EX-10.1 2 ex10-1.htm STOCK PURCHASE AGREEMENT Stock Purchase Agreement
Exhibit 10.1
 
EXECUTION COPY
 
 
 
 
 
 


 
STOCK PURCHASE AGREEMENT
 
Dated as of August 19, 2006
 
Between
 
ASHLAND INC.
 
and
 
OLDCASTLE MATERIALS, INC.
 
 
 
 
 
 
 
 
 
 
 
 










 
 
 
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STOCK PURCHASE AGREEMENT
 
STOCK PURCHASE AGREEMENT, dated as of August 19, 2006, between ASHLAND INC., a Kentucky corporation (“Seller”), and OLDCASTLE MATERIALS, INC., a Delaware corporation (“Purchaser”) (this “Agreement”).
 
Purchaser desires to purchase from Seller, and Seller desires to sell to Purchaser, all the issued and outstanding shares of no par value common stock (the “Shares”) of Ashland Paving And Construction, Inc. (“APAC”). APAC and its Subsidiaries are collectively referred to herein as the “Transferred Companies”.
 
Certain capitalized terms used in this Agreement are defined in Section 10.05(c). Section 10.05(c) also identifies other Sections of this Agreement in which capitalized terms used in this Agreement are defined.
 
Accordingly, the parties hereby agree as follows:
 
 
 
Purchase and Sale of the Shares; Closing
 
SECTION 1.01.  Purchase and Sale of the Shares. On the terms and subject to the conditions of this Agreement, at the Closing, Seller shall sell, transfer and deliver to Purchaser, and Purchaser shall purchase from Seller, the Shares for an aggregate purchase price of $1,300,000,000 (the “Purchase Price”), payable as set forth below in Section 1.03 and subject to adjustment as provided in Section 1.04. The purchase and sale of the Shares is referred to in this Agreement as the “Acquisition”.
 
SECTION 1.02.  Closing Date. The closing of the Acquisition (the “Closing”) shall take place at the offices of Cravath, Swaine & Moore LLP, 825 Eighth Avenue, New York, New York 10019, at 10:00 a.m. on the second (2nd) business day following the satisfaction (or, to the extent permitted, the waiver by the party entitled to the benefits thereof) of the conditions set forth in Article VII, provided that (i) if such second (2nd) business day is not a Monday then the Closing shall take place on the next following Monday and (ii) if such next following Monday is not August 28, 2006 or October 2, 2006, then the Closing shall take place on the tenth (10th) business day following satisfaction (or, to the extent permitted, the waiver by the party entitled to the benefits thereof) of all the conditions set forth in Article VII, provided further that if such tenth (10th) business day is not a Monday, the Closing shall take place on the next following Monday. Notwithstanding the foregoing, (a) the Closing shall not in any event take place prior to August 28, 2006 and (b) the Closing may take place at such other place, time and date as shall be agreed between Seller and Purchaser. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”.
 
 
 
 
        SECTION 1.03.  Transactions to Be Effected at the Closing. At the Closing:
 
(a) Seller shall deliver to Purchaser (i) certificates representing the Shares, duly endorsed in blank or accompanied by stock powers duly endorsed in blank in proper form for transfer, with appropriate transfer tax stamps, if any, affixed, and (ii) such other documents as Purchaser or its counsel may reasonably request to demonstrate satisfaction of the conditions and compliance with the covenants set forth in this Agreement.
 
                (b) Purchaser shall deliver to Seller (i) payment, by wire transfer to a bank account designated in writing by Seller (such designation to be made at least two (2) business days prior to the Closing Date), in immediately available funds in an amount equal to (A) the Purchase Price, plus or minus (B) an estimate, prepared by Seller and delivered to Purchaser on the date hereof, of any increase or decrease to the Purchase Price under Section 1.04 (the Purchase Price plus or minus such estimate of any increase or decrease under Section 1.04 hereinafter called the “Closing Date Amount”), plus (C) the aggregate amount of the Termination Payments paid or payable to Terminated Employees under Section 6.01(a), and (ii) such other documents as Seller or its counsel may reasonably request to demonstrate satisfaction of the conditions and compliance with the covenants set forth in this Agreement.
 
SECTION 1.04.   Purchase Price Adjustment. (a) Within ninety (90) days after the Closing Date, Seller shall prepare and deliver to Purchaser a statement (the “Statement”), setting forth the Balance Sheet Amount as of the open of business on the Closing Date (the “Closing Balance Sheet Amount”) and substantially in the form as set forth on Schedule 1.04 of the Seller Disclosure Schedule.
 
(b) (i) The term “Balance Sheet Amount” means Specified Assets minus Specified Liabilities. The term “Specified Assets” means Accounts Receivable, net; Construction in Progress; Inventories; Other Current Assets; Investment in Equity Affiliates and Other Noncurrent Assets, in each case, of the Transferred Companies, all calculated in accordance with the Specified Requirements, and all as adjusted pursuant to Section 1.04(b)(ii). The term “Specified Liabilities” means Trade and Other Payables; Billings in Excess of Costs and Estimated Earnings; Other Long-term Liabilities, in each case, of the Transferred Companies, all calculated in accordance with the Specified Requirements, and all as adjusted pursuant to Section 1.04(b)(ii).
 
        (ii) Notwithstanding the foregoing, the following items (each, an “Excluded Item”) shall not be taken into account in determining the Balance Sheet Amount: (A) cash and cash equivalents (other than petty cash included in Other Noncurrent Assets), (B) receivables and payables between any Transferred Company, on the one hand, and the Seller or any of its affiliates (other than a Transferred Company), on the other hand (other than Permitted Intercompany Receivables and Payables); (C) the book value of energy derivative instruments; (D) prepaid insurance premiums (other than prepaid surety bond premiums paid to Seller or Seller’s captive insurer for individual construction jobs); (E) employment, compensation and employee benefits-related liabilities retained by Seller and its affiliates with respect to the current portion of pension liability, the Tanner Supplemental Executive Retirement Plan and incentive compensation obligations payable by Seller pursuant to Section 6.04(c)(ii); and (F) liability for any remaining purchase price payment under the Wedowee quarry acquisition, all calculated in accordance with the Specified Requirements. For the avoidance of doubt, the Balance Sheet Amount shall not include any amounts related to income Taxes or deferred income Taxes or any amounts related to any long-term disability liabilities, pension liabilities or retiree welfare liabilities, in each case to the extent retained by Seller pursuant to Section 6.04(c)(i).
 
 
 
 
        (iii) If, in connection with the preparation or review of the Statement, Seller or Purchaser, as applicable, shall identify a Processing Error on the accounting books and records of the Transferred Companies as of the open of business on the Closing Date, then both the Balance Sheet Amount as of the open of business on the Closing Date and, if and to the extent the same Processing Error was also reflected in the Target Amount, the Target Amount shall be adjusted to correct such Processing Error. The term “Processing Error” means a processing or mathematical error in the recording of any amount included in the Closing Balance Sheet Amount. For the avoidance of doubt, a Processing Error shall not include any differing views between Seller and Purchaser with respect to judgments, estimations, assumptions or the application of GAAP.
 
        (iv) Except as and to the extent expressly provided in Section 1.04(b)(iii), (A) the Closing Balance Sheet Amount is to be calculated by applying United States generally accepted accounting principles (“GAAP”), or exclusions thereto or deviations therefrom, in the same way, using the same methods, principles, conventions, policies and procedures as the amounts comprising the Target Amount were calculated (the parties acknowledge that the Target Amount is the Balance Sheet Amount as of September 30, 2005, calculated based on the Specified Assets, Specified Liabilities and Excluded Items reflected in the Balance Sheet); (B) for purposes of calculating the Closing Balance Sheet Amount, no changes made in any reserve or other account existing as of the Balance Sheet Date shall be taken into account except for changes as a result of any fact, circumstance or event occurring after the Balance Sheet Date and, in such event, only in a manner consistent with past practices, provided that the parties agree that reserves for incurred but not reported claims (IBNR) shall be calculated using the same methods, principles, conventions, policies and procedures that were applied by Seller in its fiscal year-end closing on September 30, 2005, including actuarial review by Marsh & McLennan Companies Inc; (C) the parties agree that the adjustment contemplated by this Section 1.04 is intended to show the change in those items comprising the Balance Sheet Amount from the Balance Sheet Date to the Closing Date, and such change can only be measured if the calculation is done in the same way, using the same methods, principles, conventions, policies and procedures, for both dates; and (D) following the Closing, to the extent Purchaser takes any actions with respect to the accounting books and records of the Transferred Companies on which the Statement is to be based that are not consistent with the Transferred Companies’ past practices, such changes shall not be taken into account in calculating the Closing Balance Sheet Amount. In furtherance of the foregoing, except for any Processing Errors, any items on or omissions from the Balance Sheet that are based upon errors or that are not in accordance with GAAP shall be retained for purposes of calculating the Closing Balance Sheet Amount. The requirements of this Section 1.04(b)(iv) are referred to herein as the “Specified Requirements”.
 
 
                (c) (i) The Statement shall become final and binding upon the parties on the sixtieth (60th) day following delivery thereof, unless Purchaser gives written notice of its disagreement with the Statement (a “Notice of Disagreement”) to Seller prior to such date. Any Notice of Disagreement shall (A) specify in reasonable detail the nature of any disagreement so asserted and (B) only include disagreements based on mathematical errors on the Statement or based on the Closing Balance Sheet Amount not being calculated in accordance with this Section 1.04 (including the Specified Requirements). Notwithstanding the foregoing, Purchaser shall not deliver to Seller a Notice of Disagreement, and no adjustment to the Purchase Price contemplated by this Section 1.04 shall be effected, unless such Notice of Disagreement shall specify an adjustment to the Closing Balance Sheet Amount in excess of $3,000,000 and otherwise satisfies the requirements of this Section 1.04.
 
        (ii) If a Notice of Disagreement is received by Seller in a timely manner, then the Statement (as revised in accordance with this sentence) shall become final and binding upon Seller and Purchaser on the earlier of (A) the date Seller and Purchaser resolve in writing any differences they have with respect to the matters specified in the Notice of Disagreement and (B) the date any disputed matters specified in the Notice of Disagreement are finally resolved in writing by the Accounting Firm. During the thirty (30)-day period following the delivery of a Notice of Disagreement, Seller and Purchaser shall seek in good faith to resolve in writing any differences that they may have with respect to the matters specified in the Notice of Disagreement. At the end of such thirty (30)-day period, Seller and Purchaser shall submit to an independent accounting firm (the “Accounting Firm”) for arbitration any and all matters that remain in dispute and were properly included in the Notice of Disagreement. The scope of the disputes to be resolved by the Accounting Firm shall be limited to whether there were mathematical errors on the Statement or whether the Closing Balance Sheet Amount was not calculated in accordance with the provisions of this Section 1.04 (including the Specified Requirements), and the Accounting Firm is not to make any other determination, including any determination as to whether GAAP was followed for the Balance Sheet or the Statement (in each case, except to the extent required to establish that the Specified Requirements were not applied uniformly and consistently for the Balance Sheet and the Statement) or whether the Target Amount is correct. Without limiting the generality of the foregoing, the Accounting Firm is not authorized or permitted to make any determination as to the accuracy of Section 3.04 or any other representation or warranty in this Agreement or as to compliance by Seller with any of its covenants in this Agreement (other than in this Section 1.04). Any determinations by the Accounting Firm, and any work or analyses performed by the Accounting Firm, in connection with its arbitration of any dispute under this Section 1.04 shall not be admissible in evidence in any suit, action or proceeding between the parties other than to the extent necessary to enforce payment obligations under Section 1.04(e). The Accounting Firm shall be PricewaterhouseCoopers LLP or, if such firm is unable or unwilling to act, such other nationally recognized independent public accounting firm as shall be agreed upon by the parties hereto in writing. The Accounting Firm shall be instructed to render its determination of all matters submitted to it within sixty (60) days following submission. Judgment may be entered upon the determination of the Accounting Firm in any court having jurisdiction over the party against which such determination is to be enforced. The cost of any arbitration (including the fees and expenses of the Accounting Firm and reasonable attorney fees and expenses of the parties) pursuant to this Section 1.04(c) shall be borne by Purchaser and Seller in inverse proportion as they may prevail on matters resolved by the Accounting Firm, which proportionate allocations shall also be determined by the Accounting Firm at the time the determination of the Accounting Firm is rendered on the merits of the matters submitted. The fees and disbursements of Seller’s independent auditors incurred in connection with their review of the Statement and review of any Notice of Disagreement shall be borne by Seller, and the fees and disbursements of Purchaser’s independent auditors incurred in connection with their review of the Statement shall be borne by Purchaser.
 
 
 
(d) Purchaser shall assist, and shall cause the Transferred Companies to assist, Seller in the preparation of the Statement. Purchaser acknowledges that Seller’s independent auditors may participate in the preparation of the Statement. During the period of time from and after the Closing Date through the date on which the Statement becomes final and binding on the parties (the “Finalization Period”), Purchaser shall afford, and shall cause the Transferred Companies to afford, to Seller and any of its independent auditors, counsel or financial advisers retained by Seller in connection with the preparation of the Statement and any adjustment to the Purchase Price contemplated by this Section 1.04 and to the Accounting Firm, reasonable access during normal business hours to all the properties, books, contracts, personnel and records of the Transferred Companies relevant to the preparation of the Statement and the adjustment contemplated by this Section 1.04, and, if Purchaser shall deliver a Notice of Disagreement to Seller, to the working papers of Purchaser and Purchaser’s auditors, if any, prepared in connection with the Notice of Disagreement. If, during the Finalization Period, Purchaser takes any action with respect to the data contained in the accounting books and records of the Transferred Companies as of the open of business on the Closing Date on which the Statement is to be based that is not consistent with the Transferred Companies’ past practices, Purchaser shall promptly advise Seller of such action and shall preserve the data as of the open of business on the Closing Date without any change resulting from such action. Following Purchaser’s receipt of the Statement through the date on which the Statement becomes final and binding on the parties, Seller shall afford, and shall cause its affiliates to afford, to Purchaser and any accountants, counsel or financial advisers retained by Purchaser in connection with any adjustment to the Purchase Price contemplated by this Section 1.04 and to the Accounting Firm reasonable access during normal business hours to all the properties, books, contracts, personnel and records of Seller relevant to the adjustment contemplated by this Section 1.04, including to the extent reasonably required to establish the methods, principles, conventions, policies and procedures, including GAAP and exceptions thereto and deviations therefrom, that were applied in the preparation of the Balance Sheet, the Target Amount and the Statement.
 
 
 
 
(e) The Purchase Price shall be increased by the amount by which the Closing Balance Sheet Amount exceeds $193,963,000 (the “Target Amount”), plus or minus, as applicable, the aggregate amount of adjustments, if any, to the Target Amount pursuant to Section 1.04(b)(iii) (the Target Amount, as so adjusted, the “Adjusted Target Amount”), and the Purchase Price shall be decreased by the amount by which the Closing Balance Sheet Amount is less than the Adjusted Target Amount (the Purchase Price as so increased or decreased shall hereinafter be referred to as the “Adjusted Purchase Price”). If the Closing Date Amount is less than the Adjusted Purchase Price, Purchaser shall, and if the Closing Date Amount is more than the Adjusted Purchase Price, Seller shall, within 10 business days after the Statement becomes final and binding on the parties, make payment by wire transfer in immediately available funds of the amount of such difference, together with interest thereon at a rate equal to the rate of interest announced publicly by Citibank, N.A., as its prime rate on the last business day preceding the Closing Date, calculated on the basis of the actual number of days elapsed, divided by 365, from the Closing Date to the date of payment.
 
 
Representations and Warranties
Relating to Seller and the Shares
 
Except as set forth in the Schedule of the Seller Disclosure Schedule attached hereto (the “Seller Disclosure Schedule”) referenced in the corresponding representation or warranty or as set forth in the last sentence of Section 10.05(b), Seller hereby represents and warrants to Purchaser as follows:
 
SECTION 2.01.  Organization, Standing and Power. Seller is duly organized, validly existing and in good standing under the laws of the jurisdiction in which it is organized. Seller has made available to Purchaser true and complete copies of its certificate of incorporation and by-laws, in each case as amended through the date of this Agreement.
 
                   SECTION 2.02.  Authority; Execution and Delivery; Enforceability. Seller has full corporate power and authority to execute this Agreement, the Transition Services Agreement and the other agreements and instruments to be executed and delivered in connection with this Agreement (together with the Transition Services Agreement, collectively, the “Ancillary Agreements”) to which it is, or is specified to be, a party, to perform its obligations hereunder and thereunder and to consummate the Acquisition and the other transactions contemplated hereby and thereby. The execution and delivery by Seller of this Agreement and the Ancillary Agreements to which it is, or is specified to be, a party, the performance by Seller of its obligations hereunder and thereunder and the consummation by Seller of the Acquisition and the other transactions contemplated hereby and thereby have been duly authorized by all necessary corporate action. Seller has duly executed and delivered this Agreement and, at or prior to the Closing, will have duly executed and delivered each Ancillary Agreement to which it is, or is specified to be, a party, and this Agreement constitutes, and each Ancillary Agreement to which it is, or is specified to be, a party will at and after the Closing constitute, its legal, valid and binding obligation, enforceable against it in accordance with its terms.
 
 
 
 
SECTION 2.03.  No Conflicts; Consents. Except as set forth on Schedule 2.03 of the Seller Disclosure Schedule, the execution and delivery by Seller of this Agreement do not, the execution and delivery by Seller of each Ancillary Agreement to which it is, or is specified to be, a party will not, and the consummation of the Acquisition and the other transactions contemplated hereby and thereby and compliance by Seller with the terms hereof and thereof will not conflict with, result in any violation of or default (with or without notice or lapse of time, or both) under, give rise to a right of termination, cancellation or acceleration of any obligation or loss of a material benefit under, result in the creation of any Lien upon any of the properties or assets of Seller or require the consent of any person other than a Governmental Entity under any provision of (i) the certificate of incorporation or by-laws of Seller, each as amended to the date hereof, (ii) any contract, lease, license, indenture, agreement, commitment or other legally binding arrangement (a “Contract”) to which Seller is a party or by which any of its properties or assets is bound or (iii) any judgment, injunction, writ, order, binding arbitration determination or decree (“Judgment”) or statute, law, ordinance, rule or regulation (“Applicable Law”) applicable to Seller or its properties or assets, other than, in the case of clause (ii) above, any such items that, individually or in the aggregate, have not had and would not reasonably be expected to have a material adverse effect on the ability of Seller to perform its obligations under this Agreement and the Ancillary Agreements and otherwise consummate the transactions contemplated hereby and thereby. No consent, approval, license, permit, order or authorization (“Consent”) of, or registration, declaration or filing with, any Federal, state, local or foreign government or any court of competent jurisdiction, administrative agency, governmental arbitral body or commission or other governmental authority or instrumentality, domestic or foreign, (a “Governmental Entity”) is required to be obtained or made by or with respect to Seller in connection with the execution, delivery and performance of this Agreement or any Ancillary Agreement or the consummation of the Acquisition or the other transactions contemplated hereby and thereby, other than (A) compliance with and filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”), (B) compliance with and such filings and notifications as may be required under applicable state property transfer laws or other Environmental Laws, (C) those that may be required solely by reason of Purchaser’s (as opposed to any other third party’s) participation in the Acquisition and the other transactions contemplated hereby and by the Ancillary Agreements and (D) such Consents, registrations, declarations and filings the absence of which, or the failure to make or obtain which, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the ability of Seller to perform its obligations under this Agreement and the Ancillary Agreements and otherwise consummate the transactions contemplated hereby and thereby.
 
SECTION 2.04.   The Shares. (a) Seller has good and valid title to the Shares, free and clear of all Liens. Assuming Purchaser has the requisite power and authority to be the lawful owner of the Shares, upon delivery to Purchaser at the Closing of certificates representing the Shares, duly endorsed by Seller for transfer to Purchaser, and upon Seller’s receipt of the Closing Date Amount, good and valid title to the Shares will pass to Purchaser, free and clear of any Liens, other than those arising from acts of Purchaser or its affiliates. Other than this Agreement, the Shares are not subject to any voting trust agreement or other Contract, including any Contract restricting or otherwise relating to the voting, dividend rights or disposition of the Shares.
 
 
 
 
(b) The authorized capital stock of APAC consists of 1,000 authorized shares of Common Stock, no par value, of which 10 shares, constituting the Shares, are issued and outstanding. Except for the Shares, there are no shares of capital stock or other equity securities of APAC issued, reserved for issuance or outstanding.
 
(c) The Shares are duly authorized, validly issued, fully paid and nonassessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right (a “Share Right”) under any provision of the Delaware General Corporation Law, the certificate of incorporation or by-laws of APAC or any Contract to which APAC is a party or otherwise bound.
 
(d) There are not any bonds, debentures, notes or other indebtedness of APAC having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matters on which holders of the Shares may vote (“Voting Company Debt”). Except as set forth on Schedule 2.04 of the Seller Disclosure Schedule, as of the date of this Agreement, there are not any options, warrants, rights, convertible or exchangeable securities, “phantom” stock rights, stock appreciation rights, stock-based performance units, commitments, Contracts, arrangements or undertakings of any kind to which APAC or Seller is a party or by which it is bound (i) obligating APAC or Seller to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of capital stock or other equity interests in, or any security convertible or exercisable for or exchangeable into any capital stock of or other equity interest in, APAC or any Voting Company Debt, (ii) obligating APAC or Seller to issue, grant, extend or enter into any such option, warrant, call, right, security, commitment, Contract, arrangement or undertaking or (iii) giving any person the right to receive any economic benefit or right similar to or derived from the economic benefits and rights occurring to holders of Shares. As of the date of this Agreement, there are not any outstanding contractual obligations of APAC to repurchase, redeem or otherwise acquire any Shares.
 
 
Representations and Warranties
Relating to the Transferred Companies
 
Except as set forth in the Schedule of the Seller Disclosure Schedule referenced in the corresponding representation or warranty or as set forth in the last sentence of Section 10.05(b), Seller hereby represents and warrants to Purchaser as follows:
 
SECTION 3.01.  Organization and Standing; Books and Records.
 
(a) Each of the Transferred Companies is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of organization, which jurisdiction is set forth in Schedule 3.01 of the Seller Disclosure Schedule. Each of the Transferred Companies is duly qualified to do business and in good standing as a foreign corporation in each jurisdiction in which the conduct or nature of its business or the ownership, leasing or holding of its properties makes such qualification necessary, except such jurisdictions where the failure to be so qualified or in good standing, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect.
 
 
 
 
 
 
 
 
 
(b) Seller has delivered to Purchaser true and complete copies of the certificate of incorporation and by-laws, each as amended to the date hereof, of each of the Transferred Companies. The stock certificate and transfer books and the minute books of each of the Transferred Companies (which have been made available for inspection by Purchaser prior to the date hereof) are true and complete in all material respects as of the date hereof.
 
SECTION 3.02.  Capital Stock of the Subsidiaries. (a) Schedule 3.02 of the Seller Disclosure Schedule sets forth for each Subsidiary the amount of its authorized capital stock, the amount of its outstanding capital stock and the record and beneficial owners of its outstanding capital stock. Except as set forth in Schedule 3.02 of the Seller Disclosure Schedule, there are no shares of capital stock or other equity securities of any Subsidiary issued, reserved for issuance or outstanding. All the outstanding shares of capital stock of each Subsidiary have been duly authorized and validly issued, are fully paid and nonassessable and are not subject to or issued in violation of any Share Right under any provision of any Applicable Law, certificate of incorporation or by-laws (or other equivalent organizational document) of the Subsidiaries or any Contract to which any Subsidiary is a party or otherwise bound, except for such violations that, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect. There are not any bonds, debentures, notes or other indebtedness of the Subsidiaries having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matters on which holders of the outstanding shares of any Subsidiary may vote (“Subsidiary Voting Company Debt”). Except as set forth in Schedule 3.02 of the Seller Disclosure Schedule, as of the date of this Agreement, there are not any options, warrants, rights, convertible or exchangeable securities, “phantom” stock rights, stock appreciation rights, stock-based performance units, commitments, Contracts, arrangements or undertakings of any kind to which any Transferred Company is a party or by which any of them is bound (i) obligating any Subsidiary to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of capital stock or other equity interests in, or any security convertible or exercisable for or exchangeable into any capital stock of or other equity interest in, or pledge or otherwise encumber any share of capital stock or other ownership interest in, any Transferred Company or any Subsidiary Voting Company Debt, (ii) obligating any Subsidiary to issue, grant, extend or enter into any such option, warrant, call, right, security, commitment, Contract, arrangement or undertaking or (iii) giving any person the right to receive any economic benefit or right similar to or derived from the economic benefits and rights occurring to holders of any shares of capital stock of any Subsidiary. As of the date of this Agreement, there are not any outstanding contractual obligations of any Transferred Company to repurchase, redeem or otherwise acquire any shares of capital stock of any Subsidiary.
 
(b) Except for its interests in the Subsidiaries and except for the ownership interests set forth in Schedule 3.02 of the Seller Disclosure Schedule, none of the Transferred Companies, as of the date of this Agreement, owns, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest.
 
 
 
 
 
SECTION 3.03.  No Conflicts; Consents. Except as set forth on Schedule 3.03 of the Seller Disclosure Schedule, the execution and delivery by Seller of this Agreement does not, the execution and delivery by Seller of each Ancillary Agreement to which it is, or is specified to be, a party will not, and the consummation of the Acquisition and the other transactions contemplated hereby and thereby and compliance by Seller with the terms hereof and thereof will not conflict with, result in any violation of or default (with or without notice or lapse of time, or both) under, give rise to a right of termination, cancellation or acceleration of any obligation or to loss of a material benefit under, result in the creation of any Lien upon any of the properties or assets of the Transferred Companies or require the consent of any person other than a Governmental Entity under any provision of (i) the certificate of incorporation or by-laws of any of the Transferred Companies, (ii) any Contract to which any of the Transferred Companies, Seller or its subsidiaries is a party or by which any of the respective properties or assets of any of the Transferred Companies is bound or, in the case of Seller or any of its subsidiaries, that affect the operations of any of the Transferred Companies or (iii) any Judgment or Applicable Law applicable to any of the Transferred Companies or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such items that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. No Consent of, or registration, declaration or filing with, any Governmental Entity is required to be obtained or made by or with respect to any of the Transferred Companies in connection with the execution, delivery and performance of this Agreement or any Ancillary Agreement or the consummation of the Acquisition or the other transactions contemplated hereby and thereby, other than (A) compliance with and filings under the HSR Act, (B) compliance with and such filings and notifications as may be required under applicable state property transfer laws or other Environmental Laws, (C) those that may be required solely by reason of Purchaser’s (as opposed to any other third party’s) participation in the Acquisition and the other transactions contemplated hereby and by the Ancillary Agreements and (D) such Consents, registrations, declarations and filings the absence of which, or the failure to make or obtain which, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect.
 
SECTION 3.04.  Financial Statements. (a) Schedule 3.04(a) of the Seller Disclosure Schedule sets forth (i) the audited consolidated balance sheet of APAC and its Subsidiaries (including Limpus Quarries, Inc. “Limpus”) as of September 30, 2004 and September 30, 2005 (the “Balance Sheet Date”, and the balance sheet dated as of such date, the “Balance Sheet”) and the audited statements of consolidated income, statements of consolidated cash flows and statements of consolidated shareholders’ equity (deficit) of APAC and its Subsidiaries (including Limpus) for the periods as of and ended September 30, 2003, September 30, 2004 and September 30, 2005, in each case together with all notes and schedules thereto and the independent auditors’ report of Ernst & Young LLP thereon and (ii) the unaudited balance sheet, statements of consolidated income, statements of consolidated cash flows and statements of consolidated shareholders’ equity (deficit) of APAC and its Subsidiaries (including Limpus) on a consolidated basis for the nine-month period as of and ended June 30, 2006, together with all notes and schedules thereto (the financial statements referred to in clauses (i) and (ii), the “Financial Statements”). The Financial Statements have been prepared in conformity with GAAP consistently applied (except in each case as described in the notes thereto) and on that basis fairly present (subject, in the case of the unaudited statements, to normal, recurring year-end audit adjustments) the consolidated financial condition, results of operations and cash flows of APAC and its Subsidiaries (including Limpus) as of the respective dates thereof and for the respective periods indicated.
 
 
 
 
(b) No Transferred Company has any indebtedness or liability (whether accrued, fixed or contingent) of a nature required by GAAP to be reflected on a consolidated balance sheet or in the notes thereto, that has had or could reasonably be expected to have, individually or in the aggregate with other liabilities or indebtedness that are not Disclosed Liabilities, a Company Material Adverse Effect, except (i) as disclosed, reflected or reserved against in the Financial Statements, (ii) for liabilities incurred in the ordinary course of business of the Transferred Companies subsequent to June 30, 2006, (iii) indebtedness or liabilities that are set forth on Schedule 3.04(b) of the Seller Disclosure Schedule and (iv) for Taxes (the indebtedness and liabilities set forth in clauses (i) through (iv), the “Disclosed Liabilities”). This representation shall not be deemed breached as a result of a change in Applicable Law or GAAP after the Closing Date.
 
            SECTION 3.05.  Assets Other than Real Property Interests. (a) A Transferred Company has good and valid title or a valid leasehold interest or license to all the material assets reflected on the Balance Sheet or thereafter acquired, other than those set forth in Schedule 3.05 of the Seller Disclosure Schedule or otherwise disposed of since the Balance Sheet Date in the ordinary course of business, in each case free and clear of all mortgages, liens, security interests, charges, easements, leases, subleases, covenants, rights of way, options, claims, restrictions or encumbrances of any kind (collectively, “Liens”), except (i) such Liens as are set forth in Schedule 3.05 of the Seller Disclosure Schedule, (ii) mechanics’, carriers’, workmen’s, repairmen’s or other like Liens arising or incurred in the ordinary course of business, Liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and Liens for Taxes that are not due and payable or that may thereafter be paid without penalty, (iii) Liens that secure obligations that are reflected as liabilities on the Balance Sheet or Liens the existence of which is referred to in the notes to the Balance Sheet and (iv) other imperfections of title or encumbrances, if any, that, individually or in the aggregate, do not materially impair, and would not reasonably be expected materially to impair, the continued use and operation of the assets to which they relate in the conduct of the business of the Transferred Companies as presently conducted (the Liens described above, together with the Liens referred to in clauses (ii) through (vi) of Section 3.06, are referred to collectively as “Permitted Liens”).
 
(b) This Section 3.05 does not relate to real property or interests in real property, such items being the subject of Section 3.06, or to Intellectual Property, such items being the subject of Section 3.07.
 
SECTION 3.06.  Real Property. (a) Schedule 3.06(a) of the Seller Disclosure Schedule sets forth, as of the date of this Agreement, a complete list of all real property and interests in real property owned in fee by any Transferred Company (individually, an “Owned Property”). Schedule 3.06(a) of the Seller Disclosure Schedule sets forth, as of the date of this Agreement, a complete list of all real property and interests in real property leased by any Transferred Company on terms that provide for a future liability in excess of $250,000 annually (individually, a “Leased Property”). A Transferred Company has good and insurable fee title to all Owned Property and good and valid title to the leasehold estates in all Leased Property (an Owned Property or Leased Property being sometimes referred to herein, individually, as an “APAC Property”), in each case free and clear of all Liens, except (i) Liens described in clause (ii), (iii) or (iv) of Section 3.05(a), (ii) such Liens as are set forth in Schedule 3.06(a) of the Seller Disclosure Schedule, (iii) leases, subleases and similar agreements set forth in Schedule 3.06(a) of the Seller Disclosure Schedule, (iv) easements, covenants, rights-of-way and other similar restrictions of record, (v) any conditions that may be shown by a current, accurate survey of any APAC Property, provided that such survey has been made available to Purchaser prior to the Closing, and (vi) (A) zoning, building and other similar restrictions, (B) Liens that have been placed by any developer, landlord or other third party on property over which a Transferred Company has easement rights or on any Leased Property and subordination or similar agreements relating thereto and (C) unrecorded easements, covenants, rights-of-way and other similar restrictions. None of the items set forth in clause (vi) above, individually or in the aggregate, materially impairs or would reasonably be expected materially to impair, the continued use and operation of APAC Property to which they relate in the conduct of the business of the Transferred Companies as presently conducted on such respective APAC Properties.
 
 
 
 
(b) Schedule 3.06(b) of the Seller Disclosure Schedule sets forth (i) each real property or interest in real property owned in fee by a Transferred Company that was sold, transferred or otherwise disposed of for consideration greater than $1,000,000 during the period from the Balance Sheet Date to the date of this Agreement and (ii) each real property or interest in real property that was leased by a Transferred Company on terms that provided for liability in excess of $250,000 annually as of the Balance Sheet Date and which expired and was not renewed or was otherwise terminated during the period from the Balance Sheet Date to the date of this Agreement, in each case, other than any such disposition or termination in the ordinary course of business.
 
            SECTION 3.07.  Intellectual Property. (a) Schedule 3.07 of the Seller Disclosure Schedule sets forth a true and complete list of all material Intellectual Property owned, used, filed by or licensed to any Transferred Company, other than unregistered designs and copyrights that, individually and in the aggregate, are not material to the conduct of the business of the Transferred Companies as presently conducted. The Intellectual Property set forth on Schedule 3.07 of the Seller Disclosure Schedule is referred to in this Agreement as the “APAC Intellectual Property”. Except as set forth in Schedule 3.07 of the Seller Disclosure Schedule, and except as, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect, (i) to the knowledge of Seller, all APAC Intellectual Property has been duly registered in, filed in or issued by the appropriate Governmental Entity where such registration, filing or issuance is necessary or appropriate for the conduct of the business of the Transferred Companies as presently conducted and (ii) during the two (2) years prior to the date of this Agreement, none of Seller or any Transferred Company has received any written communication from any person asserting any ownership interest in any APAC Intellectual Property. Except as specified in Schedule 3.07 of the Seller Disclosure Schedule, one or more of the Transferred Companies owns all right, title and interest in and to the APAC Intellectual Property listed in Schedule 3.07 of the Seller Disclosure Schedule, free and clear of any Lien other than Permitted Liens.
 
 
 
 
 
 
 
 
(b) None of Seller or any Transferred Company has granted any license of any kind relating to any Technology or APAC Intellectual Property or the marketing or distribution thereof, except nonexclusive licenses granted in the ordinary course of business. None of Seller or any Transferred Company is bound by or a party to any option, license or similar Contract relating to the Intellectual Property of any other person for the use of such Intellectual Property in the conduct of the business of the Transferred Companies that is material to the conduct of the business of the Transferred Companies as presently conducted, except as set forth in Schedule 3.07 of the Seller Disclosure Schedule and except for so called “shrink-wrap” license agreements relating to computer software licensed to any Transferred Company in the ordinary course of business. To the knowledge of Seller, the conduct of the business of the Transferred Companies as presently conducted does not violate, conflict with or infringe the Intellectual Property of any other person, except for such violations, conflicts or infringements that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. Except as set forth in Schedule 3.07 of the Seller Disclosure Schedule, to the knowledge of Seller, no claims are pending as of the date of this Agreement against any Transferred Company by any person with respect to the ownership, validity, enforceability, effectiveness or use in the business of the Transferred Companies of any Intellectual Property, except for such claims that would not reasonably be expected to have a Company Material Adverse Effect.
 
(c) In this Agreement:
 
“Intellectual Property” means any patent (including all reissues, divisions, continuations and extensions thereof), patent application, patent right, trademark, trademark registration, trademark application, service mark, trade name, business name, brand name, copyright, copyright registration, design, design registration, or any right to any of the foregoing.
 
“Technology” means all trade secrets, confidential information, inventions, know-how, formulae, processes, procedures, research records, records of inventions, test information, market surveys and marketing know-how of the Transferred Companies.
 
SECTION 3.08.  Contracts. (a) Except as set forth in Schedule 3.08 of the Seller Disclosure Schedule, as of the date of this Agreement, no Transferred Company is a party to or bound by any:
 
        (i) written employment or consulting agreement or contract (including with any Ashland/APAC Employee not employed by any Transferred Company, whether or not a Transferred Company is a party to such contract or is bound by it) that provides for annual cash compensation in excess of $100,000;
 
        (ii) collective bargaining agreement or other contract with any labor organization, union or association;
 
        (iii) covenant not to compete or engage in any line of business or similar agreement that materially limits the conduct of the business of the Transferred Companies as presently conducted;
 
 
 
 
                    (iv) Contract with respect to any disposition or acquisition of capital stock, business or assets of any person that contains any right of first refusal or any similar rights or involves consideration in excess of $500,000;
 
        (v) lease, sublease or similar Contract with any person (other than a Transferred Company) under which a Transferred Company is a lessor or sublessor of, or makes available for use to any person (other than a Transferred Company), (A) any APAC Property or (B) any portion of any premises otherwise occupied by the Transferred Companies, in any such case which provides for a future liability or receivable, as the case may be, in excess of $250,000 annually;
 
        (vi) lease, sublease or similar Contract with any person (other than a Transferred Company) under which (A) a Transferred Company is lessee of, or holds or uses, any machinery, equipment, vehicle or other tangible personal property owned by any person or (B) a Transferred Company is a lessor or sublessor of, or makes available for use by any person, any tangible personal property owned or leased by a Transferred Company, in any such case which provides for a future liability or receivable, as the case may be, in excess of $250,000 annually;
 
        (vii) Contract under which a Transferred Company has borrowed any money from, or issued any note, bond, debenture or other evidence of indebtedness to, any person (other than a Transferred Company) or any other note, bond, debenture or other evidence of indebtedness of a Transferred Company (other than in favor of the relevant Transferred Company), in each case other than (A) indebtedness owed to Seller or any subsidiary of Seller (other than a Transferred Company) to be discharged on or prior to the Closing, (B) trade payables arising in the ordinary course of business, (C) surety bonds on which a Transferred Company is principal provided to a third party in the ordinary course of business and (D) and obligations to assure payment to subcontractors and material suppliers undertaken in the ordinary course of business, in any such case which, individually, is in excess of $1,000,000;
 
        (viii) Contract (including any so-called take-or-pay or keepwell agreements, but excluding any GIA provided to a third party in the ordinary course of business with respect to which a Transferred Company is a principal and which GIA is listed on Schedule 5.13(b)-1 of the Seller Disclosure Schedule) under which (A) any person, other than a Transferred Company, has directly or indirectly guaranteed indebtedness, liabilities or obligations of a Transferred Company or (B) a Transferred Company has, directly or indirectly, guaranteed indebtedness, liabilities or obligations of any person, other than a Transferred Company (in each case other than endorsements for the purpose of collection in the ordinary course of business, surety bonds on which a Transferred Company is principal provided to a third party in the ordinary course of business, and obligations to assure payment to subcontractors and material suppliers undertaken in the ordinary course of business), in any such case which, individually, is in excess of $500,000;
 
 
 
 
        (ix) Contract under which a Transferred Company has, directly or indirectly, made any advance, loan, extension of credit or capital contribution to, or other investment in, any person (other than a Transferred Company and other than extensions of trade credit in the ordinary course of business), in any such case which, individually, is in excess of $500,000;
 
                        (x) Contract for the provision of goods and services by any Transferred Company or from third parties to any Transferred Company (other than Contracts for the provision of goods and services by or to any subcontractor or supplier with respect to a construction project whereby a Transferred Company is the principal contractor for such project) in each case involving consideration in excess of $3,000,000 or containing a right of first refusal or similar right;
 
        (xi) Contract for the purchase or sale of any asset of a Transferred Company or for the purchase of any asset from any third party by a Transferred Company (other than purchases and sales in the ordinary course of business) or the grant of any rights to purchase or sell any such asset or requiring the consent of any party to the transfer thereof, other than any such Contract entered into in the ordinary course of business and not in violation of this Agreement;
 
        (xii) hedging instrument, currency exchange, interest rate exchange, commodity exchange or similar Contract;
 
        (xiii) Contract for any joint venture, partnership or similar arrangement; or
 
        (xiv) other Contract that creates an obligation on the part of any Transferred Company in excess of $3,000,000 that cannot be cancelled without penalty or further payment and without more than 90 days notice (other than Contracts of the type covered in clauses (i) to (xiii) of this Section 3.08 and other than Contracts excluded from clauses (i) to (xiii) of this Section 3.08 based on a dollar or other materiality threshold, an ordinary course of business exception, a cancellation or termination provision or other exclusion, including other than Contracts for the provision of goods and services by or to any subcontractor or supplier with respect to a construction project whereby a Transferred Company is the principal contractor for such project).
 
