years	$	1,300	$	(809	)	$	491
Permits		40 years		22,000		(2,831	)		19,169
Goodwill				132,515		—			132,515

Total intangible assets and goodwill			$	155,815	$	(3,640	)	$	152,175

Amortization expense of intangibles was $0.6 million for each of the years ended March 31, 2011, 2010 and 2009.

Other Assets –

Other assets are primarily composed of loan fees and financing costs, deferred expenses, and deposits.

Income Taxes –

Income taxes are accounted for using the asset and liability method. Deferred taxes are recognized for the tax consequences of temporary differences by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. In addition, we recognize future tax benefits to the extent that such benefits are more likely than not to be realized.

Stock Repurchases –

Our Board of Directors has approved the repurchase of a cumulative total of 31,610,605 shares, of which approximately 717,300 shares remain available for repurchase at March 31, 2011. We did not repurchase any shares during the years ended March 31, 2011, 2010 and 2009.

Revenue Recognition –

Revenue from the sale of cement, gypsum wallboard, paperboard, concrete and aggregates is recognized when title and ownership are transferred upon shipment to the customer. Fees for shipping and handling are recorded as revenue, while costs incurred for shipping and handling are recorded as expenses.

We classify amounts billed to customers for freight as revenues and freight costs as cost of goods sold, respectively, in the Consolidated Statements of Earnings. Approximately $62.0 million, $59.1 million and $82.6 million were classified as cost of goods sold in the years ended March 31, 2011, 2010 and 2009, respectively.

Other operating income includes lease and rental income, asset sale income, non-inventoried aggregates sales income, distribution center income and trucking income as well as other miscellaneous revenue items and costs which have not been allocated to a business segment.

Comprehensive Income/Losses –

A summary of comprehensive income for the fiscal years ended March 31, 2011, 2010 and 2009 is presented below:


	For the Years Ended March 31,
	2011		2010		2009
	(dollars in thousands)
Net Earnings	$	14,849	$	28,950	$	41,764
Other Comprehensive Income , net of tax:
Pension Plan Actuarial Gain (Loss), net of tax		625		2,522		(4,672	)

Comprehensive Income	$	15,474	$	31,472	$	37,092

As of March 31, 2011, we have an accumulated other comprehensive loss of $2.9 million, which is net of income taxes of $1.5 million, in connection with recognizing the difference between the fair value of the pension assets and the projected benefit obligation.

Consolidated Cash Flows – Supplemental Disclosures –

Interest payments made during the years ended March 31, 2011, 2010 and 2009 were $18.1 million, $21.4 million and $26.9 million, respectively.

We made net payments of $61.9 million, $6.8 million and $12.8 million for federal and state income taxes in the years ended March 31, 2011, 2010 and 2009, respectively. Certain deposits made with the IRS in fiscal years 2010 and 2009 were converted to payments in fiscal 2011, and are shown as payments in fiscal 2011.

Statements of Consolidated Earnings – Supplemental Disclosures –

Selling, general and administrative expenses of the operating units are included in Cost of Goods Sold on the Consolidated Statements of Earnings. Corporate general and administrative ("G&A") expenses include administration, financial, legal, employee benefits and other corporate activities and are shown separately in the consolidated statements of earnings. Corporate G&A also includes stock compensation expense. See Note (I) for more information. During fiscal 2009, we repurchased $100 million of our senior debt at a discount, which was recorded net of transaction costs. The amount of the net discount was $4.4 million, which was recorded as a reduction of corporate general and administrative expenses during the fiscal year ended March 31, 2009.

Total selling, general and administrative expenses for each of the periods are summarized as follows:


	For the Years Ended March 31,
	2011		2010		2009
	(dollars in thousands)
Operating Units Selling, G&A	$	26,812	$	29,064	$	30,493
Corporate G&A		16,667		15,886		21,304
Net Gain on Purchase of Long-term Debt		—		—		(4,403	)

	$	43,479	$	44,950	$	47,394

Maintenance and repair expenses are included in each segment's costs and expenses. We incurred $34.5 million, $38.9 million and $49.5 million in the years ended March 31, 2011, 2010 and 2009, respectively.

Earnings Per Share –


	For the Years Ended March 31,
	2011			2010			2009
Weighted-Average Shares of Common Stock Outstanding		43,891,817			43,684,942			43,486,728
Common Equivalent Shares:
Assumed Exercise of Outstanding Dilutive Options		1,186,064			1,026,667			846,935
Less Shares Repurchased from Proceeds of Assumed Exercised Options⁽¹⁾		(934,328	)		(745,235	)		(559,663	)
Restricted Stock Units		107,723			72,027			105,416

Weighted-Average Common and Common Equivalent Shares Outstanding		44,251,276			44,038,401			43,879,416

⁽¹⁾	Includes unearned compensation related to outstanding stock options.

There were 1,904,637, 2,738,219 and 2,865,700 stock options at an average exercise price of $44.45 per share, $39.15 per share and $38.70 per share that were excluded from the computation of diluted earnings per share for the years ended March 31, 2011, 2010 and 2009, respectively, because such inclusion would have been anti-dilutive.

Fair Value Measures

Certain assets and liabilities are required to be recorded at fair value. The estimated fair values of those assets and liabilities have been determined using market information and valuation methodologies. Changes in assumptions or estimation methods could affect the fair value estimates; however, we do not believe any such changes would have a material impact on our financial condition, results of operations or cash flows. There are three levels of inputs that may be used to measure fair value:

Level 1 – Quoted prices for identical assets and liabilities in active markets;

Level 2 – Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data; and

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

New Accounting Standards –

We have adopted the disclosure requirements outlined in Accounting Standards Update 2010-20 as of December 2010, which requires enhanced disclosures for finance receivables and allowance for credit losses. The disclosure did not impact profit or loss upon adoption.

