SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* JOHNSON DENNIS A (Last) (First) (Middle) 4444 W. LAKESIDE DRIVE (Street) BURBANK CA 91505 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol TEXAS INDUSTRIES INC [ TXI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/13/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/13/2010		A		1,000(1)	A	$0	1,000(2)(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares shown in column 4 are shares of restricted stock, one-third of which vest at each of the next three annual stockholders meetings, so long as Mr. Johnson remains a director of Texas Industries, Inc. (the "Company") on such date. In addition, all unvested shares shall vest on the date of Mr. Johnson's death or disability (as determined by the Compensation Committee of the Company's Board of Directors), or on the date of any annual stockholders' meeting at which Mr. Johnson is not re-elected as a director. If Mr. Johnson's service as a director is terminated, any shares which do not otherwise vest shall be forfeited. In addition, all unvested shares of restricted stock shall immediately vest upon a "Change of Control" (as defined in the restricted stock agreement for these shares).

2. Mr. Johnson is (i) a Managing Director of Shamrock Capital Advisors, Inc.; (ii) a Vice President of Shamrock Partners Activist Value Fund, L.L.C. ("Shamrock Partners"), which is the managing member of Shamrock Activist Value Fund GP, L.L.C. (the "General Partner"), which in turn is the general partner of Shamrock Activist Value Fund, L.P. ("SAVF") and Shamrock Activist Value Fund IV, L.P. ("SAVF IV", and collectively, with SAVF, Shamrock Partners and the General Partner, the "Fund"); and (iii) the senior portfolio manager of SAVF and SAVF IV, and as such has primary responsibility for the portfolio investment decisions relating to SAVF and SAVF IV. As such and by virtue of his positions or relationships with the Fund, Mr. Johnson may be deemed to beneficially own the securities of the issuer held by the Fund. (Continued in Footnote 3.)

3. Mr. Johnson disclaims beneficial ownership of any securities held by the Fund except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of any such securities held by the Fund for purposes of Section 16 or for any other purpose.

	/s/ Dennis A. Johnson	01/14/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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