                (b) Except as set forth in Schedule 3.08 of the Seller Disclosure Schedule, all Contracts listed or required to be listed in Schedule 3.08 of the Seller Disclosure Schedule (the “APAC Contracts”) are valid, binding and in full force and effect and are enforceable by the applicable Transferred Company in accordance with their terms, except for such failures to be valid, binding, in full force and effect or enforceable that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. Except as set forth in Schedule 3.08 of the Seller Disclosure Schedule, the applicable Transferred Company has performed all material obligations required to be performed by it to date under APAC Contracts, and it is not (with or without the lapse of time or the giving of notice, or both) in breach or default in any material respect thereunder and, to the knowledge of Seller, no other party to any APAC Contract is (with or without the lapse of time or the giving of notice, or both) in breach or default in any material respect thereunder, except for such noncompliance, breaches and defaults that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect.
 
 
 
 
(c) For the purposes of this Section 3.08, a Transferred Company shall be deemed a party to each of the Contracts listed on Schedule 5.16(a)-1 of the Seller Disclosure Schedule.
 
SECTION 3.09.  Permits. The Transferred Companies possess or have applied for all licenses, permits, certifications, consents, authorizations and approvals from any Governmental Entity (“Permits”) to own or hold under lease and operate their respective assets and to conduct the business of the Transferred Companies as currently conducted, other than such Permits the absence of which, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. Except a set forth in Schedule 3.09 of the Seller Disclosure Schedule, Seller does not have knowledge of any fact, error or omission relevant to any Permit that would permit the revocation or withdrawal, the threatened revocation or withdrawal or result in the failure to obtain the renewal or re-issuance thereof, other than where such revocation, withdrawal or failure to obtain renewal or re-issuance has not had and would not reasonably be expected to have a Company Material Adverse Effect. This Section 3.09 does not relate to Environmental Permits or matters relating to asbestos, which are the subject of Section 3.15.
 
SECTION 3.10.  Taxes. (a) For purposes of this Agreement:
 
“Code” shall mean the Internal Revenue Code of 1986, as amended.
 
“Post-Closing Tax Period” shall mean any taxable period that begins after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.
 
“Pre-Closing Tax Period” shall mean any taxable periods ending on or before the Closing Date and the portion of any Straddle Period ending on and including the Closing Date.
 
“Straddle Period” shall mean any taxable period that includes (but does not end on) the Closing Date.
 
“Tax” or “Taxes” shall mean all Federal, state, county, local, municipal, foreign and other taxes, assessments, duties or similar charges of any kind whatsoever, including all corporate franchise, income, sales, use, ad valorem, receipts, value added, profits, license, withholding, payroll, employment, excise, premium, property, customs, net worth, capital gains, transfer, stamp, documentary, social security, environmental, alternative minimum, occupation, recapture and other taxes, and including all interest, penalties and additions imposed with respect to such amounts, and all amounts payable pursuant to any agreement or arrangement with respect to Taxes.
 
 
 
 
“Taxing Authority” shall mean any domestic, foreign, Federal, national, state, county or municipal or other local government, any subdivision, agency, commission or authority thereof, or any quasi-governmental body exercising tax regulatory authority.
 
“Tax Return” or “Tax Returns” shall mean all returns, declarations of estimated tax payments, reports, estimates, information returns and statements, including any related or supporting information with respect to any of the foregoing, filed or to be filed with any Taxing Authority in connection with the determination, assessment, collection or administration of any Taxes.
 
(b) Except as set forth in Schedule 3.10 of the Seller Disclosure Schedule, (i) each Transferred Company, and any affiliated group, within the meaning of Section 1504 of the Code, of which any Transferred Company is or has been a member, has filed or caused to be filed in a timely manner (within any applicable extension periods) all material Tax Returns required to be filed by the Code or by applicable state, local or foreign Tax laws, (ii) all material Taxes with respect to taxable periods covered by such Tax Returns, and all other material Taxes for which any Transferred Company is or might otherwise be liable, have been timely paid in full or will be timely paid in full or is being contested in a timely fashion in appropriate proceedings, and (iii) no material Liens for Taxes with respect to any of the assets or properties of any Transferred Company exist other than Liens for Taxes that are not yet due and payable or that may thereafter be paid without penalty.
 
(c) Except as set forth on Schedule 3.10 of the Seller Disclosure Schedule, no material Tax Return of any Transferred Company or any affiliated group of which any Transferred Company is now a member is under audit or examination by any Taxing Authority.
 
(d) Except as set forth in Schedule 3.10 of the Seller Disclosure Schedule, each material deficiency resulting from any completed audit or examination relating to Taxes by any Taxing Authority has been timely paid or is being contested in a timely fashion in appropriate proceedings.
 
(e) Except as set forth in Schedule 3.10 of the Seller Disclosure Schedule, no Transferred Company is party to or bound by any income Tax allocation, indemnity, sharing or similar agreement.
 
(f) Except as set forth in Schedule 3.10 of the Seller Disclosure Schedule, there are no outstanding agreements or waivers extending, or having the effect of extending, the statutory period of limitation for the assessment and collection of any Taxes applicable to any material Tax returns required to be filed with respect to any Transferred Company.
             
(g) Seller is not a “foreign person” within the meaning of Section 1445 of the Code.
 
 
 
 
                (h) No Transferred Company is or has been a party to a “reportable transaction” to which disclosure is required pursuant to Treasury Regulation Section 1.6011-4 (excluding Section 1.6011-4(b)(6))or to a transaction that is substantially similar to a “listed transaction” as such term is defined in Treasury Regulation Section 1.6011-4(b)(2).
 
                (i) No Transferred Company is a party to any agreement, contract, arrangement or plan that (i) has resulted or would reasonably be expected to result separately or in the aggregate, in connection with this Agreement or any change of control of a Transferred Company, in the payment of any “excess parachute payment” within the meaning of Section 280G of the Code, (ii) could obligate any Transferred Company to make any payments that will not be fully deductible under Section 162(m) of the Code or (iii) would reasonably be expected to give rise to an excise Tax under Section 409A of the Code.
 
                (j) There are no material deferred intercompany transactions between any Transferred Company and any other member of its consolidated group and there is no excess loss account (within the meaning of Treasury Regulation Section 1.1502-19 with respect to the stock of a Transferred Company) which will, or may, result in the recognition of income in a Post-Closing Tax Period upon the consummation of the transactions contemplated by this Agreement.
 
SECTION 3.11.   Proceedings. Except as set forth in Schedule 3.11 of the Seller Disclosure Schedule, as of the date of this Agreement, there is no pending or, to the knowledge of Seller, threatened Proceeding against Seller or any Transferred Company that has had or would reasonably be expected to result in a liability for damages in excess of $1,000,000 or involves a claim for material equitable relief. Except as set forth in Schedule 3.11 of the Seller Disclosure Schedule, as of the date of this Agreement, no Transferred Company is a party or subject to or in default under any Judgment, other than for such Judgments that, individually and in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. Except as set forth in Schedule 3.11 of the Seller Disclosure Schedule, as of the date of this Agreement, there is not any suit, action or proceeding (a “Proceeding”) or claim by any Transferred Company pending, or which any Transferred Company intends to initiate, against any other person, other than claims of $500,000 or less. As of the date of the Agreement, there is no pending or, to the knowledge of Seller, threatened Proceeding or investigation by any Governmental Entity, to restrain or prevent the consummation of the transactions contemplated by this Agreement. This Section 3.11 does not relate to environmental matters or matters relating to asbestos, which are the subject of Section 3.15.
 
SECTION 3.12.  Benefit Plans. (a) Each “employee pension benefit plan” (as defined in Section 3(2) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)) (“Pension Plan”), each “employee welfare benefit plan” (as defined in Section 3(1) of ERISA), and each other plan, arrangement or policy (written or oral) relating to stock options, stock purchases, deferred compensation, severance, fringe benefits or other employee benefits, in each case maintained or contributed to, or required to be maintained or contributed to, by Seller, any Transferred Company or any other person or entity that, together with Seller, is treated as a single employer under Section 414(b), (c), (m) or (o) of the Code (each, together with Seller, a “Commonly Controlled Entity”) for the benefit of any current or former employee of any Transferred Company (each, an “APAC Employee”) or any current Ashland/APAC Employee, other than any “multiemployer plan” (within the meaning of Section 3(37) of ERISA) or any plans, arrangements or policies mandated by Applicable Law, is herein referred to as a “Seller Benefit Plan”. Schedule 3.12(a) of the Seller Disclosure Schedule contains a list, as of the date of this Agreement, of each material Seller Benefit Plan. Seller has delivered or made available to Purchaser true, complete and correct copies of (A) each material Seller Benefit Plan, (B) the most recent annual report on Form 5500 (including all schedules and attachments thereto) filed with the Internal Revenue Service with respect to the APAC, Inc. Hourly Savings Plan (the “Assumed Benefit Plan”), (C) the most recent summary plan description (or similar document) for each material Seller Benefit Plan for which a summary plan description is required by Applicable Law, (D) each trust agreement relating to the Assumed Benefit Plan and (E) the most recent determination letter issued by the Internal Revenue Service for the Assumed Benefit Plan.
 
 
 
 
(b) The Seller Benefit Plans have been administered substantially in accordance with their terms and in substantial compliance with the applicable provisions of ERISA, the Code, all other Applicable Laws and the terms of all applicable collective bargaining agreements, except where the failure to be so administered would not reasonably be expected to have a Company Material Adverse Effect. There are no investigations by any Governmental Entity, termination proceedings or other claims (except routine claims for benefits payable under the Seller Benefit Plans) or Proceedings against or involving the Seller Benefit Plans or asserting any rights to or claims for benefits under the Seller Benefit Plans that, individually or in the aggregate, would reasonably be expected to have a Company Material Adverse Effect.
 
(c) The Assumed Benefit Plan is not subject to Title IV of ERISA or Section 412 of the Code. Except as set forth in Schedule 3.12(c) of the Seller Disclosure Schedule, on or following the consummation of the transactions contemplated by this Agreement, no Transferred Company would reasonably be expected to incur any liability under Title IV of ERISA as a result of being treated as a single employer with Seller for purposes of Section 414(b), (c), (m) or (o) of the Code.
 
(d) Except with respect to the individuals set forth on Schedule 3.12(d) of the Seller Disclosure Schedule (the “Primary Company Executives”), any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the transactions contemplated by this Agreement by any employee, officer, director or independent contractor of the Transferred Companies who is a “disqualified individual” (as such term is defined in Treasury Regulation Section 1.280G-1) under any Seller Benefit Plan or otherwise would not be characterized as an “excess parachute payment” (as such term is defined in Section 280G(b)(1) of the Code.)
 
SECTION 3.13.  Absence of Changes or Events. (a) Except as set forth in Schedule 3.13(a) of the Seller Disclosure Schedule, since the Balance Sheet Date, there has not been a material adverse effect (i) on the assets, business, financial condition or results of operations of the Transferred Companies, taken as a whole, (ii) on the ability of Seller to perform its obligations under this Agreement and the Ancillary Agreements or (iii) on the ability of Seller to consummate the Acquisition and the other transactions contemplated hereby; provided that, for all purposes of this Agreement, none of the following shall be deemed, either alone or in combination, to constitute, and none of the following shall be taken into account in determining whether there has been or will be, such a material adverse effect (other than, in the case of clauses (A) and (B) below, any such change or disruption having a materially disproportionate effect on the business of the Transferred Companies, individually or in the aggregate, relative to other participants in the industry in which the Transferred Companies operate): (A) any change or disruption relating to United States or foreign economies in general, (B) any change or disruption in each of the Transferred Companies’ industries in general and not specifically relating to any of the Transferred Companies, (C) any change or disruption to any of the Transferred Companies’ businesses as a result of the execution of this Agreement and the consummation of the transactions contemplate hereby or the announcement of or other publicity regarding the possible sale of the Transferred Companies’ businesses, and (D) any change or disruption to any of the Transferred Companies’ businesses as a result of the ongoing litigation between the Sierra Club and the U.S. Army Corps of Engineers regarding the issuance of permits for the mining of construction aggregates in the Lake Belt area of Miami-Dade County, Florida.
 
 
 
 
(b) Except as set forth in Schedule 3.13(b) of the Seller Disclosure Schedule, since the Balance Sheet Date, the business of the Transferred Companies has been conducted in the ordinary course and in substantially the same manner as previously conducted. Except as set forth in Schedule 3.13 of the Seller Disclosure Schedule, no Transferred Company has:
 
                      (i) from June 30, 2006 to the date of this Agreement, increased or established any material reserve for liabilities (other than Specified Liabilities) on its books, other than in the course of ordinary business;
 
                          (ii) from June 30, 2006 to the date of this Agreement, made, authorized or committed to any capital expenditure for additions to plant and equipment accounts of any Transferred Company in excess of $1,000,000 each, except as may have been necessary for ordinary repair, maintenance and replacement; or
 
                           (iii) from the Balance Sheet Date to the date of this Agreement, declared, set aside or paid any dividend or other distribution to its stockholders, whether or not upon or in respect of its capital stock, or redeemed or purchased any shares of its capital stock, or agreed to take any such action, other than dividends and distributions of cash made by a Transferred Company to another Transferred Company or to Seller in the ordinary course of business.
 
SECTION 3.14.  Compliance with Applicable Laws. Except as set forth in Schedule 3.14 of the Seller Disclosure Schedule, the Transferred Companies (i) to the knowledge of Seller, have been in compliance with Federal or state antitrust or anti-competition laws and regulations during the two year period prior to the date hereof, and (ii) are in compliance with all Applicable Laws, in each case except for instances of noncompliance that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect. This Section 3.14 does not relate to matters with respect to Taxes, which are the subject of Section 3.10; employee benefits, which are the subject of Section 3.12; environmental matters or matters relating to asbestos, which are the subject of Section 3.15; or employee and labor matters, which are the subject of Section 3.16.
 
 
 
 
SECTION 3.15.  Compliance with Applicable Environmental Laws. Except as set forth in Schedule 3.15 of the Seller Disclosure Schedule and except for matters that would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, (i) the Transferred Companies are in compliance with all applicable Environmental Laws, including any requirements under the National Emissions Standards for Hazardous Air Pollutants applicable to asbestos and asbestos-containing materials contained in any building, structure or equipment at any facility currently owned or operated by any of the Transferred Companies, (ii) the Transferred Companies hold, and are in compliance with, all Permits required under applicable Environmental Laws (“Environmental Permits”) for the Transferred Companies to conduct their respective businesses as currently conducted, (iii) no Transferred Company has any outstanding obligation under any binding agreement (other than any lease, sublease, license, indenture, credit agreement or contract for the provision of goods or services) or is subject to any Judgment, in each case, primarily or exclusively relating to an actual or alleged violation of any applicable Environmental Law or the investigation or cleanup of Hazardous Materials, (iv) there are no claims pending or, to the knowledge of the Seller, threatened against any Transferred Company relating to matters arising under or pursuant to applicable Environmental Laws or to human exposure to Hazardous Materials (except that this clause (iv) does not relate to any claims alleging exposure to asbestos or asbestos-containing materials which arise under, or are covered or barred by, workers’ compensation and workers’ compensation, disability or other insurance providing medical care and/or compensation to injured workers); (v) no Hazardous Materials (except that, for the purposes of this clause (v), “Hazardous Materials” shall not include asbestos or asbestos-containing materials) have been Released by any of the Transferred Companies or their respective predecessors in interest at, on, about or under (A) any property now or formerly owned, operated or leased by any of the Transferred Companies or their respective predecessors in interest, or (B) to the knowledge of Seller, any property to which any of the Transferred Companies or their respective predecessors in interest sent waste for disposal; (vi) there are no underground storage tanks at any property currently owned or operated by any of the Transferred Companies which any of the Transferred Companies is required to upgrade, retrofit or remove under applicable Environmental Laws; (vii) none of the Transferred Companies nor any of their respective predecessors in interest has ever manufactured, produced, sold, conveyed or otherwise put into the stream of commerce any product, merchandise, manufactured good, part, component or other item comprised of or containing asbestos; and (viii) Seller has delivered or made available to Purchaser all of the material environmental studies and reports (including, without limitation, Phase I and Phase II investigation reports) prepared during the last five (5) years and listed on Schedule 3.15 and, to the knowledge of Seller, there are no other material studies or reports relating to the condition of any property currently owned, leased or operated by any of the Transferred Companies which are not listed on such Schedule 3.15. Except as specifically provided in Sections 2.03 or 3.03, the representations and warranties in this Section 3.15 shall be the exclusive representations and warranties with respect to environmental matters and/or matters relating to asbestos.
 
The term “Environmental Laws” means all Applicable Laws relating to pollution or protection of the environment, preservation or reclamation of land or natural resources, or the generation, use, management, storage, treatment, recycling, distribution, transportation, disposal, remediation or Release of Hazardous Materials.
 
 
 
 
      The term “Hazardous Materials” means (i) any radioactive materials or wastes, petroleum (including crude oil or any fraction thereof) or petroleum by-products, urea formaldehyde foam insulation, polychlorinated biphenyls, and asbestos or asbestos-containing materials and (ii) any other wastes, materials, chemicals or substances regulated pursuant to any Environmental Laws.
 
           The term “Release” has the meaning ascribed to that term in 42 U.S.C. 9601(22).
 
SECTION 3.16.  Employee and Labor Matters. Except as set forth in Schedule 3.16 of the Seller Disclosure Schedule, (i) there is no unfair labor practice, charge or complaint or other proceeding pending or, to the knowledge of Seller, threatened against any Transferred Company before the National Labor Relations Board or any similar sovereign state or local agency and (ii) there is no labor strike, slowdown, work stoppage or lockout pending, or, to the knowledge of Seller, threatened, against or affecting any Transferred Company, nor has there been any such activity within the 12 months prior to the date of this Agreement, except, in the case of clauses (i) and (ii), for any such action, conduct, practice or proceeding that has not had and would not reasonably be expected to have a Company Material Adverse Effect. Seller and the Transferred Companies are in compliance with all laws respecting employment of labor, except to the extent that any noncompliance would not reasonably be expected to have a Company Material Adverse Effect
 
SECTION 3.17.  Transactions with Affiliates. (a) Except as set forth in Schedule 3.17(a) of the Seller Disclosure Schedule and except for any Permitted Intercompany Receivables and Payables, none of the Contracts between any Transferred Company, on the one hand, and Seller, any of its affiliates (other than any Transferred Company), any officer or director thereof or of any Transferred Company or any relative of any of the foregoing individuals (any such person, a “Related Party”), on the other hand, will continue in effect subsequent to the Closing and no Transferred Company shall have any liability with respect to any such Contracts.
 
(b) Except for (i) assets or rights used in connection with services provided to the Transferred Companies by Seller and its subsidiaries (other than any Transferred Company), including environmental, health and safety, purchasing and logistics, legal, planning and analysis, tax, real estate, risk and insurance, government relations, information technology, payroll, human resources and benefit plan administration, accounting, treasury, cash management, credit and accounts receivable, communications, security, office and building services, internal audit, air transportation, derivatives management and other corporate services; and (ii) the Contracts and other assets or rights set forth on Schedule 3.17(b), Seller and its subsidiaries (other than the Transferred Companies) do not own or hold any assets or rights that are necessary for the Transferred Companies to carry on their respective businesses as currently conducted.
 
SECTION 3.18.  Finance Leases. No Transferred Company is a party to any finance lease other than (i) office or other real estate leases, (ii) mineral leases or (iii) any job-specific equipment or plant lease (A) with a remaining lease or rental commitment of less than one (1) year or (B) where the total period of usage commitment (past and remaining) is less than fifty percent (50%) of the overall useful life of such equipment based on the standard depreciable lives used by the Transferred Companies in accordance with their accounting policies in effect on the date of this Agreement.
 
 
 
 
 
Representations and Warranties of Purchaser
 
Purchaser hereby represents and warrants to Seller as follows:
 
SECTION 4.01.  Organization, Standing and Power. Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction in which it is organized and has full corporate power and authority and possesses all governmental franchises, licenses, permits, authorizations and approvals necessary to enable it to own, lease or otherwise hold its properties and assets and to carry on its business as presently conducted, other than such franchises, licenses, permits, authorizations and approvals the lack of which, individually or in the aggregate, have not had and would not reasonably be expected to have a material adverse effect on the ability of Purchaser to perform its obligations under this Agreement and the Ancillary Agreements or on the ability of Purchaser to consummate the Acquisition and the other transactions contemplated hereby (a “Purchaser Material Adverse Effect”). Purchaser has made available to Seller true and complete copies of the certificate of incorporation and by-laws of Purchaser, in each case as amended through the date of this Agreement.
 
           SECTION 4.02.  Authority; Execution and Delivery; Enforceability. Purchaser has full power and authority to execute this Agreement and the Ancillary Agreements to which it is, or is specified to be, a party, to perform its obligations hereunder and thereunder and to consummate the Acquisition and the other transactions contemplated hereby and thereby. The execution and delivery by Purchaser of this Agreement and the Ancillary Agreements to which it is, or is specified to be, a party, the performance by Purchaser of its obligations hereunder and thereunder and the consummation by Purchaser of the Acquisition and the other transactions contemplated hereby and thereby have been duly authorized by all necessary corporate action. Purchaser has duly executed and delivered this Agreement and, at or prior to the Closing, will have duly executed and delivered each Ancillary Agreement to which it is, or is specified to be, a party, and this Agreement constitutes, and each Ancillary Agreement to which it is, or is specified to be, a party will after the Closing constitute, its legal, valid and binding obligation, enforceable against it in accordance with its terms.
 
SECTION 4.03.  No Conflicts; Consents. The execution and delivery by Purchaser of this Agreement do not, the execution and delivery by Purchaser of each Ancillary Agreement to which it is, or is specified to be, a party will not, and the consummation of the Acquisition and the other transactions contemplated hereby and thereby and compliance by Purchaser with the terms hereof and thereof will not conflict with, result in any violation of or default (with or without notice or lapse of time, or both) under, give rise to a right of termination, cancellation or acceleration of any obligation or to loss of a material benefit under, result in the creation of any Lien upon any of the properties or assets of Purchaser or any of its subsidiaries or require the consent of any person other than a Governmental Entity under any provision of (i) the certificate of incorporation or by-laws of Purchaser or any of its subsidiaries, (ii) any Contract to which Purchaser or any of its subsidiaries is a party or by which any of their respective properties or assets is bound or (iii) any Judgment or Applicable Law applicable to Purchaser or any of its subsidiaries or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such items that, individually or in the aggregate, have not had and would not reasonably be expected to have a Purchaser Material Adverse Effect. No Consent of or registration, declaration or filing with any Governmental Entity is required to be obtained or made by or with respect to Purchaser or any of its subsidiaries in connection with the execution, delivery and performance of this Agreement or any Ancillary Agreement or the consummation of the Acquisition or the other transactions contemplated hereby and thereby, other than (A) compliance with and filings under the HSR Act, (B) compliance with and filings under Section 13(a) of the Securities Exchange Act of 1934, (C) compliance with and such filings and notifications as may be required under applicable state property transfer laws or other Environmental Laws, (D) those that may be required solely by reason of the participation of Seller and APAC (as opposed to any other third party) in the Acquisition and other transactions contemplated hereby and by the Ancillary Agreements and (E) such Consents, registrations, declarations and filings the absence of which, or the failure to make or obtain which, individually or in the aggregate, would not reasonably be expected to have Purchaser Material Adverse Effect.
 
 
 
 
SECTION 4.04.  Litigation. As of the date of this Agreement, there are no (i) outstanding Judgments against or affecting Purchaser or any of its subsidiaries, (ii) Proceedings pending or, to the knowledge of Purchaser, threatened against or affecting Purchaser or any of its subsidiaries or (iii) investigations by any Governmental Entity that are, to the knowledge of Purchaser, pending or threatened against or affecting Purchaser or any of its subsidiaries that, in any case, individually or in the aggregate, have had or would reasonably be expected to have a Purchaser Material Adverse Effect.
 
SECTION 4.05.  Securities Act. The Shares purchased by Purchaser pursuant to this Agreement are being acquired for investment only and not with a view to any public distribution thereof, and Purchaser shall not offer to sell or otherwise dispose of the Shares so acquired by it in violation of any of the registration requirements of the Securities Act of 1933, as amended.
 
SECTION 4.06.  Availability of Funds. Purchaser has cash on hand or has existing borrowing facilities that are sufficient to enable it to consummate the Acquisition.
 
 
Covenants
 
SECTION 5.01.  Covenants Relating to Conduct of Business. (a) Except for matters set forth in Schedule 5.01 or otherwise expressly permitted or required by the terms of this Agreement (including actions contemplated to be taken in connection with Sections 5.14 and 5.15), from the date of this Agreement to the Closing, Seller shall cause the businesses of the Transferred Companies to be conducted in the usual, regular and ordinary course in substantially the same manner as previously conducted (including, without limitation, with respect to the payment of claims described in Section 6.04(c)(i)(D)) and, to the extent consistent therewith, use commercially reasonable efforts to keep intact their respective businesses, keep available the services of their current employees and preserve their relationships with customers, suppliers, licensors, licensees, distributors and others with whom they deal such that their respective businesses shall be unimpaired at the Closing. Seller shall not, and shall not permit any Transferred Company to, take any action that would, or that would reasonably be expected to, result in any of the conditions to the purchase and sale of the Shares set forth in Article VII not being satisfied. In addition (and without limiting the generality of the foregoing), except as set forth in Schedule 5.01 of the Seller Disclosure Schedule or otherwise expressly permitted or required by the terms of this Agreement (including actions contemplated to be taken in connection with Sections 5.14 and 5.15), Seller shall not permit any Transferred Company to do any of the following without the prior written consent of Purchaser:
 
 
 
 
        (i) amend its certificate of incorporation or by-laws;
 
        (ii) declare, set aside or pay any dividend or make any other distribution to its stockholders, whether or not upon or in respect of any shares of its capital stock; provided, however, that (A) Purchaser acknowledges that Seller will withdraw any cash balances of the Transferred Companies, (B) dividends and distributions may continue to be made by the Subsidiaries to APAC or to other Subsidiaries and (C) dividends and distributions of cash may continue to be made by APAC to Seller in the ordinary course of business or as provided in clause (A) above;
 
        (iii) reclassify, redeem or otherwise acquire any shares of its capital stock or issue any capital stock or any option, warrant or right relating thereto or any securities convertible into or exchangeable for any shares of capital stock, or otherwise change its capital structure;
 
        (iv) (A) enter into, adopt, amend in any material respect or terminate any Seller Benefit Plan in respect of any APAC Employees, (B) increase in any manner the compensation or benefits of, or pay or otherwise grant any benefit not required by any Seller Benefit Plan or any existing agreement to, any APAC Employee or (C) enter into any contract to do any of the foregoing, in the case of clauses (A), (B) and (C), except (1) to the extent required by Applicable Law, (2) as may be required under any agreement in effect on the date hereof, (3) as effected in the ordinary course of business, (4) as would relate to a substantial number of other similarly situated employees of Seller or its affiliates or (5) for any actions described in each of clauses (A), (B) and (C) for which Seller or its affiliates (other than the Transferred Companies) shall be solely obligated;
 
        (v) incur or assume any liabilities, obligations or indebtedness for borrowed money or guarantee any such liabilities, obligations or indebtedness, other than in the ordinary course of business and consistent with past practice; provided, however, that in no event shall any Transferred Company incur or assume any long-term indebtedness for borrowed money, except in connection with (A) intercompany transactions among the Transferred Companies and (B) intercompany transactions among any Transferred Company, on the one hand, and Seller and any of its subsidiaries (other than the Transferred Companies), on the other hand, in each case in the ordinary course of business and in the case of transactions described in clause (B) above that will either be discharged in full as set forth in Section 5.14 or constitute Permitted Intercompany Receivables and Payables;
 
 
 
 
        (vi) permit, allow or suffer any of its assets to become subjected to any Lien of any nature whatsoever that would have been required to be set forth in Schedule 3.06 or 3.07 of the Seller Disclosure Schedule if existing on the date of this Agreement;
 
        (vii) cancel any material indebtedness (individually or in the aggregate) or waive any claims or rights of substantial value other than in the ordinary course of business consistent with past practice;
 
        (viii) pay, loan or advance any amount to, or sell, transfer or lease any of its assets to, or enter into any agreement or arrangement with, Seller or any of its affiliates, except for (A) transactions among the Transferred Companies, (B) dividends and distributions permitted under clause (ii) above and (C) intercompany transactions in the ordinary course of business;
 
        (ix) extend credit in excess of $500,000 to any customer who was not a customer before the date of this Agreement or depart in any material respect from the normal and customary trade, discount and credit policies of the Company;
 
        (x) make any material change in any method of accounting or accounting practice or policy other than those required by GAAP;
 
        (xi) acquire by merging or consolidating with, or by purchasing a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire any assets (other than inventory) that are material to the Transferred Companies, taken as a whole;
 
        (xii) commit to make any capital expenditure that, individually, is in excess of $500,000;
 
        (xiii) settle any Proceeding that would be required to be disclosed on Schedule 3.11 or Schedule 3.15 of the Seller Disclosure Schedule;
 
        (xiv) sell, lease, license or otherwise dispose of any of its assets, except in the ordinary course of business and consistent with past practice;
 
        (xv) enter into any lease of real property other than in the ordinary course of business and consistent with past practice; or
 
 
 
 
        (xvi) authorize any of, or commit or agree to take, whether in writing or otherwise, any of, the foregoing actions.
 
(b) From the date of this Agreement to the Closing, Seller shall promptly advise Purchaser in writing of the occurrence of any matter or event that results in a breach of any representation, warranty or covenant that would reasonably be expected to result in a failure of a condition set forth in Article VII.
 
           SECTION 5.02.  Access to Information. From the date of this Agreement to the Closing, Seller shall, and shall cause the Transferred Companies to, afford to Purchaser and its accountants, counsel and other representatives reasonable access, upon reasonable notice during normal business hours to the personnel, properties, books, contracts, commitments, Tax Returns and records of the Transferred Companies, and shall furnish promptly to Purchaser copies of such documents and any other information concerning any Transferred Company as Purchaser may reasonably request; provided, however, that such access does not unreasonably disrupt the normal operations of the Transferred Companies. Except to the extent provided by the express written consent of Seller, such access excludes any right or permission to disturb surface or subsurface conditions at any APAC Property or to perform any environmental assessment, investigation, sampling or testing of the soil, subsurface strata, groundwater or surface water at, on or under any APAC Property (including, for example, the preparation of any Phase II environmental assessments).
 
SECTION 5.03.  Confidentiality. (a) Purchaser acknowledges that the information being provided to it in connection with the Acquisition and the consummation of the other transactions contemplated hereby is subject to the terms of a confidentiality agreement between Purchaser and Seller dated March 22, 2006 (the “Confidentiality Agreement”), the terms of which are incorporated herein by reference. Effective upon, and only upon, the Closing, the Confidentiality Agreement shall terminate as to confidentiality with respect to information relating solely to the Transferred Companies; provided, however, that Purchaser acknowledges that any and all other terms and conditions of the Confidentiality Agreement (including relating to the confidentiality of information relating to Seller and its affiliates (other than the Transferred Companies) and any standstill provision) shall survive the Closing Date in accordance with the terms of the Confidentiality Agreement.
 
(b) Seller shall keep confidential, and cause its affiliates and instruct its and their officers, directors, employees and advisors to keep confidential, all information relating to the Transferred Companies, except as required by Applicable Law or administrative process and except for information that is available to the public on the Closing Date, or thereafter becomes available to the public other than as a result of a breach of this Section 5.03(b). The covenant set forth in this Section 5.03(b) shall terminate three (3) years after the Closing Date.
 
SECTION 5.04.  Reasonable Best Efforts. (a) On the terms and subject to the conditions of this Agreement, each party shall use its reasonable best efforts to cause the Closing to occur, including taking all reasonable actions necessary to comply promptly with all legal requirements that may be imposed on it or any of its affiliates with respect to the Closing.
 
 
 
 
(b) Each of Seller and Purchaser has filed with the United States Federal Trade Commission (the “FTC”) and the United States Department of Justice (the “DOJ”) the notification and report form required for the transactions contemplated hereby and shall as promptly as practicable file any supplemental information requested in connection therewith pursuant to the HSR Act. Any such notification and report form shall be in substantial compliance with the requirements of the HSR Act. Each of Seller and Purchaser shall furnish to the other such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that is necessary under the HSR Act. Seller and Purchaser shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC and the DOJ and shall comply promptly with any such inquiry or request and shall promptly provide any supplemental information requested in connection with the filings made hereunder pursuant to the HSR Act. Any such supplemental information shall be in substantial compliance with the requirements of the HSR Act.
 
SECTION 5.05.  Expenses; Transfer Taxes. (a) Whether or not the Closing takes place, and except as specifically set forth in this Agreement or in any Ancillary Agreement to the contrary, or as otherwise agreed in writing by the parties, all costs and expenses incurred in connection with this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such expense, including all costs and expenses incurred in connection with any filings or obtaining Consents in connection with the transactions contemplated by this Agreement.
 
(b) All transfer, documentary, sales, use, stamp, registration and applicable real estate transfer and stock transfer Taxes incurred in connection with the Agreement shall be paid by Purchaser. Each party shall use reasonable efforts to avail itself of any available exemptions from any such Taxes or fees, and to cooperate with the other parties in providing any information and documentation that may be necessary to obtain such exemptions.
 
SECTION 5.06.Brokers or Finders. Each of Purchaser and Seller represent, as to itself and its affiliates, that no agent, broker, investment banker or other firm or person is or will be entitled to any broker’s or finder’s fee or any other commission or similar fee in connection with any of the transactions contemplated by this Agreement, except, as to Seller, Credit Suisse Securities (USA) LLC, whose fees and expenses will be paid by Seller.
 
           SECTION 5.07.  Tax Matters. (a) Return Filings. Seller shall timely prepare and file all Tax Returns with the appropriate Taxing Authorities relating to the Transferred Companies for taxable periods ending on or prior to the Closing Date, subject to Section 9.01, and shall pay all Taxes due with respect to such Tax Returns. To the extent permitted by law, all such Tax Returns shall be prepared in a manner consistent with past practice of Seller and the Transferred Companies. Purchaser shall timely prepare and file, or cause to be prepared and filed, with the appropriate Tax Authorities all Tax Returns for Straddle Periods and for taxable periods beginning after the Closing Date required to be filed by the Transferred Companies and, subject to Section 9.01, shall cause the Transferred Companies to pay all Taxes due with respect to such Tax Returns. Seller will furnish to Purchaser all information and records reasonably requested by Purchaser for use in preparation of any Straddle Period Tax Returns. Purchaser shall present each Straddle Period Tax Return to Seller for review at least forty (40) days before the date on which such Straddle Period Tax Return is required to be filed. In the event that Seller reasonably objects to such Straddle Period Tax Return or to the allocation of the amount of Taxes for which Seller is responsible under Section 9.01, then Seller shall raise its reasonable objection in writing together with the basis for such objection no later than fifteen (15) days after the delivery of such Straddle Period Tax Return. To the extent that Seller has so objected, Seller and Purchaser shall attempt in good faith to resolve the dispute and, if they are unable to do so, the disputed items shall be resolved within a reasonable time, taking into account the deadline for filing such Straddle Period Tax Return, by a mutually acceptable certified public accounting firm. Upon resolution of such disputed items, Purchaser shall file the relevant Straddle Period Tax Return on that basis. The costs, fees, and expenses of such certified public accounting firms shall be borne equally by Seller and Purchaser. In the event that the parties are unable to resolve a dispute with respect to a Straddle Period Tax Return prior to the due date of such Straddle Period Tax Return, Purchaser shall in all events be permitted to file such Straddle Period Tax Return as required by law.
 
 
 
 
(b) Cooperation. Seller and Purchaser shall reasonably cooperate, and shall cause their respective affiliates, officers, employees, agents, auditors and representatives reasonably to cooperate, in preparing and filing all Tax Returns, including maintaining and making available to each other all records necessary in connection with Taxes and in resolving all disputes and audits with respect to all taxable periods relating to Taxes. Seller and its affiliates will need access, from time to time, after the Closing Date, to certain accounting and Tax records and information held by the Transferred Companies to the extent such records and information pertain to events occurring prior to the Closing Date; therefore, Purchaser shall, and shall cause each Transferred Company to, (i) properly retain and maintain such records until the applicable statute of limitations expires (giving effect to any extension thereof), and (ii) allow Seller and its agents and representatives (and agents or representatives of any of its affiliates), at times and dates mutually acceptable to the parties, to inspect, review and make copies of such records as Seller may deem necessary or appropriate from time to time, such activities to be conducted during normal business hours and at Seller’s expense.
 
                (c) Refunds and Credits. Any refund or credit of Taxes described in Section 9.01(a)(i) or (ii) shall belong to and shall promptly be paid to Seller. Any refund or credit of Taxes of any Transferred Company for any taxable period beginning after the Closing Date shall belong to and shall promptly be paid to Purchaser. Any refund or credit of Taxes of any Transferred Company for any Straddle Period shall be equitably apportioned between Seller and Purchaser based on the principles described in 9.01(c). Purchaser shall, if Seller so requests and at Seller’s expense, cause any Transferred Company to file for and obtain any refunds or credits to which Seller is entitled under this Section 5.07(c). Purchaser shall permit Seller to control the prosecution of any such refund claim and, where deemed appropriate by Seller, shall authorize by appropriate powers of attorney such persons as Seller shall designate to represent any Transferred Company with respect to such refund claim, provided that such claim is solely related to a Pre-Closing Period. Purchaser shall control the prosecution of any refund claim relating to a Straddle Period. Each party shall, or shall cause its affiliates to, forward to any other party entitled under this Section 5.07(c) to any refund or credit of Taxes any such refund within ten (10) days after such refund is received or reimburse such other party for any such credit within ten (10) days after the credit is allowed or applied against other Tax liability.
 
 
 
 
(d) Tax Sharing Agreements. Seller shall cause to be terminated on or before the Closing Date the provisions of any Tax sharing agreement between (i) Seller or any of its affiliates (other than the Transferred Companies) and (ii) any Transferred Company. After the Closing Date, no party shall have any rights or obligations under any such Tax sharing agreement.
 
(e) Closing Date. On the Closing Date, Purchaser shall cause each Transferred Company to conduct its business in the ordinary course in substantially the same manner as presently conducted and shall not permit any Transferred Company to effect any extraordinary transactions (other than any such transactions expressly required by Applicable Law or by this Agreement) that could result in Tax liability or reduce any Tax attribute of any Transferred Company or any Subsidiary in excess of Tax liability associated with the conduct of its business in the ordinary course.
 
(f) Percentage of Completion Method. From the date of this Agreement to the Closing, Seller shall use the percentage of completion method (as described in Section 460(b) of the Code) in determining the taxable income of the Transferred Companies with respect to long-term contracts (as defined in Treasury Regulation § 1.460-1(b)(1), a “Long-Term Contract”) in a manner consistent with past practice. From and after the Closing, Purchaser and the Transferred Companies shall not revise or adjust any amount used to calculate the taxable income of the Transferred Companies with respect to any Long-Term Contract to the extent that such revision or adjustment results in any increase in the taxable income or Tax liability of any Transferred Company or of Seller and any of its affiliates for any Pre-Closing Tax Period, unless required to do so by any Applicable Law.
 
                (g) Estimates of Reserves. From and after the Closing, Purchaser and the Transferred Companies shall not revise or adjust any estimate of reserves for the purpose of computing any deduction for depletion (as described in Section 611 (a) of the Code) to the extent that such revision or adjustment results in an increase in the taxable income or Tax liability of any Transferred Company or of Seller and any of its affiliates for any Pre-Closing Tax Period, unless required to do so by any Applicable Law.
 
SECTION 5.08.  Post-Closing Cooperation. (a) Seller and Purchaser shall cooperate with each other, and shall cause their officers, employees, agents, auditors and representatives to cooperate with each other, for a period of 180 days after the Closing to ensure the orderly transition of the Transferred Companies from Seller to Purchaser and to minimize any disruption to the Transferred Companies and the other respective businesses of Seller and Purchaser that might result from the transactions contemplated hereby. After the Closing, upon reasonable written notice, Seller and Purchaser shall furnish or cause to be furnished to each other and their respective employees, counsel, auditors and representatives access, during normal business hours, to such information and assistance relating to the Transferred Companies (to the extent within the control of such party) as is reasonably necessary for financial reporting and accounting matters.
 