Adjustment to FIN 48 Adoption –

During the quarter ended September 30, 2010, we paid and applied cash deposits for the payment of federal tax, penalty and interest related to the dispute with the Internal Revenue Service ("IRS") regarding the Republic Asset Acquisition for tax years 2001 through 2006 (See Footnotes (G) and (H) for more details). The $6.3 million adjustment, presented as of March 31, 2008, reflects the tax benefit of the interest deduction allowed on amounts related to unrecognized tax benefits that was not included in the cumulative effect adjustment relating to our original adoption in fiscal 2008 of FASB Interpretation No. 48 "Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement No. 109", primarily codified in Accounting Standards Codification 740-10. This adjustment has not affected income or expense since the date of the adoption.

Other Non Operating Expense –

Other non-operating expense consists primarily of expenses related to our decision not to move forward with planned expansions of our Mountain Cement and Nevada Cement facilities. During February 2011, we determined that we would not move forward with the planned expansion of our Nevada Cement facility. As a result of this decision, we wrote-off approximately $8.9 million related to the planned expansion during fiscal 2011. The remaining expense consists of the write-down of unused aggregate equipment in our Texas operation and other miscellaneous write-downs. During fiscal 2010, due to improved operational efficiencies and reduced costs, we withdrew our permit application with the Wyoming Department of Environmental Quality. In connection with the withdrawal, we expensed approximately $2.5 million relating to the planned expansion.

Indebtedness

12 Months Ended

Mar. 31, 2011

Indebtedness

Indebtedness

(D) Indebtedness

Long-term debt consists of the following:


	As of
	March 31, 2011		March 31, 2010
	(dollars in thousands)
Bank Credit Facility	$	2,000	$	3,000
Senior Notes		285,000		300,000

	$	287,000	$	303,000

The weighted-average interest rate of Senior Notes during fiscal 2011 and 2010 was 5.8% and 5.7%, respectively. The weighted average interest rate of Senior Notes was 5.8% and 5.7% at March 31, 2011 and 2010, respectively.

The weighted-average interest rate of bank debt borrowings during fiscal 2011, 2010 and 2009 was 1.7%, 1.6% and 2.4%, respectively. The interest rate on the bank debt was 2.3% and 1.5% at March 31, 2011 and 2010, respectively.

Our maturities of long-term debt during the next five fiscal years are as follows:


Fiscal Year	Amount
2012	$	—
2013		38,600
2014		—
2015		9,500
2016		79,200
Thereafter		159,700

Total	$	287,000

Senior Notes –

We entered into a Note Purchase Agreement on November 15, 2005 (the "2005 Note Purchase Agreement") related to our sale of $200 million of senior, unsecured notes, designated as Series 2005A Senior Notes (the "Series 2005A Senior Notes") in a private placement transaction. The Series 2005A Senior Notes, which are guaranteed by substantially all of our subsidiaries, were sold at par and issued in three tranches on November 15, 2005. Since entering the 2005 Note Purchase Agreement, we have repurchased $22 million in principal of the Series 2005A Senior Notes. Following these repurchases, the amounts outstanding for each of the three tranches are as follows:


	Principal		Maturity Date		Interest Rate
Tranche A	$	38.6 million		November 15, 2012		5.25	%
Tranche B	$	77.2 million		November 15, 2015		5.38	%
Tranche C	$	62.2 million		November 15, 2017		5.48	%

Interest for each tranche of Notes is payable semi-annually on the 15^th day of May and the 15^th day of November of each year until all principal is paid for the respective tranche.

We entered into an additional Note Purchase Agreement on October 2, 2007 (the "2007 Note Purchase Agreement") related to our sale of $200 million of senior, unsecured notes, designated as Series 2007A Senior Notes (the "Series 2007A Senior Notes") in a private placement transaction. The Series 2007A Senior Notes, which are guaranteed by substantially all of our subsidiaries, were sold at par and issued in four tranches on October 2, 2007. Since entering into the 2007 Note Purchase Agreement, we have repurchased $93 million in principal of the Series 2007A Senior Notes. Following the repurchase, the amounts outstanding for each of the four tranches are as follows:


	Principal		Maturity Date		Interest Rate
Tranche A	$	9.5 million		October 2, 2014		6.08	%
Tranche B	$	11.0 million		October 2, 2016		6.27	%
Tranche C	$	50.0 million		October 2, 2017		6.36	%
Tranche D	$	36.5 million		October 2, 2019		6.48	%

Interest for each tranche of Notes is payable semi-annually on the second day of April and the second day of October of each year until all principal is paid for the respective tranche.

Our obligations under the 2005 Note Purchase Agreement and the 2007 Note Purchase Agreement (collectively referred to as the "Note Purchase Agreements") and the Series 2005A Senior Notes and the Series 2007A Senior Notes (collectively referred to as "the Senior Notes") are equal in right of payment with all other senior, unsecured debt of the Company, including our debt under the New Credit Facility. The Note Purchase Agreements contain customary restrictive covenants, including covenants that place limits on our ability to encumber our assets, to incur additional debt, to sell assets, or to merge or consolidate with third parties, as well as certain cross covenants with the New Credit Facility. We were in compliance with all financial ratios and tests at March 31, 2011 and throughout the fiscal year.

Pursuant to a Subsidiary Guaranty Agreement, substantially all of our subsidiaries have guaranteed the punctual payment of all principal, interest, and Make-Whole Amounts (as defined in the Note Purchase Agreements) on the Senior Notes and the other payment and performance obligations of the Company contained in the Senior Notes and in the Note Purchase Agreements. We are permitted, at our option and without penalty, to prepay from time to time at least 10% of the original aggregate principal amount of the Senior Notes at 100% of the principal amount to be prepaid, together with interest accrued on such amount to be prepaid to the date of payment, plus a Make-Whole Amount. The Make-Whole Amount is computed by discounting the remaining scheduled payments of interest and principal of the Senior Notes being prepaid at a discount rate equal to the sum of 50 basis points and the yield to maturity of U.S. treasury securities having a maturity equal to the remaining average life of the Senior Notes being prepaid.

Bank Debt –

On December 16, 2010, we amended our existing credit facility, modifying certain financial and other covenants and extending the maturity date to 2015. The principal balance of the existing facility was repaid and replaced with a new $300.0 million credit agreement ("the "New Credit Facility"). The New Credit Facility expires on December 16, 2015. Borrowings under the New Credit Facility are guaranteed by all major operating subsidiaries of the Company. At the option of the Company, outstanding principal amounts on the New Credit Facility bear interest at a variable rate equal to (i) LIBOR, plus an agreed margin (ranging from 100 to 225 basis points), which is to be established quarterly based upon the Company's ratio of consolidated EBITDA, which is defined as earnings before interest, taxes, depreciation and amortization, to its consolidated indebtedness, or (ii) an alternative base rate which is the higher of (a) the prime rate or (b) the federal funds rate plus ¹/2%, per annum plus an agreed margin (ranging from 0 to 125 basis points). Interest payments are payable monthly or at the end of the LIBOR advance periods, which can be up to a period of six months at the option of the Company. The New Credit Facility contains customary covenants that restrict our ability to incur additional debt, encumber our assets, sell assets, make or enter into certain investments, loans or guaranties and enter into sale and leaseback arrangements. The New Credit Facility also requires us to maintain a consolidated funded indebtedness ratio (consolidated indebtedness to consolidated earnings before interest, taxes, depreciation, amortization and other non-cash deductions) of 3.5 or less and an interest coverage ratio (consolidated earnings before interest, taxes, depreciation, amortization and other non-cash deductions to interest expense) of at least 2.5. The New Credit Facility also limits our ability to make certain restricted payments, such as paying cash dividends; however, there are several exceptions to this restriction, including: (i) the Company may pay cash dividends in an aggregate amount of up to $50.0 million each fiscal year; and (ii) the Company may make restricted payments not otherwise permitted so long as no default would result therefrom and our consolidated funded indebtedness ratio does not exceed 3.0.

The New Credit Facility has a $50.0 million letter of credit facility. Under the letter of credit facility, the Company pays a fee at a per annum rate equal to the applicable margin for Eurodollar loans in effect from time to time plus a one-time letter of credit fee in an amount equal to 0.125% of the initial stated amount. At March 31, 2011, we had $9.2 million of letters of credit outstanding.

We have $2.0 million of borrowings outstanding under the New Credit Facility at March 31, 2011, and currently have $288.8 million of borrowings available under the New Credit Facility at March 31, 2011.

Business Segments

12 Months Ended

Mar. 31, 2011

Business Segments

Business Segments

(F) Business Segments

Operating segments are defined as components of an enterprise that engage in business activities that earn revenues, incur expenses and prepare separate financial information that is evaluated regularly by our chief operating decision maker in order to allocate resources and assess performance.

We operate in four business segments: Cement, Gypsum Wallboard, Recycled Paperboard, and Concrete and Aggregates, with Gypsum Wallboard and Cement being our principal lines of business. These operations are conducted in the U.S. and include the mining of limestone and the manufacture, production, distribution and sale of Portland cement (a basic construction material which is the essential binding ingredient in concrete), the mining of gypsum and the manufacture and sale of gypsum wallboard, the manufacture and sale of recycled paperboard to the gypsum wallboard industry and other paperboard converters, the sale of readymix concrete and the mining and sale of aggregates (crushed stone, sand and gravel). These products are used primarily in commercial and residential construction, public construction projects and projects to build, expand and repair roads and highways.

As further discussed below, we operate four cement plants, eleven cement distribution terminals, five gypsum wallboard plants, including the plant temporarily idled in Bernalillo, N.M., a gypsum wallboard distribution center, a recycled paperboard mill, nine readymix concrete batch plant locations and two aggregates processing plant locations. The principal markets for our cement products are Texas, northern Illinois (including Chicago), the Rocky Mountains, northern Nevada, and northern California. Gypsum wallboard and recycled paperboard are distributed throughout the continental U.S. Concrete and aggregates are sold to local readymix producers and paving contractors in the Austin, Texas area and northern California.

We conduct one of our four cement plant operations, Texas Lehigh Cement Company LP in Buda, Texas, through a Joint Venture. For segment reporting purposes only, we proportionately consolidate our 50% share of the Joint Venture's revenues and operating earnings, which is consistent with the way management reports the segments within the Company for making operating decisions and assessing performance.

We account for intersegment sales at market prices. The following table sets forth certain financial information relating to our operations by segment:


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Revenues -
Cement	$	225,784		$	228,475		$	289,436
Gypsum Wallboard		204,560			210,671			279,306
Paperboard		104,775			90,164			116,337
Concrete and Aggregates		44,236			45,622			66,247

		579,355			574,932			751,326
Less: Intersegment Revenues		(42,263	)		(41,589	)		(57,098	)
Less: Joint Venture Revenues		(74,912	)		(65,438	)		(95,648	)

	$	462,180		$	467,905		$	598,580


	For the Years Ended March 31,
	2011		2010		2009
	(dollars in thousands)
Intersegment Revenues -
Cement	$	4,086	$	4,449	$	6,634
Paperboard		37,622		36,369		49,555
Concrete and Aggregates		555		771		909

	$	42,263	$	41,589	$	57,098

Cement Sales Volumes (M tons) -
Wholly-Owned		1,718		1,754		1,859
Joint Venture		823		713		967

		2,541		2,467		2,826


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Operating Earnings -
Cement	$	45,688		$	58,007		$	82,036
Gypsum Wallboard		1,242			1,383			1,190
Paperboard		12,086			14,805			16,581
Concrete and Aggregates		794			1,835			4,595
Other, net		840			3,161			3,602