(b) Each party shall reimburse the other for reasonable out-of-pocket costs and expenses incurred in assisting the other pursuant to this Section 5.08. Neither party shall be required by this Section 5.08 to take any action that would unreasonably interfere with the conduct of its business or unreasonably disrupt its normal operations (or, in the case of Purchaser, those of the Transferred Companies) or violate any Applicable Law.
 
 
 
 
(c) From and after the Closing, except as prohibited by any Applicable Laws relating to the safeguarding of data privacy, Purchaser shall, or shall cause its affiliates to, promptly in response to any request by Seller, provide Seller with all data and records requested by Seller relating to the employment of the Transferred Employees by Purchaser and its affiliates following the Closing in order to assist Seller and its affiliates in administering any Seller Benefit Plans (other than the Assumed Benefit Plan) that cover any Transferred Employees following the Closing.
 
SECTION 5.09.  Publicity. No public release or announcement concerning the transactions contemplated hereby shall be issued by any party without the prior consent of the other parties (which consent shall not be unreasonably withheld), except as such release or announcement may be required by law or the rules or regulations of any United States or foreign securities exchange, in which case the party required to make the release or announcement shall allow the other party reasonable time to comment on such release or announcement in advance of such issuance; provided, however, that each of Seller and Purchaser may make internal announcements to their respective employees after reasonable prior notice to and consultation with the other.
 
SECTION 5.10.  Agreement Not To Compete; No Hire or Solicitation of Transferred Employees. (a) Seller understands that Purchaser shall be entitled to protect and preserve the going concern value of the business of the Transferred Companies to the extent permitted by law and that Purchaser would not have entered into this Agreement absent the provisions of this Section 5.10 and, therefore, for a period of three (3) years from the Closing (the “Restricted Period”), Seller shall not, and shall cause each of its affiliates (each of Seller and its affiliates, a “Restricted Entity”) not to, directly or indirectly, engage in activities or businesses or invest in, own, manage, operate, finance, control or participate in the ownership, management, operation, financing, or control of, any person that engages or conducts any businesses or activities (i) related to asphalt and concrete construction work or (ii) related to road and highway paving and repair, excavation and grading, or the production of asphaltic and ready-mix concrete, crushed stone or other aggregate, all as currently conducted by the Transferred Companies (“Competitive Activities”), provided that Competitive Activities shall not include the manufacturing, marketing, distribution or sale of chemical products (including composites, specialty polymers adhesives and other chemical products and road construction materials that include any such chemical products), other than, in all cases, aggregates, asphaltic and ready-mix concrete as currently produced and sold by any Transferred Company.
 
(b) Section 5.10(a) shall be deemed not breached as a result of the ownership by the Restricted Entities, in the aggregate, of:
 
                      (i) no more than 5% of any class of equity security of a person that is engaged, directly or indirectly, in Competitive Activities, the securities of which are publicly traded on an internationally recognized securities exchange; or
 
 
 
 
                      (ii) less than 10% in value of any instrument of indebtedness, of a person engaged, directly or indirectly, in Competitive Activities, provided that such instrument is not convertible into more than 5% of any class of equity security of a person engaged, directly or indirectly, in Competitive Activities, the securities of which are publicly traded on an internationally recognized securities exchange;
 
provided that in each case of clauses (i) and (ii), Restricted Entities, collectively, do not control the management or affairs of such person or do not have a right to designate a majority or such higher amount constituting a controlling number of the members of the board of directors (or similar governing body) of such person.
 
                (c) For a period of twelve (12) months following the Closing, Seller shall not, and shall cause each of its affiliates not to, directly or indirectly hire any Transferred Employee, or solicit or induce such individuals to leave the employ of Purchaser or any of the Transferred Companies; provided, however, that the foregoing shall not apply to (i) any general solicitation of employment not targeted at Purchaser or the Transferred Companies or any such individual and any subsequent hiring of any such individual pursuant to such general solicitation, and (ii) any officer, director, or other individual if such officer, director or individual is discharged from employment with Purchaser, a Transferred Company or any of their respective affiliates at or after the Closing.
 
(d) If, at any time of enforcement of any of the provisions of this Section 5.10, a court of competent jurisdiction holds that the restrictions stated in this Section 5.10 are unreasonable under the circumstances then existing, the parties hereto agree that the maximum period, scope or geographic area of this Section 5.10 shall be limited to those that are reasonable under the circumstances.
 
SECTION 5.11.Resignations. On the Closing Date, Seller shall cause to be delivered to Purchaser duly signed resignations, effective immediately after the Closing, of all directors of each Transferred Company as Purchaser shall designate prior to the Closing.
 
SECTION 5.12.  Further Assurances. From time to time, as and when requested by any party, each party shall execute and deliver, or cause to be executed and delivered, all such documents and instruments and shall take, or cause to be taken, all such further or other actions, as such other party may reasonably deem necessary or desirable to consummate the transactions contemplated by this Agreement, including, in the case of Seller, executing and delivering to Purchaser such assignments, deeds, bills of sale, consents and other instruments as Purchaser or its counsel may reasonably request as necessary or desirable for such purpose.
 
SECTION 5.13.  Replacement of Credit Support. (a) Purchaser (i) shall use its commercially reasonable efforts to arrange, as soon as practicable after the Closing, at its sole cost and expense, for replacement arrangements for all guarantees, indemnities, letters of credit or similar assurances or credit support provided by Seller or any of its affiliates for the benefit of any Transferred Company, including replacement guarantees and letters of credit, in each case in existence as of the Closing Date and set forth on Schedule 5.13(a) of the Seller Disclosure Schedule and such other guarantees, indemnities, letters of credit or similar assurances or credit support provided by Seller or any of its affiliates for the benefit of any Transferred Company of which Seller informs Purchaser after the Closing or of which Purchaser is or becomes aware, in each case to the extent that Seller or any of its affiliates other than any Transferred Company continues to have any obligations thereunder (“Guarantees”), and (ii) shall use its commercially reasonable efforts to obtain, as soon as practicable after the Closing, releases indicating that Seller and its affiliates have no liability with respect to such Guarantees, in each case reasonably satisfactory to Seller.
 
 
 
 
(b) Purchaser shall use its commercially reasonable efforts, and shall cause the Transferred Companies to use their respective commercially reasonable efforts, to, as soon as practicable after the Closing, (i) replace (whether or not through novation, assumption, provision of a substitute instrument or otherwise) each general indemnity agreement, surety bond or similar instrument (each, a “GIA”) provided by Seller to any surety company on behalf of the Transferred Companies and set forth on Schedule 5.13(b)-1 of the Seller Disclosure Schedule, to the extent such GIA is in effect on or after the Closing Date, with a GIA from Purchaser or a Transferred Company to such surety companies and obtain the release of Seller from the GIA to which it is a party set forth on Schedule 5.13(b)-2 to the extent such GIA is in effect on or after the Closing Date, (ii) replace all Owner & Contractors Protective or Railroad Protective Insurance Policies issued on behalf of Seller for the benefit of the Transferred Companies and set forth on Schedule 5.13(b)-3 of the Seller Disclosure Schedule (“OCP Policies”) to the extent such OCP Policies are in effect on or after the Closing Date and (iii) replace all certificates of insurance provided by Seller on behalf of any Transferred Company (“Certificates”).
 
(c) To the extent that any Guarantee, GIA, OCP Policy or Certificate that Purchaser is required to replace pursuant to Section 5.13(a) or (b) is not replaced or Seller and its affiliates are not released from liability with respect thereto within 90 days after the Closing Date, Purchaser shall and hereby does indemnify Seller for any and all payments required to be made by Seller or any of its affiliates on or after the Closing Date under such Guarantee, GIA, OCP Policy or policy set forth on such Certificate; provided, however, that Purchaser shall continue to use its commercially reasonable efforts after such 90-day period to replace such arrangements and obtain such releases as set forth in Section 5.13(a) and (b), in each case to the extent commercially reasonable after such 90 day-period.
 
(d) Seller shall provide reasonable cooperation to Purchaser in connection with transactions contemplated pursuant to Sections 5.13(a) and (b); provided, however, that Seller shall not be obligated to expend money, commence, defend or participate in any litigation, incur any obligation in favor of, or offer or grant any accommodation (financial or otherwise) to, any third party, and all costs and expenses related to seeking and obtaining such replacement Guarantees, GIAs, OCP Policies, Certificates and releases shall be for Purchaser’s account.
 
SECTION 5.14.  Intercompany Advances, Debt and Receivables; Existing Financing. (a) On or prior to the Closing Date, all advances, indebtedness and receivables between any Transferred Company, on the one hand, and Seller and any of its affiliates (other than another Transferred Company), on the other (except for Permitted Intercompany Receivables and Payables), shall be satisfied and discharged in full or settled without payment of cash.
 
 
 
 
(b) On or prior to the Closing Date, (i) all guarantees or similar assurances, credit support or obligations of any Transferred Company provided in respect of any indebtedness of Seller and any of its affiliates (other than any Transferred Company) shall be terminated and released and the Transferred Companies shall have no further liability with respect thereto, (ii) the participation of the Transferred Companies in any and all group financing arrangements and facilities, including any commodity hedging arrangements, of Seller and any affiliates (other than any Transferred Company) shall be terminated and (iii) all other agreements and arrangements (other than the Transition Services Agreement and the Permitted Intercompany Receivables and Payables) between any Transferred Company, on the one hand, and Seller and its affiliates (other than any Transferred Company), on the other hand, shall be terminated.
 
SECTION 5.15.  Transition Services. After the Closing Date, and for the period of time specified in the Transition Services Agreement between Seller and Purchaser, substantially in the form as set forth in Exhibit A to this Agreement (the “Transition Services Agreement”), Seller shall provide the Transferred Companies with the services set forth in the Transition Services Agreement (the “Transition Services”). The Transition Services will be provided by Seller to the Transferred Companies at the fees and on the other terms and conditions set forth in the Transition Services Agreement.
 
SECTION 5.16.  Certain Contracts. (a) Immediately prior to the Closing, Seller and its affiliates (other than the Transferred Companies) shall (i) transfer and assign to APAC the Contracts set forth on Schedule 5.16(a)-1 of the Seller Disclosure Schedule (the “Assigned Agreements”) and (ii) use commercially reasonable efforts cause APAC to enter into agreements (the “Replacement Agreements”) with providers party to the agreements set forth on Schedule 5.16(a)-2 of the Seller Disclosure Schedule (“Split Agreements”) on substantially similar terms and conditions as the Split Agreements.
 
(b) Purchaser acknowledges that certain consents and waivers with respect to the transactions contemplated by this Agreement may be required from parties to the Contracts listed on the Schedules hereto and that such consents and waivers have not been obtained. Prior to the Closing, Seller and Purchaser shall cooperate to obtain all consents and waivers that may be required in connection with such Contracts including in connection with the assignment of the Assigned Agreements to APAC or entering into Replacement Agreements; provided, however, that such efforts shall not include any requirement of Seller or any of its affiliates to expend money, commence, defend or participate in any litigation, incur any obligation in favor of, or offer or grant any accommodation (financial or otherwise) to, any third party, and all costs and expenses related to seeking and obtaining such consents and waivers or entering into such Replacement Agreements shall be for Purchaser’s account. Without limiting the provisions set forth in the second sentence of this Section 5.16(b), (i) Purchaser agrees that Seller shall not have any liability whatsoever to Purchaser arising out of or relating to the failure to obtain any such consents or waivers, or because of the failure to enter into a Replacement Agreement or because of the termination of any Contract, Assigned Agreement or Split Agreement as a result of such failure and (ii) Purchaser further agrees that no representation, warranty or covenant of Seller contained herein shall be breached or deemed breached, and no condition shall be deemed not satisfied, as a result of (A) the failure to obtain any such consent or waiver or enter into such Replacement Agreement, (B) any such termination or (C) any lawsuit, action, Proceeding or investigation commenced or threatened by or on behalf of any person arising out of or relating to the failure to obtain any such consent, enter into such Replacement Agreement or any such termination.
 
 
 
 
(c) Without limiting the provisions set forth in the second sentence of Section 5.16(b), if any such consent or waiver is not obtained, or a Replacement Agreement is not entered into, prior to the Closing, Seller, on the one hand, and Purchaser, on the other hand, each shall cooperate (at their own expense) in any lawful and commercially reasonable arrangement reasonably proposed by Purchaser under which Purchaser shall receive (without infringing upon the legal rights of such third party or outside party or violating any Applicable Law) the economic claims, rights and benefits (net of the amount of any related Tax costs imposed on Seller and its affiliates) under the asset, claim or right with respect to which the consent has not been obtained or Replacement Agreement has not been entered into in accordance with this Agreement, provided that Purchaser shall assume any related economic burden (including the amount of any related Tax costs imposed on Seller and its affiliates) with respect to the asset, claim or right with respect to which both of the following conditions apply: (i) the consent has not been obtained or Replacement Agreement has not been entered into (including any related liability) and (ii) such economic benefits have been received by Purchaser.
 
SECTION 5.17.  Books and Records. (a) After the Closing, Purchaser shall use commercially reasonable efforts to preserve and keep all books and records relating to the Transferred Companies with respect to any period prior to the Closing (“Purchaser Pre-Closing Books and Records”) for such periods as may be required by Applicable Law. If, after the Closing, Purchaser decides to destroy or to cease to maintain any Purchaser Pre-Closing Books and Records, Purchaser shall provide Seller with prior notice and an opportunity to review such Purchaser Pre-Closing Books and Records and shall have them transferred to Seller’s possession upon Seller’s request, and, if at such time Seller shall then be subject to any third party or other claim, including an indemnity claim under Article IX, Purchaser shall preserve all related Purchaser Pre-Closing Books and Records and provide access thereto for such reasonable period of time as Seller may request and deliver copies of the same to Seller. Purchaser’s obligations under this Section 5.17(a) shall survive any sale or other transfer of any of the assets or stock of any Transferred Company (as a whole or in part) to any other person, and any other transaction that involves the transfer of such books or records to another person.
 
(b) After the Closing, Seller shall use commercially reasonable efforts to preserve and keep all books and records relating to the Transferred Companies with respect to any period prior to the Closing (“Seller Pre-Closing Books and Records”) for such periods as may be required by Applicable Law. If, after the Closing, Seller decides to destroy or to cease to maintain any Seller Pre-Closing Books and Records, Seller shall provide Purchaser with prior notice and an opportunity to review such Seller Pre-Closing Books and Records and shall have them transferred to Purchaser’s possession upon Purchaser’s request, and, if at such time Purchaser shall then be subject to any third party or other claim, including an indemnity claim under Article IX, Seller shall preserve all related Seller Pre-Closing Books and Records and provide access thereto for such reasonable period of time as Purchaser may request and deliver copies of the same to Purchaser.
 
SECTION 5.18.  No Use of the Ashland Name. Prior to the Closing, Seller shall change the names of the Transferred Companies set forth on Schedule 5.18 of the Seller Disclosure Schedule to discontinue any references to the Ashland Name and replace such references with “APAC”. Purchaser shall promptly, and in any event within one hundred eighty days (180) days after the Closing, (a) revise product literature, signage, letterheads, labeling and any other material to delete, strike over, sticker over or otherwise cover all references to the Ashland Name and (b) refrain from making any type of reference to the operation of the Transferred Companies as linked to the Ashland Name. After such one hundred eighty (180) day period, Purchaser shall in no event use the Ashland Name in any manner or for any purpose whatsoever. “Ashland Name” means (i) “Ashland” and any variations thereof and (ii) any logos or trademarks of Seller or its affiliates not specifically included in Schedule 3.07 of the Seller Disclosure Schedule and of which Purchaser is or becomes aware. Notwithstanding the foregoing, Purchaser shall not be required to amend, modify or restate any Contract in order to remove the Ashland Name from such Contract.
 
 
 
 
SECTION 5.19.  Insurance. (a) From and after the Closing, the Transferred Companies shall have all rights of a named insured with respect to any and all insurance policies applicable to the Transferred Companies and their respective assets and properties (the “Applicable Insurance Policies”) with respect to an occurrence, accident, incident or claim that occurred prior to the Closing Date; provided, however, that with respect to an occurrence, accident, incident or claim that occurred prior to the Closing Date involving the Transferred Companies, the Transferred Companies (i) shall not be entitled to make any claims or collect any proceeds under the following policies or self-insurance programs (such policies and programs collectively, the “Excluded Policies”): (A) any policies issued by Seller’s insurance subsidiaries (except to the extent such policies that were or are reinsured to third party reinsurers and payment is actually made by such third party reinsurers), (B) any self insurance programs of Seller or its affiliates (except for excess reinsurance coverage) or (C) any other insurance policies or programs (including “fronting” or matching deductible insurance policies) whereby and to the extent that payments made pursuant to such policies or programs are indemnified by Seller or its affiliates (including Seller’s insurance subsidiaries) and (ii) agree to indemnify Seller with respect to any third party claims against the insurer under the Excluded Policies for which and to the extent Seller or its affiliates have indemnified such insurer.
 
(b) Purchaser shall reimburse Seller for any claim payments and the related third party loss handling charges and other related administrative expenses payable to third parties; taxes, surcharges and assessments; and letter of credit fees allocable to the Transferred Companies with respect to claims against the insurer by the Transferred Companies after the Closing arising from an occurrence, accident, incident or claim that occurred prior to the Closing Date, in each case to the extent the payment with respect thereof is made by Seller on or after the Closing Date. Such reimbursement shall be made within fifteen (15) business days after receipt of an invoice from Seller setting forth reasonable details of the requested reimbursement.
 
(c) Seller agrees to cooperate with Purchaser and the Transferred Companies in making claims under the Applicable Insurance Policies with respect to an occurrence, accident, incident or claim that occurred prior to the Closing Date, and shall remit promptly any recoveries with respect thereto, to the extent received by Seller or any of its affiliates, to Purchaser.
 
 
 
 
(d) From and after the Closing, Seller shall provide to Purchaser and its agents, upon request by Purchaser, reasonable access to copies of the Applicable Insurance Policies and other documents and information with respect to any claims made or that may potentially be made by or on behalf of the Transferred Companies or by third parties pursuant to any Applicable Insurance Policies (including any claims referred to in Section 5.19(a) above). Purchaser, at its own expense, shall be entitled to make copies of such policies, documents and information, provided that Purchaser shall not provide such documents to any third party without the prior written consent of Seller.
 
(e) Notwithstanding the foregoing, nothing in this Section 5.19 shall obligate Seller or any of its affiliates to maintain any insurance policy or self insurance programs for an occurrence, accident or incident that occurred on or subsequent to the Closing Date.
 
 
Employee Matters
 
SECTION 6.01.  Non-Transferred Employees. (a) Prior to the date of this Agreement, Purchaser and Seller have agreed in writing to a list of current APAC Employees and current Ashland/APAC Employees , in each case who Purchaser does not wish to be employed by the Transferred Companies as of the Closing (such listed APAC Employees and Ashland/APAC Employees, collectively, the “Non-Transferred Employees”). Prior to the Closing, each Non-Transferred Employee shall be either (i) terminated by the Transferred Companies or by Seller, as the case may be (each, a “Terminated Employee”) or (ii) in the case of an APAC Employee who is a Non-Transferred Employee and who is not terminated prior to the Closing, transferred to employment with Seller, or in the case of an Ashland/APAC Employee who is a Non-Transferred Employee and who is not terminated prior to the Closing, retained by Seller (each, a “Retained Employee”). Purchaser shall reimburse Seller for all cash retention payments or cash severance payments (including all payroll taxes related to such payments) made under, or in accordance with, the terms of the APAC Divestiture Stay Bonus Letters, the APAC Divestiture Severance Program and the APAC Divestiture Severance Program for Executive Level Employees (such programs, together, the “APAC Divestiture Programs”, and such cash payments, collectively, the “Termination Payments”) to (i) each Terminated Employee and (ii) to each Retained Employee whose employment is terminated on or prior to the six-month anniversary of the Closing.
 
(b) At least two (2) business days prior to the Closing Date, Seller shall provide Purchaser with a schedule listing each Non-Transferred Employee who is a Terminated Employee and the amount of the Termination Payments paid or payable to each such Terminated Employee, and Purchaser shall reimburse Seller for all such amounts at the Closing by wire transfer to a bank account designated in writing by Seller (such designation to be made at least two (2) business days prior to the Closing) in immediately available funds. From time to time thereafter, Seller shall provide Purchaser with a schedule listing each Retained Employee whose employment has been terminated since the Closing or, if applicable, the date of the preceding such schedule, and the amount of the Termination Payments paid or payable to each such Retained Employee, and Purchaser shall reimburse Seller for all such amounts not later than five (5) business days following the delivery of such schedule by wire transfer to the bank account designated by Seller in such schedule in immediately available funds.
 
 
 
 
SECTION 6.02.  Transferred Employees. (a) Prior to the Closing, Seller shall transfer the employment of each Ashland/APAC Employee who is not a Non-Transferred Employee to APAC. From and after the Closing, Purchaser shall retain the employment of each APAC Employee (including any Ashland/APAC Employee transferred to APAC pursuant to the first sentence of this Section 6.02) employed by the Transferred Companies immediately prior to the Closing (each, a “Transferred Employee”) which continuing employment shall be at a wage rate or salary that is no less favorable than such employee receives immediately prior to the Closing and within fifty (50) miles of each such employee’s work location as in effect immediately prior to the Closing and with benefits as provided in Section 6.03. The terms and conditions of each Transferred Employee’s employment with the Purchaser shall be subject to (i) any existing agreements between any Transferred Company or Seller, on the one hand, and such Transferred Employee, on the other hand, including any APAC Divestiture Stay Bonus Letter to which such Transferred Employee is a party; (ii) any collective bargaining agreements that a Transferred Company is a party to or otherwise bound by covering such Transferred Employee immediately prior to the Closing; and (iii) any Applicable Law. For the avoidance of doubt, APAC Employees (including any Ashland/APAC Employees transferred to APAC pursuant to the first sentence of this Section 6.02) employed immediately prior to the Closing shall include those APAC Employees (including any Ashland/APAC Employee transferred to APAC pursuant to the first sentence of this Section 6.02) who are actually at work on the Closing Date or who are not actively at work on the Closing Date due to vacation, holiday, illness, jury duty, bereavement leave or other leave of absence, including short-term disability leave, military leave and family and medical leave under Applicable Law, and shall not include any Non-Transferred Employee or any APAC Employee or Ashland/APAC Employee who is not actively at work on the Closing Date and whose short term disability period has ended and as a result has become eligible to receive long-term disability benefits prior to the Closing Date. Nothing in this Section 6.02(a) shall restrict Purchaser, the Transferred Companies or their affiliates from terminating the employment of any Transferred Employee with Purchaser at any time after the Closing.
 
(b) From and after the Closing, Purchaser shall, or shall cause its affiliates to, comply with the terms of all collective bargaining agreements (including all obligations to contribute to pension plans) that cover one or more Transferred Employees (each, a “CBA”) as in effect on the Closing Date and to comply with Applicable Law. Notwithstanding anything to the contrary in this Section 6.02(b), Purchaser further agrees that the provisions of this Article VI shall be subject to any applicable provisions of a CBA in respect of Transferred Employees, to the extent such provisions are inconsistent with or otherwise in conflict with the provisions of any such CBA.
 
(c) The parties hereto intend that each Transferred Employee shall have continuous and uninterrupted employment immediately prior to and immediately after the Closing, and that, except as otherwise specifically provided for in APAC Divestiture Programs or the APAC Mirror Divestiture Programs, for purposes of any severance or termination benefit plan, program, policy, agreement or arrangement of Seller or any Transferred Company, any change in employer contemplated by this Agreement shall not constitute a severance of employment of any Transferred Employee.
 
 
 
 
SECTION 6.03.  Benefits. (a) Purchaser shall provide each Transferred Employee with the employee benefits, employment policies and employment programs that are no less favorable than the Purchaser provides its employees who are similarly situated to such Transferred Employee.
 
(b) (i) Effective as of the Closing, the Transferred Employees shall cease all participation in all Seller Benefit Plans other than the Assumed Benefit Plan (other than as a former employee of Seller and its affiliates to the extent, if any, required by the terms of such Seller Benefit Plan).
 
        (ii) From and after the Closing, Purchaser shall, or shall cause its affiliates to, assume and honor the Assumed Benefit Plan as in effect as of the Closing, regardless of whether the obligations, liabilities and commitments pursuant to the Assumed Benefit Plan arise prior to, on or after the Closing. Purchaser agrees to reasonably cooperate with Seller to transfer the assets and liabilities of the Assumed Benefit Plan to a trust maintained by the Purchaser or its affiliates that is exempt from tax under Section 501(a) of the Code and to effect such transfer in compliance with all Applicable Laws, including, without limitation the applicable provisions of the Sarbanes-Oxley Act of 2002.
 
(c) With respect to each “employee welfare benefit plan” within the meaning of Section 3(1) of ERISA, maintained by Purchaser or its affiliates for the benefit of the Transferred Employees (a “Purchaser Welfare Plan”), Purchaser shall, and shall cause its third party insurance providers and/or third party administrators and claims administrators to, (A) waive all limitations as to insurability, proof of good health, preexisting conditions, exclusions and waiting periods and actively-at-work requirements with respect to participation and coverage requirements applicable to the each Transferred Employees and his or her dependents under the Purchaser Welfare Plans and (B) provide each Transferred Employee and his or her eligible dependents with credit under Purchaser Welfare Plans for any co-payments, co-insurance and deductibles paid under corresponding Seller Benefit Plans prior to the Closing Date for purposes of satisfying any applicable deductible or out-of-pocket requirements under any Purchaser Welfare Plans in which the APAC Employees and their dependents participate.
 
(d) Purchaser shall, and shall cause its affiliates to, credit service accrued by each Transferred Employees with, or otherwise recognized for benefit plan purposes by, the Transferred Companies, Seller and its subsidiaries and affiliates as of the Closing Date (“Pre-Closing Date Service”) for all purposes (including for purposes of eligibility to participate, early retirement eligibility and early retirement subsidies, vesting and benefit accrual) under any employee benefit plans and arrangements and employment-related entitlements provided, maintained or contributed to by Purchaser and/or its affiliates, for such Transferred Employee’s Pre-Closing Date Service to the same extent recognized by the Transferred Companies, Seller and its affiliates immediately prior to the Closing, provided, however, that if Purchaser or any of its affiliates offers a defined benefit pension plan to any Transferred Employee, the accrued benefit thereunder for each such Transferred Employee shall be reduced by the benefit such Transferred Employee is entitled to under any defined benefit pension plan of Seller or its affiliates in which such Transferred Employee participated, calculated as of the day immediately prior to the Closing Date in the same manner and using the same actuarial assumptions used to determine the lump-sum mandatory cash-out amount under the terms of such plan.
 
 
 
 
(e) For purposes of determining the number of vacation days to which each Transferred Employee shall be entitled, Purchaser shall assume and honor all vacation days (regular, supplemental or banked) earned but not yet taken by such Transferred Employee as of the Closing Date. To the extent that a Transferred Employee is entitled under any Applicable Law or any policy of Seller or any of its affiliates to be paid for any vacation days (regular, supplemental or banked) earned but not yet taken by such Transferred Employee as of the Closing Date, Purchaser shall assume the liability for such vacation days.
 
(f) Purchaser shall continue to maintain in full force and effect for such period as is required to give effect to the terms thereof, the APAC Divestiture Mirror Severance Program and the APAC Divestiture Mirror Severance Program for Executive Level Employees (collectively, the “APAC Mirror Divestiture Programs”) on the same terms as in effect as of the date of this Agreement. Purchaser shall be solely responsible and liable for making all payments to be made and benefits to be provided under, or in accordance with, the terms of the APAC Mirror Divestiture Programs. Purchaser shall assume all Seller's obligations under the APAC Divestiture Stay Bonus Letters. Purchaser shall discharge all obligations under the APAC Mirror Divestiture Programs and the APAC Divestiture Stay Bonus Letters. Except as specifically set forth in Section 6.01 or this Section 6.03(c), Seller shall be solely responsible for any severance benefits incurred with respect to any Ashland/APAC Employee prior to the Closing for reasons unrelated to the transaction contemplated by this Agreement.
 
SECTION 6.04.  Employee-Related Liabilities. (a) (i) Except as otherwise expressly provided in Section 6.04(c), Purchaser and its affiliates shall be liable for all employment and employee benefits-related matters, liabilities, obligations, commitments, claims and losses incurred or arising prior to, on or after the Closing Date, for each Transferred Employee.
 
        (ii) Except as otherwise expressly provided in Sections 6.03(e) and 6.04(b), Seller shall be liable for all employment and employee benefits-related matters, liabilities, obligations, commitments, claims and losses incurred or arising prior to, on or after the Closing Date, for each Non-Transferred Employee.
 
(b) Purchaser and its affiliates shall be solely liable for all liabilities, obligations, commitments, claims and losses incurred or arising with respect to salary and wages (including payroll taxes) for the payroll period in which the Closing occurs in respect of each Transferred Employee who was an Ashland/APAC Employee.
 
 
 
 
(c) (i) Seller shall retain all liabilities (A) for benefits continuation in accordance with Section 4980B of the Code with respect to each APAC Employee and Ashland/APAC Employee (and any dependents and beneficiaries of such APAC Employees and Ashland/APAC Employees) whose “qualifying event” occurs prior to the Closing; (B) for long term disability liabilities with respect to each APAC Employee and Ashland/APAC Employee who is not actively at work on the Closing Date and whose short term disability period has ended and who has become eligible for long-term disability benefits prior to the Closing Date; (C) under all qualified and nonqualified retirement plans of Seller other than the Assumed Benefit Plan; (D) under the Seller Benefit Plans that are welfare benefit plans (within the meaning of Section 3(1) of ERISA) (I) with respect to claims that have been paid on or prior to the Closing with respect to any Transferred Employees who are APAC Employees (and their eligible dependents and beneficiaries) other than Ashland/APAC Employees, and (II) with respect to claims that are incurred and reported (i.e., “date-stamped”) prior to the Closing with respect to any Ashland/APAC Employees who are Transferred Employees (and their eligible dependents and beneficiaries); (E) for all payments due under the terms of the Seller’s flexible spending account plans, programs and arrangements with respect to claims that are incurred on or prior to December 31, 2006; and (F) for retiree medical, dental or group life insurance benefits with respect to retired former APAC Employees and retired former Ashland/APAC Employees (and, in each case, their eligible dependents and beneficiaries) and current APAC Employees and Ashland/APAC Employees (and, in each case, their eligible dependents and beneficiaries) who would be eligible to retire as of the Closing Date, provided, however, that for purposes of determining the amount of such benefits, age and service shall be credited only through the Closing Date.
 
        (ii) With respect to any annual or long-term incentive plan or arrangement of Seller in which a Transferred Employee participates that relates to any period commencing prior to and ending after the Closing Date, at the times prescribed by such applicable plan or arrangement as in effect as of the Closing Date, Seller shall make payments to such Transferred Employee in accordance with the terms of such applicable plan or arrangement as in effect as of the Closing Date, on a pro-rata basis with such modifications as are required, in Seller’s sole discretion, to take into account the impact of the transactions contemplated by this Agreement on the performance measures (quantitative and qualitative) set forth in such applicable plan or arrangement.
 
SECTION 6.05.  Compliance with Local Law. Purchaser and Seller agree to comply with all Applicable Laws, rules and collective agreements pertaining to the subject matter of this Article VI and applicable to Purchaser and Seller, respectively.
 
 
 
 
 
Conditions Precedent
 
SECTION 7.01.  Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller to sell the Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:
 
(a) Governmental Approvals. All applicable waiting periods (and any extensions thereof) under the HSR Act to the consummation of the Acquisition, shall have expired or been terminated.
 
 
 
 
(b) No Injunctions or Restraints. No Applicable Law or injunction enacted, entered, promulgated, enforced or issued by any Governmental Entity or other legal restraint or prohibition preventing the consummation of the Acquisition shall be in effect.
 
SECTION 7.02.Conditions to Obligation of Purchaser. The obligation of Purchaser to purchase and pay for the Shares is subject to the satisfaction (or waiver by Purchaser) on or prior to the Closing Date of the following conditions:
 
(a) Representations and Warranties. The representations and warranties of Seller in this Agreement that are qualified as to “materiality” (including by reference to a specified dollar amount) or “Company Material Adverse Effect” shall be true and correct, and those not so qualified shall be true and correct in all material respects, as of the Closing Date as though made on the Closing Date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties qualified as to materiality (including by reference to a specified dollar amount) or “Company Material Adverse Effect” shall be true and correct, and those not so qualified shall be true and correct in all material respects, on and as of such earlier date); provided, however, that notwithstanding the foregoing, the representations and warranties set forth in Section 3.15(vii) shall be true and correct as of the Closing Date in all respects. Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
 
(b) Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
 
(c) Absence of Proceedings. No Governmental Entity shall have brought or threatened to bring any Proceeding (i) challenging or seeking to restrain or prohibit the Acquisition or any other transaction contemplated by this Agreement or the Ancillary Agreements or seeking to obtain from Purchaser or any of its subsidiaries in connection with the Acquisition any damages that are material in relation to Purchaser, APAC and their respective subsidiaries, taken as a whole, (ii) seeking to prohibit or limit the ownership or operation by Purchaser or any of its subsidiaries of any portion of the business or assets of Purchaser, APAC or any of their respective subsidiaries that is material in relation to Purchaser, APAC and their respective subsidiaries, taken as a whole, or to compel Purchaser, APAC or any of their respective subsidiaries to dispose of or hold separate any material portion of the business or assets of Purchaser, APAC or any of their respective subsidiaries that is material in relation to Purchaser, APAC and their respective subsidiaries, taken as a whole, in each case as a result of the Acquisition or any of the other transactions contemplated by this Agreement, (iii) seeking to impose limitations on the ability of Purchaser to acquire or hold, or exercise full rights of ownership of, the Shares, including the right to vote the Shares on all matters properly presented to the stockholders of APAC or (iv) seeking to prohibit Purchaser or any of its subsidiaries from effectively controlling in any material respect the business or operations of any Transferred Company.
 
 
 
 
(d) Tax Certificate. Seller shall deliver to Purchaser a certification of non-foreign status executed by Seller and satisfying the requirements of § 1.1445-2(b)(2)(i) of the United States Treasury Regulations promulgated under the Code.
 
(e) Transition Services Agreement. Seller shall have executed and delivered to Purchaser the Transition Services Agreement.
 
(f) Assignment and Assumption Agreement. Purchaser shall have received an Assignment and Assumption Agreement substantially in the form of Exhibit E hereto executed and delivered by Seller and APAC.
 
SECTION 7.03.  Conditions to Obligation of Seller. The obligation of Seller to sell is subject to the satisfaction (or waiver by Seller) on or prior to the Closing Date of the following conditions:
 
(a) Representations and Warranties. The representations and warranties of Purchaser, CRH and Oldcastle made in this Agreement and the Guaranty Agreements that are qualified as to “materiality” (including by reference to a dollar amount) or “Purchaser Material Adverse Effect” shall be true and correct, and those not so qualified shall be true and correct in all material respects, as of the Closing Date as though made on the Closing Date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties qualified as to “materiality” (including by reference to a specified dollar amount) or “Purchaser Material Adverse Effect” shall be true and correct, and those not so qualified shall be true and correct in all material respects, on and as of such earlier date). Seller shall have received a certificate signed by an authorized officer of each of Purchaser, CRH and Oldcastle to such effect.
 
(b) Performance of Obligations of Purchaser, CRH and Oldcastle. Each of Purchaser, CRH and Oldcastle shall have performed or complied in all material respects with all of its obligations and covenants required by this Agreement and the Guaranty Agreements to be performed or complied with by Purchaser, CRH, or Oldcastle, as applicable, by the time of the Closing, and Seller shall have received a certificate signed by an authorized officer of each of Purchaser, CRH and Oldcastle to such effect.
 
(c) Absence of Proceedings. No Governmental Entity shall have brought or threatened to bring any Proceeding challenging or seeking to restrain or prohibit the Acquisition or any other transaction contemplated by this Agreement or the Ancillary Agreements or seeking to obtain from Seller or any of its subsidiaries in connection with the Acquisition any damages that are material in relation to Seller and its subsidiaries taken as whole.
 
(d) Transition Services Agreement. Purchaser shall have executed and delivered to Seller the Transition Services Agreement.
 
(e) APAC Indemnity Letter. APAC shall have executed and delivered to Seller the APAC Indemnity Letter.
 
 
 
 
(f) Guaranty Agreements. Each of the Guaranty Agreements shall be in full force and effect and shall not have been modified, amended, terminated or withdrawn.
 
        SECTION 7.04.  Effect of Certain Waivers of Closing Conditions. If (a) prior to the Closing any party (the “Informing Party”) informs another party (the “Waiving Party”)in writing of any breach by the Informing Party of any representation or warranty contained in this Agreement and acknowledges in writing that the effect of such breach is a failure of any condition to the Waiving Party’s obligations set forth in this Article VII and (b) the Waiving Party proceeds with the Closing, the Waiving Party shall be deemed to have waived such breach and the Waiving Party and its successors, assigns and affiliates shall not be entitled to be indemnified pursuant to Article IX, to sue for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.
 
 
Termination, Amendment and Waiver
 
SECTION 8.01.  Termination. (a) Notwithstanding anything to the contrary in this Agreement, this Agreement may be terminated and the Acquisition and the other transactions contemplated by this Agreement abandoned at any time prior to the Closing:
 
        (i) by mutual written consent of Seller and Purchaser;
 
        (ii) by Seller if any of the conditions set forth in Sections 7.01 or 7.03 shall have become incapable of fulfillment, and shall not have been waived by Seller;
 
        (iii) by Purchaser if any of the conditions set forth in Sections 7.01 or 7.02 shall have become incapable of fulfillment, and shall not have been waived by Purchaser; or
 
        (iv) by Seller or Purchaser, if the Closing does not occur on or prior to October 2, 2006;
 
provided, however, that the party seeking termination pursuant to clause (ii), (iii) or (iv) is not then in material breach of any of its representations, warranties, covenants or agreements contained in this Agreement.
 
(b) In the event of termination by Seller or Purchaser pursuant to this Section 8.01, written notice thereof shall forthwith be given to the other and the transactions contemplated by this Agreement shall be terminated, without further action by any party. If the transactions contemplated by this Agreement are terminated as provided herein:
 
        (i) Purchaser shall return all documents and other material received from Seller relating to the transactions contemplated hereby, whether so obtained before or after the execution hereof, to Seller; and
 
 
 
 
                            (ii) all confidential information received by Purchaser with respect to the business of Seller or the Transferred Companies shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect in accordance with its terms, notwithstanding the termination of this Agreement.
 
SECTION 8.02.  Effect of Termination. If this Agreement is terminated and the transactions contemplated hereby are abandoned as described in Section 8.01, this Agreement shall become null and void and of no further force and effect, except for the provisions of (i) Section 5.03 relating to the obligation of Purchaser to keep confidential certain information and data obtained by it, (ii) Section 5.05 relating to certain expenses, (iii) Section 5.06 relating to finder’s fees and broker’s fees, (iv) Section 5.09 relating to publicity, (v) Section 8.01 and this Section 8.02; and (vi) Sections 10.03 through 10.11. Nothing in this Section 8.02 shall be deemed to release any party from any liability for any breach by such party of the terms and provisions of this Agreement or to impair the right of any party to compel specific performance by any other party of its obligations under this Agreement.
 
SECTION 8.03.  Amendments and Waivers. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. By an instrument in writing, Purchaser, on the one hand, or Seller, on the other hand, may waive compliance by the other with any term or provision of this Agreement that such other party was or is obligated to comply with or perform.
 
 
Indemnification
 
SECTION 9.01.  Tax Indemnification. (a) From and after the Closing, Seller shall be liable for, and shall indemnify Purchaser, its affiliates (including the Transferred Companies) and each of their respective officers, directors, employees, stockholders, agents and representatives (the “Purchaser Indemnitees”) against and hold them harmless from (i) all liability for income Taxes of any Transferred Company for Pre-Closing Tax Periods; (ii) all liability for non-income Taxes of any Transferred Company for Pre-Closing Tax Periods in excess of the amount of such non-income Taxes included in the Closing Balance Sheet Amount; (iii) all liability for Taxes of any member (other than any Transferred Company) of an affiliated, consolidated, combined or unitary group of which any Transferred Company is or was a member on or prior to the Closing Date pursuant to Treasury Regulation § 1.1502-6 or any comparable provision of state, local, or foreign law or regulation; and (iv) all liability for reasonable legal fees and expenses attributable to any item in clause (i), (ii) or (iii) above. Notwithstanding the foregoing, Seller shall not indemnify and hold harmless any Purchaser Indemnitee from any liability for Taxes (i) attributable to any action taken after the Closing by Purchaser, any of its affiliates (including any Transferred Company), or any transferee of Purchaser or any of its affiliates (other than any such action expressly required by Applicable Law or by this Agreement) or any breach by Purchaser or any such person of its obligations under this Agreement (a “Purchaser Tax Act”), including any changes in accounting methods or elections (including revision or adjustment by Purchaser or any Transferred Company to any calculation concerning any Long-Term Contract, unless required by Applicable Law) or (ii) imposed on Purchaser or any of the Transferred Companies with respect to recapture in a Post-Closing Tax Period of percentage depletion pursuant to Section 1254 of the Code or otherwise.
 