Sub-Total		60,650			79,191			108,004
Corporate General and Administrative		(16,667	)		(15,886	)		(16,901	)
Other Corporate Charges		(10,701	)		(2,548	)		—

Earnings Before Interest and Income Taxes		33,282			60,757			91,103
Interest Expense, net		(16,520	)		(21,460	)		(28,920	)

Earnings Before Income Taxes	$	16,762		$	39,297		$	62,183


Cement Operating Earnings -
Wholly-Owned	$	21,455		$	33,850		$	49,610
Joint Ventures		24,233			24,157			32,426

	$	45,688		$	58,007		$	82,036

Identifiable Assets ⁽¹⁾ -
Cement	$	304,693		$	308,606		$	317,555
Gypsum Wallboard		443,174			466,426			489,518
Paperboard		144,434			149,602			154,541
Concrete and Aggregates		51,797			51,787			56,334
Corporate and Other		38,712			37,355			48,720

	$	982,810		$	1,013,776		$	1,066,668

Capital Expenditures ⁽¹⁾ -
Cement	$	9,395		$	12,744		$	10,785
Gypsum Wallboard		2,190			184			3,717
Paperboard		1,447			236			566
Concrete and Aggregates		3,767			520			994
Other, net		425			95			16

	$	17,224		$	13,779		$	16,078

Depreciation, Depletion and Amortization⁽¹⁾
Cement	$	14,468		$	14,683		$	14,186
Gypsum Wallboard		21,463			22,328			23,016
Paperboard		8,800			9,090			9,094
Concrete and Aggregates		3,840			3,975			4,033
Other, net		641			705			903

	$	49,212		$	50,781		$	51,232

⁽¹⁾	Basis conforms with equity method accounting.

Segment operating earnings, including the proportionately consolidated 50% interest in the revenues and expenses of the Joint Venture, represent revenues less direct operating expenses, segment depreciation, and segment selling, general and administrative expenses. We account for intersegment sales at market prices. Corporate assets consist primarily of cash and cash equivalents, general office assets and miscellaneous other assets.

The segment breakdown of goodwill at March 31, 2011 and 2010 is as follows:


	For the Years Ended March 31,
	2011		2010
	(dollars in thousands)
Cement	$	8,359	$	8,359
Gypsum Wallboard		116,618		116,618
Paperboard		7,538		7,538

	$	132,515	$	132,515

Income Taxes

12 Months Ended

Mar. 31, 2011

Income Taxes

Income Taxes

(G) Income Taxes

The provision for income taxes includes the following components:


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Current Provision (Benefit) -
Federal	$	(6,450	)	$	8,872		$	13,262
State		(134	)		274			1,388

		(6,584	)		9,146			14,650
Deferred Provision (Benefit) -
Federal		7,919			2,493			5,373
State		578			(1,292	)		396

		8,497			1,201			5,769

Provision for Income Taxes	$	1,913		$	10,347		$	20,419

The effective tax rates vary from the federal statutory rates due to the following items:


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Earnings Before Income Taxes	$	16,762		$	39,297		$	62,183

Income Taxes at Statutory Rate	$	5,866		$	13,754		$	21,764
Increases (Decreases) in Tax Resulting from -
State Income Taxes, net		289			(662	)		1,160
Statutory Depletion in Excess of Cost		(2,492	)		(3,180	)		(2,636	)
Domestic Production Activities Deduction		195			(495	)		(720	)
Meals and Entertainment Disallowance		283			371			427
Penalties on Uncertain Tax Positions		400			491			821
Tax Benefits-Payment of IRS Assessment and Amended State Returns		(2,840	)		—			—
Other		212			68			(397	)

Provision for Income Taxes	$	1,913		$	10,347		$	20,419

Effective Tax Rate		11	%		26	%		33	%

During the quarter ended September 30, 2010, we asked the IRS to apply payments made on deposit to tax, penalties and interest related to our dispute involving the Republic Asset Acquisition. Furthermore, amended state returns and payments were made when the federal audit adjustments were reported to the state taxing authorities. Due to the application of the deposits to payments and the filing of amended state returns, we were able to deduct certain amounts paid for state taxes during the quarter, which provided a tax benefit of approximately $1.5 million. These deductions were treated as discrete items during the three month period ended September 30, 2010. During the quarter ended March 31, 2011, we recorded additional deductions related to state amnesty programs which brought the discrete item total to $2.8 million for fiscal year 2011.

For tax purposes, the Company experienced a net operating loss for the year ended March 31, 2011 which it anticipates will be carried back and fully absorbed in the tax year ended March 31, 2009. The net operating loss is attributable to the tax benefits associated with payment of the federal audit adjustments and amended state returns.

The deferred income tax provision results from the following temporary differences in the recognition of revenues and expenses for tax and financial reporting purposes:


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Excess Tax Depreciation and Amortization	$	(15	)	$	187		$	6,981
Bad Debts		(324	)		27			825
Uniform Capitalization		681			139			90
Accrual Changes		4,135			1,493			(1,522	)
Uncertain Tax Position Accruals		5,136			—			—
Other		(1,116	)		(645	)		(605	)

	$	8,497		$	1,201		$	5,769

Components of deferred income taxes are as follows:


	March 31,
	2011			2010
	(dollars in thousands)
Items Giving Rise to Deferred Tax Liabilities -
Excess Tax Depreciation and Amortization	$	148,602		$	148,618

Items Giving Rise to Deferred Tax Assets -
Accrual Changes		(15,295	)		(19,429	)
Bad Debts		(1,705	)		(1,382	)
Uniform Capitalization		14			(667	)
Other		(2,186	)		(1,408	)

Total Deferred Tax Assets	$	(19,172	)	$	(22,886	)

Deferred income taxes are classified in the consolidated balance sheet as follows:


	March 31,
	2011		2010
	(dollars in thousands)
Accrued Liabilities	$	1,341	$	148

Deferred Income Taxes	$	128,089	$	119,299

Uncertain tax positions –

We are subject to audit examinations at federal, state and local levels by tax authorities in those jurisdictions who may challenge the treatment or reporting of any return item. The tax matters challenged by the tax authorities are typically complex; therefore, the ultimate outcome of these challenges is subject to uncertainty.

Our uncertain tax position was $83.9 million at March 31, 2011 and 2010. There were no additions to or reductions from our uncertain tax positions during these years.

The following is a summary of the amounts of interest and penalties recognized in relation to our uncertain tax position:


	For the Years Ended March 31,
	2011			2010		2009
	(dollars in thousands)
Accrued interest recognized	$	(1,468	)	$	2,741	$	4,934

Accrued penalties recognized	$	400		$	491	$	821

None of the $83.9 million liability for uncertain tax positions as of March 31, 2011, if recognized, would impact the effective tax rate. If these tax positions were recognized, other long-term liabilities would be reduced by $23.4 million, and we would receive a refund of $105.1 million related to federal and state taxes, interest and penalties paid during fiscal 2011 (see Note (H) for more information). Additionally, we would reduce other long-term liabilities by $9.4 million for accrued interest and penalties on the uncertain tax positions. Since tax penalties are recognized as a component of income tax expense, future penalty accruals and resolution of uncertain tax positions will impact our effective tax rate. As of March 31, 2011, we may be assessed additional federal and state income taxes, interest and penalties for tax years 2007 through 2010.

We currently are unable to estimate the range of possible increase or decrease in uncertain tax positions that may occur within the next twelve months resulting from the eventual outcome of the years currently under audit or appeal, and therefore cannot anticipate whether such outcome will result in a material change to our financial position or results of operations.

Commitments and Contingencies

12 Months Ended

Mar. 31, 2011

Commitments and Contingencies

Commitments and Contingencies

(H) Commitments and Contingencies

We have various litigation, commitments and contingencies in the ordinary course of business. Management believes that none of the litigation in which it or any subsidiary is currently involved is likely to have a material adverse effect on our consolidated financial condition or results of operations.

Our operations and properties are subject to extensive and changing federal, state and local laws, regulations and ordinances governing the protection of the environment, as well as laws relating to worker health and workplace safety. We carefully consider the requirements mandated by such laws and regulations and have procedures in place at all of our operating units to monitor compliance. Any matters which are identified as potential exposures under these laws and regulations are carefully reviewed by management to determine our potential liability. Although management is not aware of any exposures, other than the item listed below, which would require an accrual under generally accepted accounting principles, there can be no assurance that prior or future operations will not ultimately result in violations, claims or other liabilities associated with these regulations.

The Internal Revenue Service (the "IRS") completed the examination of our federal income tax returns for all of the fiscal years ended March 31, 2001 through 2006. The IRS issued Exam Reports and Notices of Proposed Adjustment on November 9, 2007 for the examination of the 2001, 2002 and 2003 tax years, and on February 5, 2010 for the examination of the 2004, 2005 and 2006 tax years, in which it proposes to deny certain depreciation deductions claimed by us with respect to assets acquired by us from Republic Group LLC in November 2000 (the "Republic Assets"). The examination of our federal income tax return for fiscal years ended March 31, 2007 through March 31, 2011 is currently in progress.

In June 2010, we received a Notice of Deficiency ("Notice") (commonly referred to as a "90 Day Letter") of $71.5 million of taxes and penalties for the fiscal years ended March 31, 2001 through 2006, inclusive, related to the IRS audit of the Republic Asset Acquisition. The Notice was in substantial agreement with our financial accruals, including interest. The total amount related to the Notice, including interest, was approximately $98.7 million, of which $75 million had previously been deposited with the IRS. We deposited the remaining $23.7 million with the IRS in July 2010 and asked the IRS to apply all $98.7 million of deposits to the payment of the tax, penalties and interest. Subsequent review of the IRS interest billing produced a refund of $0.8 million which reduced the net outlay to $97.9 million. Refund claims were filed with the IRS in October 2010 to recover all $97.9 million, plus interest, and in May 2011 we filed a lawsuit in Federal District Court to recover the requested refunds.

In the event we reach a settlement through negotiation or in the courts, we will reverse any accrued interest and penalties in excess of the negotiated settlement through the Consolidated Statement of Earnings. At this time, we are unable to predict with certainty the ultimate outcome or how much of the amounts paid for tax, interest, and penalties to the IRS and state taxing authorities will be recovered, if any.

We have certain deductible limits under our workers' compensation and liability insurance policies for which reserves are established based on the undiscounted estimated costs of known and anticipated claims. We have entered into standby letter of credit agreements to secure funding obligation on retentions relating to workers' compensation and auto and general liability self-insurance. At March 31, 2011, we had contingent liabilities under these outstanding letters of credit of approximately $9.2 million.

The following table compares insurance accruals and payments for our operations:


	For the Years Ended March 31,
	2011			2010
	(dollars in thousands)
Accrual Balances at Beginning of Period	$	6,384		$	5,665
Insurance Expense Accrued		2,947			3,834
Payments		(2,692	)		(3,115	)

Accrual Balance at End of Period	$	6,639		$	6,384

We are currently contingently liable for performance under $10.0 million in performance bonds required by certain states and municipalities, and their related agencies. The bonds are principally for certain reclamation obligations and mining permits. We have indemnified the underwriting insurance company against any exposure under the performance bonds. In our past experience, no material claims have been made against these financial instruments.