 
 
 
(b) From and after the Closing, Purchaser shall indemnify Seller and its affiliates and each of their respective officers, directors, employees, stockholders, agents and representatives (the “Seller Indemnitees”) and hold them harmless from (i) all liability for Taxes of the Transferred Companies for any Post-Closing Tax Period, (ii) all liability for Taxes attributable to a Purchaser Tax Act or to a failure to comply by Purchaser with its obligations under this Agreement, (iii) all liability for Taxes (A) arising as a result of any revision or adjustment by Purchaser or the Transferred Companies with respect to any calculation concerning any Long-Term Contract, unless required by Applicable Law or (B) imposed on Purchaser or any of the Transferred Companies with respect to the recapture of percentage depletion pursuant to Section 1254 of the Code or otherwise, and (iv) all liability for reasonable legal fees and expenses attributable to any item in clause (i), (ii) or (iii) above.
 
                (c) The amount of any Taxes of any Transferred Company (other than Property Taxes) allocable to the portion of the Straddle Period ending on the Closing shall be determined based on an interim closing of the Company’s books as of the Closing (based on the actual operations of the Company during the portion of the Straddle Period ending on the Closing Date and the portion of such period beginning after the Closing Date), consistent with its past practice for reporting items, except that exemptions, allowances or deductions that are calculated on a time basis, such as deductions for depreciation, shall be apportioned on a time basis. The amount of real, personal and intangible property Taxes (“Property Taxes”) of a Transferred Company for a Straddle Period allocable to the portion of the Straddle Period ending on the Closing shall be equal to the amount of the Property Taxes imposed in respect of real, personal and intangible property owned by such Transferred Company prior to the Closing for the entire Straddle Period, multiplied by a fraction, the numerator of which is the number of days during the portion of the Straddle Period beginning on the first date in such Straddle Period on which such real, personal or intangible property was owned by the Company and ending on the Closing Date and the denominator of which is the number of days in the entire Straddle Period. All Property Taxes of a Transferred Company for the Straddle Period not allocated to the portion of the Straddle Period ending on the Closing Date pursuant to the preceding sentence shall be allocated to the portion of the Straddle Period beginning after the Closing Date.
 
(d) Any indemnity payment to be made under this Section 9.01 shall be paid within thirty (30) days after the indemnified party makes written demand upon the indemnifying party, but in no case earlier than five (5) business days prior to the date on which the relevant Taxes are required to be paid by the indemnified party to the relevant Taxing Authority (including as estimated Tax payments). To the extent that indemnity is sought with respect to a particular Tax for a Pre-Closing Tax Period, any payment, including any estimated payment, with respect to such Tax made by or on behalf of any Transferred Company on or prior to the Closing Date shall each be credited to any indemnity obligation in respect of such Tax for the Pre-Closing Tax Period.
 
 
 
 
SECTION 9.02.  Other Indemnification by Seller. (a) From and after the Closing, Seller shall be liable for, and shall indemnify each Purchaser Indemnitee against and hold it harmless from, any loss, liability, claim, obligation, damage or expense including reasonable legal fees and expenses (collectively, “Losses”), suffered or incurred by such Purchaser Indemnitee (other than any Loss relating to Taxes (except in the case of the covenants set forth in Section 5.07), for which indemnification provisions are exclusively set forth in Section 9.01) to the extent arising from any of the following:
 
        (i) any breach as of the Closing Date of any representation or warranty of Seller contained in this Agreement (other than Section 3.10), in any Ancillary Agreement or in any certificate delivered pursuant hereto;
 
        (ii)  (A) any breach of any covenant of Seller contained in this Agreement (x) prior to the Closing (other than for breaches of covenants described in Section 9.02(a)(ii)(B)) or (y) after the Closing;
 
                               (B) any knowing and wilful material breach of Section 5.01 made with an intent to obtain the benefit of the limitations on indemnity set forth in Section 9.02(b);
 
        (iii) any fees, expenses or other payments incurred or owed by Seller to any brokers, financial advisors or comparable other persons retained or employed by it in connection with the transactions contemplated by this Agreement;
 
                            (iv) any Third Party Claim to the extent, and only to the extent, such claim alleges (A) exposure to asbestos arising from the actual or alleged manufacture, production, sale, distribution, conveyance, or placement in the stream of commerce by any of the Transferred Companies or their respective predecessors in interest prior to the Closing Date of any product, merchandise, manufactured good, part, component, or any other item actually or allegedly comprised of or containing asbestos, or (B) exposure to asbestos prior to the Closing Date arising from the repair, maintenance, installation, or use by any current or former employee, contractor or subcontractor of any of the Transferred Companies or their respective predecessors in interest of any building material or fixture (excluding, for the avoidance of doubt, any pipes, machinery, equipment, vehicles, spare parts and other personal property) allegedly comprised of or containing asbestos and appurtenant to any facility or real property then owned or leased by the Transferred Companies or their respective predecessors in interest (except to the extent any such claims arise under, or are barred or covered by, workers’ compensation and workers’ compensation, disability or other insurance providing medical care and/or compensation to injured workers);
 
        (v) the failure of Seller or any other person to pay, perform or otherwise promptly discharge any liabilities and obligations required to be satisfied by Seller pursuant to Sections 6.03(f) and 6.04; and
 
 
 
 
        (vi) any liability or obligation under any Assigned Contract to the extent arising out of events or circumstances that occurred prior to the Closing and that relate to the business of Seller and its affiliates (other than the business of the Transferred Companies).
 
 
For the purposes of Section 9.02(a)(i), the representations and warranties set forth in any of Articles II and III shall be deemed made as of the Closing Date.

(b) Seller shall not be required to indemnify any Purchaser Indemnitee, and shall not have any liability:
 
                           (i) under clauses (i), (ii)(A)(x) and (iv) of Section 9.02(a), unless the aggregate of all Losses for which Seller would, but for this clause (i), be liable thereunder exceeds on a cumulative basis an amount equal to one and a half percent (1.5)% of the Purchase Price, and then only to the extent of any such excess; provided, however, that this clause (i) shall not apply to any claim for indemnification arising out of a breach of any of Sections 2.01, 2.02 and 2.04 (collectively, the “Specified Representations”);
 
                           (ii) under clauses (i), (ii)(A)(x) and (iv) of Section 9.02(a), for any individual claim or any series of claims for Losses arising from the same or similar facts, conduct, events, circumstances, occurrences or causes where the Loss relating thereto is less than $100,000 and such claims shall not be aggregated for purposes of clause (i) of this Section 9.02(b); provided, however, that this clause (ii) shall not apply to any claim for indemnification arising out of a breach of any Specified Representations; provided, further, that all claims pursuant to Section 9.02(a)(iv)(A) shall be deemed to have arisen from the same facts and events;
 
        (iii) under clauses (i) and (ii)(A)(x) of Section 9.02(a), for any breach if Section 7.04 is applicable to such breach;
 
                            (iv) under clauses (i) and (ii)(A)(x) of Section 9.02(a), in the aggregate, in excess of twenty-five percent (25%) of the Purchase Price; provided, however, that this clause (iv) shall not apply to any claim for indemnification arising out of a breach of any Specified Representations;
 
        (v) under clause (i) of Section 9.02(a) with respect to Specified Representations, in the aggregate, in excess of the Purchase Price;
 
        (vi) under clause (iv) of Section 9.02(a) in the aggregate, in excess of fifty percent (50%) of the Purchase Price;
 
 
 
 
        (vii) under clauses (i), (ii)(A)(x) and (iv) of Section 9.02(a) in the aggregate in excess of the Purchase Price, provided that the limitations on liability set forth in clauses (iv), (v) and (vi) of this Section 9.02(b) shall continue to apply.
 
(c) Notwithstanding anything herein to the contrary, any indemnification claims relating to asbestos or asbestos-containing materials shall be made exclusively under Section 9.02(a)(iv) or Section 9.02(a)(i) to the extent such Section relates to any breaches of representations and warranties set forth in Section 3.15 (except to the extent Purchaser would be entitled to be indemnified in respect thereof pursuant to Section 9.02(a)(iv)).
 
(d) Except as otherwise specifically provided in this Agreement or in any Ancillary Agreement, Purchaser acknowledges that its sole and exclusive remedy after the Closing with respect to any and all claims (other than claims of, or causes of action arising from, fraud or claims for equitable relief related to any covenant of Seller contained in this Agreement requiring performance after the Closing or in any covenant or agreement in the Assignment and Acceptance) relating to this Agreement, any other document or certificate delivered in connection herewith, the Ancillary Agreements, the Acquisition and the other transactions contemplated hereby and thereby, the Transferred Companies and their assets and liabilities shall be pursuant to Section 1.04 and the indemnification provisions set forth in this Article IX and, in the case of the Transition Services Agreement, pursuant to Section 4 of the Transition Services Agreement. In furtherance of the foregoing, Purchaser hereby waives, from and after the Closing, to the fullest extent permitted under Applicable Law, any and all rights, claims and causes of action (other than claims of, or causes of action arising from, fraud or claims for equitable relief related to any covenant of Seller contained in this Agreement requiring performance after the Closing or in any covenant or agreement in the Assignment and Acceptance) it may have against Seller arising under or based upon this Agreement, any other document or certificate delivered in connection herewith, the Ancillary Agreements, any Applicable Law (including, inter alia, any rights of contribution or recovery under The Comprehensive Environmental Response, Compensation, and Liability Act or other Environmental Law), common law or otherwise, in each case relating to the transactions contemplated by this Agreement and the Ancillary Agreements (except pursuant to Section 1.04 and the indemnification provisions set forth in this Article IX and, in the case of the Transition Services Agreement, pursuant to Section 4 of the Transition Services Agreement).
 
SECTION 9.03.  Other Indemnification by Purchaser and APAC.
 
(a) Indemnification by Purchaser. From and after the Closing, Purchaser shall indemnify each Seller Indemnitee against and hold it harmless from any Loss suffered or incurred by such Seller Indemnitee (other than relating to Taxes (except in the case of covenants set forth in Section 5.07), for which indemnification provisions are exclusively set forth in Section 9.01) to the extent arising from any of the following:
 
        (i) any breach as of the Closing Date of any representation or warranty of Purchaser, Oldcastle or CRH contained in this Agreement, in any Ancillary Agreement or in any certificate delivered pursuant hereto;
 
 
 
 
        (ii) any breach of any covenant of Purchaser contained in this Agreement;
 
        (iii) any Guarantee or obligation to assure performance given or made by Seller or any affiliate of Seller with respect to any obligation of any Transferred Company;
 
        (iv) any discontinuance, suspension or modification on or after the Closing Date of the Assumed Benefit Plan;
 
        (v) any claim that the purchase and sale of the Shares or the transactions contemplated thereby give rise to any severance obligations;
 
        (vi) (A) any GIA posted by such Seller Indemnitee for the benefit of any Transferred Company, or (B) under any Owner & Contractors Protective or Railroad Protective Insurance Policies outstanding on the Closing Date and issued on behalf of any Seller Indemnitee for the benefit of any Transferred Company;
 
        (vii) (i) the failure of Purchaser or any other person to pay, perform or otherwise promptly discharge any liabilities and obligations required to be satisfied by Purchaser pursuant to Article VI or (ii) any claim arising as a result of any actions or omissions by Purchaser or its affiliates and each of their officers, directors, managers, employees, agents and representatives with respect to the termination, including the selection process with respect to the termination, of any APAC Employee or Ashland/APAC Employee; and
 
        (viii) the failure of APAC to perform under the APAC Indemnity Letter; provided, however, that Purchaser shall not be required to indemnify any Seller Indemnitee, and shall not have any liability under this Section 9.03(a)(viii) in the aggregate in excess of sixty-two and one-half percent (62.5%) of the Purchase Price.
 
For the purposes of Section 9.03(a)(i), the representations and warranties set forth in any of Article IV shall be deemed made as of the Closing Date.
 
(b) Indemnification by APAC. At or upon the Closing, Purchaser shall cause APAC to deliver to Seller an agreement substantially in the form of Exhibit B hereto (the “APAC Indemnity Letter”) pursuant to which APAC shall agree to indemnify each Seller Indemnitee against and hold it harmless from any Loss suffered or incurred by such Seller Indemnitee to the extent arising from all obligations and liabilities of whatever kind and nature, primary or secondary, direct or indirect, absolute or contingent, known or unknown, whether or not accrued, whether arising before on or after the Closing Date, of any Transferred Company, including any such obligations or liabilities contained in APAC Contracts to which any Transferred Company is a party or any agreement, lease, license, permit, plan or commitment that, because it fails to meet the relevant threshold amount or term, is not included within the definition of APAC Contracts (in each case other than to the extent indemnification by Seller is provided under this Article IX).
 
 
 
 
SECTION 9.04.  Calculation of Losses. The amount of any Loss for which indemnification is provided under this Article IX shall be net of any amounts actually recovered by the indemnified party under insurance policies with respect to such Loss and shall be (i) increased to take account of any net Tax cost incurred by the indemnified party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (ii) reduced to take account of any net Tax benefit actually realized by the indemnified party arising from the incurrence or payment of any such Loss. In computing the amount of any such Tax cost or Tax benefit, the indemnified party shall be deemed to recognize all other items of income, gain, loss deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified Loss. Any payment under this Agreement shall be treated as an adjustment to the Purchase Price for Tax purposes, unless a final determination (which shall include the execution of a Form 870 AD or successor form) with respect to the indemnified party or any of its affiliates causes any such payment not to be treated as an adjustment to the Purchase Price for United States Federal income purposes. Amounts payable pursuant to this Article IX shall be payable without duplication of any other amount payable pursuant to any of this Agreement, the APAC Indemnity Letter and the Guaranty Agreements (including any amount included as a Specified Liability or reflected in the reported value of any Specified Asset in calculating the Closing Balance Sheet Amount).
 
SECTION 9.05.  Termination of Indemnification. The obligations to indemnify and hold harmless any party (i) pursuant to Section 9.02(a)(i) or 9.03(a)(i) shall terminate when the applicable representation or warranty terminates pursuant to Section 9.07, (ii) pursuant to Section 9.02(a)(ii) or 9.03(a)(ii) shall terminate when the applicable covenant terminates pursuant to Section 9.07, (iii) pursuant to Section 9.02(a)(iv) or 9.03(a)(viii) shall terminate on the fifteenth (15th) anniversary of the Closing Date, (iv) pursuant to the other clauses of Sections 9.02 and 9.03 shall not terminate and (v) pursuant to Section 9.01 shall terminate upon the expiration of the statute of limitations applicable to the matters covered therein (giving effect to any extension thereof); provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any item as to which the person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a notice of such claim (stating in reasonable detail the basis of such claim), pursuant to Section 9.06, to the party to be providing the indemnification. Notwithstanding anything to the contrary in this Agreement, (i) the prior written consent of Purchaser shall not be required in connection with the assignment or transfer of Seller’s rights and obligations under this Agreement, including Seller’s rights to indemnification pursuant to this Article IX by Purchaser and APAC, pursuant to any merger or consolidation of Seller into, or a sale of all or substantially all of the assets of Seller to, another person; provided that, in the event of any sale of all or substantially all of the assets of Seller to another person, (A) such person shall assume all obligations of Seller under this Agreement, including all obligations of Seller to indemnify Purchaser pursuant to this Article IX, and (B) Seller shall remain subject to the restrictions set forth in Section 5.10 in accordance with the terms thereof, and (ii) the prior written consent of Seller shall not be required in connection with the assignment or transfer of Purchaser’s rights and obligations under this Agreement, including Purchaser’s rights to indemnification pursuant to this Article IX by Seller, pursuant to any merger or consolidation of Purchaser into, or a sale of all or substantially all of the assets of Purchaser to, another person; provided that, in the event of any sale of all or substantially all of the assets of Purchaser to another person, such person shall assume all obligations of Purchaser under this Agreement, including all obligations of Purchaser to indemnify Seller pursuant to this Article IX.
 
 
 
 
SECTION 9.06.  Procedures. (a) Third Party Claims. In order for any indemnified party to be entitled to any indemnification provided for under Section 9.02 or 9.03 in respect of, arising out of or involving a claim made by any person against the indemnified party (a “Third Party Claim”), such indemnified party must notify the indemnifying party in writing (and in reasonable detail) of the Third Party Claim within fifteen (15) business days after receipt by such indemnified party of written notice of the Third Party Claim; provided, however, that, subject to Sections 9.05 and 9.07, failure to give such notification shall not affect the indemnification provided hereunder except to the extent the indemnifying party shall have been prejudiced as a result of such failure (except that the indemnifying party shall not be liable for any expenses incurred during the period in which the indemnified party failed to give such notice). Thereafter, the indemnified party shall deliver to the indemnifying party, within five (5) business days’ time after the indemnified party’s receipt thereof, copies of all notices and documents (including court papers) received by the indemnified party relating to the Third Party Claim.
 
(b) Assumption. (i) If a Third Party Claim (other than a Criminal Claim) is made against an indemnified party, the indemnifying party shall be entitled to participate in the defense thereof and, if it so chooses, to assume the defense thereof with counsel selected by the indemnifying party, provided that such counsel is not reasonably objected to by the indemnified party. If a Third Party Claim with respect to a criminal matter (a “Criminal Claim”) is made against an indemnified party, the indemnified party shall have the right to retain the defense of such Criminal Claim if it notifies the indemnifying party of such indemnified party’s intent to retain such defense in the notice delivered with respect to such Criminal Claim pursuant to the first sentence of Section 9.06(a). If the indemnified party retains such defense, the indemnifying party shall have the right to participate in the defense thereof and to employ counsel (not reasonably objected to by the indemnified party), at its own expense, separate from the counsel employed by the indemnified party, it being understood that, subject to Section 9.06(b)(ii), the indemnified party shall control such defense. If the indemnified party does not so notify the indemnifying party of its intent to retain the defense of such Criminal Claim, the indemnifying party shall be entitled to participate in the defense thereof and assume the defense thereof with counsel selected by the indemnifying party, provided that such counsel is not reasonably objected to by the indemnified party. Should the indemnifying party assume the defense of a Third Party Claim in accordance with the terms of this Section 9.06(b), the indemnifying party shall not be liable to the indemnified party for any legal expenses subsequently incurred by the indemnified party in connection with the defense thereof. If the indemnified party assumes the defense of any Criminal Claim, the indemnifying party shall not be liable to the indemnified party for any legal expenses incurred by the indemnified party in connection with the defense thereof. If the indemnifying party assumes such defense, the indemnified party shall have the right to participate in the defense thereof and to employ counsel (not reasonably objected to by the indemnifying party), at its own expense, separate from the counsel employed by the indemnifying party, it being understood that the indemnifying party shall control such defense. The indemnifying party shall be liable for the fees and expenses of counsel employed by the indemnified party for any period during which the indemnifying party has not assumed the defense thereof (other than during any period in which the indemnified party shall have failed to give notice of the Third Party Claim as provided above). If the indemnifying party chooses to defend or prosecute a Third Party Claim, all the indemnified parties shall cooperate in the defense or prosecution thereof. Such cooperation shall include the retention and (upon the indemnifying party’s request) the provision to the indemnifying party of records and information that are reasonably relevant to such Third Party Claim, and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder; provided, however, that nothing in this Agreement shall obligate the indemnified party or its affiliates to contravene any Applicable Laws or binding agreements entered into prior to the date hereof. If the application of a prior agreement materially prejudices the indemnifying party in its defense or resolution of a Third Party Claim, the indemnifying party shall be released from its indemnity obligation to the extent of such prejudice.
 
 
 
 
        (ii) Criminal Claims. If the indemnified party assumes the defense of a Criminal Claim, (A) the indemnified party shall promptly inform the indemnifying party of any offer of settlement, compromise or discharge received from or which it proposes to make to other parties to the matter (including any Governmental Entity) and (B) the indemnified party shall not admit any liability with respect to, or settle, compromise or discharge, such Third Party Claim or accept or make any offer with respect thereto without the indemnifying party’s prior written consent (which consent shall not be unreasonably withheld or delayed). If the indemnifying party assumes the defense of a Criminal Claim, the indemnifying party shall inform the indemnified party of any offer of settlement, compromise or discharges received from or which it proposes to make to the other parties to such matter (including any Governmental Entity) and the indemnified party shall agree to any settlement, compromise or discharge of a Criminal Claim that the indemnifying party may recommend that by its terms obligates the indemnifying party to pay the full amount of the liability in connection with such Criminal Claim, releases the indemnified party completely and unconditionally in connection with such Criminal Claim and does not impose any equitable relief or other obligation on the indemnified party.
 
                            (iii) Other Claims. Whether or not the indemnifying party assumes the defense of a Third Party Claim (other than a Criminal Claim), the indemnified party shall not admit any liability with respect to, or settle, compromise or discharge, such Third Party Claim without the indemnifying party’s prior written consent (which consent shall not be unreasonably withheld or delayed). If the indemnifying party assumes the defense of a Third Party Claim (other than a Criminal Claim), the indemnified party shall agree to any settlement, compromise or discharge of a Third Party Claim that the indemnifying party may recommend and that by its terms obligates the indemnifying party to pay the full amount of the liability in connection with such Third Party Claim, which releases the indemnified party completely and unconditionally in connection with such Third Party Claim and does not impose any equitable relief or other obligation on the indemnified party. If the indemnifying party assumes the defense of a Third Party Claim, the indemnifying shall promptly inform the indemnified party of any offer of settlement, compromise or discharge received from or which it proposes to make to other parties to the matter.
 
 
 
 
        (iv) For the purposes of Section 9.06(b), whenever a determination is made on whether a withholding or a delay of a consent is reasonable, consideration shall be given not only to any amounts of Losses involved but also to any effect on the business of the indemnified party and its affiliates (including any loss profits and indirect and consequential damages).
 
(c) Other Claims. In the event any indemnified party should have a claim against any indemnifying party under Section 9.02 or 9.03 that does not involve a Third Party Claim being asserted against or sought to be collected from such indemnified party, the indemnified party shall deliver notice of such claim with reasonable promptness to the indemnifying party. Subject to Sections 9.05 and 9.07, the failure by any indemnified party so to notify the indemnifying party shall not relieve the indemnifying party from any liability that it may have to such indemnified party under Section 9.02 or 9.03, except to the extent that the indemnifying party demonstrates that it has been materially prejudiced by such failure.
 
(d) Procedures Relating to Indemnification of Tax Claims. (i) If a claim shall be made by any Taxing Authority, which, if successful, might result in an indemnity payment to any party pursuant to Section 9.01, the indemnified party shall promptly notify the indemnifying party in writing of such claim (a “Tax Claim”). If notice of a Tax Claim is not given to the indemnifying party within a sufficient period of time to allow the indemnifying party to effectively contest such Tax Claim, or in reasonable detail to apprise the indemnifying party of the nature of the Tax Claim, in each case taking into account the facts and circumstances with respect to such Tax Claim, the indemnifying party shall not be liable to the indemnified party to the extent that the indemnifying party’s position is prejudiced as a result thereof.
 
                            (ii) With respect to any Tax Claim (other than a Tax Claim relating solely to Taxes of APAC or any Transferred Company for a Straddle Period) for which a party may be required to indemnify another party pursuant to Section 9.01 of this Agreement, the indemnifying party may participate in and, upon notice to indemnified party, assume the defense of any such Tax Claim. If the indemnifying party assumes such defense, (i) the indemnifying party shall have the sole discretion as to the conduct of such defense, including selection of counsel and choice of forum, and the indemnifying party may, in its sole discretion, (A) pursue or forego any and all administrative appeals, proceedings, hearings and conferences with any Taxing Authority with respect thereto and (B) either pay the Tax claimed and sue for a refund where Applicable Law permits such refund suits or contest the Tax Claim in any permissible manner and (ii) the indemnified party shall have the right (but not the duty) to participate in the defense thereof and to employ counsel, at its own expense, separate from the counsel employed by the indemnifying party. Without limiting the foregoing, the indemnifying party shall not settle any Tax Claim without the prior written consent of the indemnified party (such consent not to be unreasonably delayed or withheld); provided, however, that if the indemnified party withholds such consent and, upon the final resolution of the matter, the amount for which the indemnifying party is liable under this Agreement exceeds the amount for which the indemnifying party would have been liable had the indemnified party not withheld such consent, then the indemnified party shall be liable for and shall indemnify the indemnifying party and hold them harmless from the amount of any such excess. Purchaser shall control all proceedings taken in connection with any Tax Claim relating solely to Taxes of a Transferred Company for a Straddle Period; provided that Purchaser shall not settle any Straddle Period Tax Claim without the prior written consent of Seller (such consent not to be unreasonably delayed or withheld).
 
 
 
 
        (iii) Purchaser and its affiliates (including the Transferred Companies) shall cooperate with Seller in contesting any Tax Claim, which cooperation shall include the retention and (upon Seller’s request) the provision to Seller of records and information which are reasonably relevant to such Tax Claim, and making employees available on a mutually convenient basis to provide additional information or explanation of any material provided hereunder or to testify at proceedings relating to such Tax Claim.
 
(e) Mitigation. Purchaser, on the one hand, and Seller, on the other hand, shall cooperate with each other with respect to resolving any claim or liability with respect to which one party is obligated to indemnify the other party hereunder, including by using reasonable efforts to mitigate or resolve any such claim or liability. In the event that Purchaser, on the one hand, or Seller, on the other hand, shall fail to use reasonable efforts to mitigate or resolve any claim or liability, then, notwithstanding anything else to the contrary contained herein, the other party shall not be required to indemnify any person for any loss, liability, claim, obligation, damage or expense that could reasonably be expected to have been avoided if Purchaser or Seller, as the case may be, had made such efforts. Without limiting the foregoing, the indemnified party shall use commercially reasonable efforts to make a claim under insurance policies of such indemnified party applicable to any Loss to be indemnified hereby by the indemnifying party; provided, however, no provision of this Section 9.06(e) shall be deemed to require the indemnified party to expend money, commence, defend or participate in any litigation, incur any obligation in favor of, or grant any accommodation to any third party in connection therewith.
 
SECTION 9.07.  Survival of Representations. The representations, warranties, covenants and agreements contained in this Agreement and in any document delivered in connection herewith (other than in the Ancillary Agreements) shall survive the Closing solely for purposes of this Article IX as follows: (i) the representations and warranties (other than in Section 3.10) shall terminate on the 18 month anniversary of the Closing Date; provided that the representations and warranties contained in Section 2.04, 3.14 (solely to the extent related to compliance with Federal or state antitrust or anti-competition laws and regulations) and the other Specified Representations shall terminate on the three (3) year anniversary of the Closing Date and the representations in Section 3.10 shall not survive the Closing; (ii) the covenants requiring performance prior to the Closing shall terminate on the eighteen (18) month anniversary of the Closing Date; and (iii) all other provisions of this Agreement shall survive indefinitely.
 
 
 
 
SECTION 9.08.  Limitations on Liability. Notwithstanding any provision herein, none of Seller or Purchaser shall in any event be liable to each other or their affiliates, officers, directors, employees, agents or representatives on account of any indemnity obligation set forth in Sections 9.01, 9.02 or 9.03 for any indirect, consequential, special, incidental or punitive damages (including lost profits, loss of use, damage to goodwill or loss of business) except with respect to such damages payable by any indemnified party to any third party.
 
SECTION 9.09.  No Additional Representations. Purchaser acknowledges that it and its representatives have been permitted full and complete access to the books and records, facilities, equipment, tax returns, contracts, insurance policies (or summaries thereof) and other properties and assets of the Transferred Companies that it and its representatives have desired or requested to see or review, and that it and its representatives have had a full opportunity to meet with the officers and employees of the Transferred Companies to discuss the business of the Transferred Companies. Purchaser acknowledges that (i) none of Seller, APAC or any other person has made any representation or warranty, expressed or implied, as to the Transferred Companies or the accuracy or completeness of any information regarding the Transferred Companies furnished or made available to Purchaser and its representatives, except as expressly set forth in this Agreement, the Ancillary Agreements or the Schedules, (ii) Purchaser has not relied on any representation or warranty from Seller, or any other person in determining to enter into this Agreement, except as expressly set forth in this Agreement, the Ancillary Agreements and the Schedules, and (iii) none of Seller or any other person shall have or be subject to any liability to Purchaser or any other person resulting from the distribution to Purchaser, or Purchaser’s use of, any such information, including the confidential memorandum dated March 14, 2006, and any information, documents or material made available to Purchaser in any “data rooms”, management presentations or in any other form in expectation of the transactions contemplated hereby. Purchaser acknowledges that, should the Closing occur, Purchaser shall acquire the assets of the Transferred Companies without any representation or warranty as to merchantability or fitness for any particular purpose, in an “as is” condition and on a “where is” basis, except as otherwise expressly set forth in this Agreement, the Ancillary Agreements and the Schedules.
 
SECTION 9.10.  LIMITATIONS OF REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLER. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN THIS AGREEMENT OR ANY ANCILLARY AGREEMENT, NO REPRESENTATION, WARRANTY, COVENANT OR AGREEMENT OF SELLER CONTAINED IN THIS AGREEMENT SHALL BE BREACHED OR DEEMED BREACHED AS A RESULT OF, AND SELLER SHALL NOT HAVE ANY LIABILITY FOR, ANY IMPACT ON THE BUSINESS OF THE TRANSFERRED COMPANIES AS A RESULT OF THE ONGOING LITIGATION BETWEEN THE SIERRA CLUB AND THE U.S. ARMY CORPS OF ENGINEERS REGARDING THE ISSUANCE OF PERMITS FOR THE MINING OF CONSTRUCTION AGGREGATES IN THE LAKE BELT AREA OF MIAMI-DADE COUNTY, FLORIDA.
 
 
 
 
 
General Provisions
 
SECTION 10.01.  Assignment. This Agreement and the rights and obligations hereunder shall not be assignable or transferable by any party (including by operation of law in connection with a merger or consolidation of such party) without the prior written consent of the other parties hereto. Any attempted assignment in violation of this Section 10.01 shall be void.
 
SECTION 10.02.  No Third Party Beneficiaries. Except as provided in Article IX, this Agreement is for the sole benefit of the parties hereto and their permitted assigns and nothing herein expressed or implied shall give or be construed to give to any person, other than the parties hereto and such assigns, any legal or equitable rights hereunder.
 
SECTION 10.03.  Attorney Fees. A party in breach of this Agreement shall, on demand, indemnify and hold harmless the other party for and against all reasonable out-of-pocket expenses, including legal fees, incurred by such other party by reason of the enforcement and protection of its rights under this Agreement. The payment of such expenses is in addition to any other relief to which such other party may be entitled.
 
            SECTION 10.04.  Notices. All notices or other communications required or permitted to be given hereunder shall be in writing and shall be delivered by hand or sent by facsimile or sent, postage prepaid, by registered, certified or express mail or overnight courier service and shall be deemed given when received, to the addresses as follows, or such other address as shall be furnished in writing by any party to the others:
 
(a) if to Purchaser,
 
                Oldcastle, Inc.
375 Northridge Road, Suite 350
Atlanta, GA 30350
Telecopy: (770) 673-2400
 
Attention: Chief Financial Officer
 
with a copy to (that shall not constitute notice):
 
                Gibson, Dunn & Crutcher LLP
200 Park Avenue
New York, New York 10166
Telecopy: (212) 351-4035
 
                Attention: Steven R. Shoemate, Esq.; and
 
                (b) if to Seller,
 
Ashland Inc.
50 E. River Center Boulevard
Covington, KY 41012
 
 
 
 
Telecopy:  (859) 815-5053
 
Attention:  General Counsel
 
with a copy to:
 
Cravath, Swaine & Moore LLP
Worldwide Plaza
825 Eighth Avenue
New York, NY 10019
Telecopy:  (212) 474-3700
 
Attention:  Susan Webster, Esq.
 
SECTION 10.05.  Interpretation; Exhibits; Seller Disclosure Schedule; Certain Definitions. (a) For all purposes hereof:
 
        (i) The headings contained in this Agreement, in any Exhibit, the Seller Disclosure Schedule or any other Schedule hereto and in the table of contents to this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
 
        (ii) All references to articles, sections, paragraphs and schedules contained herein shall be construed to refer, respectively, to articles, sections, paragraphs and schedules hereof unless otherwise expressly indicated.
 
        (iii) The terms defined in the singular shall have a comparable meaning when used in the plural, and vice versa.
 
        (iv) The words “hereof”, “herein” and “hereunder” and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement.
 
        (v) The term “knowledge” or “known” or “know” as used in this Agreement, shall mean, with respect to any person, those facts or circumstances actually known by such person as of the date of this Agreement.
 
        (vi) This Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the extent to which any such party or its counsel participated in the drafting of any provision hereof or by virtue of the extent to which any such provision is inconsistent with any prior draft hereof.
 
 
 
 
(b) All Exhibits and the Seller Disclosure Schedule annexed hereto or referred to herein are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in the Seller Disclosure Schedule or any Exhibit but not otherwise defined therein, shall have the meaning as defined in this Agreement. When a reference is made in this Agreement to a Section, Exhibit or Schedule, such reference shall be to a Section of, or an Exhibit or Schedule to, this Agreement unless otherwise indicated. Any matter set forth in any provision, subprovision, section or subsection of the Seller Disclosure Schedule shall be deemed set forth for all purposes of the Seller Disclosure Schedule to the extent relevant and reasonably apparent.
 
(c) The terms set forth below as used in this Agreement shall have the following meanings:
 
“affiliate” of any person means another person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such first person.
 
“APAC Divestiture Stay Bonus Letters” means the individual retention agreements between certain APAC Employees and Ashland/APAC Employees entered into pursuant to the APAC Divestiture Stay Bonus Program, all as disclosed to the Seller in writing prior to the date of this Agreement.
 
“Ashland/APAC Employee” means an employee of Seller who perform services primarily in connection with the business of the Transferred Companies.
 
“business day” means any day, other than a Saturday or a Sunday, on which commercial banks are not required or authorized to close in New York, New York, United States of America.
 
“Company Material Adverse Effect” means a material adverse effect on the assets, business, financial condition or results or operations of the Transferred Companies, taken as a whole, in excess of $3,000,000; provided that, for all purposes of this Agreement, any change or disruption to any of the Transferred Companies’ businesses as a result of the ongoing litigation between the Sierra Club and the U.S. Army Corps of Engineers regarding the issuance of permits for the mining of construction aggregates in the Lake Belt area of Miami-Dade County, Florida shall not be deemed to constitute, and shall not be taken into account in determining whether there has been or will be, a Company Material Adverse Effect.
 
“CRH” means CRH plc, a corporation organized under the laws of the Republic of Ireland.
 
“Guaranty Agreements” means, collectively, (a) the Guaranty Agreement, dated the date hereof, from Oldcastle for the benefit of Seller, and (b) the Guaranty Agreement, dated the date hereof, from CRH plc for the benefit of Seller.
 
“including” means including, without limitation.
 
        “Oldcastle” means Oldcastle Inc, a Delaware corporation.
 
 
 
 
“Permitted Intercompany Receivables and Payables” means trade accounts payable and receivable for commercial transactions on arms’ length basis in the ordinary course of business between any Transferred Company, in the one hand, and the Seller or any of its affiliates (other than the Transferred Companies), on the other hand.
 
“person” means any individual, firm, corporation, partnership, limited liability company, trust, joint venture, Governmental Entity or other entity.
 
“subsidiary” of any person means (i) another person of which such first person owns (either directly or indirectly by another subsidiary of such first person) an amount of the voting securities, other voting ownership or voting partnership interests sufficient to elect at least a majority of the Board of Directors (or other governing body) (or such other number as is necessary to control the Board of Directors or such other body) of such other person or (ii) another person in which such first person possesses 50% or more of the equity interest.
 
“Subsidiary” means each subsidiary of APAC.
 
The terms set forth below as used in this Agreement shall have the meanings assigned to such terms in the Sections set forth below:
 
Terms
Section
   
Accounting Firm
1.04(c)(ii)
Acquisition
1.01
Adjusted Purchase Price
1.04(e)
Adjusted Target Amount
1.04(e)
affiliate
10.05(c)
Agreement
Preamble
Ancillary Agreements
2.02
APAC
Preamble
APAC Contracts
3.08(b)
APAC Divestiture Programs
6.01(a)
APAC Divestiture Stay Letters
10.05(c)
APAC Employee
3.12(a)
APAC Indemnity Letter
9.03(b)
APAC Intellectual Property
3.07(a)
APAC Mirror Divestiture Programs
6.03(c)
APAC Property
3.06(a)
Applicable Insurance Policies
5.19(a)
Applicable Law
2.03
Ashland/APAC Employee
10.05(c)
Ashland Name
5.18
Assigned Agreement
5.16
Assumed Benefit Plan
3.12(a)
Balance Sheet
3.04(a)
Balance Sheet Amount
1.04(b)
Balance Sheet Date
3.04(a)
business day
10.05(c)
 
 
 
 
 
CBA
6.02(b)
Certificates
5.13(b)
Closing
1.02
Closing Balance Sheet Amount
1.04(a)
Closing Date
1.02
Closing Date Amount
1.03(b)
Code
3.10(a)
Commonly Controlled Entity
3.12(a)
Company Material Adverse Effect
10.05(c)
Competitive Activities
5.10(a)
Confidentiality Agreement
5.03(a)
Consent
2.03
Contract
2.03
CRH plc
10.05(c)
Criminal Claims
9.06(b)
Disclosed Liabilities
3.04(b)
DOJ
5.04(b)
Environmental Laws
3.15
Environmental Permits
3.15
ERISA
3.12(a)
Excluded Item
1.04(b)(ii)
Excluded Policies
5.19(a)
Financial Statements
3.04(a)
Finalization Period
1.04(d)
FTC
5.04(b)
GAAP
1.04(b)(iv)
GIA
5.13(b)
Governmental Entity
2.03
Guarantees
5.13(a)
Guaranty Agreements
10.05(c)
Hazardous Materials
3.15
HSR Act
2.03
including
10.05(c)
Informing Party
7.04
Intellectual Property
3.07(c)
Judgment
2.03
Leased Property
3.06(a)
Liens
3.05(a)
Long-Term Contract
5.07(f)
Limpus
3.04(a)
Losses
9.02(a)
Non-Transferred Employees
6.01(a)
Notice of Disagreement
1.04(c)
OCP Policies
5.13(b)
Oldcastle
10.05(c)
Owned Property
3.06(a)
 
 
 
 
 
Pension Plan
3.12(a)
Permits
3.09
Permitted Intercompany Receivables and Payables
1.04(b)(ii)
Permitted Liens
3.05(a)
person
10.05(c)
Post-Closing Tax Period
3.10(a)
Pre-Closing Date Service
6.03(d)
Pre-Closing Tax Period
3.10(a)
Primary Company Executives
3.12(d)
Proceeding
3.11
Processing Error
1.04(b)(iii)
Property Taxes
9.01(c)
Purchase Price
1.01
Purchaser
Preamble
Purchaser Indemnitees
9.01(a)
Purchaser Material Adverse Effect
4.01
Purchaser Pre-Closing Books and Records
5.17(a)
Purchaser Tax Act
9.01(a)
Purchaser Welfare Plan
6.03(b)
Related Party
3.17(a)
Release
3.15
Replacement Agreement
5.16
Restricted Entity
5.10(a)
Restricted Period
5.10(a)
Retained Employee
6.01(a)
Seller
Preamble
Seller Benefit Plan
3.12(a)
Seller Disclosure Schedule
Article II
Seller Indemnitees
9.01(b)
Seller Pre-Closing Books and Records
5.17(b)
Share Right
2.04(c)
Shares
Preamble
Specified Assets
1.04(b)
Specified Liabilities
1.04(b)
Specified Representations
9.02(b)(i)
Specified Requirements
1.04(b)(iv)
Split Agreements
5.16(a)
Statement
1.04(a)
Straddle Period
3.10(a)
subsidiary
10.05(c)
Subsidiary
10.05(c)
Subsidiary Voting Company Debt
3.02(a)
Target Amount
1.04(e)
Tax or Taxes
3.10(a)
Tax Claim
9.06(d)(i)
 
 
 
 
Tax Return or Tax Returns
3.10(a)
Taxing Authority
3.10(a)
Technology
3.07(c)
Terminated Employee
6.01(a)
Termination Payments
6.01(a)
Third Party Claim
9.06(a)
Transferred Companies
Preamble
Transferred Employee(s)
6.02(a)
Transition Services
5.15
Transition Services Agreement
5.15
Voting Company Debt
2.04(d)
Waiving Party
7.04
   

SECTION 10.06.  Counterparts. This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become effective when one or more such counterparts have been signed by each of the parties and delivered to the other parties.
 