In the ordinary course of business, we execute contracts involving indemnifications that are standard in the industry and indemnifications specific to a transaction such as the sale of a business. These indemnifications might include claims relating to any of the following: environmental and tax matters; intellectual property rights; governmental regulations and employment-related matters; customer, supplier, construction contractor and other commercial contractual relationships; and financial matters. While the maximum amount to which we may be exposed under such agreements cannot be estimated, it is the opinion of management that these indemnifications are not expected to have a material adverse effect on the Company's consolidated financial position or results of operations. We currently have no outstanding guarantees of third party debt.

Our paperboard operation, Republic Paperboard Company LLC ("Republic"), is a party to a long-term paper supply agreement with St. Gobain pursuant to which Republic is obligated to sell to St. Gobain at least 90% of the gypsum-grade recycled paperboard requirements for three of St. Gobain's wallboard plants. This comprises approximately 15% to 20% of Republic's current annual output of gypsum-grade recycled paperboard.

We have certain forward purchase contracts, primarily for natural gas, that expire during calendar 2011. The contracts are for approximately 25% of our expected natural gas usage.

We have certain operating leases covering manufacturing, transportation and certain other facilities and equipment. Rental expense for fiscal years 2011, 2010 and 2009 totaled $2.0 million, $2.1 million and $1.9 million, respectively. Minimum annual rental commitments as of March 31, 2011, under noncancellable leases are set forth as follows (dollars in thousands):


Fiscal Year	Amount
2012	$	722
2013	$	310
2014	$	859
2015	$	888
2016	$	888
Thereafter	$	6,587

Stock Option Plans

12 Months Ended

Mar. 31, 2011

Stock Option Plans

Stock Option Plans

(I) Stock Option Plans

On January 8, 2004, the Company's stockholders approved a new incentive plan (the "Plan") that combined and amended the two previously existing stock option plans. In August 2009, our shareholders approved an amendment to the Plan which, among other things, increased the number of shares available for award under the Plan by 3 million shares.

Long-Term Compensation Plans –

Options. During August 2010 and 2009, we granted options to members of the Board of Directors (the "Board of Directors Grants"). Options granted under the Board of Directors Grants vested immediately, and can be exercised from the date of grant until their expiration at the end of seven years.

In May 2010, the Compensation Committee of the Board of Directors approved an incentive equity award of an aggregate of 163,000 performance-vesting stock options pursuant to the Plan to certain individuals that can be earned, in whole or in part, if certain performance conditions are satisfied (the "Fiscal 2011 Employee Stock Option Grant"). The performance and vesting criteria for the Fiscal 2011 Employee Stock Option Grant were based on the achievement of specified levels of operating earnings, as well as the achievement of certain safety and operational metrics, at each of our business segments for the fiscal year ending March 31, 2011. For those options earned based on the specified performance criteria, one third vested immediately, one third will vest on March 31, 2012 and the final third will vest on March 31, 2013. The options have a term of ten years from the date of grant. Approximately 45,000 options were forfeited at March 31, 2011 because they did not meet the performance conditions.

All stock options issued during fiscal 2011 and 2010 were valued at the grant date using the Black-Scholes option pricing model. The weighted-average assumptions used in the Black-Scholes model to value the option awards in fiscal 2011 and 2010 are as follows:


	2011			2010
Dividend Yield		2.0	%		2.0	%
Expected Volatility		42.3	%		42.5	%
Risk Free Interest Rate		2.8	%		2.7	%
Expected Life		7.0 years			5.0 years

For the years ended March 31, 2011, 2010 and 2009, we expensed approximately $0.8 million, $2.4 million and $7.1 million, respectively. At March 31, 2011, there was approximately $2.4 million of unrecognized compensation cost related to outstanding stock options which is expected to be recognized over a weighted-average period of 4.2 years.

The following table represents stock option activity for the years presented:


	For the Years Ended March 31,
	2011					2010					2009
	Number of Shares			Weighted Average Exercise Price		Number of Shares			Weighted Average Exercise Price		Number of Shares			Weighted Average Exercise Price
Outstanding Options at Beginning of Year		3,446,452		$	33.97		3,568,431		$	33.32		2,787,047		$	34.26
Granted		269,502		$	28.45		138,651		$	27.72		912,910		$	27.84
Exercised		(388,214	)	$	15.94		(136,230	)	$	27.09		(121,228	)	$	11.01
Cancelled		(3,954	)	$	58.93		(124,400	)	$	32.83		(10,298	)	$	62.83

Outstanding Options at End of Year		3,323,786		$	35.60		3,446,452		$	33.97		3,568,431		$	33.32

Options Exercisable at End of Year		1,735,911					1,976,852					1,995,631

Weighted Average Fair Value of Options Granted during the Year				$	10.88				$	9.38				$	9.07

The following table summarizes information about stock options outstanding at March 31, 2011:


	Options Outstanding						Options Exercisable
Range of Exercise Prices	Number of Shares Outstanding		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price		Number of Shares Outstanding		Weighted Average Exercise Price
$11.56 - $13.43		328,173		1.76	$	12.33		328,173	$	12.33
$23.30 - $29.08		1,267,258		4.91	$	27.18		1,080,258	$	26.64
$34.09 - $40.78		315,670		2.69	$	37.83		262,670	$	38.12
$47.53 - $62.83		1,412,685		3.28	$	48.06		64,810	$	58.86

		3,323,786		3.70	$	35.60		1,735,911	$	26.87

At March 31, 2011 there was no net intrinsic value outstanding for outstanding options. The aggregate intrinsic value for exercisable stock options at that date was approximately $5.9 million. During the year ended March 31, 2011, the total intrinsic value of options exercised was approximately $5.7 million.

Restricted Stock Units. In May 2010, the same employees receiving stock options also received an aggregate of 207,500 performance based RSUs. The vesting criteria for the RSUs are the same as the vesting criteria for the Fiscal 2011 Employee Stock Option Grant, and approximately 57,000 RSUs were forfeited at March 31, 2011 because they did not meet the performance conditions. The value of the RSUs, net of expected forfeitures, is being expensed ratably over three years. Expense related to RSUs was approximately $1.6 million, $0.4 million and $1.9 million in fiscal years ended March 31, 2011, 2010 and 2009, respectively. At March 31, 2011, there was approximately $3.8 million of unearned compensation from RSUs, net of estimated forfeitures, which will be recognized over a weighted-average period of 2.2 years.