SECTION 10.07.  Entire Agreement. This Agreement, the Ancillary Agreements and the Confidentiality Agreement, along with the Schedules and Exhibits hereto and thereto, contain the entire agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede all prior agreements and understandings relating to such subject matter. None of the parties shall be liable or bound to any other party in any manner by any representations, warranties or covenants relating to such subject matter except as specifically set forth herein or in the Ancillary Agreements or the Confidentiality Agreement.
 
       SECTION 10.08.  Severability. Whenever possible, each provision or portion of any provision of this Agreement shall be interpreted in such manner as to be effective and valid under Applicable Law, but if any provision of this Agreement (or any portion thereof) or the application of any such provision (or any portion thereof) to any person or circumstance shall be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof (or the remaining portion thereof) or the application of such provision to any other persons or circumstances.
 
 
 
 
SECTION 10.09.  Consent to Jurisdiction. Each party irrevocably submits to the exclusive jurisdiction of (a) the Supreme Court of the State of New York, New York County, and (b) the United States District Court for the Southern District of New York, for the purposes of any suit, action or other proceeding arising out of this Agreement, any Ancillary Agreement or any transaction contemplated hereby or thereby. Each party agrees to commence any such action, suit or proceeding either in the United States District Court for the Southern District of New York or if such suit, action or other proceeding may not be brought in such court for jurisdictional reasons, in the Supreme Court of the State of New York, New York County. Each party further agrees that service of any process, summons, notice or document by U.S. registered mail to such party’s respective address set forth above shall be effective service of process for any action, suit or proceeding in New York with respect to any matters to which it has submitted to jurisdiction in this Section 10.09. Each party irrevocably and unconditionally waives any objection to the laying of venue of any action, suit or proceeding arising out of this Agreement, any Ancillary Agreement or the transactions contemplated hereby in (i) the Supreme Court of the State of New York, New York County, or (ii) the United States District Court for the Southern District of New York, and hereby and thereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum.
 
SECTION 10.10.  Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York applicable to agreements made and to be performed entirely within such State, without regard to the conflicts of law principles of such State.
 
SECTION 10.11.  Waiver of Jury Trial. Each party hereby waives to the fullest extent permitted by Applicable Law, any right it may have to a trial by jury in respect of any litigation directly or indirectly arising out of, under or in connection with this Agreement, any Ancillary Agreement or any transaction contemplated hereby or thereby. Each party (a) certifies that no representative, agent or attorney of any other party has represented, expressly or otherwise, that such other party would not, in the event of litigation, seek to enforce the foregoing waiver and (b) acknowledges that it and the other parties hereto have been induced to enter into this Agreement and the Ancillary Agreements, as applicable, by, among other things, the mutual waivers and certifications in this Section 10.11.
 
SECTION 10.12.  Specific Performance. The Seller acknowledges that the Transferred Companies and their business are unique and that Purchaser will have no adequate remedy at law and may suffer irreparable damage if the Seller breaches any covenant contained herein requiring performance at or after the Closing. Accordingly, the Seller agrees that Purchaser shall have the right, in addition to any other rights which it may have, to specific performance and equitable injunctive relief if the Seller shall fail or threaten to fail to perform any of its obligations under any covenant contained in this Agreement that requires performance at or after the Closing.
 
 
            IN WITNESS WHEREOF, Seller and Purchaser have duly executed this Agreement as of the date first written above.
 
 
ASHLAND INC.,
 
by
/s/ James J. O’Brien
 
Name: James J. O'Brien
 


OLDCASTLE MATERIALS, INC.,
 
 
by
/s/ Thomas W. Hill
 
 
Title: Chief Executive
 
 
 
 List of Schedules  
 
Schedule 1.04 -
 
Form of Statement
 
Schedule 2.03-
 
No Conflicts; Consents (Seller)
 
Schedule 2.04 -
 
The Shares
 
Schedule 3.01 -
 
Organization and Standing
 
Schedule 3.02 -
 
Capital Stock of the Subsidiaries
 
Schedule 3.03 -
 
No Conflicts; Consents (APAC)
 
Schedule 3.04(a) -
 
Financial Statements
 
Schedule 3.04(b) -
 
Indebtedness or Liabilities
 
Schedule 3.05 -
 
Assets Other than Real Property Interests
 
Schedule 3.06(a) -
 
Real Property
 
Schedule 3.06(b) -
 
Owned and Leased Property Sold, Transferred, or Otherwise Disposed Of
 
Schedule 3.07 -
 
Intellectual Property
 
Schedule 3.08 -
 
Contracts
 
Schedule 3.09 -
 
Permits
 
Schedule 3.10 -
 
Taxes
 
Schedule 3.11 -
 
Proceedings
 
Schedule 3.12(a) -
 
Benefit Plans
 
Schedule 3.12(c) -
 
Assumed Benefit Plans - ERISA Liability
 
Schedule 3.12(d) -
 
Primary Company Executives
 
Schedule 3.13(a) -
 
Absence of Changes or Events (No Material Adverse Effect)
 
Schedule 3.13(b) -
 
Absence of Changes or Events (Conduct in the Ordinary Course)
 
Schedule 3.14 -
 
Compliance with Applicable Laws
 
Schedule 3.15 -
 
Compliance with Applicable Environmental Laws
 
Schedule 3.16 -
 
Employee and Labor Matters
 
Schedule 3.17(a ) -
 
Transactions with Affiliates
 
Schedule 3.17(b) -
 
Contracts Held by Seller
 
Schedule 5.01 -
 
Covenants Relating to Conduct of Business
 
Schedule 5.13(a) -
 
Guarantees
 
Schedule 5.13(b) -
 
GIAs; Owner & Contractors Protective or Railroad Protective Insurance Policies
 
Schedule 5.16 -
 
Certain Contracts
 
Schedule 5.18 -
 
No Use of the Ashland Name
 

 
TRANSITION SERVICES AGREEMENT
 
This Transition Services Agreement (this “Agreement”) is entered into as of August 28, 2006, by and among Ashland Inc., a Kentucky corporation (“Provider”), and Oldcastle Materials, Inc., a Delaware corporation (“Recipient”) (each a “Party” and together, the “Parties”).
 
WHEREAS, pursuant to that certain Stock Purchase Agreement dated as of August 19, 2006, between Provider and Recipient (the “Purchase Agreement”) (terms contained and not defined herein but defined in the Purchase Agreement shall have the meanings defined in the Purchase Agreement), Recipient has agreed to purchase the Shares of Ashland Paving And Construction, Inc. (“APAC”, and, together with its Subsidiaries, the “Transferred Companies”);
 
WHEREAS, Recipient is interested in purchasing the Services (as defined below) from Provider during the Services Periods (as defined below); and
 
NOW, THEREFORE, the Parties, intending to become legally bound, agree as follows:
 
1.
SERVICES
 
 
1.1.
Types of Services Provided; Services Periods. Provider hereby agrees to perform each of the services described in Schedules 1 and 2 (the “IT Services”) and Schedules 3, 4 and 5 (the “Payroll and Benefit Management Services”) hereto (each a “Service,” collectively, the “Services,” and each group of Services identified in the column headed “Service Sub-Category” on Schedules 1 and 3, a “Service Sub-Category”) for the Transferred Companies for a period commencing on the Closing Date and ending on and including the date set forth opposite each such Service Sub-Category on Schedules 1 and 3 hereto, as applicable, in the column headed “Expected Discontinuation Date” (with respect to any Service Sub-Category, (i) such date the “Expected Discontinuation Date”; (ii) such period, the “Initial Services Period”), and (iii) such period, subject to earlier termination or extension pursuant to Section 5.2, Section 5.3 or Section 6, as the case may be, the “Services Period”). Notwithstanding anything to the contrary herein, Provider shall not be required to perform or to cause to be performed any of the Services for the benefit of any third party or any person other than the Transferred Companies.
 
1.2. Standard of Delivery.
 
 
1.2.1.
In providing the Services, Provider shall use commercially reasonable efforts to provide such Services consistent with its past practice and at substantially the same level and quality as performed by Provider and its affiliates for the Transferred Companies during the twelve (12) months immediately preceding the Closing Date; provided, however, that neither Provider nor any of its affiliates shall be obligated to perform or to cause to be performed any Service in a volume or quantity which exceeds, in any material respect, the historical volume or quantity of such Service performed by Provider and its affiliates for the Transferred Companies at comparable times and periods during the twelve (12) months immediately preceding the Closing Date; provided, further, that neither Provider
 
 
nor any of its affiliates shall be required to incur any capital expenses or other additional expenses in providing any Services to the Transferred Companies, other than expenses related to routine maintenance of systems necessary for the provision of comparable services to Provider for its own businesses. The Parties acknowledge the transitional nature of the Services and that Provider may make changes from time to time in the manner of performing the Services if (i) Provider is making similar changes in performing similar services for its own affiliates and (ii) Provider furnishes to Recipient substantially the same notice (in content and timing) as Provider shall furnish to its own affiliates with respect to such changes; provided, however, that such changes shall not materially reduce the level and quality of the Services provided to Recipient.
 
 
1.2.2.
Compliance with Applicable Law. In all events, Provider shall perform the Services in compliance with Applicable Law. Notwithstanding anything to the contrary set forth in this Agreement, Provider shall not be obligated to take any action or fail to take any action that in the reasonable opinion of Provider, upon the advice of its counsel, would cause Provider to violate, or otherwise fail to comply with, any Applicable Law whether or not Recipient shall have directed, instructed, requested or otherwise purported to require Provider or any of its officers, directors, employees or agents to take any action or fail to take any such action. Recipient shall cooperate with Provider in such manner as Provider may reasonably request to assist with the compliance of Applicable Law.
 
 
1.2.3.
No Additional Representations or Warranties. Except as expressly provided in this Section 1.2, Provider makes no representation or warranty, expressed or implied, with respect to the Services. Without limiting the generality of the foregoing, Provider shall not express an opinion or provide Recipient with any representations or other form of assurance with respect to Provider’s internal control systems or its auditors’ compliance with laws, regulations or other matters, including in connection with any SAS No. 70 review by Recipient’s auditors or Recipient’s compliance with Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”), and Provider shall not perform an evaluation of internal control over financial reporting upon which Recipient shall base its assertions in connection with Section 404. PROVIDER DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SUITABILITY, ORIGINALITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, OR RESULTS TO BE DERIVED FROM THE USE OF ANY SERVICES PROVIDED UNDER THIS AGREEMENT. WITHOUT LIMITING THE PROVISIONS OF SECTIONS 1.2.1 AND 1.2.2, PROVIDER DOES NOT GUARANTEE THAT ANY WORK PRODUCT WILL BE ERROR FREE.
 
1.3. Administration.
 
 
1.3.1.
Representatives. Each Party shall designate (i) a representative responsible for coordinating the performance of all of the Services and the transition process in general (each, a “Transition Representative”), and (ii) representatives to
 
 
 
    implement and administer the Services provided with respect to each Service Sub-Category (each, a “Service Sub-Category Representative” and, together with the Transition Representatives, the “Representatives”). Each Party may change any of its Representatives by giving written notice to the other Party. Provider’s Transition Representative shall provide Recipient and its Representatives with contacts in the applicable Provider departments for purposes of implementing and performing the Services. Provider and any director, officer, employee, agent or Representative of Provider may rely in good faith on any document of any kind prima facie properly executed and submitted by Recipient respecting any matters arising hereunder. To the extent Provider fails to provide any Services when and as required pursuant to this Agreement as a result of a failure by a Recipient or any of its Representatives to provide timely information or instructions reasonably necessary for Provider to perform the Services and requested by Provider, Provider shall not be deemed to be in breach or default of this Agreement.
 
 
1.3.2.
Consultation / Meetings. During the Term and upon reasonable request of a Party, during normal business hours and in such a manner as shall not unduly interfere with or disrupt the operation and conduct of the other Party’s other businesses, such other Party shall permit the requesting Party to consult on a reasonable periodic basis with the Representatives and other applicable employees of the other Party with respect to the operation of the Transferred Companies and the transition process (the “Transition”). The Parties agree to cooperate as reasonably required to assist Provider in performing the Services during the Term and to assist each other with the transition process during the Term and upon expiration thereof; provided, however, that the Party requesting cooperation shall pay all reasonable out-of-pocket expenses incurred by the Party furnishing cooperation. The Parties shall hold monthly meetings to discuss the provision of the Services, including operational details, transitional matters, dispute resolution and any other issues related to this Agreement. Such meetings may take place telephonically or at mutually agreed locations and may include a reasonable number of representatives from each Party.
 
1.4.  Access / Transition / Records.
 
 
1.4.1.
During the Term, Provider shall provide reasonable access to the files and all servicing records related to the Transferred Companies that are in Provider’s possession or under Provider’s control, including those which are reasonably necessary to enable Recipient to respond to employee, customer and supplier inquiries or otherwise manage the Transferred Companies and those that are necessary to enable Recipient to transition the Services and operations of the Transferred Companies. Recipient shall be entitled to make copies of and extract from such records at its own expense.
 
 
1.4.2.
During the Term, Provider shall provide Recipient with assistance necessary to permit an orderly transition of the books and records (including electronic files and data) of the Transferred Companies that are in Provider’s possession to Recipient
 
 
    or to a successor service provider designated by Recipient (including permitting reasonable access to Provider’s system and premises).
 
 
1.4.3.
At the end of the Term, Provider shall deliver to Recipient all of the Transferred Companies’ files created during the Term that are in Provider’s possession or under Provider’s control, with an inventory listing of records delivered.
 
 
1.4.4.
Recipient is entitled to files, servicing records and other books and records related to the Transferred Companies in Provider’s possession or under Provider’s control, pursuant to Sections 1.4.1, 1.4.2 and 1.4.3, to the extent that such records (i) are necessary to enable Recipient to transition the Services and operations of the Transferred Companies, (ii) exist in a form that sets forth information related solely to the Transferred Companies (provided that, to the extent that this is not the case, Provider shall provide Recipient with copies of the data or excerpts thereof to the extent such data relates to the Transferred Companies; provided, further, with respect to any third party invoice for which it is not practicable to provide a copy or an excerpt, Provider shall provide a summary of the necessary information containing a level of detail consistent with current practice) and (iii) are not subject to any confidentiality agreements between Provider and a third party; provided, further, that (A) Recipient shall be entitled to obtain all employment-related files and records with respect to the Transferred Employees to the extent permitted by Applicable Law, except to the extent that such files and records are for the administration and maintenance of employee benefit liabilities retained by Provider under the Purchase Agreement, and (B) the restrictions set forth in clauses (i)-(iii) of this Section 1.4.4 shall not be applicable to any file, book and records that are owned by any Transferred Company.
 
 
1.4.5.
Recipient shall grant to Provider, during the applicable Services Period, subject to Recipient’s reasonable security requirements, reasonable access to Recipient’s premises for purposes necessary for the delivery of any Services hereunder or the performance of any obligations required by this Agreement.
 
 
1.4.6.
Upon notice of termination of any Service, Provider shall reasonably cooperate with Recipient to facilitate the assumption and performance of such Service by Recipient or another servicer.
 
 
1.4.7.
Recipient shall pay all reasonable out-of-pocket expenses incurred by Provider in connection with the transition activities set forth in Sections 1.4.1, 1.4.2, 1.4.3, 1.4.5 and 1.4.6 above.
 
  1.4.8. After the completion of the transition of the Transferred Companies from JD Edwards to Viewpoint, Recipient and Provider shall use commercially reasonable efforts to determine jointly which files of the Transferred Companies containing historical data from JD Edwards and other information systems used by APAC are to be archived. Provider shall provide Recipient, no later than ninety (90) days after the Closing Date, a list of information that is to be archived. Recipient shall provide Provider a copy of the mutually agreed-upon archived data in an SQL
 
 
    database at no cost to Provider; provided, however, that if Provider’s data archival requirements are incremental to those of APAC, Provider shall reimburse Recipient for any out-of-pocket expenses (excluding expenses related to internal labor) that are reasonably attributable to such incremental archival requirements.
 
 
1.4.9.
Notwithstanding any provision to the contrary in this Agreement, Provider shall provide Recipient Entities with any additional security and network services not already included in the existing security cost allocations set forth on Schedule 1 hereto to enable the Transferred Companies to use the applications and services hosted by Provider on the network of Transferred Companies during the Term; provided that Recipient shall pay all reasonable out-of-pocket expenses of Provider in connection therewith.
 
  1.4.10. Miscellaneous Services. In addition to the Services described in Section 1.1, (i) for a period commencing on the Closing Date and ending thirty days after the Closing Date, Provider shall provide to the Transferred Companies invoice printing services, (ii) for a period commencing on Closing Date and ending on (and including) September 30, 2006, Provider shall continue to provide assistance to the political action committees formed in the states of Alabama, Arkansas, Florida, Georgia, Kansas, Mississippi, Missouri, North Carolina, Oklahoma, South Carolina, Tennessee, Texas and Virginia in which employees of the Transferred Companies are members to enable those political action committees to file all reports required by Applicable Law and (iii) for a period commencing on Closing Date and ending on (and including) September 20, 2006, Provider shall provide treasury and cash management-related services, including cash positioning, concentration, collections, disbursements and other services reasonably required to operate the treasury function of the Transferred Companies.  Recipient shall reimburse Provider for all out-of-pocket, internal labor, supplies and training expenses incurred by Provider in connection with provision of such services, which expenses are not otherwise included in any other amount payable by Recipient pursuant to this Agreement (including Treasury Variable Costs).
 
 
1.4.11.
Dispute Resolution. Each Party shall nominate a member of that Party’s senior management as that Party’s executive representative under this Agreement for resolving disputes hereunder. Any dispute between the Parties relating to this Agreement which cannot be resolved with reasonable promptness shall be referred to each executive representative in an effort to obtain prompt resolution. Neither Party shall commence any action against the other Party until the expiration of sixty (60) days from the date of referral to such executive representatives; provided, however, that this provision shall not preclude a Party from instituting an action seeking injunctive relief.
 
1.5.  Disbursement of Funds.
 
 
1.5.1.
In no event shall Provider be required, directly or indirectly, to advance funds to or on behalf of Recipient. To the extent any Service requires Provider to disburse funds on behalf of Recipient, upon reasonable notice by Provider, Recipient shall provide such funds to Provider, by electronic funds transfer to any account designated by Provider in writing, no later than the business day immediately preceding the day such disbursement is to be made.
 
 
1.5.2.
In furtherance of the foregoing, in advance of any distribution of funds pursuant to the Payroll and Benefit Management Services, including the administration of
 
 
   
any employee benefits claims (i) Provider shall provide Recipient with payroll and payroll tax reports, as applicable, and (ii) Recipient shall deposit in a bank account designated by Provider funds in an amount equal to the amount of such distribution. Recipient shall provide Provider with all information required to appropriately distribute such funds, including any necessary bank account numbers of employees, payment amounts and information required to remit funds to applicable tax authorities and benefits providers.
 
 
1.5.3.
The Parties acknowledge and agree that the obligations of Provider to disburse any funds on behalf of Recipient is contingent on the satisfaction by Recipient of its obligations relating to such funds under this Section 1.5.
 
 
1.6.
Benefit Plans. At the conclusion of the Services Period with regard to the employee benefit plans and the benefits administration thereof identified in Schedule 3, Recipient shall take all necessary actions to remove Provider as the identified plan administrator and shall promptly notify all participants and eligible employees of such removal and identify the new plan administrator. Additionally, Recipient shall indemnify and hold Provider, its employees, officers and directors harmless from any and all liabilities, including any attorney fees, asserted against Provider as a plan administrator for acts occurring after the conclusion of said Services Period.
 
2.
CONTRACT PRICE AND PAYMENT SCHEDULE
 
2.1.  Contract Price.
 
 
2.1.1.
Initial Services Period Price. Recipient shall pay, with respect to each Service provided hereunder, the following amounts: (i) with respect to any Service Sub-Category of any Payroll and Benefit Management Service Sub-Category, any one-time charges set forth in the column headed “Initial Set Up Charge” in Schedule 3 hereto (the aggregate of all such one-time charges, the “Initial Fee”), (ii) with respect to any Service Sub-Category the amount set forth opposite such Service Sub-Category in the column headed “Monthly Base Fee” in Schedule 1 or Schedule 3 hereto, as the case may be (such amount, the “Monthly Base Fee”), if any, (iii) with respect to any Service Sub-Category of IT Services, the total variable costs associated with the provision of such Service Sub-Category, if any, calculated based on the factors set forth opposite such Service in the column headed “Monthly Variable Costs” in Schedule 1 hereto (such total variable costs, together with Treasury Variable Costs, the “Monthly Variable Cost”), (iv) with respect to the Treasury Services Service Sub-Category, the total variable costs associated with the provision of such Services, if any, calculated based on the factors set forth opposite the Treasury Service Service Sub-Category in Schedule 3 (the “Treasury Variable Costs”) and (v) any out-of-pocket expenses incurred by Provider in connection with the provision of each Service actually provided hereunder, which out-of-pocket expenses are not otherwise included in any of clauses (i), (ii) and (iii) above (the “Additional Out-of-Pocket Expenses”).
 
 
 
2.1.2.
Fees after Termination. In the event that Provider relies on any third party provider in provision of any Services hereunder, Provider shall give prompt notice to such third party provider of any proposed termination of such Services and shall use its commercially reasonable efforts to cause such third party provider to terminate such Services on the scheduled termination date. In the event such third party service provider does not terminate such service on such date and Provider incurred any out-of-pocket expenses after the date of termination of the related Service, Recipient shall reimburse Provider for such reasonable out-of-pocket expenses to the extent they constitute Monthly Variable Costs.
 
 
2.1.3.
Extended Services Period Price. Recipient shall pay, with respect to each Payroll and Benefit Management Service for which an Extended Services Period is entered into pursuant to Section 6 of this Agreement, an amount equal to the amounts set forth in Section 2.1.1(ii), plus one hundred thirty percent (130%) of the Monthly Base Fee, if any, for such Service for the Extended Services Period.
 
 
2.1.4.
Monthly Base Fee for Payroll Tax Services. The Monthly Base Fee for Payroll Tax Services is (i) included in the Monthly Base Fee for Payroll Services, as set forth on Schedule 3 hereto, for the period from the date hereof through December 31, 2006, and is (ii) $5,000 per month for the period from January 1, 2007 to March 31, 2007.
 
2.2.  Calculation and Payment Schedule.
 
 
2.2.1.
Payment of Initial Fee. Recipient shall pay the Initial Fees of $50,000, as set forth in Schedule 3 hereto, on the Closing Date.
 
 
2.2.2.
Payment of Monthly Base Fees. Each month during the Term, Recipient shall pay the Monthly Base Fee for each Service provided during such month on or prior to the last business day of such month.
 
 
2.2.3.
Payment of Monthly Variable Costs and Out-of-Pocket Expenses. On a monthly basis, Provider shall deliver to Recipient a separate invoice for each Service with respect to which Provider incurred a Monthly Variable Cost and/or Additional Out-of-Pocket Expenses, setting forth the amounts of such costs. Each invoice shall be accompanied by a reasonably detailed description of the Monthly Variable Cost and/or Additional Out-of-Pocket Expenses associated with the provision of such Service during such month and, with respect to invoices for IT Services, each invoice shall be in a form consistent with the past practices of Provider with respect to such Services, as previously provided to APAC. Recipient shall pay all amounts due pursuant to each invoice within ten (10) business days of the date of such invoice.
 
 
2.2.4.
Wire Transfer. All payments made pursuant to this Section 2.2 shall be made in United States’ dollars by wire transfer to an account at a financial institution designated in writing by Provider.
 
 
 
2.2.5.
Late Payment Fee. Any (i) portion of the Initial Fee not paid as of the Closing Date, (ii) Monthly Base Fees not paid by the last business day of the month and (iii) any Monthly Variable Costs or Additional Out-of-Pocket Expenses not paid within ten (10) business days after the receipt by Recipient of any invoice (any such day on which a payment amount is due, the “Due Date”) shall bear interest at a rate equal to the rate of interest announced publicly by Citibank, N.A., as its prime rate on such Due Date, calculated on the basis of the actual number of days elapsed, divided by 365, from the Due Date until the date payment is received in full by Provider.
 
 
2.2.6.
Taxes. Recipient shall pay any and all applicable taxes and assessments, including, without limitation, any U.S., foreign, state, local, sales, use, property, gross receipts, provincial, transaction, value-added, goods and services, excise or similar taxes or other taxes of whatever nature, including any penalties or interest thereon (“Taxes”), incurred in connection with Provider’s performance of the Services, if any, excluding income or franchise taxes that are based on or measured by the income of, or any branch profits or similar tax imposed on, Provider or any of its subsidiaries; provided, however, that, subject to the limitations set forth in Section 4.1, Recipient shall pay any excise tax or assessment imposed in connection with Provider’s violation of ERISA or the Code with respect to any benefit plan (“ERISA Taxes”). With respect to Tax matters, the procedures set forth in Sections 9.01 and 9.06 of the Purchase Agreement are incorporated herein by reference and shall apply to this Agreement in the same manner such provisions apply to the Purchase Agreement.
 
 
2.2.7.
Audit. Upon the reasonable request and with prior written notice, during normal business hours and in such a manner as shall not unduly interfere with or interrupt the operation and conduct of Provider’s other businesses, Provider shall provide representatives of Recipient (including its internal and external auditors) with reasonable access to (i) the books, records, files and papers, whether in hard copy or computer format, used or held for use in the provision of the Services, and (ii) applicable employees of Provider who provide or manage provision of the Services, to permit an audit of any Monthly Variable Costs and/or out-of-pocket expenses required to be paid or reimbursed to Recipient pursuant to this Agreement. Notwithstanding anything in the foregoing to the contrary, the provisions of this Section 2.2.7 shall be subject to and limited by the provisions of any agreement Provider has with any third party vendor that provides some or all of the Services or otherwise assists in such Services that are subject to the audit.
 
3.
FORCE MAJEURE
 
Neither Party shall have liability for any interruption of Services, delay or failure to perform under this Agreement when such interruption, delay or failure results from causes beyond its reasonable control or from compliance with any law, decree, requirement or order of any Governmental Entity, or as the result of strikes, lock-outs or other labor difficulties; riot, insurrection or other hostilities; embargo, fuel or energy shortage, fire, flood, acts of God; acts of war or terrorism; or inability to obtain necessary labor, materials or utilities as a result thereof.
 
 
In such event, a Party’s obligations hereunder shall be postponed for such time as its performance is suspended or delayed on account thereof. Each Party shall promptly notify the other upon learning of the occurrence of such event of force majeure. Upon the cessation of the force majeure event, the delayed Party shall use all commercially reasonable efforts to resume its performance with all reasonable speed.
 
4.
LIABILITY; INDEMNIFICATION
 
 
4.1.
Liability. Notwithstanding anything to the contrary in this Agreement, except in the case of any ERISA Taxes to the extent that such ERISA Taxes are attributable to Provider’s gross negligence or willful misconduct, claims for equitable relief and fraud, the maximum liability of Provider and its affiliates to, and the sole remedy of, Recipient and any of its affiliates (including the Transferred Companies) for breach of this Agreement or for any losses under this Agreement or otherwise arising with respect to the matters addressed herein (including any ERISA Taxes to the extent that such ERISA Taxes are not attributable to Provider’s gross negligence or willful misconduct), regardless of the form of action that imposes liability, whether in contract, negligence, intentional conduct, tort or otherwise, shall be a termination of the provision of the Service to which such breach or loss relates in accordance with Section 5.3 hereof and payment of an amount not to exceed the lesser of (i) the Initial Fee and the Monthly Base Fees payable during the applicable Service Period for the particular Service, (ii) the cost to Recipient or any of its affiliates (including the Transferred Companies) of performing the Service itself during the remainder of the applicable Services Period or (iii) the cost to Recipient or any of its affiliates (including the Transferred Companies) of obtaining the Service from a third party during the remainder of the applicable Services Period.
 
4.2.  Indemnity and Third Party Claims.
 
 
4.2.1.
Except with respect to any ERISA Taxes to the extent that such ERISA Taxes are attributable to Provider’s gross negligence or willful misconduct, Recipient shall indemnify, defend and hold harmless Provider, each affiliate of Provider and each of their respective officers, directors, employees, stockholders, agents and representatives, and each of the successors and assigns of any of the foregoing, from and against any and all losses, claims, damages, liabilities, Taxes, expenses (including reasonable legal fees and expenses) (“Losses”) or other obligations that are incurred by Provider and its affiliates in connection with or arising from a breach of this Agreement by, or gross negligence or willful misconduct on the part of, Recipient or its affiliates (including the Transferred Companies).
 
 
4.2.2.
Provider shall indemnify, defend and hold harmless Recipient and its respective officers, directors, employees, stockholders, agents and representatives and assigns from and against any and all Losses or other obligations that are incurred by Recipient or its affiliates (including the Transferred Companies) in connection with or arising from a breach of this Agreement by, or gross negligence or willful misconduct on the part of, Provider or its affiliates.
 
 
 
 
4.2.3.
With respect to any claim brought pursuant to this Section 4, the procedures set forth in Sections 9.04, 9.06 and 9.08 of the Purchase Agreement are incorporated herein by reference as if fully set forth herein; provided, however, that (i) references to Article IX in Section 9.04 shall be deemed to refer to Section 4 of this Agreement, (ii) the words “(including any amount included as a Specified Liability or reflected in the reported value of any Specified Asset in calculating the Closing Balance Sheet Amount)” in Section 9.04 shall be deemed deleted, (iii) references to “Section 9.02 or 9.03” in Section 9.06(a) shall be deemed to refer to Section 4 of this Agreement, (iv) the words “subject to Sections 9.05 and 9.07” in Section 9.06(a) shall be deemed deleted, (v) the words “under Section 9.02 or 9.03” in Section 9.06(c) shall be deemed to refer to Section 4 of this Agreement, (vi) the words “Subject to Section 9.05 and 9.07, the failure” in Section 9.06(c) shall be deemed amended and restated to read “The failure”, (vii) references to “Section 9.01” in Section 9.06(d)(i) shall be deemed to refer to Section 4 of this Agreement and (viii) references to “Sections 9.01, 9.02 or 9.03” in Section 9.08 shall be deemed to refer to Section 4 of the Agreement.
 
5.
TERM; CANCELLATION FOR DEFAULT AND TERMINATION FOR CONVENIENCE
 
 
5.1.
Term. The term of this Agreement (the “Term”) shall commence on the date hereof and end on the last day of the longest Services Period.
 
 
5.2.
Termination for Convenience. Recipient may terminate this Agreement as to any Service under this Agreement by delivering to Provider a written notice of termination no later than sixty (60) days prior to the effective date of such termination, which notice shall specify the Service to be terminated and the effective date of such termination.
 
 
5.3.
Termination of Entire Agreement. Either Party shall have the right to terminate this Agreement effective upon delivery of notice to the other Party if the other Party materially defaults in the performance of any of its covenants or obligations contained in this Agreement and such default is not remedied to the non-defaulting Party’s reasonable satisfaction within sixty (60) days following written notice of such default. In the case of a breach of Recipient’s payment obligations under Section 2 of this Agreement, Provider shall have the right to terminate this Agreement ten (10) business days after written notice of such breach is delivered to Recipient.
 
 
5.4.
Procedures on Termination. Following any termination of this Agreement, in whole or in part, each Party shall cooperate with the other Party as reasonably necessary to avoid disruption of the ordinary course of the other Party’s business. Termination shall not affect any right to payment for Services provided prior to termination and rights to payments with respect to terminated services as set forth in Section 2.1.1. From and after the termination of any or all Services, Recipient shall have to further payment obligations with respect to such terminated services except as provided in this Section 5.4 and in Sections 2.1.1 and 2.1.2.
 
 
 
5.5.
Effect of Termination. The early termination of this Agreement shall not affect the rights of either Party against the other for any prior breach of any covenant or agreement contained herein, including, without limitation, the obligation of Recipient to pay Provider any and all amounts payable hereunder for Services theretofore provided.
 
6.
EXTENSION OF SERVICES PERIOD
 
Recipient may extend the period for which any Service is provided (any such period of extension with respect to a Service, the “Extended Services Period”) by giving written notice of such extension to Provider no later than sixty (60) days prior to the expiration of the Initial Services Period. Provider shall not be obligated to provide Services for any periods of time longer than the following: (i) with respect to any Payroll and Benefit Management Services, the Initial Services Period shall end on December 31, 2006, and such Services can be extended through March 31, 2007, provided that the Parties understand that (A) the last paychecks actually paid will be on the dates such paychecks are paid in the last month such Services are provided; (B) Provider cannot perform only Payroll or only Benefit Management Services during any period and (C) with respect to Form W-2 preparation, mailing and filing and Tax reporting, filing and remittance Services (collectively, the “Payroll Tax Services”) that will be provided by Provider to Recipient beyond December 31, 2006, in order to comply with tax reporting and filing requirements, the Initial Services Period shall end on March 31, 2007, and no extension beyond that date shall be requested by Recipient with respect to such Payroll Tax Services and (ii) with respect to any IT Services, the Initial Services Period shall end on July 31, 2007, and such Services can be extended through December 31, 2007.
 
7.
PROPRIETARY INFORMATION
 
 
7.1.
Definition. The term “Proprietary Information” means all confidential or proprietary information, including but not limited to code or intellectual property information, which relates to and is disclosed by one Party (the “Originating Party”) to the other (the “Receiving Party”) in connection with this Agreement, it being acknowledged that, except for Proprietary Information that is protected from disclosure by the attorney-client privilege or work product doctrine, such Proprietary Information does not include the Tax structure or Tax treatment of the transactions contemplated by this Agreement), except as required by Applicable Law.
 
 
7.2.
Disclosure and Use. The Receiving Party shall preserve Proprietary Information received from the Originating Party in confidence and shall refrain from disclosing Proprietary Information to any third party without written authorization from the Originating Party. Except for software in source code form, these obligations will terminate three (3) years after the earlier of (i) the date on which this Agreement is terminated under either Section 5.2 or 5.3 hereof and (ii) the last day of the Term. During the Term, the Receiving Party shall use Proprietary Information received from the Originating Party solely in connection with the performance of this Agreement or the Transition. The disclosure and use obligations set forth above shall be considered satisfied by the Receiving Party through the exercise of the degree of care, but in no event less than reasonable care, used to restrict disclosure and use of its own information of like kind and importance.
 
 
7.3.  Protection of Systems and Data.
 
 
7.3.1.
Without Recipient’s written permission, Provider agrees to use its commercially reasonable efforts not to access or manipulate Recipient data or systems during the Term except as required to perform Provider’s obligations under this Agreement or as agreed in writing between the Parties.
 
 
7.3.2.
Without Provider’s written permission, Recipient agrees to use its commercially reasonable efforts not to access or manipulate Provider’s data or system during the Term except as reasonably necessary in connection with the transition of the operations and data of the Transferred Companies from systems of Provider and its affiliates and except as otherwise permitted in this Agreement, which access is hereby permitted subject to the terms of this Agreement.
 
 
7.4.
Injunctive Relief. Both Parties acknowledge that breach of this Section 7 may cause damage of an irreparable and continuing nature to the Originating Party for which monetary damages may not provide adequate relief. Therefore, in addition to any monetary damages, the Originating Party is also entitled to seek an injunction, including if applicable, a temporary restraining order, to prohibit continued breach of this Agreement.
 
 
7.5.
Exceptions. This Agreement shall not restrict disclosure or use of Proprietary Information that is:
 
 
7.5.1.
known to the Receiving Party without restriction when received or thereafter is developed independently by the Receiving Party without reference to Proprietary Information of the Originating Party; or
 
 
7.5.2.
obtained without restriction from a source other than the Originating Party through no breach of confidence by the Receiving Party; or
 
 
7.5.3.
in the public domain when received, or thereafter enters the public domain through no fault of the Receiving Party; or
 
 
7.5.4.
disclosed by the Originating Party to a third party without restriction; or
 
 
7.5.5.
required by Applicable Law or regulation, provided the Receiving Party notifies the Originating Party of the requirement promptly, and cooperates with the Originating Party (at the request and expense of the Originating Party) in contesting the requirement.
 
 
7.6.
No Other Rights Granted. Proprietary Information shall remain the property of the Originating Party. Except for the rights expressly granted under this Agreement, neither this Agreement nor disclosure of Proprietary Information hereunder shall be construed as granting any right or license under any trade secrets, copyrights, inventions, or patents now or hereafter owned or controlled by either Party. Nor does this Agreement grant any right or license, or impose any restriction on use of disclosure
 
 
    with respect to information, other than Proprietary Information, disclosed or received by either Party in connection with this Agreement.
 
 
7.7.
Wind-up Activities. Upon completion or termination of the Services and unless instructed in writing to do otherwise by the Originating Party, the Receiving Party shall use commercially reasonable efforts to cease use of and return or destroy all of the Proprietary Information, if any, received from the Originating Party. The Originating Party may request, within sixty (60) days after termination of this Agreement, and the Receiving Party shall provide, written certification of the return or destruction. In the event that information not related to the sale or operation of the Transferred Companies is discovered by Recipient, Recipient shall contact Provider for instructions as to the disposition of that information and protect that information at the level of “Proprietary” in accordance with this Section 7.
 
8.
MISCELLANEOUS
 
 
8.1.
Further Assurances. Each Party shall, from time to time after the Closing Date, at the request of any other Party and without further consideration, execute and deliver such other documents and instruments and take such other actions, as such other Party may reasonably request to effect the transactions contemplated by this Agreement.
 
 
8.2.
Agency. Provider and Recipient each agree and confirm that (a) they do not intend to create any form of partnership or joint venture with the other Party with respect to any of the Services, (b) they will not hold themselves out to the public as a partner with the other Party hereto or any other person with respect to any of the Services, (c) they do not have, or intend to form, a joint profit motive with the other Party or any other person with respect to any of the Services, (d) they are not authorized to act as, or to hold themselves out as, the agent of or to otherwise bind the other Party with respect to any of the Services, (e) unless otherwise required by the Internal Revenue Service or like governmental authority with jurisdiction over income tax matters, they will not file any partnership or other joint income tax return reflecting the other Party as a partner or joint venturer with respect to items of income, loss, deduction, or credit attributable to the Services, and (f) they will report all items of income, loss, deduction and credit attributable to the Services on their own tax returns in a manner consistent with the terms of this Agreement.
 
 
8.3.
Incorporation by Reference. The following provisions of the Purchase Agreement are incorporated herein by reference and shall apply to this Agreement in the same manner such provisions apply to the Purchase Agreement: Sections 8.01 (Amendments and Waivers), 10.03 (Attorney Fees), 10.04 (Notices), 10.07 (Entire Agreement), 10.5(a) (Interpretation), 10.08 (Severability), 10.06 (Counterparts), 10.09 (Jurisdiction), 10.10 (Governing Law), 10.11 (Waiver of Jury Trial) and 10.12 (Specific Performance).
 
 
8.4.
Competing Provisions. The Parties acknowledge and agree that certain provisions of this Agreement may be inconsistent with the provisions of the Purchase Agreement. To the extent that any provision hereof is inconsistent with the provisions of the Purchase
 
 
    Agreement, the provisions of the Purchase Agreement shall govern the subject of such inconsistencies in all respects.
 
 
8.5.
Survival: Sections 2 (with respect to Initial Fees and Monthly Base Fees accrued prior to termination of the applicable Services), 7 (with respect to Proprietary Information) and 8 (with respect to Miscellaneous provisions) hereof shall survive the termination of this Agreement.
 
 
8.6.
Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties hereto and their respective successors and permitted assigns. This Agreement and the rights and obligations hereunder may not be assigned by either Party without the express written consent of the other, except that Provider may delegate its obligations for the provision of Services that historically have been performed by affiliates or third party service providers to such affiliates and third party providers consistent with past practice; provided that any such delegation shall not reduce or otherwise limit the liability of Provider under this Agreement.
 
 
8.7.
No Third Party Beneficiaries. This Agreement is for the sole benefit of the Parties hereto and their permitted assigns and nothing herein expressed or implied shall be construed to give to any person, other than the Parties hereto and such assigns, any legal or equitable rights hereunder.
 
 
8.8.
Announcements. All media releases, public announcements and public disclosures by Provider, Recipient or their respective affiliates relating to this Agreement or the subject matter of this Agreement, excluding announcements solely intended for internal distribution or to meet legal or regulatory requirements, shall be approved by Provider and Recipient prior to release; provided, however, that Provider hereby consents to all uses of its name by Recipient which refer in accurate terms to the Services that Provider shall provide hereunder. Provider shall not use the names of Recipient and its affiliates (including the Transferred Companies) without prior written consent, except as may reasonably be necessary for the performance of its duties under this Agreement.
 
 
8.9.
No Solicitation. Without Provider’s prior written consent, Recipient shall not directly or indirectly solicit for employment or hire any person is employed by Provider on the date hereof in an executive or management level position. This obligation shall terminate one (1) year after the earlier of (i) the date on which this Agreement is terminated under either Section 5.2 or 5.3 hereof and (ii) the last day of the Term.
 
 
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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

 
Ashland Inc.
 
 
By: /s/ Lamar M. Chambers
Name: Lamar M. Chambers
Title:  Vice President and Controller
  
 
Oldcastle Materials, Inc.
 
 
By: /s/ Michael O’Driscoll
Name: Michael O’Driscoll
Title: Assistant Secretary



SCHEDULE 1
IT SERVICES PRICING
 
 
Service Sub-Category
 
Monthly Variable Cost
Expected
Discontinuation
Date
 
Monthly
Base Fee
Voice Network
 
Voice network monthly variable costs based largely on number and duration of calls and use of toll free numbers, with some costs based on historical allocations.
 
Local phone services (home office and business lines) billed directly through Profitline.
 
Mobile phone services (including Blackberry and Wireless Cards) based upon historical charges for various plans and number and duration of calls.
August 1, 2007
 
$26,537
 
Data Network
 
Variable costs based on number of network lines, capacity and type of line.
Description of Lines               Number of Lines        Cost per Line*
  768 KB/sec                   2                         $850
  1.5MB/sec                    2                      $1,200
  512 KB                         20                        $790
  384 KB                   7                        $625
  256 KB                         67                        $575
Broadband VPN             1                $100
 
*includes circuit and associated router and switch maintenance
August 1, 2007
 
$118,361
 
OS/390
N/A
August 1, 2007
 
$22,917
 
Intel
 
N/A
 
August 1, 2007
 
$16,400
 
Distributed Computing
 
N/A
 
August 1, 2007
 
$33,333
 
Total Service Delivery and Service Desk
 
Variable costs based on # of PCs (currently 2,588 total PCs: 2,207 PCs have variable costs of $40/PC/month and the remaining 381 PCs do not have associated variable costs because they are plant PCs). Billing by third party service provider to Provider occurs each quarter and is based on the # of PCs in use at the time of the once-a-quarter count, regardless of whether the use of any such PC continues subsequent to the count and the termination of such TSE.
August 1, 2007
 
$75,831
 
AS400
 
N/A
 
August 1, 2007
 
$33,333
 
UNIX
 
N/A
 
August 1, 2007
 
$17,000
 
Security
 
N/A
 
August 1, 2007
 
$40,250
 
Telephone Local Service
 
Variable costs paid by Ashland via Profitline and direct billed to APAC at cost.
 
August 1, 2007
 
$0
 
Mobile Phones
 
Variable costs paid by Ashland via Profitline and direct billed to APAC at cost.
 
August 1, 2007
 
$0
 
FiberLink Remote Access
 
Variable costs paid by Ashland via Profitline and direct billed to APAC at cost.
 
August 1, 2007
 
$0
 
Total
 
    
$368,723
 



SCHEDULE 2
IT SERVICES DETAILED SERVICE DESCRIPTION
 
Services
Sub-Category
 
Activity Description
 
Key Service Products
Voice Network
 
Engineering, implementation, optimization, administration, call routing, call accounting administration and support, procurement, problem reporting, incident and problem management, problem resolution, 24X7 operational monitoring, and support (includes IMAC activity) of the voice communication network, hardware, software and services. Also includes hardware maintenance, software maintenance and licensing, and support for adjunct voice related applications.
 
PBX, Voice Mail, VoIP, and Video Conferencing System Configuration services, maintenance and support
· Capacity planning, business need assessment, network planning, system design and
    implementation
· Change, incident, problem and asset management
· Security administration (includes third party access) and Sarbanes-Oxley Compliance
· 24X7 operational monitoring and support (problem monitoring, reporting and resolution)
· System upgrades / optimization
· Supplier management / selection
PBX, Voice Mail, Video Conferencing System and Contact Center Install/ Move /
Add / Change activity
· Coordinate all IMAC activity with suppliers and interface with the business and site contacts
· Manage equipment inventory
· Manage remote administration of IMAC activity
Manage, support and maintain Contact Center and Call Logging applications
· Call logging installation, administration, support and quality monitoring
· Report administration
· Scripting of call and email / fax interaction for call routing and call treatments
· Provide call flow designs
· Agent, supervisor and application administration
Manage voice services installation, support, upgrades and all other IMAC activity
· Local phone service (home office and business lines),
· Long distance, audio conferencing
· Supplier, expense and contract management of mobile phone service (includes BlackBerry and
   Wireless Cards)
· Small telephone and voice mail systems
· Toll free numbers and routing
· Circuit optimization
Provide Tier 3 support to Global Operations for problem resolution
Invoice and supplier management, and procurement of all voice services, hardware, software and maintenance purchases

 
Services
Sub-Category 
  Activity Description  Key Service Products
Data Network
 
Engineering, implementation, optimization, problem reporting, incident and problem management, problem resolution, 24X7 operational monitoring, and support (includes IMAC activity) of the data communication network, hardware, software and services. Also includes hardware maintenance, software maintenance and licensing.
 
Wide Area Network (WAN), Local Area Network (LAN), Remote / Mobile access and Wireless Network configuration, engineering, maintenance and support
· Capacity planning, business need assessment, network planning, system design and
    implementation
· Disaster recovery planning and testing
· Internet connectivity
· Domain name services (DNS) and IP address management (DHCP)
· Quality of Service (QOS) supported of the WAN
· Network security and firewall administration (includes third party access)
· Change, incident, problem and asset management
· Network upgrades / optimization
· 24X7 operational monitoring and support
· Problem monitoring, reporting and resolution
· Sarbanes-Oxley compliance
Wide Area Network (WAN), Local Area Network (LAN), and Wireless Network Install/ Move / Add / Change activity
· Coordinate all IMAC activity with suppliers
· Interface with the business and site contacts
· Manage equipment inventory
· Manage remote administration of IMAC activity
Provide Tier 3 support to Global Operations for problem resolution
Invoice management, supplier selection and management, and procurement of all data related services, hardware, software and maintenance purchases
OS/390
 
Engineering & support, back-up & recovery, disaster recovery planning and testing, capacity management, performance tuning, 24X7 operational monitoring, problem reporting, incident and problem management, problem resolution, printing, storage and microfiche.
 
· HR Services
· Payroll
· APAC MCS (1535)
· Integrated Accounting System (1510)
· QMF
· DB2
· File Aid for DB2
· Data Collection (1581)
· Conversion Test (1588)
· Project Pass
 
 
Services
Sub-Category 
  Activity Description  Key Service Products
Intel
 
Usage and file/print activities, engineering and support,
data back-up & recovery, disaster recovery planning and testing, capacity management, performance tuning, 24X7 operational monitoring and support, software maintenance licensing and support, the Citrix environment.
 
· Citrix
· Meta Frame Farm
· HCSS Heavy Bid Software
· Primavera Expedition
· MCS
Distributed
Computing
 
Engineering & support, back-up & recovery, disaster recovery planning and testing, capacity management, performance tuning, 24X7 operational monitoring, problem reporting, incident and problem management, problem resolution, printing, storage of applications that are distributed across multiple platforms (includes Lotus Notes).
 
· Large scale computer based printing
· Application to application messaging
· Business to business messaging
· Lotus Notes
· Web Methods
Security
 
Provide efficient, effective, and simplistic authentication and authorization processes and establish procedures to protect against inappropriate data access. Develop and maintain policy and standards to ensure data integrity, coordinate with auditing the review evaluation and compliance requirements necessary to provide appropriate security processes and procedures. Provide appropriate systems and business management tools to ensure reliable service levels. Maximize service level performance while stabilizing overhead requirements and achieving minimized costs. Providing control objectives (integrity, accountability, availability, etc.) using security services (authentication, authorization, etc) comprised of controls and technology (Logon id's, encryption, password management, audit assessments, etc.) to security information at all levels of the organization.
 
· 2,182 APAC computer users of which 1,518 reside on an AS/400 that we help administratively manage
· Manage 652 ID's on an APAC development machine
· Notes setup and ongoing security access to Lotus Notes databases and group distribution change requests
· Manage fire-call ID requests and approvals
· Administer their AS/400 platform access
· Troubleshoot AS/400 issues and request status issues
· Administer formal process for allowing one person to view another persons Lotus Notes
· Review daily/weekly reports for cell phone and blackberry access
· AS/400 user reviews
· NetIQ reviews seeking proactive problem identification
· HRDS updates (terminations, retirements, leave of absence, military leave, etc.)
· Coordinate 1,518 JDE updates on ID information
· Manage audit reports and assist with non-Ashland ID management
· Manage all shares and permissions, group account in terms of moves, adds, changes and deletes, as well and troubleshoot security issues to 72 APAC servers

 
Services
Sub-Category 
  Activity Description  Key Service Products
Service
Delivery /PC
Services
 
Support of the PC environment. Application wrapping, application registration, tools development, asset and configuration management, Tier 3 support, service delivery management, quality assurance testing, break / fix and IMAC activities. Delivery, procurement and support of all PC related hardware and software products and services to the business.
 
Service Delivery
· PC IMACD, hardware and software installation, and hardware break/fix
· Printer repair
· LAN/WAN IMACD; Tier-2 troubleshooting; and repair
· Voice desktop and switch IMACD; Tier-2 troubleshooting; and repair
· Video IMACD; Tier-2 troubleshooting; and repair
Service Management
· Coordination with business on application registration and deployment events
· Incident escalation for business impacting PC issues
PC Engineering
· PC operating system engineering and image creation
· Engineering and maintenance of standard set of PC applications
· Maintain software distribution systems
Quality Assurance
· Testing and acceptance of PC software to ensure compatibility with Ashland standard
    PC software
· Develop installation and support instructions registered PC applications
Tier-3
· Printer support, such as: driver testing, acceptance, and installation; print server setup; print
    server configuration break/fix
· Tier-3 client configuration, application and hardware support
· PC hardware add-ons (i.e. PCI cards) and peripheral testing and implementation.
· Client OS security software patching
Asset and Configuration Management
· Software license compliance tracking and optimization
· PC and peripheral asset tracking
AS/400
 
Engineering & support, back-up & recovery, disaster recovery planning and testing, capacity management, performance tuning, 24X7 operational monitoring, problem reporting, incident and problem management, problem resolution, printing, storage.
 
· ERP System (JD Edwards)
· Financial order entry, manufacturing and purchasing
· Tape Management (LXI)
· Turnover
· Taa Tools
· Blockade (password synchronization)
· EMC Copy Point
· EMC Time Finder
· Mplus
· STK / RMLS
· Communicator
· ESSBAS
· Websphere
· IXOS
 

Services
Sub-Category 
  Activity Description  Key Service Products
Service Desk
 
Incident resolution of PC related service calls, performs password resets and the immediate software install process, Tier 1 and Tier 2 application support
 
Service Desk (Tier-1)
· 7x24x365 single point of contact for all IT related issues
· Enters all reported IT related issues in Incident Management tool
· Resolves incidents with scriptable and semi-scriptable resolutions
· Provide installation of software
· Communication with IM team for all Severity 1 and Severity 2 reported issues
· Escalate tickets that are not scriptable, or require additional resources to resolve
· Solicit customer satisfaction using an automated survey
· Provide detailed reporting on daily, weekly, and monthly basis
Application Support (Tier-2)
· Escalation point for the Service Desk
· Resolves incidents with non-scriptable resolutions
· Test configuration changes in various applications
· Perform documented procedural activities within application back-end systems
· System administration in various applications
· Enters/completes security requests in various applications
· Solicit customer satisfaction using an automated survey
· Document work instructions and process flows
· Root cause analysis for problem identification and resolution
J2EE / Unix
 
Engineering & support, back-up & recovery, disaster recovery planning and testing, capacity management, performance tuning, 24X7 operational monitoring, problem reporting, incident and problem management, problem resolution, printing, storage.
 
· Infrastructure for J2EE and other Unix applications
· Business to Business and Application to Application environment
· Weblogic
· Webmethods
· Inet Drivers
· Oracle DBS
· Microsoft SQL Server (DBMS)
· Apache
· AIX operating system
· Tivoli
· EMC Storage
· Windows operating system
· Cognos Report Net
· OneSight



SCHEDULE 3
PAYROLL AND BENEFIT MANAGEMENT SERVICES PRICING
 
 
Service Sub-Category
 
Description
Monthly Base Fee
Initial Set Up Charge
One-time Variable Cost
Expected Discontinuation Date
 
Comments
Payroll
 
- Bi-weekly pay processing for salaried population
- Weekly pay processing for hourly population
- W4 Maintenance and entry
- Garnishment interpretation, setup and Maintenance
- Tax withholding administration
- Government reporting
- Disbursement control and remittance
- Special check processing
- Check printing, handling and distribution
- FMLA process
- Deduction Maintenance
- Direct deposit management
- Payroll journal entry processing
- Unemployment Tax management support
- Absence tracking (salaried only)
- Other services (see Schedule 2 -- Detailed Payroll)
- Provide all payroll data to Recipient or its delegate on 12/15/06
$125,000
 
$30,000
 
  
January 1, 2007
 
- Payroll Transition services include 4.75 FTE months for system set-up on front-end and data/file transfer work on back-end
 
- Does not include cost of JDE contractor, which will be direct billed
 
Payroll Tax Services
 
- Tax reporting, filing and remittance
- W2 preparation, mailing and filing
 
See Note in "Comments"
 
N/A
 
  
March 31, 2007
 
The Monthly Base Fee for Payroll Tax Services is included in the Monthly Base Fee for Payroll Services for the period through 12/31/06, and is $5,000 for the period from 1/1/07 to 3/31/07.
 
Records Management
 
- All data entry for salaried
- Partial data entry for hourly
- Records Maintenance
- System Maintenance
$56,000
 
N/A
 
  
January 1, 2007
 
  
 
 
 
Service Sub-Category
 
Description
Monthly Base Fee
Initial Set Up Charge
One-time Variable Cost
Expected Discontinuation Date
 
Comments
Call center
 
- Maintenance of the call center for benefits and HR policy related questions
- Harassment hotline, dedicated line for Spanish speaking APAC employees
- Enrollment related questions
- Employment verification
- Personnel data inquiries
$22,300
 
N/A
 
  
January 1, 2007
 
For changes in benefits, calls will be escalated to Cambridge associates; if volume of calls will increase due to the transition, Ashland will notify Oldcastle and provide basis for headcount increase. Cambridge will conduct early November enrollment for January 2007 time period
Treasury Services
 
- Check stock
- Automated Clearing House ("ACH") credits/debits fees
- Stop payment fees
- Wire transfer fees
- Positive pay exceptions fees
- File transmission fees
- Treasury personnel
"Treasury Variable Costs" shall be calculated according to the following:
- Check stock and ACH fees based upon the number of employees paid during the period
- Fees related to stopped payments, wire transfers, positive pay exceptions and file transmission will be charged to Oldcastle as they occur
- Personnel at a rate of $25 / hour / employee
 
January 1, 2007
 
  
 
 
Service Sub-
Category 
Description
Monthly Base
Fee
Initial Set Up
Charge
One-time
Variable Cost
Expected
Discontinuation Date
 Comments
Benefits Administration
 
The following services for all Buyer Plans listed on Schedule 5, directly or through service providers retained by Provider and listed on Schedule 5:
- Handle all benefit determinations, claims and appeals
- Interpret and implement the terms of the Buyer Plans
- Authorize and direct all disbursements of benefits and other sums
- Handle all payroll deductions and corresponding contributions
- Track plan costs and make reports available to Buyer in the same manner Seller does for its own plans, except with respect to Buyer Plan # 19 on Schedule 5
- Support Recipient's employees and management with respect to vendor and other service issues in the same manner as such support is provided with respect to Seller's employees and management
- Assist in communicating with Business Employees and Seller Business Employees
- Handle all administrative support for passive/elective open enrollment at the time of Closing and during August open enrollment and process any enrollment changes
- Handle all necessary regulatory compliance (including but not limited to COBRA, HIPAA and FMLA)
- Manage external vendors
- Provide support and information on plan design and administrative features that are to be in effect after the Service Period and aid in the transition of any applicable carriers at the end of the Service Period, except as relates to vendor negotiated fees
- Provide all information to Recipient after the Service Period ends as reasonably requested by Recipient to assist Recipient with completion of any applicable forms to be filed with gov't agencies relating to the Buyer Plans due after the Service Period
- Provide all LTD claims records to Recipient on 12/15/06 and 12/31/06, so Recipient can take over claims management on 1/1/07
$69,000
 
$20,000
 
  
January 1, 2007
 
- During the Term, Provider shall be the administrator of the Buyer Plans (within the meaning of Section 3(16) of ERISA);
 
- Recipient shall become the administrator of the Buyer Plans effective on the end of the Term if it chooses to continue any such plans;
 
- If Recipient chooses to become the administrator of a Buyer Plan, Provider shall transfer all records relating to the administration of any Buyer Plan, as reasonably requested by Recipient, subject to any reasonable limitations and Recipient's reimbursement of reasonable costs incurred by Provider in connection therewith. With respect to the transfer of any such records, Provider will not provide or accept any direct electronic feeds to new third party providers, and will not provide or accept any direct electronic feeds to current third party providers after the expiration of the Term.
Benefits Administration (Other)
 
- Print, assemble, mail benefits brochures for August enrollment
 
    
$1.50 / employee,
total
estimate $13,500
  
OMG will create benefits-related communications regarding August enrollment
 
 
 
Service Sub-
Category 
 
Description
Monthly Base
Fee 
Initial Set Up
Charge
One-time
Variable Cost
Expected
Discontinuation Date
 
Comments
Medical Services Administration
 
Short Term Disability administration includes:
- Intake of completed medical forms
- Medical review and approval of each form
- Email notification to APAC/purchasing company contact(s) of each case
- Follow up of each case until closed. 800# will still be available to managers and patients who need to call
- Medical record management of STD cases only
- Tracking of all cases by region, division, etc as requested with confidential medical information blinded
 
Other Medical Services administration includes:
- Medical records maintenance
- Administration of new hire, DOT and OSHA exams
- Assistance with the development and launch of a new medical exam management system
 
$30,000
 
N/A
 
  
January 1, 2007
 
- Medical does not have access to information with respect to eligibility for FMLA, short term disability, vacation, etc. This information shall be tracked by Recipient.
 
- Decisions in cases that are questionable regarding Workers Compensation or short term disability shall be made by Recipient.
 
Reporting
 
- HRIS system maintenance
- HR data reporting
- SOX compliance for HR data
$9,700
 
N/A
 
  
January 1, 2007
 
  
Total
  
$312,000
$50,000
      



SCHEDULE 4
DETAILED PAYROLL SERVICES
 
APAC Salaried Payroll Services
APAC Hourly Payroll Services
W4 maintenance & entry
W4 maintenance & entry
Garnishment interpretation, setup and maintenance
Garnishment interpretation, setup and maintenance
Process payroll
Process payroll
Tax reporting, filing, remittance
Tax reporting, filing, remittance
Tax withholding administration
Tax withholding administration
Government reporting
Government reporting
Disbursement control & remittance
Disbursement control & remittance
Special check processing
Special check processing
Check printing, handling, distribution
Check printing, handling, distribution
Payroll journal entry processing
Payroll journal entry processing
Banking and positive pay processing
Banking and positive pay processing
Direct deposit management
Direct deposit management
ACH processing and control
ACH processing and control
FMLA process
FMLA process
W2 preparation, mailing, filing
W2 preparation, mailing, filing
Ad-hoc reporting
Ad-hoc reporting
Unemployment tax management support
Unemployment tax management support
Special projects
Special projects
Timesheet entry
  
Deduction maintenance
  
Special earnings processing (executive compensation support)
  
Absence tracking
  
Policy interpretation & enforcement
  
Payroll employee data record maintenance
  
Account reconciliation
  



SCHEDULE 5
BUYER PLANS and SERVICE PROVIDERS
 
1)
Medical Plan for Salaried Employees - Anthem Blue Cross/Blue Shield shall be the third party administrator, and Medco shall provide prescription drug services
 
2)
Hourly Medical Plan - Anthem Blue Cross/Blue Shield shall be the third party administrator, and Medco shall provide prescription drug services
 
3)
Dental Plan for Salaried Employees - Basic option shall be administered by MetLife and enhanced option shall be administered by Delta Dental
 
4)
Hourly Dental Plan - Basic option shall be administered by MetLife and enhanced option shall be administered by Delta Dental
 
5)
Vision Cost Assistance Plan - Benefits shall be provided through an insurance policy underwritten by Combined Life Insurance Company of America and administered by EyeMed Vision Care
 
6)
Group Life Insurance Plan - Prudential shall be the insurer
 
7)
Group Variable Universal Life Insurance Plan - Metropolitan Life (formerly Paragon) shall be the insurer
 
8)
Group Life Insurance Plan for Hourly Employees - Prudential shall be the insurer
 
9)
The accidental death and dismemberment portion of the Group Life Insurance Plan and the Group Life Insurance Plan for Hourly Employees - Mutual of Omaha shall be the insurer
 
10)
Voluntary Personal and Family Accidental Death and Dismemberment Plan - Mutual of Omaha shall be the insurer
 
11)
Long Term Disability Plan - Prudential shall be the third party administrator
 
12)
Occupational and Accidental Death and Disability Plan - Mutual of Omaha shall be the insurer
 
13)
Travel Accident Insurance Plan - Life Insurance Co. of North America shall be the insurer
 
14)
Employee Assistance Plan - Ashland will provide the current third party provider with data on eligible employees
 
15)
Legal Plan - Hyatt Legal Plans shall be the provider
 
16)
Adoption Assistance Program - Provider shall administer
 
17)
Long Term Care Insurance Program - CNA shall be the insurer
 
18)
Educational Reimbursement Program - Recipient shall approve and Provider shall administer
 
19)
Sick Pay Policy and Short Term Disability Program - Provider shall provide Short Term Disability medical review and case and medical record management, as currently provided by Provider to the Transferred Companies
 
20)
APAC Divestiture Severance Program pre-Closing - Provider shall execute severance and retention program for day-one eliminations
 
21)
APAC Mirror Divestiture Severance Program post-Closing - Provider shall help administer by providing necessary information
 
22)
The following other employee benefits:
 
a)
Ashland Inc. Employees Credit Union
 
b)
Ayco Group Financial Services
 
c)
529 Savings Plan offered by Fidelity
 
d)
Group Auto & Homeowner's insurance - MetLife shall be the insurer.
 
23)
In addition, (i) as provided under the Stock Purchase Agreement, Recipient shall assume sponsorship of the APAC, Inc. Hourly Savings Plan (which such plan shall be treated as a Buyer Plan for purposes hereof and with respect to which Fidelity Management Trust Company shall be the trustee and Fidelity Investments shall provide third party administration services and mutual fund investment options), and (ii) Provider shall continue to sponsor the Flexible Spending Accounts Plan (and WageWorks shall be the third party administrator), which Plan shall continue to cover Recipient's employees and their eligible dependents until the end of the Service Period.
 
24)
Medical Department Services - Provider shall administer
 
 
 

APAC INDEMNITY LETTER


August 28, 2006

Ashland Inc.
50 E. River Center Boulevard
Covington, KY 41012

Reference is made to Section 9.03(b) of that certain Stock Purchase Agreement dated as of August 19, 2006 (the “Purchase Agreement”) by and between Ashland Inc., a Kentucky corporation (“Seller”), and Oldcastle Materials, Inc., a Delaware corporation (“Purchaser”). Unless otherwise defined herein, capitalized terms used in this letter agreement without definition shall have the meanings given such terms in the Purchase Agreement.

From and after the Closing, Ashland Paving And Construction, Inc. (“APAC”) shall indemnify and hold harmless each of Seller and its affiliates and each of their respective officers, directors, employees, stockholders, agents and representatives (the “Seller Indemnitees”) against and from any Loss suffered or incurred by such Seller Indemnitee to the extent arising from all obligations and liabilities of whatever kind and nature, primary or secondary, direct or indirect, absolute or contingent, known or unknown, whether or not accrued, whether arising before on or after the Closing Date, of any Transferred Company, including any such obligations or liabilities contained in APAC Contracts to which any Transferred Company is a party or any agreement, lease, license, permit, plan or commitment that, because it fails to meet the relevant threshold amount or term, is not included within the definition of APAC Contracts (in each case other than to the extent indemnification by Seller is provided under Article IX of the Purchase Agreement).

Sections 9.04, 9.06 and 9.08 of the Purchase Agreement are hereby incorporated herein by reference as if fully set forth herein; provided, however, that (i) references to “Article IX” in Section 9.04 of the Purchase Agreement shall be deemed to refer to this letter agreement, (ii) the last sentence of Section 9.04 shall be deemed amended and restated to read as follows: “Amounts payable pursuant to this letter agreement shall be payable without duplication of any other amount payable pursuant to the Purchase Agreement”, (iii) references to “Section 9.02 or 9.03” in Section 9.06(a) of the Purchase Agreement shall be deemed to refer to this letter agreement, (iv) the words “subject to Sections 9.05 and 9.07” in Section 9.06(a) of the Purchase Agreement shall be deemed deleted, (v) the words “under Section 9.02 or 9.03” in Section 9.06(c) of the Purchase Agreement shall be deemed to refer to this letter agreement, (vi) the words “Subject to Section 9.05 and 9.07, the failure” in Section 9.06(c) of the Purchase Agreement shall be deemed amended and restated to read “The failure”, (vii) references to “Section 9.01” in Section 9.06(d)(i) of the Purchase Agreement shall be deemed to refer to this letter agreement and (viii) references to “Sections 9.01, 9.02 or 9.03” in Section 9.08 shall be deemed to refer to this letter agreement.

 
 
 
This letter agreement and the rights and obligations hereunder shall not be assignable or transferable by any party (including by operation of law in connection with a merger or consolidation of such party) without the prior written consent of the other party thereto. Any attempted assignment in violation of the foregoing sentence shall be void. Notwithstanding anything to the contrary in this letter agreement, (i) the prior written consent of APAC shall not be required in connection with the assignment or transfer of Seller’s rights and obligations under this letter agreement pursuant to any merger or consolidation of Seller into, or a sale of all or substantially all of the assets of Seller to, another person; provided that, in the event of any sale of all or substantially all of the assets of Seller to another person, such person shall assume all obligations of Seller under this letter agreement, and (ii) the prior written consent of Seller shall not be required in connection with the assignment or transfer of APAC’s rights and obligations under this letter agreement pursuant to any merger or consolidation of APAC into, or a sale of all or substantially all of the assets of APAC to, another person; provided that, in the event of any sale of all or substantially all of the assets of APAC to another person, such person shall assume all obligations of APAC under this letter agreement.

[Remainder of page intentionally left blank]
 
 
 
 
 
The parties have duly executed this letter agreement as of the date first written above.
 
Very truly yours,
 
ASHLAND PAVING AND CONSTRUCTION, INC.
a Delaware corporation
     
     
 By:    /s/ R. Kirk Randolph
    Name: R. Kirk Randolph
    Title: President


Agreed and Accepted:


ASHLAND INC.
a Kentucky corporation

 By:    /s/ Lamar M. Chambers
    Name:  Lamar M. Chambers
    Title:  Vice President and Controller
 
 
 

ASSIGNMENT AND ASSUMPTION AGREEMENT


This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is between Ashland Inc., a Kentucky corporation (“Ashland”) and Ashland Paving And Construction, Inc. and its Subsidiaries (collectively, “APAC”). Reference is made to that certain Stock Purchase Agreement (the “Purchase Agreement”), dated as of August 19, 2006, between Ashland and Oldcastle Materials, Inc., a Delaware corporation (“Oldcastle”), for the sale of APAC. Unless otherwise defined herein, capitalized terms used in this Agreement without definition shall have the meanings given to such terms in the Purchase Agreement.
 
Ashland desires to assign to APAC, and APAC desires to assume from Ashland, the contracts (the “Assigned Contracts”) set forth on Schedule 1 (attached hereto). Therefore, in consideration of the mutual covenants set forth herein, the parties agree as follows:
 
SECTION 1. Assignment. Ashland hereby assigns, conveys, transfers and delivers all of Ashland’s right, title and interest in, to and under the Assigned Contracts.
 
SECTION 2. Assumption. APAC hereby accepts such assignment, conveyance, transfer and delivery of all of Ashland’s right, title and interest in and to the Assigned Contracts and, subject to Oldcastle’s rights under Section 9.02(a)(vi) of the Purchase Agreement, assumes and agrees to pay, honor, perform and discharge all obligations and liabilities of Ashland under such Assigned Contracts.
 
SECTION 3. Certain Waivers. APAC hereby waives, relinquishes and releases Ashland and its affiliates and each of their respective officers, directors, managers, employees, stockholders, agents and representatives (the “Related Parties”) from any and all Losses that any party to any Assigned Contract might have asserted or alleged against Ashland or any Related Party at any time by reason of, or arising out of, any matters relating to such Assigned Contract except to the extent set forth in, and subject to Oldcastle’s rights under, Section 9.02(a)(vi) of the Purchase Agreement. Notwithstanding anything to the contrary in this Agreement, (i) the prior written consent of Oldcastle shall not be required in connection with the assignment or transfer of Ashland’s rights and obligations under this Agreement pursuant to any merger or consolidation of Ashland into, or a sale of all or substantially all of the assets of Ashland to, another person; provided that, in the event of any sale of all or substantially all of the assets of Ashland to another person, such person shall assume all obligations of Ashland under this Agreement, and (ii) the prior written consent of Ashland shall not be required in connection with the assignment or transfer of Oldcastle’s rights and obligations under this Agreement pursuant to any merger or consolidation of Oldcastle into, or a sale of all or substantially all of the assets of Oldcastle to, another person; provided that, in the event of any sale of all or substantially all of the assets of Oldcastle to another person, such person shall assume all obligations of Oldcastle under this Agreement.
 
SECTION 4. Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York applicable to agreements made and to be performed entirely within such State, without regard to the conflicts of law principles of such State.
 
 
SECTION 5. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, and all of which together shall be deemed to be one and the same instrument.
 
SECTION 6. Severability. Whenever possible, each provision or portion of any provision of this Guarantee shall be interpreted in such manner as to be effective and valid under Applicable Law, but if any provision of this Guarantee (or any portion thereof) or the application of any such provision (or any portion thereof) to any person or circumstance shall be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof (or the remaining portion thereof) or the application of such provision to any other persons or circumstances.
 
[Remainder of page intentionally left blank]
 
 

 
Effective the 28th day of August 2006.
 
Ashland Inc.
Ashland Paving And Construction, Inc.
       
By:
 /s/ Lamar M. Chambers
By:
/s/ R. Kirk Randolph
       
Name:
Lamar M. Chambers    
Name:
R. Kirk Randolph
       
Title:
Vice President and Controller
Title:
President


SCHEDULE 1
ASSIGNED CONTRACTS
 

 
1)
Corporate Procurement Agreement between Ashland, Inc. and Bucyrus Blades, Inc., dated October 6, 2003, amended effective August 1, 2005
 
2)
Corporate Procurement Agreement between Ashland, Inc. and Donaldson Company, Inc., dated August 1, 2003, amended September 27, 2005
 
3)
Master Purchase Agreement between Ashland, Inc. and Goodyear Tire & Rubber Company, dated December 19, 2002 and amended by Addendum effective January 1, 2005
 
4)
Master Rental Agreement between Ashland, Inc. and Hertz, dated January 21, 2003, amended November 2004
 
5)
Corporate Procurement Agreement between Ashland, Inc. and Ingersoll-Rand Company, effective October 30, 2003
 
6)
Corporate Procurement Agreement between Ashland, Inc. and Interstate Battery, dated March 21, 2005
 
7)
Master Purchase Agreement between Ashland Inc. and Kawasaki Construction Machinery Corporation of America, effective March 1, 2003, and Amendment dated September 5, 2004
 
8)
Corporate Procurement Agreement between Ashland, Inc. and Komatsu America Corp., effective May 1, 2004
 
9)
Corporate Procurement Agreement between Ashland, Inc. and Menardi-Mikropul, LLC (Baghouses), effective July 1, 2005
 
10)
Corporate Procurement Agreement between Ashland, Inc. and Roadtec, Inc., effective January 8, 2004
 
11)
Corporate Procurement Agreement between Ashland, Inc. and Sakai America, Inc., effective October 30, 2003
 
12)
Supply Agreement between Ashland, Inc. and Truman Arnold Companies, effective March 1, 2006
 

 
 

 
 
SELLER DISCLOSURE SCHEDULE TO
 
STOCK PURCHASE AGREEMENT
 
between
 
ASHLAND INC.
 
and
 
OLDCASTLE MATERIALS, INC.
 
_________________
 
Dated as of August 19, 2006
_________________
 

 
 





INTRODUCTION
 
REFERENCE IS MADE TO THE STOCK PURCHASE AGREEMENT DATED AS OF AUGUST 19, 2006 (THE “STOCK PURCHASE AGREEMENT”), BETWEEN ASHLAND INC., A KENTUCKY CORPORATION (“SELLER”) AND OLDCASTLE MATERIALS, INC., A DELAWARE CORPORATION (“PURCHASER”). CAPITALIZED TERMS USED HEREIN AND NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE RESPECTIVE MEANINGS ASCRIBED TO SUCH TERMS IN THE STOCK PURCHASE AGREEMENT.
 
This Seller Disclosure Schedule is qualified in its entirety by reference to specific provisions of the Stock Purchase Agreement, and is not intended to constitute, and shall not be construed as constituting, representations or warranties of Seller or its affiliates except as and to the extent provided in the Stock Purchase Agreement. Inclusion of information herein shall not be construed as an admission that such information is material to the business, assets, properties, financial condition, results of operations or prospects of the Transferred Companies, taken as a whole.
 
Matters reflected in this Seller Disclosure Schedule are not necessarily limited to matters required by the Stock Purchase Agreement to be reflected in this Seller Disclosure Schedule. To the extent any such additional matters are included, they are set forth for informational purposes only and do not necessarily include other matters of a similar nature.
 
This Seller Disclosure Schedule and the information and disclosures contained in this Seller Disclosure Schedule are intended only to qualify and limit the representations, warranties and covenants of Seller contained in the Stock Purchase Agreement and shall not be deemed to expand in any way the scope or effect of any such representations, warranties or covenants.
 
Any matter set forth in any provision, subprovision, section or subsection of this Seller Disclosure Schedule shall be deemed set forth for all purposes of this Seller Disclosure Schedule to the extent relevant and reasonably apparent.
 
Headings and subheadings have been inserted herein for convenience of reference only and shall to no extent have the effect of amending or changing the express description of the Sections as set forth in the Stock Purchase Agreement.
 
The information contained herein is in all events subject to the Confidentiality Agreement.
 





 
1
2
3
4
5
6
7
8
9
10
13
14
15
25
26
27
34
36
37
38
39
40
41
54
55
56
59
60
61
66
67


 
Form of Statement
 

Dollars in Thousands
Target Balance
Sheet Amount
(Sept. 30, 2005)
  
Closing Balance Sheet Amount (Closing Date)
  
Stock Purchase Agreement
Reference
           
Specified Assets:
          
Accounts receivable, net
$358,060
      
1.04(b)(i)
Construction in progress
145,117
      
1.04(b)(i)
Inventories
87,260
      
1.04(b)(i)
Other current assets
18,788
      
1.04(b)(i)
Investment in equity affiliates
10,505
      
1.04(b)(i)
Other noncurrent assets
17,542
      
1.04(b)(i)
(Less) Specified Liabilities:
          
Trade and other payables
(335,957)
      
1.04(b)(i)
Billings in excess of costs and estimated earnings
(65,168)
      
1.04(b)(i)
Other long-term liabilities
(90,214)
      
1.04(b)(i)
           
Adjustments:
          
(Less) amounts to be excluded from current assets:
          
Cash, cash in transit and cash equivalents
-
      
1.04(b)(ii)
Energy derivatives instruments and related margin accounts - current portion
-
      
1.04(b)(ii)
Prepaid insurance premium (excludes prepayment for surety bonds)
(3,888)
(a)(b)
      
(Less) amounts to be excluded from non-current assets:
          
Energy derivatives instruments and related margin accounts - non-current portion
(5,295)
      
1.04(b)(ii)
Add amounts to be executed from current liabilities:
          
Pension liability - current
46,900
      
1.04(b)(ii)
Incentive compensation (variable pay) reserves - current portion
7,967
      
1.04(b)(ii)
Add amounts to be excluded from other long-term liabilities:
          
Tanner supplemental executive retirement plan liability
351
      
1.04(b)(ii)
Incentive compensation (variable pay) reserves - non-current portion
1,495
      
1.04(b)(ii)
Liability for remaining payment under Wedowee quarry acquisition
500
      
1.04(b)(ii)
Total
$193,963
        
           
Purchase Price Adjustment - Increase (Decrease)
      
(c)
  
 
(a) Unamortized annual premiums prepaid to Ashland or Ashland’s captive insurer for workers compensation, auto/general liability, all-risk property and pollution and excess liability coverage amortized over the year.
(b) Excludes unamortized surety bond costs prepaid for individual construction jobs and amortized over the life of the respective jobs.
(c) Calculated as total Closing Balance Sheet Amount less total Target Balance Sheet Amount.
 
 
 
 
No Conflicts; Consents (Seller)
 

For purposes of this Schedule 2.03, Purchaser acknowledges and agrees that Purchaser shall be deemed on notice of any required consent to the extent that it is set forth in any contract that is listed on Schedule 3.08, including the following:
 
1)
Bandag Fleet Sales Agreement between Ashland, Inc. (Fleet) and Bandag Incorporated, effective September 3, 2002, amended March 3, 2005
 
2)
Master Purchase Agreement between Ashland, Inc. and Bridgestone, effective September 5, 2002, amended August 18, 2004
 
3)
Cintas Corporation and Ashland Inc.—Multiple Location Rental Account Agreement dated December 8, 2000 and Addendums of January 1, 2001, September 25, 2001, November 30, 2005, and December 20, 2005
 
4)
JPMorgan - Commercial Card Agreement between Bank One, NA and Ashland Inc. dated May 20, 2002
 
5)
Master Services Agreement between Ashland Inc. and Verifications, Inc., dated June 24, 2004
 


 
The Shares
 

None.
 
 
 
Organization and Standing
 

Ashland Paving And Construction, Inc. (DE) (Name to be changed to “APAC Holdings, Inc.” on August 22, 2006.)
 
APAC, Inc. (DE)
 
APAC-Arkansas, Inc. (DE)
 
APAC-Atlantic, Inc. (DE)
 
APAC-Kansas, Inc. (DE)
 
APAC-Mississippi, Inc. (DE)
 
APAC-Missouri, Inc. (DE)
 
APAC-Oklahoma, Inc. (DE)
 
APAC-Southeast, Inc. (GA)
 
APAC-Tennessee, Inc. (DE)
 
APAC-Texas, Inc. (DE)
 
Ashland Construction Communications Company (DE) (Name to be changed to “APAC Construction Communications Company” on August 22, 2006.)
 
Limpus Quarries, Inc. (MO)

 

 
Capital Stock of the Subsidiaries
 

 
Subsidiary
 
Authorized
Capital Stock
 
Outstanding
Capital Stock
 
Record Owners
 
 
Beneficial Owners
 
APAC-Arkansas, Inc.
 
1,000 Common
 
10 Common
 
 
APAC
 
 
N/A
 
APAC-Atlantic, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Kansas, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Mississippi, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Missouri, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Oklahoma, Inc.
 
1,000 Common Class A;
1,000 Non-voting Class B Cumulative Preferred
10 Common;
0 Preferred
 
 
APAC
 
 
N/A
 
 
APAC-Southeast, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Tennessee, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC-Texas, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
 
APAC, Inc.
 