Restricted Stock. In May 2010, the Compensation Committee also approved the granting of an aggregate of 274,166 shares of performance based restricted stock to certain key employees at both the corporate and subsidiary level that would be earned if our ten year average return on equity exceeds 17.25% at March 31, 2011. As this criteria was met, all shares were earned; however, these shares will continue to have restrictions preventing the holder from selling, pledging, transferring or otherwise disposing of the shares until the holder satisfies the criteria for "retirement". Retirement, as related to the restricted shares, is defined as the shortest time frame of the following: a) the holder reaches the age of 65 and has more than ten years service; b) expiration of five years from the date of grant, and the holder has more than 25 years of service; or c) fifteen years from the date of grant. The value of the restricted shares, net of estimated forfeitures, is being expensed over each individual grantee's retirement period. Expense related to restricted shares was $1.0 million, $0.2 million and $0.1 million in fiscal years ended March 31, 2011, 2010 and 2009, respectively. At March 31, 2011, there were 296,166 shares with remaining restrictions for which $6.1 million of unearned compensation, net of estimated forfeitures, will be recognized over a weighted-average period of 6.8 years.

Shares available for future stock option, restricted stock and restricted stock unit grants were 2,516,564 at March 31, 2011.

Pension and Profit Sharing Plans

12 Months Ended

Mar. 31, 2011

Pension and Profit Sharing Plans

Pension and Profit Sharing Plans

(K) Pension and Profit Sharing Plans

We have several defined benefit and defined contribution retirement plans which together cover substantially all of our employees. We are not a party to any multi-employer pension plan. Benefits paid under the defined benefit plans covering certain hourly employees are based on years of service and the employee's qualifying compensation over the last few years of employment. Our funding policy is to generally contribute amounts that are deductible for income tax purposes. The annual measurement date is March 31 for the benefit obligations, fair value of plan assets and the funded status of the defined benefit plans.

The following table provides a reconciliation of the obligations and fair values of plan assets for all of our defined benefit plans over the two year period ended March 31, 2011 and a statement of the funded status as of March 31, 2011 and 2010:


	For the Years Ended March 31,
	2011			2010
	(dollars in thousands)
Reconciliation of Benefit Obligations -
Benefit Obligation at April 1,	$	19,059		$	18,091
Service Cost - Benefits Earned During the Period		557			538
Interest Cost on Projected Benefit Obligation		1,060			1,024
Actuarial (Gain) Loss		194			(94	)
Benefits Paid		(604	)		(500	)

Benefit Obligation at March 31,	$	20,266		$	19,059

Reconciliation of Fair Value of Plan Assets -
Fair Value of Plan Assets at April 1,	$	14,642		$	10,319
Actual Return on Plan Assets		1,886			3,710
Employer Contributions		593			1,113
Benefits Paid		(604	)		(500	)

Fair Value of Plans at March 31,		16,517			14,642

Funded Status -
Funded Status at March 31,	$	(3,749	)	$	(4,417	)

Amounts Recognized in the Balance Sheet Consist of -
Accrued Benefit Liability	$	(3,749	)	$	(4,417	)
Accumulated Other Comprehensive Losses:
Net Actuarial Loss		4,375			5,257
Prior Service Cost		75			155

Net Accumulated Other Comprehensive Losses	$	4,450		$	5,412

Information for pension plans with an accumulated benefit obligation in excess of plan assets:


	March 31,
	2011		2010
	(dollars in thousands)
Projected Benefit Obligation	$	20,266	$	19,059
Accumulated Benefit Obligation	$	20,226	$	19,030
Fair Value of Plan Assets	$	16,517	$	14,642

Net periodic pension cost for the fiscal years ended March 31, 2011, 2010 and 2009, included the following components:


	For the Years Ended March 31,
	2011			2010			2009
	(dollars in thousands)
Service Cost - Benefits Earned During the Period	$	557		$	538		$	558
Interest Cost of Projected Benefit Obligation		1,060			1,024			1,003
Expected Return on Plan Assets		(1,163	)		(826	)		(1,118	)
Recognized Net Actuarial Loss		354			774			306
Amortization of Prior-Service Cost		80			130			143

Net Periodic Pension Cost	$	888		$	1,640		$	892

Expected benefit payments over the next five years, and the following five years under the pension plans are expected to be as follows (in thousands):


Fiscal Years	Total
2011	$	785
2012	$	854
2013	$	951
2014	$	1,022
2015	$	1,090
2016-2020	$	6,549

The following table sets forth the assumptions used in the actuarial calculations of the present value of net periodic benefit cost and benefit obligations:


	March 31,
	2011			2010			2009
Net Periodic Benefit Costs -
Discount Rate		5.75	%		6.00	%		6.00	%
Expected Return on Plan Assets		8.00	%		8.00	%		8.00	%
Rate of Compensation Increase		3.50	%		3.50	%		3.50	%


	March 31,
	2011			2010
Benefit Obligations -
Discount Rate		5.61	%		5.75	%
Rate of Compensation Increase		3.50	%		3.50	%

The expected long-term rate of return on plan assets is an assumption reflecting the anticipated weighted-average rate of earnings on the portfolio over the long-term. To arrive at this rate, we developed estimates of the key components underlying capital asset returns including: market-based estimates of inflation, real risk-free rates of return, yield curve structure, credit risk premiums and equity risk premiums. As appropriate, these components were used to develop benchmark estimates of the expected long-term management approach employed by us, and a return premium was added to the weighted-average benchmark portfolio return.