 
1,000 Common
 
 
10 Common
 
 
APAC
 
 
N/A
 
Ashland Construction Communications
Company (Name to be
changed to “APAC
Construction
Communications
Company” on 8/22/06)
1,000 Common
 
10 Common
 
APAC
 
N/A
 
 
Limpus Quarries, Inc.
 
 
2,000 Common
 
 
132 Common
 
 
APAC-Kansas, Inc.
 
 
N/A
 

 
 
 
No Conflicts; Consents (APAC)
 

For purposes of this Schedule 3.03, Purchaser acknowledges and agrees that Purchaser shall be deemed on notice of any required consent to the extent that it is set forth in any contract that is listed on Schedule 3.08, including the following:
 
1)
Civil Equipment Agreement between APAC, Inc. and Caterpillar, effective May 1, 2004
 
2)
Mineral Extraction Agreement between APAC-Southeast, Inc. and Vecellion & Grogan (White Rock Quarries-South), entered into October 19, 2004
 
 
 
 
Financial Statements
 

See attached Financial Statements (audited as of September 30, 2005, and unaudited as of June 30, 2006.)
 



Schedule 3.04
 

 
CONSOLIDATED FINANCIAL STATEMENTS
 
Ashland Paving and Construction, Inc.
and Subsidiaries
Years Ended September 30, 2005, 2004 and 2003


Ashland Paving and Construction, Inc.
and Subsidiaries
 
Years Ended September 30, 2005, 2004 and 2003
 
 
Report of Independent Auditors ....................................................................................................................................................................................1


Consolidated Balance Sheets.........................................................................................................................................................................................2
Consolidated Statements of Operations..........................................................................................................................................................................3
Consolidated Statements of Owner’s Equity...................................................................................................................................................................4
Consolidated Statements of Cash Flows.........................................................................................................................................................................5
Notes to Consolidated Financial Statements....................................................................................................................................................................6





 
The Board of Directors
Ashland Inc.
 
We have audited the accompanying consolidated balance sheets of Ashland Paving and Construction, Inc. as of September 30, 2005 and 2004, and the related consolidated statements of operations, owner’s equity, and cash flows for each of the three years in the period ended September 30, 2005. These financial statements are the responsibility of Ashland Paving and Construction, Inc.’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Ashland Paving And Construction, Inc. as of September 30, 2005 and 2004, and the consolidated results of its operations and its cash flows for the three years in the period ended September 30, 2005, in conformity with accounting principles generally accepted in the United States.
 

 
 
October 28, 2005
Ashland Paving and Construction, Inc.
and Consolidated Subsidiaries
 
 

   
September 30
  
   
2005
  
2004
  
 
  
(In Thousands) 
               
    Assets
              
    Current assets:
              
   Accounts receivable, net (includes billed retainage of $73,441 thousand in 2005 and $67,629 thousand in 2004)
  
$
358,060
  
$
337,136
  
  Construction in progress
    
145,117
    
127,567
  
   Inventories
    
87,260
    
75,281
  
   Deferred income taxes
    
20,594
    
10,068
  
   Receivable from parent
    
-
    
75,144
  
   Other current assets
    
18,788
    
15,131
  
    Total current assets
    
629,819
    
640,327
  
               
    Goodwill and other intangibles
    
414,574
    
413,902
  
    Investment in equity affiliates
    
10,505
    
6,529
  
    Other noncurrent assets
    
17,542
    
10,435
  
    Net property, plant, and equipment
    
591,968
    
478,151
  
    Total assets
  
$
1,664,408
  
$
1,549,344
  
               
    Liabilities and owner’s equity
              
    Current liabilities:
              
    Trade and other payables
  
$
335,957
  
$
288,873
  
    Billings in excess of costs and estimated earnings
    
65,168
    
45,612
  
    Income taxes
    
3,108
    
-
  
    Payable to parent
    
70,343
    
-
  
    Total current liabilities
    
474,576
    
334,485
  
               
    Employee benefit obligations
    
23,505
    
55,572
  
    Deferred income taxes
    
30,258
    
52,453
  
    Other long-term liabilities
    
90,214
    
80,738
  
    Total liabilities
    
618,553
    
523,248
  
               
    Owner’s equity
    
1,045,855
    
1,026,096
  
    Total liabilities and owner’s equity
  
$
1,664,408
  
$
1,549,344
  

  See accompanying notes.
 

Ashland Paving and Construction, Inc.
and Consolidated Subsidiaries
 
 
 
   
Years Ended September 30
  
   
2005
  
2004
  
2003
  
 
 
(In Thousands) 
                     
Sales and operating revenues
  
$
2,539,184
  
$
2,525,300
  
$
2,400,305
  
Gain (loss) on disposal of assets
    
9,116
    
18,271
    
(3,614
)
Equity in income of affiliates
    
6,156
    
19,275
    
9,492
  
Interest and other income
    
10,778
    
3,787
    
3,157
  
Total revenue
    
2,565,234
    
2,566,633
    
2,409,340
  
                     
Cost of sales and operating revenue
    
2,278,103
    
2,226,871
    
2,200,897
  
Gross profit
    
287,131
    
339,762
    
208,443
  
                     
Selling, general, and administrative expenses
    
211,931
    
203,090
    
225,777
  
Corporate expenses
    
45,503
    
42,276
    
39,408
  
Total expenses
    
257,434
    
245,366
    
265,185
  
                     
Operating income (loss) before income taxes
    
29,697
    
94,396
    
(56,742
)
Income taxes (benefit)
    
9,938
    
32,958
    
(23,201
)
Net income (loss)
  
$
19,759
  
$
61,438
  
$
(33,541
)
 
   See accompanying notes.
 


 
Ashland Paving and Construction, Inc.
and Consolidated Subsidiaries
 
 

   
Paid-in
Capital
  
Retained Earnings
  
Total
  
   
(In Thousands)
  
               
   Balance at September 30, 2002
  
$
150,761
  
$
847,438
  
$
998,199
  
   Net loss
    
-
    
(33,541
)
  
(33,541
)
   Balance at September 30, 2003
    
150,761
    
813,897
    
964,658
  
   Net income
    
-
    
61,438
    
61,438
  
   Balance at September 30, 2004
    
150,761
    
875,335
    
1,026,096
  
   Net income
    
-
    
19,759
    
19,759
  
   Balance at September 30, 2005
  
$
150,761
  
$
895,094
  
$
1,045,855
  

  See accompanying notes.
 


Ashland Paving and Construction, Inc.
and Consolidated Subsidiaries
 
 

 
  
Years Ended September 30
     
2005
    
2004
    
2003
  
 
(In Thousands) 
   Operating activities
                    
   Net income (loss)
  
$
19,759
  
$
61,438
  
$
(33,541
)
   Adjustments to reconcile to cash flows from operations:
                    
   Depreciation, depletion and amortization
    
93,624
    
95,034
    
108,248
  
   (Benefit) provision for deferred income taxes
    
(31,945
)
  
21,411
    
(16,330
)
   Equity in income of affiliates
    
(6,156
)
  
(19,275
)
  
(9,492
)
   Distributions from equity affiliates
    
1,931
    
16,383
    
-
  
   (Gain) loss from sale of property, plant, and equipment
    
(8,541
)
  
(7,712
)
  
4,479
  
   (Gain) loss from sale of operations
    
(575
)
  
(10,559
)
  
(865
)
   Change in operating assets and liabilities, net of businesses acquired:
                    
   (Increase) in accounts receivable
    
(20,924
)
  
(7,460
)
  
(27,928
)
   (Increase) decrease in construction completed and in progress
    
(17,550
)
  
9,879
    
(5,188
)
   (Increase) decrease in inventories
    
(11,979
)
  
(5,485
)
  
1,521
  
   (Increase) decrease in other current assets
    
(3,657
)
  
(1,086
)
  
4,122
  
   (Increase) in other noncurrent assets
    
(6,207
)
  
(260
)
  
(8,911
)
   Increase (decrease) in trade and other payables
    
47,084
    
(12,229
)
  
13,895
  
   Increase (decrease) in billings in excess of costs and estimated earnings
    
19,556
    
(10,541
)
  
(13,650
)
   Increase (decrease) in income taxes
    
3,108
    
1,462
    
(2,661
)
   (Decrease) increase in noncurrent liabilities
    
(15,876
)
  
7,001
    
8,388
  
   Net cash provided by operating activities
    
61,652
    
138,001
    
22,087
  
                     
   Financing activities
                    
   Transfers (to) from parent, net
    
75,875
    
(124,476
)
  
8,906
  
   Cash provided by (used in) financing activities
    
75,875
    
(124,476
)
  
8,906
  
                     
   Investing activities
                    
   Additions to property, plant, and equipment
    
(138,428
)
  
(72,903
)
  
(46,956
)
   Proceeds from sale of property, plant, and equipment
    
19,189
    
11,763
    
13,575
  
   Purchases of operations, net of cash acquired
    
(20,679
)
  
-
    
(5,045
)
   Proceeds from sale of operations
    
2,391
    
47,615
    
7,433
  
   Net cash used in investing activities
    
(137,527
)
  
(13,525
)
  
(30,993
)
   Change in cash and cash equivalents
    
-
    
-
    
-
  
   Cash and cash equivalents at beginning of year
    
-
    
-
    
-
  
   Cash and cash equivalents at end of year
  
$
-
  
$
-
  
$
-
  
                     
   Supplemental non-cash disclosure
                    
   Addition to property, plant, and equipment funded by parent
  
$
61,238
  
$
-
  
$
-
  

  See accompanying notes.
 



Ashland Paving and Construction, Inc.
and Subsidiaries
 
 
September 30, 2005
 
 
1. Nature of Operations
 
The Ashland Paving And Construction, Inc. group of companies (APAC) is one of the nation’s largest transportation construction contractors and is a major supplier of construction materials. APAC performs construction work, such as paving, repairing and resurfacing highways, streets, airports, residential and commercial developments, sidewalks and driveways, and grading and base work. In addition, it performs a number of services such as excavation and site work for the construction of bridges, other structures, drainage facilities and underground utilities for public and private projects. APAC conducts its business through 25 market-focused business units and a Major Projects Group operating in 14 southern and mid-continent states. These business units provide construction services and materials throughout the regions in which they operate.
 
APAC currently has 92 aggregate production facilities, including 41 permanent operating quarry locations; 24 ready-mix concrete plants; 227 hot-mix asphalt plants; and a fleet of over 13,000 mobile equipment units, including construction equipment, on-highway construction support assets and vehicles. In certain market areas, APAC is vertically integrated with asphalt, aggregate and ready-mix operations, all complementing each other. Raw materials and aggregate generally consist of sand, gravel, granite, limestone and sandstone. About 30% of the aggregate produced by APAC is used in APAC’s own contract construction work and the production of various processed construction materials. The remainder is sold to third parties. APAC also purchases substantial quantities of raw aggregate from other producers whose proximity to the job site renders these purchases economically attractive. Most other materials, such as liquid asphalt, Portland cement and reinforcing steel, are purchased from third parties.
 
Approximately 77%, 78% and 77% of APAC’s sales and operating revenues for fiscal years 2005, 2004 and 2003, respectively, were construction revenues, with the remaining 23%, 22% and 23% for the respective periods coming from sales of construction materials. Approximately 82% for 2005 and 2004, and 84% for 2003, of APAC’s construction revenues were derived directly from highway and other public sector sources, with the remaining 18% for 2005 and 2004, and 16% for 2003, coming from industrial and commercial customers and private developers.
 
Climate and weather significantly affect revenues and margins in the construction business. Due to its location, APAC tends to enjoy a relatively long construction season. Most of APAC’s operating income is generated during the construction period of May to October.
 


 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies
 
Principles of Consolidation and Basis of Presentation
 
Ashland Paving And Construction, Inc. is a wholly-owned subsidiary of Ashland Inc. (Ashland) and is consolidated within Ashland’s financial statements.
 
The consolidated financial statements include the accounts of APAC and its majority owned subsidiaries. In addition, Limpus Quarries, Inc., which is a separate legal entity structure and a wholly owned subsidiary of Ashland, is managed and operated by APAC employees and consolidated within APAC’s financial statements. Investments in joint ventures are accounted for by the equity method. All material inter-company transactions and balances have been eliminated.
 
Use of Estimates, Risks, and Uncertainties
 
The preparation of APAC’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, and the disclosures of contingent assets and liabilities. Significant items that are subject to such estimates and assumptions include long-lived assets, employee benefit obligations, income taxes, reserves, environmental remediation, and income recognized under construction contracts. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ significantly from the estimates under different assumptions or conditions.
 
APAC’s results are affected by domestic and international economic, political, legislative, regulatory and legal actions, as well as weather conditions. Economic conditions, such as recessionary trends, inflation, interest rates, and changes in the prices of hydrocarbon-based products, can have a significant effect on operations. Political actions may include changes in the policies of the Organization of Petroleum Exporting Countries or other developments involving or affecting oil-producing countries, including military conflicts, embargoes, internal instability or actions or reactions of the U.S. government in anticipation of, or in response to, such actions. While APAC maintains reserves for anticipated liabilities and carries various levels of insurance, APAC could be affected by civil, criminal, regulatory or administrative actions, claims or proceedings relating to environmental remediation or other matters. In addition, climate and weather can significantly affect APAC’s results of operations.
 

 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies (continued)
 
Revenue Recognition
 
APAC has three distinct methods of recognizing revenue for its different business operations in construction, materials and the Major Projects Group. Income related to construction contracts generally is recognized by the units-of-production method, which is a variation of the percentage-of-completion method. It reflects measurement of progress in each contract for individual pay items and/or phases of work. Change orders are included in total contract revenue when it is probable that the change order will result in an addition to contract value and can be estimated. Change orders occur in most of the company’s large projects. APAC evaluates when a change order is probable based upon its experience in negotiating change orders, customer’s written approval of such changes or other separate documentation of change order costs that are identifiable. Any anticipated losses on construction contracts are charged against operations as soon as such losses are determined to be probable and estimable.
 
The Major Projects Group, which typically performs work on contracts with total revenues in excess of $50 million, recognizes revenue and earnings on the percentage of completion method as the ratio of costs incurred to estimated final costs. Revenue in an amount equal to cost incurred is recognized prior to contracts reaching 25% completion. The related profit is deferred until the period in which such percentage completion is attained because APAC management believes that until projects of this size reach 25% completion, there is insufficient information to determine what the estimated profit on the project will be within a reasonable level of assurance.
 
Other revenues, including revenues from the sale of hot-mix asphalt, aggregates and ready-mix concrete to third parties, are recognized when products are shipped or services are provided to customers, the sales price is fixed and determinable, and collectibility is reasonably assured. Revenue from contract claims is recognized when a signed settlement agreement has been obtained and payment is assured. If a signed agreement is not obtained, revenue is recognized when cash is received.
 

 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies (continued)
 
Expense Recognition
 
Cost of sales and operating expenses include material and production costs, as well as the costs of inbound and outbound freight, purchasing and receiving, inspection, warehousing, internal transfers, and all other distribution network costs. Selling, general and administrative expenses include sales and marketing costs, advertising, research and development, customer support, environmental remediation and administrative costs, other than corporate charges from Ashland.
 
APAC incurs minor costs associated with research and development and, because APAC’s products and services are generally sold without any extended warranties, liabilities for product warranties are insignificant. Costs for both research and development and product warranties generally are expensed as incurred.
 
Cash and Cash Equivalents
 
Cash equivalents include highly liquid investments maturing within three months after purchase. Cash generated by APAC operations is generally sent on a daily basis to APAC’s parent, Ashland, for consolidated treasury services and cash management.
 
Allowance for Doubtful Accounts
 
APAC records an allowance for doubtful accounts as a best estimate of the amount of probable credit losses for accounts receivable. Each month APAC reviews this allowance and considers factors such as customer credit, past transaction history with the customer and changes in customer payment terms when determining whether the collection of a receivable is reasonably assured. Past due balances over 90 days and over a specified amount are reviewed individually for collectibility. Receivables are charged off against the allowance for doubtful accounts when it is probable a receivable will not be recovered. The reserve recorded was $10,265 thousand as of September 30, 2005, and $9,420 thousand as of September 30, 2004.
 


Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies (continued)
 
Inventories
 
Inventories are carried and expensed at the lower of average cost or market. APAC has recorded a reserve for slow-moving inventory of $2,322 thousand at September 30, 2005, and $3,139 thousand at September 30, 2004, which is classified on the balance sheets as a reduction of inventories.
 
Goodwill and Other Intangible Assets
 
APAC assesses goodwill for impairment at least annually and noted no indicators of goodwill impairment as of September 30, 2005. During 2004 and 2003, APAC recorded impairment charges of $2,000 thousand and $9,000 thousand, respectively, resulting from the preparation for and sale of its Rainbow ready-mix operations. Separable intangible assets that are not deemed to have an indefinite life, which are comprised of covenants not to compete, are amortized on a straight-line basis over a period of 5 to 10 years.
 
Property, Plant and Equipment
 
The cost of property, plant, and equipment is depreciated by the straight-line method over the estimated useful lives of the assets. The cost of mineral rights is depleted principally over 5 to 50 years, plants and buildings are principally depreciated over 5 to 30 years and machinery and equipment, including autos and trucks, are principally depreciated over 4 to 10 years. Such costs are periodically reviewed for recoverability when impairment indicators are present. Such indicators include, among other factors, operating losses, unused capacity, market value declines and technological obsolescence. Recorded values of property, plant, and equipment that are not expected to be recovered through undiscounted future net cash flows are written down to current fair value, which generally is determined from estimated discounted future net cash flows (assets held for use) or net realizable value (assets held for sale). APAC did not incur an impairment charge for property, plant, and equipment during fiscal years 2005, 2004, or 2003.
 

 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies (continued)

Derivative Instruments
 
APAC uses commodity-based derivative instruments to manage its exposure to price fluctuations associated with the purchase of diesel fuel, gasoline and natural gas. All derivative instruments are recognized as either assets or liabilities on the balance sheet and are measured at fair value. Changes in the fair value of all derivatives are recognized immediately in income unless the derivative qualifies and is classified as a hedge of future cash flows. As of September 30, 2005, APAC did not have any derivative instruments that were classified as a hedge. Credit risks arise from the possible inability of counterparties to meet the terms of their contracts, but exposure is limited to the replacement value of the contracts. APAC further minimizes this credit risk through internal monitoring procedures employed by Ashland. As of September 30, 2005, APAC had assets of $6,645 thousand recorded for its diesel fuel and gasoline derivative fair values and recorded gains of $8,475 thousand for 2005 and $720 thousand for 2004 and a loss of $363 thousand for 2003.
 
Commitments, Contingencies and Environmental Costs
 
Liabilities for loss contingencies, including environmental remediation costs not within the scope of Financial Accounting Standards Board (FASB) Statement No. 143 (FAS 143), Accounting for Asset Retirement Obligations, arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Environmental expenditures that relate to current or future revenues are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and that do not impact future earnings are expensed. Liabilities for environmental remediation costs are recognized when environmental assessments or clean-ups are probable and the associated costs can be reasonably estimated. Generally, the timing of these provisions coincides with the commitment to a formal plan of action or, if earlier, the divestment or closure of the relevant sites. The amount recognized reflects management’s best estimate of the expenditures expected to be required. Where a liability is not to be settled for a number of years, the amount recognized is the estimated future expenditure on an undiscounted basis.
 

Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
2. Significant Accounting Policies (continued)

Income Taxes
 
APAC accounts for income taxes using the liability method of accounting. APAC’s operations are included in the consolidated federal income tax return of Ashland, which allocates tax charges or benefits included in its return on the basis of separate return computations. Income taxes currently payable represent APAC’s allocated portion. Deferred income taxes are provided for all significant temporary differences between income reported for financial reporting and income reported for tax purposes. For further detailed information on the components of deferred tax assets and liabilities, see Note 12.
 
New Accounting Standards
 
In March 2005, the Emerging Issues Task Force (EITF) reached a consensus on Issue 04-6, Accounting for Stripping Costs Incurred During Production in the Mining Industry (EITF 04 6). EITF 04-6 is effective for the first reporting period in fiscal years beginning after December 15, 2005 and requires that stripping costs incurred during the production phase of the mine be included in the costs of the inventory produced during the period that the stripping costs are incurred. APAC is in the process of evaluating the impact of this interpretation.
 
In March 2005, the FASB issued Interpretation No. 47 (FIN 47), Accounting for Conditional Asset Retirement Obligations, an Interpretation of FASB Statement No. 143. This interpretation is effective for APAC no later than the end of fiscal 2006. APAC is in the process of evaluating the impact of this interpretation.
 
In November 2004, the FASB issued Statement No. 151 (FAS 151), Inventory Costs. FAS 151 amends the guidance in Accounting Research Bulletin No. 43, Chapter 4, Inventory Pricing, to clarify the accounting for abnormal amounts of idle facility expense, freight, handling costs and wasted material (spoilage). FAS 151 will be effective for APAC in fiscal 2006 and is expected to have an immaterial effect on APAC’s financial position, results of operations and cash flows.
 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
3. Relationship with Ashland Inc.
 
APAC utilizes centralized functions of Ashland to support its operations, and in return, Ashland allocates certain of its expenses to APAC. Such expenses represent costs related, but not limited to treasury, legal, accounting, insurance, information technology, payroll administration, human resources and other services. These costs, together with an allocation of central Ashland overhead costs, are included within the corporate expenses caption of the Consolidated Statements of Operations. Where it is possible to specifically attribute such expenses to activities of APAC, these amounts have been charged or credited directly to APAC without allocation or apportionment. Allocation of all other such expenses is based on a general corporate-determined cost allocation percentage.
 
APAC management supports the methods used in allocating expenses and believes these methods to be reasonable estimates. However, resulting expenses may not represent the amounts that would have been incurred had such transactions been entered into with third parties at “arm’s length.”
 
The following table shows the major components of Ashland corporate charges incurred by APAC during the last three fiscal years.
 
     
2005
    
2004
    
2003
  
 
(In Thousands) 
                     
    Information technology
  
$
10,477
  
$
9,963
  
$
9,490
  
    Deferred and incentive compensation
    
6,132
    
6,199
    
2,117
  
    Human resources
    
6,088
    
4,658
    
4,984
  
    Stock options
    
1,857
    
1,349
    
1,468
  
    Other general and administrative
    
20,949
    
20,107
    
21,349
  
    Total
  
$
45,503
  
$
42,276
  
$
39,408
  


 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
4. Acquisitions and Divestitures
 
Acquisitions
 
During fiscal 2005, APAC acquired certain assets, including two asphalt plants in Georgia, of Shepherd Construction Co., Inc., for $5,298 thousand in a series of cash transactions. Effective February 25, 2005, APAC acquired certain assets, including one asphalt plant in both Texas and Arkansas, of Martin Marietta Materials, Inc., for $5,431 thousand in cash. Effective March 16, 2005, APAC acquired certain assets, including a concrete batch plant in Missouri, of James S. Cape and Sons Company, for $1,412 thousand in cash. Effective May 19, 2005, APAC acquired certain assets, including one asphalt plant in Florida, of J.W. Conner and Sons, Inc. for $5,538 thousand in cash with $1,899 thousand of goodwill recorded as a result of this acquisition. Effective July 20, 2005, APAC acquired certain assets, including one aggregate plant, of Wedowee Quarry, Inc. for $3,500 thousand in cash with $500 thousand of other intangibles recorded as a result of the acquisition.
 
Effective October 7, 2002, APAC acquired certain assets, including an asphalt plant in North Carolina, of MAPCO, Inc. for $5,045 thousand in cash with $625 thousand of other intangibles recorded as a result of the acquisition.
 
Divestitures
 
Effective February 8, 2005, APAC sold its Mississippi ready-mix operations to MMC Materials, Inc. for $2,391 thousand recognizing an after-tax gain on this sale of $351 thousand, net of $224 thousand in taxes.
 
Effective January 15, 2004, APAC sold its Carolina asphalt terminal to Colas, Inc. for $6,425 thousand recognizing an after-tax gain on this sale of $970 thousand, net of $556 thousand in taxes. Effective February 12, 2004, APAC sold the Tidewater branch of its Virginia division for $3,559 thousand with a gain on this sale of $93 thousand. Effective May 11, 2004, APAC sold its Coastal Carolina ready-mix operations asphalt terminal for $27,680 thousand recognizing an after-tax gain on this sale of $5,591 thousand, net of $3,297 thousand in taxes. Effective May 21, 2004, APAC sold its Rainbow ready-mix operations for $9,951 thousand. The gain on this sale was insignificant.
 
 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
4. Acquisitions and Divestitures (continued)
 
Effective July 29, 2003, APAC sold its Missouri ready-mix operations for $2,127 thousand with the gain on this sale being insignificant. Effective December 20, 2002, APAC sold its Nashville operations to LoJack Corporation for $5,306 thousand with the after-tax loss on this sale of $162 thousand, net of $499 thousand in taxes.
 
5. Inventories
 
Inventories at September 30 consisted of the following.
 
     
2005
    
2004
  
 
  
(In Thousands) 
               
   Raw materials
  
$
53,891
  
$
39,738
  
   Finished goods
    
24,878
    
29,333
  
   Fuel and other supplies
    
7,307
    
4,691
  
   Other
    
1,184
    
1,519
  
   Total
  
$
87,260
  
$
75,281
  

 
 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
6. Goodwill and Other Intangibles
 
In accordance with FASB Statement No. 142 (FAS 142), Goodwill and Other Intangible Assets, APAC has discontinued the practice of amortizing goodwill and initiated an annual review for impairment. Impairment is to be examined more frequently if certain indicators are encountered.
 
The following is a progression of goodwill for the fiscal years ended September 30, 2005 and 2004 (in thousands).
 
   Balance at September 30, 2003
$      426,294
  Goodwill assigned to sold businesses
            (12,762)
   Impairment losses
              (2,000)
   Balance at September 30, 2004
           411,532
  Goodwill assigned to sold businesses
                 (697)
  Acquisitions
                1,899
   Balance at September 30, 2005
$      412,734

Intangible assets at September 30 consisted of the following (in thousands).
 
 
2005
  
2004
 
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
  
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
   Covenants not to compete
$    5,313
$    (3,473)
$    1,840
  
$    6,987
$    (4,617)
$    2,370

Amortization expense recognized on intangible assets was $906 thousand for 2005, $1,285 thousand for 2004 and $1,186 thousand for 2003. As of September 30, 2005, all of APAC’s intangible assets that had a carrying value were being amortized. Estimated amortization expense for future periods is $727 thousand in 2006, $419 thousand in 2007, $173 thousand in 2008, $173 thousand in 2009 and $170 thousand in 2010.

Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
7. Unconsolidated Affiliates
 
The investments in joint ventures, which are accounted for on the equity method of accounting, recorded on the Consolidated Balance Sheets represent APAC’s investment and equity in earnings, net of distributions received. The most significant of these investments is the 41.25% interest in 5R Constructors LLC (5R). The primary purpose of 5R was to submit bids and proposals in response to requests for bids by The City of Atlanta and perform certain capital improvements at Hartsfield-Jackson Atlanta International Airport. Summarized financial information of the amounts recorded on APAC’s financial statements for its equity affiliates is presented in the following table.
 

     
2005
    
2004
    
2003
  
 
  
(In Thousands) 
   Balance sheet data
                    
   Current assets
  
$
22,834
  
$
24,924
        
   Current liabilities
    
(2,104
)
  
(7,329
)
      
   Working capital
    
20,730
    
17,595
        
   Noncurrent assets
    
985
    
15,974
        
   Noncurrent liabilities
    
(3,031
)
  
(4,343
)
      
   Equity
  
$
18,684
  
$
29,226
        
                     
   Amounts recorded by APAC
                    
   Investment in equity affiliates
    
10,505
    
6,529
        
                     
   Income data
                    
   Sales and operating revenues
  
$
18,184
  
$
102,631
  
$
90,908
  
   Income from operations
    
1,425
    
23,951
    
15,747
  
   Net income
    
3,458
    
24,948
    
15,873
  
                     
   Amounts recorded by APAC
                    
   Equity income
    
6,156
    
19,275
    
9,492
  
   Distributions received
    
1,931
    
16,383
    
-
  

 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
8. Property, Plant and Equipment
 
Property, plant, and equipment at September 30 consisted of the following.
 
     
2005
    
2004
  
 
(In Thousands) 
               
   Land
  
$
41,114
  
$
45,082
  
   Mineral rights and land improvements
    
79,386
    
46,899
  
   Plants and buildings
    
598,991
    
560,594
  
   Machinery and equipment
    
511,864
    
458,834
  
   Autos and trucks
    
204,086
    
178,250
  
   Construction in progress
    
8,493
    
11,955
  
   Total
    
1,443,934
    
1,301,614
  
   Less accumulated depreciation
    
(851,966
)
  
(823,463
)
   Net
  
$
591,968
  
$
478,151
  

9. Other Long-Term Liabilities
 
Other non-current liabilities at September 30 consisted of the following.
 
     
2005
    
2004
  
 
(In Thousands) 
               
   Self-insurance reserves
  
$
82,525
  
$
72,375
  
   Other
    
7,689
    
8,363
  
   Total
  
$
90,214
  
$
80,738
  

APAC partially insures its workers compensation claims and other general business insurance needs through Ashmont Insurance Company, Inc., which is a wholly-owned subsidiary of Ashland that was created for the purpose of funding Ashland’s insurance claims within Ashland’s corporate retention. Ashland charges its operating divisions (including APAC) for the costs of third-party insurance and allocates the costs of self-insured claims to the applicable operating division.

 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)
 
 
10. Employee Benefit Plans
 
Defined Benefit Plans
 
Qualifying APAC employees participate in Ashland’s pension and other postretirement benefit plans. Ashland pension plans typically provide pension payments that depend on an employee’s length of service and earnings at, or near, retirement or have a “cash balance” design. These plans are funded by the employer with contributions and costs being determined after annually assessing and receiving advice from independent actuaries. Ashland’s postretirement plans include healthcare and life insurance plans for all eligible employees. Ashland’s retiree life insurance plans are noncontributory, while Ashland shares the costs of providing healthcare coverage with its retired employees through premiums, deductibles and coinsurance provisions. Ashland funds its share of the costs of the postretirement benefit plans as the benefits are paid.
 
Ashland determines pension and postretirement benefit costs for its plans on a consolidated basis and therefore specific information and costing relating to APAC’s assets and obligations take into account certain allocation assumptions. As a result, for the fiscal years ended September 30, 2005, 2004, and 2003 the Consolidated Statements of Operations include an allocation to APAC of the benefit costs for these plans.
 
As a result of APAC’s participation in Ashland’s pension and postretirement plans, APAC has recorded net liabilities of $70,405 thousand as of September 30, 2005, and $80,732 thousand as of September 30, 2004. These liabilities are included within the trade and other payables and employee benefit obligations captions of the Consolidated Balance Sheets. Pension and other postretirement expense recorded for the three fiscal years ended September 30 are as follows.
 
     
2005
    
2004
    
2003
  
 
(In Thousands) 
                     
   Pension plans
  
$
20,416
  
$
24,724
  
$
24,217
  
   Postretirement plans
    
5,892
    
4,709
    
9,442
  
   Total
  
$
26,308
  
$
29,433
  
$
33,659
  


Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)

 
10. Employee Benefit Plans (continued)
 
Defined Contribution Plans
 
Qualifying APAC employees are eligible to participate in Ashland’s qualified savings plan that assists employees in providing for retirement or other future needs. APAC recorded expense related to these defined contribution plans of $5,975 thousand, $5,782 thousand, and $4,172 thousand in 2005, 2004, and 2003, respectively.
 
11. Commitments, Contingencies and Litigation
 
Operating Leases
 
APAC and its subsidiaries are lessees of office buildings, transportation and off-road construction equipment, warehouses and storage facilities, and other equipment, facilities and properties under leasing agreements that expire at various dates. As of September 30, 2005, APAC did not have any capitalized lease obligations.
 
In June 2005, Ashland used $61,238 thousand of proceeds from the sale of its 38% interest in MAP and two other businesses to Marathon Oil Corporation (the MAP Transaction) to purchase assets, primarily construction equipment, formerly leased under operating leases. Future minimum rental payments were not affected by this purchase. Future minimum rental payments at September 30, 2005, and rental expense for the past three fiscal years under operating leases follow.
 
 Future Minimum Rental Payments
Rental Expense
2005
2004
2003
   
(In Thousands)
      
   2006
$          7,923
    Minimum rentals (including rentals under short-term leases)
      
   2007
                 6,586
      
   2008
                 5,291
      
   2009
                 3,703
    $      52,833
    $    45,920
       $   39,882
   2010
                 2,035
        
   Thereafter
                 5,060
        
 
$       30,598
        


Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)


11. Commitments, Contingencies and Litigation (continued)
 
Other Commitments
 
During the normal course of business, APAC enters into purchase commitments with subcontractors in selected markets to perform specific services related to business operations. As of September 30, 2005, APAC had approximately $583,344 thousand in these contract commitments with $525,010 thousand committed for services to be performed within the next year.
 
As part of its materials operations business, APAC enters into various “take-or-pay” contracts which relate to minimum royalty payments for quarry sites that are leased from third parties as well as contracts to purchase liquid asphalt. As of September 30, 2005, APAC had approximately $23,983 thousand of these royalty contract commitments with $16,707 thousand committed for materials to be received within the next year.
 
Environmental Contingencies
 
APAC is subject to various federal, state and local environmental laws and regulations that require environmental assessment or remediation efforts at multiple locations. APAC’s reserves for environmental contingencies amounted to $1,863 thousand at September 30, 2005, and $1,452 thousand at September 30, 2004. The total reserves for environmental contingencies reflect APAC’s estimates of the most likely costs that will be incurred over an extended period to remediate identified conditions for which the costs are reasonably estimable, without regard to any third-party recoveries. Engineering studies, probability techniques, historical experience and other factors are used to identify and evaluate remediation alternatives and their related costs in determining the estimated reserves for environmental contingencies.
 
Environmental contingency reserves are subject to numerous inherent uncertainties that can affect APAC’s ability to estimate its share of the costs. Such uncertainties involve the nature and extent of contamination at each site, the extent of required cleanup efforts under existing environmental regulations, widely varying costs of alternate cleanup methods, changes in environmental regulations, the potential effect of continuing improvements in technology and the number and financial strength of other potentially responsible parties at multiparty sites. APAC regularly adjusts its reserves as environmental remediation continues. Environmental contingency expense amounted to $411 thousand in 2005, $448 thousand in 2004 and $327 thousand in 2003.
 

Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)


11.  Commitments, Contingencies and Litigation (continued)
 
No individual environmental location is currently material to APAC as its largest reserve is for $694 thousand related to a site in Tucson, Arizona. As a result, APAC’s exposure to adverse developments with respect to any individual site is not expected to be significant and these sites are in various stages of ongoing remediation. Although environmental contingencies could have a material effect on results of operations if a series of adverse developments occurs in a particular quarter or fiscal year, APAC believes that the chance of such developments occurring in the same quarter or fiscal year is remote.
 
Lake Belt Third-Party Litigation
 
APAC-Southeast, Inc. (“APAC-Southeast”), a wholly-owned subsidiary of APAC, holds one of several U. S. Army Corps of Engineers (the “Corps”) permits granted in 2002 allowing mining of construction aggregates in the Lake Belt area in Miami-Dade County, Florida (the “Permit”). Mining under the Permit is actually performed by a third party, which in turn pays royalties to APAC-Southeast. The Sierra Club and others filed suit to challenge the Corps’ issuance of the permits alleging that the Corps and other federal agencies acted capriciously, abused their discretion and failed to comply with statutory and administrative requirements when issuing the permits. Although not named as a defendant, APAC-Southeast and other permittees intervened in the proceedings to protect their interests.
 
On March 22, 2006, the United States District Court for the Southern District of Florida ruled that permits at issue, including APAC-Southeast’s, had been improperly issued. The Court remanded the matter to the Corps for further development consistent with the Court’s specific findings. The Court retained jurisdiction to determine the effect, if any, upon the existing permits and ongoing mining operations. A court hearing on such potential remedies began on June 13, 2006, and is ongoing. APAC-Southeast and the other intervenors are actively defending their interests in the litigation.
 
If ongoing mining operations are adversely affected, APAC-Southeast could be impacted both through the negative effect upon royalties paid for mining under its Permit, and through a general reduction or cessation of supply of aggregates from the Lake Belt area, which would negatively impact construction operations in Florida that are highly dependent upon the availability of the material, including APAC-Southeast’s. The proceedings are continuing and it is not possible to determine at this time the likely eventual outcome or what impact it will have on APAC-Southeast’s operations.
 

Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)


11. Commitments, Contingencies and Litigation (continued)
 
Regulatory Matters
 
The U.S. Department of Transportation and the U.S. Department of Justice are currently investigating APAC’s quality control laboratories in South Carolina, North Carolina, and Virginia related to North Carolina Department of Transportation projects. APAC continues to cooperate in the ongoing investigation, including the production of records and providing employees for interview. During 2005 APAC recorded a reserve of $4,000 thousand for estimated penalties from the government agencies.
 
Other Legal Proceedings
 
In addition to the matters described above, there are various claims, lawsuits and administrative proceedings pending or threatened against APAC and its current and former subsidiaries. Such actions seek remedies or damages, some of which are for substantial amounts. While these actions are being contested, their outcome or cost is not currently predictable.
 
Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)

12. Income Taxes
 
A summary of the provision for income taxes follows.
 
     
2005
    
2004
    
2003
  
 
(In Thousands) 
   Current
                    
  Federal
  
$
37,926
  
$
9,543
  
$
(5,041
)
  State
    
3,957
    
2,004
    
(1,830
)
    Total current income tax
    
41,883
    
11,547
    
(6,871
)
    Deferred
    
(31,945
)
  
21,411
    
(16,330
)
    Total income tax
  
$
9,938
  
$
32,958
  
$
(23,201
)

Deferred income taxes are provided for income and expense items recognized in different years for tax and financial reporting purposes. Temporary differences that give rise to significant deferred tax assets and liabilities follow.
 
     
2005
    
2004
  
 
(In Thousands) 
               
   Contract recognition
  
$
7,667
  
$
-
  
   Compensation accruals
    
5,217
    
4,812
  
   Uncollectible accounts receivable
    
4,198
    
3,029
  
   Pension and postretirement plans
    
26,831
    
28,386
  
   Self-insurance reserves
    
27,657
    
27,199
  
   Other items
    
3,892
    
7,200
  
   Valuation allowances
    
(2,284
)
  
-
  
   Net deferred tax assets
    
73,178
    
70,626
  
   Property, plant, and equipment
    
81,495
    
107,772
  
   Investment in partnerships
    
1,347
    
5,162
  
   Contract recognition
    
-
    
77
  
   Total deferred tax liabilities
    
82,842
    
113,011
  
   Net deferred tax liability
  
$
9,664
  
$
42,385
  


Ashland Paving and Construction, Inc.
and Subsidiaries
 
Notes to Consolidated Financial Statements (continued)

 
12. Income Taxes
 
A reconciliation of the statutory federal income tax with the provision for income taxes follows.
 