The pension plans' approximate weighted-average asset allocation at March 31, 2011 and 2010 and the range of target allocation are as follows:


	Range of Target			Percentage of Plan Assets at March 31,
	Allocation			2011			2010
Asset Category -
Equity Securities		40 – 60	%		60	%		60	%
Debt Securities		35 – 60	%		30	%		35	%
Other		0 – 5	%		10	%		5	%

Total					100	%		100	%

Our pension investment strategies have been developed as part of a comprehensive asset/liability management process that considers the interaction between both the assets and liabilities of the plan. These strategies consider not only the expected risk and returns on plan assets, but also the detailed actuarial projections of liabilities as well as plan-level objectives such as projected contributions, expense and funded status.

The principal pension investment strategies include asset allocation and active asset management. The range of target asset allocations have been determined after giving consideration to the expected returns of each asset class, the expected variability or volatility of the asset class returns over time, and the complementary nature or correlation of the asset classes within the portfolio. We also employ an active management approach for the portfolio. Each asset class is managed by one or more external money managers with the objective of generating returns, net of management fees that exceed market-based benchmarks. None of the plans hold any EXP stock.

Based on our current actuarial estimates, we anticipate making contributions ranging from approximately $0.5 million to $1.0 million to our defined benefit plans for fiscal year 2012.

The fair values of our defined benefit plans' consolidated assets by category as of March 31, 2011 were as follows:


	March 31,
	2011		2010
	(dollars in thousands)
Equity Securities	$	9,785	$	8,684
Fixed Income Securities		4,711		5,011
Real Estate Funds		487		226
Commodity Linked Funds		807		204
Cash Equivalents		727		517

Total	$	16,517	$	14,642

The fair values of our defined benefit plans' consolidated assets were determined using the fair value hierarchy of inputs described in Note (A). The fair values by category of inputs as of March 31, 2011 were as follows:


Asset Categories	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
	(dollars in thousands)
Equity Securities ^(a)	$	5,655	$	4,130	$	—	$	9,785
Fixed Income Securities ^(b)		2,223		2,488		—		4,711
Real Estate Funds		487		—		—		487
Commodity Linked Funds		807		—		—		807
Cash Equivalents		727		—		—		727

	$	9,899	$	6,618	$	—	$	16,517

^(a)	These funds are maintained by an investment manager and are primarily invested in indexes.

^(b)	Primarily consists of investments in institutional funds that invest in fixed income securities.

We also provide a profit sharing plan, which covers substantially all salaried and certain hourly employees. The profit sharing plan is a defined contribution plan funded by employer discretionary contributions and also allows employees to contribute on an after-tax basis up to 10% of their base annual salary. Employees are fully vested to the extent of their contributions at all times. Employees become fully vested in our contributions over a seven year period for contributions made prior to 2007, and over a six year period for contributions made beginning in 2007. Costs relating to the employer discretionary contributions for our contribution plan totaled $2.5 million, $1.7 million and $3.3 million in fiscal years 2011, 2010 and 2009, respectively.

Employees who became employed by us as a result of a previous transaction are provided benefits substantially comparable to those provided under the seller's welfare plans. These welfare plans included the seller's 401(k) plan which included employer matching percentages. As a result, we made matching contributions to its 401(k) plan totaling $0.1 million for these employees during each of the fiscal years 2011, 2010 and 2009.

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2011	Mar. 31, 2010
Consolidated Balance Sheets
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	5,000,000	5,000,000
Preferred stock, issued	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, authorized	100,000,000	100,000,000
Common stock, issued	44,447,428	43,830,794
Common stock, outstanding	44,447,428	43,830,794

Stockholders' Equity	12 Months Ended
Stockholders' Equity	Mar. 31, 2011
Stockholders' Equity
Stockholders' Equity	(L) Stockholders' Equity On January 8, 2004, our stockholders approved an amendment to our certificate of incorporation to increase the authorized number of shares of capital stock that we may issue from 50,000,000 shares of common stock and 2,000,000 shares of preferred stock to 100,000,000 shares of common stock and 5,000,000 shares of preferred stock. The amendment to the Certificate of Incorporation became effective on January 30, 2004. Our Board of Directors designated 40,000 shares of preferred stock for use in connection with the Rights Agreement discussed below. Effective February 2, 2004, we entered into a Rights Agreement as amended and restated on April 11, 2006 (as amended and restated, "Rights Agreement") that was approved by stockholders at the Special Meeting of Stockholders held on January 8, 2004. In connection with the Rights Agreement, the Board authorized and declared a dividend of one right per share of common stock (the "Common Stock"). The Rights entitle our stockholders to purchase Common Stock (the "Rights") in the event certain efforts are made to acquire control of the Company. There are no separate certificates or market for the Rights. The Rights are represented by and trade with our Common Stock. The Rights will separate from the Common Stock upon the earlier of: (1) a public announcement that a person has acquired beneficial ownership of shares of Common Stock representing in the aggregate 15% or more of the total number of votes entitled to be cast generally by the holders of Common Stock then outstanding, or (2) the commencement of a tender or exchange offer that would result in a person beneficially owning shares of Common Stock representing in the aggregate 15% or more of the total number of votes entitled to be cast generally by the holders of Common Stock then outstanding. Should either of these conditions be met and the Rights become exercisable, each Right will entitle the holder to buy 1/1,000^th of a share of our Preferred Stock at an exercise price of $140.00. Each 1/1,000^th of a share of the Preferred Stock will essentially be the economic equivalent of three shares of Common Stock. Under certain circumstances, the Rights entitle the holders to buy our stock or shares of the acquirer's stock at a 50% discount. The Rights may be redeemed by us for $0.001 per Right at any time prior to the first public announcement of the acquisition of beneficial ownership of shares of Common Stock representing 15% or more of the total number of votes entitled to be cast generally by the holders of Common Stock then outstanding. If not redeemed, the Rights will expire on January 7, 2014.