     
2005
    
2004
    
2003
  
 
(In Thousands) 
                     
   Income (loss) from operations before income taxes
  
$
29,697
  
$
94,396
  
$
(56,742
)
                     
   Income taxes computed at U.S. statutory rate (35%)
  
$
10,394
  
$
33,039
  
$
(19,860
)
   Increase (decrease) in amount computed resulting from:
                    
State income taxes
  
$
2,572
  
$
1,303
  
$
(1,190
)
Resolution and reevaluation of prior-year contingency issues
    
(1,632
)
  
(949
)
  
(390
)
Excess percentage depletion
    
(1,748
)
  
(1,750
)
  
(1,646
)
Other items
    
352
    
1,315
    
(115
)
   Income taxes
  
$
9,938
  
$
32,958
  
$
(23,201
)
 


Ashland Paving And Construction, Inc.
  
and Consolidated Subsidiaries
  
   
Consolidated Balance Sheets
                     
                     
 
    
June 30 
  
September 30
 
    
2006
   
2005
   
2004
 
 
  
(In Thousands)
Assets
                    
Current assets:
                    
    Accounts receivable, net (includes billed retainage of $70,704 thousand
  
$
365,170
  
$
358,060
  
$
337,136
  
        in 2006, $73,441 thousand in 2005 and $67,629 thousand in 2004)
                    
    Construction in progress
    
133,498
    
145,117
    
127,567
  
    Inventories
    
106,051
   
87,260
   
75,281
  
    Deferred income taxes
    
17,122
    
20,594
   
10,068
 
    Receivable from parent
    
–
   
–
   
75,144
 
    Other current assets
    
31,413
   
18,788
   
15,131
 
Total current assets
    
653,254
   
629,819
   
640,327
 
                     
Goodwill and other intangibles
    
410,496
   
414,574
   
413,902
 
Investment in equity affiliates
    
7,495
   
10,505
   
6,529
 
Other noncurrent assets
    
13,893
   
17,542
   
10,435
 
Net property, plant, and equipment
    
579,497
   
591,968
   
478,151
 
Total assets
  
$
1,664,635
  
$
1,664,408
  
$
1,549,344
  
                     
Liabilities and owner's equity
                    
Current liabilities:
                    
    Trade and other payables
  
$
289,426
  
$
335,957
  
$
288,873
  
    Billings in excess of costs and estimated earnings
    
64,672
   
65,168
   
45,612
 
    Income taxes
    
2,629
   
3,108
   
–
 
    Payable to parent
    
34,061
   
70,343
   
–
 
Total current liabilities
    
390,788
   
474,576
   
334,485
 
                     
Employee benefit obligations
    
45,146
   
23,505
   
55,572
 
Deferred income taxes
    
31,857
   
30,258
   
52,453
 
Other long-term liabilities
    
89,955
   
90,214
   
80,738
 
Total liabilities
    
166,958
   
618,553
   
523,248
 
                     
Owner's equity
    
1,106,889
   
1,045,855
   
1,026,096
 
Total liabilities and owner's equity
  
$
1,664,635
  
$
1,664,408
  
$
1,549,344
  
                     
See accompanying notes.
                    
 
 
 
 
Ashland Paving And Construction, Inc.
and Consolidated Subsidiaries
 
Consolidated Statements of Operations
                           
                           
 
  
Nine Months Ended
    
Years Ended September 30
 
    
June 30, 2006 
    
2005
   
2004
   
2003
  
   
(In Thousands)
  
                           
Sales and operating revenues
  
$
2,052,955
  
$
2,539,184
  
$
2,525,300
  
$
2,400,305
  
Gain (loss) on disposal of assets
    
26,192
   
9,116
   
18,271
   
(3,614
)
Equity in income of affiliates
    
912
   
6,156
   
19,275
   
9,492
 
Interest and other income
    
4,094
   
10,778
   
3,787
   
3,157
 
Total revenue
    
2,084,153
   
2,565,234
   
2,566,633
   
2,409,340
 
                           
Cost of sales and operating revenue
    
1,798,196
   
2,278,103
   
2,226,871
   
2,200,897
 
Gross profit
    
285,957
   
287,131
   
339,762
   
208,443
 
                           
Selling, general, and administrative expenses
    
156,795
   
211,931
   
203,090
   
225,777
 
Corporate expenses
    
33,722
   
45,503
   
42,276
   
39,408
 
Total expenses
    
190,517
   
257,434
   
245,366
   
265,185
 
                           
Operating income (loss) before income taxes
    
95,440
   
29,697
   
94,396
   
(56,742
)
Income taxes (benefit)
    
34,406
   
9,938
   
32,958
   
(23,201
)
Net income (loss)
  
$
61,034
  
$
19,759
  
$
61,438
  
$
(33,541
)
                           
See accompanying notes.
                          
 
 
 
 

Ashland Paving And Construction, Inc.   
and Consolidated Subsidiaries   
    
Consolidated Statements of Owner’s Equity
                     
                     
 
    
Paid-in 
    
Retained
        
 
    
Capital
    
Earnings
    
Total
  
 
    
(In Thousands)
  
                     
Balance at September 30, 2002
  
$
150,761
  
$
847,438
  
$
998,199
  
    Net loss
    
–
   
(33,541
)
  
(33,541
)
Balance at September 30, 2003
    
150,761
   
813,897
   
964,658
 
    Net income
    
–
   
61,438
   
61,438
 
Balance at September 30, 2004
    
150,761
   
875,335
   
1,026,096
 
    Net income
    
–
   
19,759
   
19,759
 
Balance at September 30, 2005
    
150,761
   
895,094
   
1,045,855
 
    Net income
    
–
   
61,034
   
61,034
 
Balance at June 30, 2006
  
$
150,761
  
$
956,128
  
$
1,106,889
  
                     
                     
See accompanying notes.
                    
 
 
 
 
Ashland Paving And Construction, Inc.
and Consolidated Subsidiaries
 
Consolidated Statements of Cash Flows
                           
                           
 
  
Nine Months Ended 
    
Years Ended September 30
  
 
    
June 30, 2006 
    
2005
   
2004
   
2003
  
 
  
(In Thousands)
  
Operating activities
                          
Net income (loss)
  
$
61,034
  
$
19,759
  
$
61,438
  
$
(33,541
)
Adjustments to reconcile to cash flows from operations:
                          
    Depreciation, depletion and amortization
    
78,921
   
93,624
   
95,034
   
108,248
 
    (Benefit) provision for deferred income taxes
    
11,919
   
(31,945
)
  
21,411
   
(16,330
)
    Equity in income of affiliates
    
(912
)
  
(6,156
)
  
(19,275
)
  
(9,492
)
    Distributions from equity affiliates
    
3,932
   
1,931
   
16,383
   
–
 
    (Gain) loss from sale of property, plant, and equipment
    
(2,396
)
  
(8,541
)
  
(7,712
)
  
4,479
 
    (Gain) loss from sale of operations
    
(23,796
)
  
(575
)
  
(10,559
)
  
(865
)
    Change in operating assets and liabilities, net of businesses acquired: 
                        
        (Increase) in accounts receivable
    
(7,110
)
  
(20,924
)
  
(7,460
)
  
(27,928
)
        (Increase) decrease in construction completed and in progress
    
11,619
   
(17,550
)
  
9,879
   
(5,188
)
        (Increase) decrease in inventories
    
(19,364
)
  
(11,979
)
  
(5,485
)
  
1,521
 
        (Increase) decrease in other current assets
    
(9,996
)
  
(3,657
)
  
(1,086
)
  
4,122
 
        (Increase) in other noncurrent assets
    
3,639
   
(6,207
)
  
(260
)
  
(8,911
)
        Increase (decrease) in trade and other payables
    
(49,160
)
  
47,084
   
(12,229
)
  
13,895
 
        Increase (decrease) in billings in excess of costs and
        estimated earnings
    
(496
)
  
19,556
   
(10,541
)
  
(13,650
)
        Increase (decrease) in income taxes
    
(480
)
  
3,108
   
1,462
   
(2,661
)
        (Decrease) increase in noncurrent liabilities
    
31,375
   
(15,876
)
  
7,001
   
8,388
 
Net cash provided by operating activities
    
88,729
   
61,652
   
138,001
   
22,087
 
                           
Financing activities
                          
Transfers (to) from parent, net
    
(53,121
)
  
75,875
   
(124,476
)
  
8,906
 
Cash provided by (used in) financing activities
    
(53,121
)
  
75,875
   
(124,476
)
  
8,906
 
                           
Investing activities
                          
Additions to property, plant, and equipment
    
(75,269
)
  
(138,428
)
  
(72,903
)
  
(46,956
)
Proceeds from sale of property, plant, and equipment
    
27,964
   
19,189
   
11,763
   
13,575
 
Purchases of operations, net of cash acquired
    
–
   
(20,679
)
  
–
   
(5,045
)
Proceeds from sale of operations
    
11,697
   
2,391
   
47,615
   
7,433
 
Net cash used in investing activities
    
(35,608
)
  
(137,527
)
  
(13,525
)
  
(30,993
)
Change in cash and cash equivalents
    
–
   
–
   
–
   
–
 
Cash and cash equivalents at beginning of year
    
–
   
–
   
–
   
–
 
Cash and cash equivalents at end of year
  
$
–
  
$
–
  
$
–
  
$
–
  
                           
Supplemental non-cash disclosure
                          
Addition to property, plant, and equipment funded by parent
  
$
–
  
$
61,238
  
$
–
  
$
–
  
                           
See accompanying notes.
                          

 
 


Indebtedness or Liabilities
 

None.
 
 

 
Assets Other than Real Property Interests
 

None.
 
 
 
Real Property
 
Owned Property
 
In addition to the properties listed below, see attached lists of Owned and Leased Properties (owned properties have File Numbers beginning with “0” and leased properties have File Numbers beginning with “2”).
 
Division
Property Description
Alabama
110 West 2nd Street, Muscle Shoals, AL
Alabama
110 West 2nd Street, Muscle Shoals, AL
Alabama
2450 Atwood Ferry Road, Mulga, AL
Alabama
3330 Highway 20 West, Decatur, AL
Alabama
350 Werner Lane, Oxford, AL
Asheville
Lake Lure Lot, The Mountains at Lake Lure, Young Mountains South, Lot 60, Plat Book 9, Page 38
Central Florida
12955 40th Street North, Clearwater, FL 33762
Central Florida
1445 42nd Street, NW, Winter Haven, FL 33881
Coastal Carolina
1574 NC Hwy. 101, Craven County, NC (31. 69 acres)
Coastal Carolina
Off Hwy. 70 West, Kinston, Lenoir County, NC (51.69 acres)
Coastal Carolina
Hwy. 70 West, Kinston, Lenoir County, NC (8.81 acres)
Coastal Carolina
Hwy. 11, Kinston, Lenoir County, NC (2.6 acres)
Coastal Carolina
Hwy. 11, Kinston, Lenoir County, NC (41 acres)
Coastal Carolina
Off East New Bern Road, Kinston, Lenoir County, NC (12.67 acres)
Coastal Carolina
SR 1401, Pitt County, NC (81.14 acres)
Coastal Carolina
Ervin Taylor land, Bladen County, NC (13.73 acres)
Coastal Carolina
Richmond County, NC - Tax Parcel I.D. 842503004202 (7.668 acres)
Coastal Carolina
Across N/S Hwy. 74, Robeson County, NC (60.22 acres)
Coastal Carolina
Across L. B. Moore Hwy. 74, Robeson County (17.26 acres)
Coastal Carolina
17936 Wagram Road, Laurinburg, Scotland County, NC (41.422 acres)
First Coast
Unloading Facility, Savannah, GA
Kansas City
Division Office, Landfill, Stanley Asphalt Plant - 3 Parcels, 167th Metcalf, Overland Park, KS
Stanley West Quarry - 3 Parcels, 167th & Switzer, Johnson County, KS
Limpus Quarries, Inc., Harrisonville Quarry - 7 Parcels, 19100 E. 231st Street, Harrisonville, MO
Limpus Quarries, Inc., Garden City Quarry - 1 Parcel, 38800 E. 285th Street, Garden City, MO
McClinton-Anchor
Avoca Land (57 acres)
MacDougald Construction
Donzi Lane Landfill (closed), acquired 10/01/71
MacDougald Construction
Donzi Lane Addition, acquired 02/01/98
Texas Bitulithic
Fort Worth Branch Bldg., 1901 Cold Springs Road, Forth Worth, Texas 76101
Virginia Division
8747 Vulcan Lane, Manassas, VA 20109
Virginia Division
Rt. 522 Property, Frederick County, VA - Property I.D. 87-A-80 and 87-A-81
 
 
 
 
Leased Property
 
In addition to the properties listed below, see attached list of Owned and Leased Properties (owned properties have File Numbers beginning with “0” and leased properties have File Numbers beginning with “2”).
 
1)
APAC as Lessee: APAC Atlanta Headquarters at 900 Ashwood Parkway, Atlanta, GA, expiration June 30, 2007.
 
2)
Ashland, Inc. Lessee: APAC Shared Services Facility at 100 Windward Plaza, Alpharetta, GA, expiration June 30, 2010.
 
3)
Lease Agreement between APAC-Southeast, Inc. and Lake Ridge I Associates, LLC (Lessor) dated June 7, 2006, for the Office Building at 300 Technology Center, Smyrna, GA. (MacDougald and Georgia Divisions), expiration March 18, 2017.
 
4)
Lease Agreement between APAC-Texas, Inc. (Lessee) and Slamback Partners dated January 1, 2001, for the Pine Street Asphalt Plant, expired December 31, 2006, renewed through December 31, 2011. Negotiations with respect to the renewed lease remain open as to several points.
 
5)
Lease Agreement between APAC-Atlantic, Inc. as Lessee and ARL Family Property (Lessor) for the Charlotte Division Office at 725 Derita Road, Concord, North Carolina 28027, expiration February 7, 2010. (Charlotte)
 
6)
Option to Lease and Lease Agreement option dated October 8, 2002 between Geneva L. Messer (Lessor) and Wedowee Quarry, Inc., 2386 Old Hwy. 431, Wedowee, AL. The initial term of the lease will expire on April 1, 2013. APAC-Southeast, Inc. purchased Wedowee Quarry, Inc. and was assigned this lease on July 20, 2005. (Alabama)
 
7)
Lease Agreement dated June 21, 1996, between Valere Potter Menefee (Lessor) and Brickeys Stone Company (Lessee) for Brickeys Quarry, 13588 Brickeys Road, Bloomsdale, MO 63627, as amended by the First Amendment to Lease Agreement dated October 31, 1997, as amended by the Second Amendment to Lease Agreement dated April 15, 1998, and as further amended by the Third Amendment to the Lease Agreement dated August 22, 2001, between Valere Potter Menefee (Lessor), Brickey’s Stone, LLC (Lessee) and APAC-Tennessee, Inc. (Guarantor), which provides for a 45 year lease term that terminates on June 23, 2041. Lease as amended has been assigned by Valere Potter Menefee to the Menefee Family Limited Partnership. APAC-Tennessee, Inc. was a member of Brickey’s Stone, LLC, and subsequently became the sole member of the LLC and merged the LLC into APAC-Tennessee, Inc. (Memphis)
 
8)
Quarry Lease Agreement dated November 1, 1998, between Wanda Lee Ramer Living Trust (Lessor) and APAC-Arkansas, Inc., as amended by the Supplementary Agreement dated March 31, 2005, for the Hindsville Quarry located in Hindsville, Arkansas, expires at such time as it becomes commercially impracticable for APAC to continue mining at the site. (McClinton-Anchor)
 


 
9)
Lease and Royalty Agreement dated July 29, 1982, between James Doss Sharp (Lessor) and APAC-Arkansas, Inc. for the Springdale Quarry, expires at such time as it becomes commercially impracticable for APAC to continue mining at the site. (McClinton-Anchor)
 
10)
Lease and Royalty Agreement dated December 20, 2000, between APAC-Arkansas, Inc, and Howard, Tara, Lindsey and Shelby Simon for portions of the Springdale Quarry, expires at such time as it becomes commercially impracticable for APAC to continue mining at the site. (McClinton-Anchor)
 
11)
Lease and Royalty Agreement dated July 21, 2006, between APAC-Tennessee, Inc. and John Henry Miller (Lessor), for land located in DeSoto County, Mississippi. If APAC has weighed and transported more than One Million One Hundred Thousand (1,100,000) tons of certain Material (as defined in the agreement) at the end of the initial 10 year term of this agreement, and both parties agree that there is commercially sufficient mineable Material remaining, APAC shall have the option to renew the agreement for 5 years.
 
12)
Lease and Royalty Agreement dated July 27, 2006, between APAC-Tennessee, Inc. and Denton Enterprises, Inc. (Lessor), for land located in DeSoto County, Mississippi. If APAC has weighed and transported more than Three Million Two Hundred Thousand (3,200,000) tons of certain Material (as defined in the agreement) at the end of the initial 10 year term of this agreement, and both parties agree that there is commercially sufficient mineable Material remaining, APAC shall have the option to renew the agreement for 10 years, otherwise APAC shall have the option to renew the agreement for 5 years.
 
 
 

 
File Number
City
County
ST
Address
130
APAC - AR - Arkhola Div
      
45
Asphalt Plant
      
45
Fee Property Information
      
 
003-007-0012
Bentonville
Benton
AR
Lot 91 In Bella Vista Subdivision
 
003-007-0058
Rogers
Benton
AR
Union St.
 
003-033-0019
Van Buren (near)
Crawford
AR
Hwy. 282
 
003-033-0020
Van Buren
Crawford
AR
Highway 282
 
003-033-0021
Van Buren (near)
Crawford
AR
Hwy 282
 
003-033-0022
Van Buren (near)
Crawford
AR
Hwy 282
 
003-033-0023
Van Buren (near)
Crawford
AR
Hwy 282
 
003-033-0024
Van Buren (near)
Crawford
AR
Hwy 282
 
003-033-0025
Van Buren (near)
Crawford
AR
Hwy 282
 
003-033-0026
Van Buren (near)
Crawford
AR
Highway 282
 
003-033-0027
Van Buren (near)
Crawford
AR
Highway 282
 
003-033-0028
Van Buren (near)
Crawford
AR
Highway 282
 
003-033-0031
Van Buren
Crawford
AR
I-40
 
003-033-0032
Van Buren
Crawford
AR
I-40
 
003-033-0033
Van Buren
Crawford
AR
1-40
 
003-033-0036
Van Buren
Crawford
AR
Sand Plant (Arkansas Plant)
 
003-033-0037
Van Buren
Crawford
AR
I-40 Access Road
 
003-033-0038
Van Buren
Crawford
AR
County Road
 
003-033-0040
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0041
Van Buren
Crawford
AR
S.W. St. To River
 
003-033-0042
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0043
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0044
Van Buren
Crawford
AR
Van Buren. APAC Property
 
003-033-0045
Van Buren
Crawford
AR
N & W Of I-Highway 540
 
003-033-0046
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0047
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0048
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0049
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0050
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0051
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0052
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0053
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0054
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0055
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0056
Van Buren
Crawford
AR
Van Buren, APAC Property
 
003-033-0057
Van Buren
Crawford
AR
Van Buren. APAC Property
 
003-033-0059
Van Buren
Crawford
AR
Van Buren, APAC Property
 
 
 
 
 

  File Number City   County  ST  Address 
 
003-113-0002
Hatton
Polk
AR
(60) Quarry
 
003-113-0003
Hatton
Polk
AR
(60) Quarry
 
042-113-0080
Cedar Hill
Dallas
TX
1109 Industrial Way
1
Tenant Lease
        
1
Lease Information
      
 
242-439-0191
Dallas
Tarrant
TX
Risinger Rd.
1
Vacant Land
       
1
Fee Property Information
      
 
042-257-0259
Terrill
Kaufman
TX
7-497 Acres
         
5
APAC - TX Trotti-Thompson Div
      
2
Asphalt Plant
        
1
Fee Property Information
      
 
042-361-0262
Unknown
Orange
TX
20+/- Acres, Highway 10
1
Lease Information
      
 
242-245-0108
Beaumont
Jefferson
TX
86 Pine Street
2
Office
        
2
Fee Property Information
      
 
042-245-0155
Beaumont
Jefferson
TX
12907 U. S. Highway 90
 
042-245-0264
Beaumont
Jefferson
TX
12963 Highway 90 (near Pine Island)
1
Surplus Property
      
1
Fee Property Information
      
 
042-245-0067
Beaumont
Jefferson
TX
Washington Blvd And 1-10
         
5
APAC - VA - Danville Div
      
5
Asphalt Plant
      
5
Fee Property Information
      
 
045-143-0018
Danville
Pittsylvania
VA
239 Eastwood Drive
 
045-143-0019
Danville
Pittsylvania
VA
239 Eastwood Drive
 
045-143-0020
Danville
Pittsylvania
VA
239 Eastwood Drive
 
045-143-0022
Danville
Pittsylvania
VA
239 Eastwood Drive
 
045-143-0024
Danville
Pittsylvania
VA
239 Eastwood Drive
 
003-037-0104
Birdeye
Cross
AR
N/A
 
041-157-0068
Memphis
Shelby
TN
Harbor Avenue
9
APAC - TX - Buster Paving Division
    
2
Asphalt Plant
      
2
Lease Information
      
 
203-091-0051
Texarkana
Miller
AR
3205 Division Street
 
242-037-0196
Unknown
Bowie
TX
0.777 Acres
 
 
 
2
 
 

   File Number   City  County  ST  Address
1
Office
      
1
Fee Property Information
      
 
042-223-0241
Sulphur Springs
Hopkins
TX
3520 I-30 West
1
Ready-Mix Plant
      
1
Fee Property Information
      
 
042-231-0244
Unknown
Hunt
TX
State Hwy #224
1
Sand/Gravel Pit
      
1
Fee Property Information
      
 
042-231-0243
Unknown
Hunt
TX
South Hwy 69
4
Vacant Land
      
4
Fee Property Information
      
 
042-113-0239
Sunnyvale
Dallas
TX
E. Scyene Road
 
042-277-0246
Paris
Lamar
TX
Loop Hwy 286
 
042-277-0248
Paris
Lamar
TX
Loop Hwy 286
 
042-277-0263
Paris
Lamar
TX
2810 Northwest Loop 286
14
APAC - TX - Texas Bitulithic Div
      
1
Office
      
1
Fee Property Information
      
 
042-113-0006
Dallas
Dallas
TX
2121 Irving Blvd.
9
Asphalt Plant
      
9
Fee Property Information
    
 
042-085-0235
Frisco
Collin
TX
State Highway No. 121
 
042-085-0247
Frisco
Collin
TX
.189 Acre Tract
 
042-113-0003
Dallas
Dallas
TX
Leston Street (4525 Leston Ave.)
 
042-113-0004
Dallas
Dallas
TX
Leston Street (4525 Leston Ave.)
 
042-113-0005
Dallas
Dallas
TX
Leston Street (4525 Leston Ave.)
 
042-113-0261
Sunnyvale
Dallas
TX
4601 Scyene Road
 
042-251-0240
Cleburne
Johnson
TX
3024 North Main Street
 
042-439-0130
Fort Worth
Tarrant
TX
1901 Cold Springs
 
042-439-0234
Fort Worth
'Tarrant
TX
Risinger Road
 
Office
      
 1
Fee Property Information
      
 1
042-113-0007
Dallas
Dallas
TX
2121 Irving Blvd.
 1
Storage
      
 1
Fee Property Information
      
 
032-113-0142
Franklin
Macon
NC
Lots 27 & 28, Block B, Belmont Estates Louisa Chapel Road
 
032-113-0166
Franklin
Macon
NC 
Lot 29, Block B, Belmont Estates 49 Wadesboro Circle
 
 
 
3
 
 

  File Number  City  County  ST  Address 
 
032-113-0167
Franklin
Macon
NC
Lot 23, Block C, Belmont Estates (Wadesboro Circle)
 
032-113-0199
Franklin
Macon
NC
144 Wadesboro Circle (Lot 19C, Belmont Estates)
4
Sand/Gravel Pit
        
4
Fee Property Information
      
 
032-043-0108
Hayesville
Clay-
NC
Rock Pit
 
032-043-0109
Hayesville
Clay
NC
4.11 Ac. (Near Beach Rd.)
 
032-043-0112
Hayesville
Clay
NC
24.77 Acres; Mcdonald Road
 
032-043-0117
Hayesville
Clay
NC
172+ Acres; Corner Of Lovell And Wikle
2
Shop
        
2
Fee Property Information
      
 
041-009-0042
Maryville
Blount
TN
Mt. Tabor Rd.
 
041-009-0043
Maryville
Blount
TN
Mt. Tabor Rd.
7
Vacant Land
        
7
Fee Property Information
      
 
032-099-0168
Dillsboro
Jackson
NC
APPROX. 2.33 ACRES
 
032-113-0202
Franklin
Macon
NC
225 Wadesboro Circle, Lots 15 & 37, Block C, Belmont Estates
 
032-113-0212
Franklin Township
Macon
NC
Lot 25, Block C - Belmont Estates
 
032-113-0214
Franklin Township
Macon
NC
Lots 4, 5, & 16, Block C, Belmont Estates
 
032-113-0221
Franklin Township
Macon
NC
Lot 25, Block B, Belmont Estates
 
041-093-0071
Knoxville
Knox
TN
Maplehill Road
 
041-093-0072
Knoxville
Knox
TN
1205 Springhill Road
8
APAC - TN - Memphis Div
      
2
Asphalt Plant
        
2
Fee Property Information
      
 
003-035-0001
West Memphis
Crittenden
AR
Walker Ave.
 
003-095-0123
Unknown
Monroe
AR
Approx. 25 Acres
1
Office
        
1
Fee Property Information
      
 
041-157-0056
Memphis
Shelby
TN
Harbor Avenue
1
Plant
        
1
Fee Property Information
      
 
041-157-0056
Memphis
Shelby
TN
Harbor Avenue
1
Plant Site
        
1
Fee Property Information
      
 
003-035-0081
Memphis
Crittenden
AR
Adjacent to Walker Ave.
3
Vacant Land
        
 
 
 
4
 
 

  File Number  City  County  ST  Address 
3
Fee Property Information
      
 
003-035-0068
Memphis
Crittenden
AR
East Of Mississippi River
 
041-009-0070
Alcoa
Blount
TN
Gill Street and Rankin Road
16
Quarry
        
14
Fee Property Information
      
 
032-039-0139
Murphy
Cherokee
NC
221.40 acres, plus 8.38 acres
 
032-039-0205
Murphy
Cherokee
NC
Approximately 40.16 Acres
 
032-087-0132
Waynesville Township
Haywood
NC
Big Cove and Allens Creek Road
 
032-087-0140
Waynesville Township
Haywood
NC
Near Allens Creek Road
 
032-087-0141
Waynesville Township
Haywood
NC
2191 Allens Creek Road
 
032-087-0145
Waynesville
Haywood
NC
Peace Mountain Road
 
032-087-0146
Waynesville
Haywood
NC
Allen's Creek Road
 
032-087-0147
Waynesville
Haywood
NC
Approximately 2.549 acres
 
032-087-0173
Waynesville
Haywood
NC
Property located off Marietta Lane
 
032-087-0217
Waynesville Township
Haywood
NC
103 Big Cove Road
 
032-099-0104
Dillsboro
Jackson
NC
101.40 Ac. - Vacant - Quarry
 
032-099-0195
Dillsboro
Jackson
NC
Macktown Road (Lot 1, approx. 0.83 acre)
 
032-099-0196
Dillsboro
Jackson
NC
Macktown Road (Lot 2, Approx. 2.57 Acres)
 
032-113-0204
Franklin
Macon
NC
Lot 17, Belmont Estates, Block C (Wadesboro Circle)
2
Lease Information
      
 
232-087-0050
Waynesville Township
Haywood
NC
Two Tracts Of Land
 
232-087-0051
Waynesville Township
Haywood
NC
Three Tracts Of Land
16
Quarry/Asphalt Plant
      
16
Fee Property Information
      
 
032-113-0029
Franklin
Macon
NC
Waldroop Old Mill Dam Road (Rock Quarry Road)
 
032-113-0107
Franklin
Macon
NC
Lot 31, Block B, Belmont Estates (Wadesboro Circle)
 
032-113-0118
Franklin
Macon
NC
4.75 Acre Tract (Louisa Chapel Rd)
 
032-113-0121
Franklin
Macon
NC
Lot 13 and 14, Block C, Belmont Estates (Wadesboro Circle)
 
032-113-0122
Franklin
Macon
NC
Lot 33, Block B, Belmont Estates (Wadesboro Circle)
 
 
 
5
 
 

  File Number  City  County  ST  Address 
 
032-113-0123
Franklin
Macon
NC
Lot 32, Block B, Belmont Estates (Wadesboro Circle)
 
032-113-0124
Franklin
Macon
NC
Lot 30, Block B, Belmont Estates (Louisa Chapel Road)
 
032-113-0125
Franklin
Macon
NC
Lot 34, Block B, Belmont Estates (Wadesboro Circle)
 
032-113-0126
Franklin
Macon
NC
Lot 35, Block B, Belmont Estates (Wadesboro Circle)
 
032-113-0127
Franklin
Macon
NC
Lot 36, Block B, Belmont Estates (Wadesboro Circle)
 
032-113-0133
Franklin
Macon
NC
Approximately 114 +/- acres
 
032-113-0134
Franklin
Macon
NC
U.S. 64 West
 
009-021-0013
Near Naples
Collier
FL
Quarry
 
009-115-0123
Sarasota
Sarasota
FL
Myrtle Ave
2
Lease Information
      
 
209-057-0099
Tampa
Hillsborough
FL
Approximately 4.69 acres
 
209-071-0110
Fort Meyers
Lee
FL
14299 Alico Road
1
Construction
        
1
Fee Property Information
      
 
009-025-0274
Miami
Dade
FL
Section 16, Township 53 South, Range 39 East
1
Office And Shop
      
1
Fee Property Information
      
 
009-115-0100
Sarasota
Sarasota
FL
1451 Myrtle Street
4
Quarry
        
4
Fee Property Information
      
 
009-025-0270
Miami
Dade
FL
Approx. 70 Acres Quarry
 
009-025-0272
Miami
Dade
FL
Appr. 303 acre Quarry
 
009-025-0284
Miami
Dade
FL
Approx. 32.48 acre Quarry
 
009-115-0189
Venice
Sarasota
FL
Gene Green Road
1
Sand/Gravel Pit
        
1
Fee Property Information
      
 
009-115-0191
Venice
Sarasota
FL
Gene Green Road
1
Shop
        
1
Lease Information
      
 
209-025-0109
Miami
Dade
FL
8000 N.W. 74th Street
56
APAC - TN - Harrison Div
      
7
Asphalt Plant
        
7
Fee Property information
      
 
032-099-0094
Dillsboro
Jackson
NC
Locust Field Cemetery
 
032-099-0099
Dillsboro
Jackson
NC
(Mobile Asphalt Plant)
 
 
 
6
 
 

  File Number  City  County  ST  Address 
 
032-099-0114
Dillsboro
Jackson
NC
1.0 Acre
 
032-099-0201
Sylva (Dillsboro)
Jackson
NC
121 Tunnel Mountain Road
 
041-093-0004
Knoxville
Knox
TN
Springhill Road
 
041-163-0041
Kingsport
Sullivan
TN
Anderson Bridge Rd.
 
041-177-0030
Nashville District
Warren
TN
Hwy #56 &Hwy #8
1
Concrete Plant
        
1
Fee Property Information
      
 
041-105-0067
1st Civil District
Loudon
TN
Matlock Bend Industrial Park
2
Office
        
2
Fee Property Information
      
 
041-009-0027
Alcoa
Blount
TN
Gill St.
 
041-009-0028
Alcoa
Blount
TN
Block 200--Bassel Sub Div.
1
Parking Lot
        
1
Fee Property Information
      
 
009-113-0222
Milton
Santa Rosa
FL
Lots 22 and Lot 205 (aka 5983 Commerce Road)
2
Tenant Lease
        
2
Lease Information
      
 
201-013-0029
Greenville
Butler
AL
U.S. Highway 31 N.
 
209-033-0108
Pensacola
Escambia
FL
McCoy Drive
11
Vacant Land
        
11
Fee Property Information
      
 
001-005-0035
Clayton
Barbour
AL
Highway 30
 
001-039-0048
Andalusia
Covington
AL
13519 APAC Road
 
001-069-0036
Dothan
Houston
AL
Wilson Street and N. Lena Street
 
001-069-0037
Dothan
Houston
AL
Mashburn Street
 
001-069-0040
Dothan
Houston
AL
Wilson and Leona Street
 
001-069-0042
Dothan
Houston
AL
Mashburn Road
 
001-069-0043
Dothan
Houston
AL
381 Twitchell Road
 
001-069-0056
Dothan
Houston
AL
381 Twitchell Road
 
009-059-0226
Unknown
Holmes
FL
U.S. Highway 90
 
009-113-0224
Milton
Santa Rosa
FL
Billy Bob Lane
 
009-131-0229
Unknown
Walton
FL
23 acres
11
APAC - Southeast. Inc. - MacDougald
Const
    
1
Asphalt Plant
        
1
Fee Property Information
      
 
010-215-0049
Fortson
Muscogee
GA
2930 Smith Road
7
Landfill
        
7
Fee Property Information
      
 
 
 
7
 
 

  File  City  County  ST  Address 
 
010-089-0055
Atlanta
De Kalb
GA
Intrenchment Creek
 
010-089-0065
Decatur
De Kalb
GA
Donzi Lane Landfill
 
010-088-0066
Decatur
De Kalb
GA
Donzi Lane Landfill
 
      010-089-0067
Decatur
De Kalb
GA
Donzi Lane Landfill; Lot 113 Of 15Th District
 
010-089-0069
Decatur
De Kalb
GA
Donzi Lane Landfill; 15Th District
 
010-089-0073
Decatur
De Kalb
GA
Donzi Lane Landfill; Land Lot #113; 45.50 Acres
 
010-089-0091
Decatur
De Kalb
GA
Donzi Lane Landfill; Lot #112, 15th District
2
Office
        
2
Lease Information
      
 
210-067-0066
Smyrna
Cobb
GA
Tract B, Port Cobb Drive
 
210-067-0067
Smyrna
Cobb
GA
Lake Ridge Technology Center 300 Technology Court
 
Surplus Property
      
1
Fee Property Information
      
1
010-121-0058
Atlanta
Fulton
GA
Harwell Rd & I-285
12
APAC - Southeast, Inc. - Southern FL
      
4
Asphalt Plant
        
2
Fee Property Information
      
 
009-033-0206
Pensacola
Escambia
FL
2170 Longleaf Drive
1
Concrete Plant
      
1
Fee Property Information
      
 
001-069-0065
Dothan
Houston
AL
Speigner Street & Twitchell Road
 
Lab
        
1
Fee Property information
      
 
001-069-0041
Dothan
Houston
AL
1121 Twitchell Road
1
Office
        
1
Fee Property Information
      
 
      001-069-0039
Dothan
Houston
AL
Mashburn Street
7
Plant Site
        
7
Fee Property Information
      
 
001-013-0067
Greenville
Butler
AL
US Hwy. 31 North
 
001-109-0033
N/A
Pike
AL
Paron Church Road
 
001-109-0034
N/A
Pike
AL
Paron Church Road
 
009-091-0223
Crestview
Okaloosa
FL
Little Silver Road
 
009-091-0227
Crestview
Okaloosa
FL
Little Silver Road
 
009-091-0244
Crestview
Okaloosa
FL
Little Silver Road
 
009-091-0245
Crestview
Okaloosa
FL
Little Silver Road
1
Ready-Mix Plant
      
 
 
 
8
 
 

  File Number  City County  ST  Address 
1
Fee Property Information
      
 
001-069-0039
Dothan
Houston
AL
Mashburn Street
10
Sand/Gravel Pit
        
10
Fee Property Information
      
 
001-039-0049
Unknown
Covington
AL
33 acres
 
001-045-0047
Unknown
Dale
AL
27.8 acres
 
001-069-0030
N/A
Houston
AL
Sanders Pit Road Section 5; Township 3North Range 24 East
 
00l-069-0031
N/A
Houston
AL
Borrow Plant; 19.519 acres
 
001-069-0046
Unknown
Houston
AL
106.20 acres
 
001-069-0057
Dothan
Houston
AL
"Reese Pit" Green Valley Road
 
001-069-0058
Dothan
Houston
AL
"Reese Pit" Green Valley Road
 
001-069-0059
Dothan
Houston
AL
"Reese Pit" Green Valley Road
 
001-069-0073
Troy
Pike
AL
Pike County Road No. 98 (aka Paron Church Rd.)
 
009-131-0231
Unknown
Walton
FL
State Highway 81 (East of)
1
Shop
        
1
Fee Property Information
      
 
001-069-0039
Dothan
Houston
AL
Mashburn Street
3
Surplus Property
      
3
Fee Property Information
      
 
001-067-0044
Unknown
Henry
AL
County Hwy 32
 
001-069-0050
Ashford (Pansey)
Houston
AL
Houston County Road No. 26
1
Warehouse
        
1
Lease Information
      
 
209-031-0106
Jacksonville
Duval
FL
11482 Columbia Park Drive West, Suite 003
69
APAC - Southeast. Inc. - Gulf Coast
      
2
Asphalt Plant
        
2
Fee Property Information
      
 
001-005-0045
Eufaula
Barbour
AL
Alabama Hwy 95 and U.S. Hwy 431
 
001-013-0060
Greenville
Butler
AL
Industrial Parkway
20
Clay Pit
        
20
Fee Property Information
      
 
009-033-0198
Pensacola
Escambia
FL
5700 Sautley Field Road
 
009-033-0199
Pensacola
Escambia
FL
5700 Sautley Field Road
 
009-033-0202
Pensacola
Escambia
FL
4375 McCoy Drive
 
009-033-0204
Pensacola
Escambia
FL
Godwin Lane
 
009-033-0214
Pensacola
Escambia
FL
Hollywood Boulevard
 
009-033-0249
Brent
Escambia
FL
Massachusetts Avenue
 
 
 
9
 
 

 
File Number
 City  County  ST  Address 
 
009-033-0250
Brent
Escambia
FL
Massachusetts Avenue
 
009-033-0251
Brent
Escambia
FL
St. Elmo Street
 
009-033-0252
Brent
Escambia
FL
St. Elmo Street
 
009-033-0253
Brent
Escambia
FL
St. Elmo Street
 
009-033-0255
Pensacola
Escambia
FL
Ferry Pass Road
 
009-033-0256
Pensacola
Escambia
FL
Ferry Pass Road
 
009-033-0257
Pensacola
Escambia
FL
Ferry Pass Road
 
009-033-0258
Pensacola
Escambia
FL
State Highway 291
 
009-033-0259
Pensacola
Escambia
FL
State Highway 291
 
009-033-0260
Pensacola
Escambia
FL
State Highway 291
 
009-033-0261
Pensacola
Escambia
FL
State Route 291
 
009-113-0212
Unknown
Santa Rosa
FL
St. James Street and Lakeside Drive
 
009-113-0213
Pea Ridge
Santa Rosa
FL
Bell Lane
 
009-113-0248
Milton
Santa Rosa
FL
Lowery Road
5
Clay Pit/Plant
        
5
Fee Property Information
      
 
009-113-0207
Holley
Santa Rosa
FL
Near River Road
 
009-113-0208
Holley
Santa Rosa
FL
Near River Road
 
009-113-0209
Unknown
Santa Rosa
FL
Mt. Carmel Road
 
009-113-0211
Navarre
Santa Rosa
FL
Near Highway 87
 
009-131-0210
Unknown
Walton
FL
769 Laird Road
4
Clay Pit/Plant/Office
      
4
Fee Property Information
      
 
009-033-0200
Pensacola
Escambia
FL
4375 McCoy Drive
 
009-033-0201
Pensacola
Escambia
FL
4375 McCoy Drive
 
009-033-0205
Pensacola
Escambia
FL
2170 Longleaf Drive
1
Fee Property Information
      
 
009-101-0236
Odessa
Pasco
FL
2315 Marathon Road
2
Plant Site
        
2
Fee Property Information
      
 
009-055-0196
Avon Park
Highlands
FL
310 East 7th Street
 
009-057-0220
Tampa
Hillsborough
FL
Hanna Road at Harney Road
 
Tenant Lease
        
1
Lease Information
      
 
209-009-0029
Melbourne
Brevard
FL
U.S. Rt. 1 North - Concrete Plant
3
Vacant Land
        
3
Fee Property Information
      
 
009-055-0197
Avon Park
Highlands
FL
15550 South Highlands Avenue
 
009-057-0247
Tampa
Hillsborough
FL
Hanna Road (extension of )
 
009-101-0239
Odessa
Pasco
FL
Prospect Road
 
 
 
10
 
 

 
File Number
 City  County  ST  Address 
16
APAC - Southeast, Inc. - First Coast
      
7
Asphalt Plant
        
7
Fee Property Information
      
 
009-007-0217
Starke
Bradford
FL
12 acres
 
009-031-0216
Jacksonville
Duval
FL
10420 New Berlin Rd.
 
009-031-0276
Jacksonville
Duval
FL
6699 Colray Court
 
009-109-0215
St. Augustine
St Johns
FL
481 State Route 207
 
010-051-0028
Garden City
Chatham
GA
Telfair Rd. And Telfair Place
 
039-053-0029
Hardeeville
Jasper
SC
Hardeeville Industrial Park
 
039-073-0030
Hardeeville
Jasper
SC
Hardeeville Industrial Park
1
Lab
        
1
Fee Property information
      
 
009-031-0273
Jacksonville
Duval
FL
6602 Colray Court
1
Office
        
1
Lease Information
      
 
209-001-0105
Gainsville
Alachua
FL
2512 NW 1st Blvd., Suite 200 & 300
1
Plant
        
1
Fee Property Information
      
 
010-051-0081
Savannah
Chatham
GA
7.11 acres
2
Surplus-Hold
        
2
Fee Property Information
      
 
009-023-0237
Lake City
Columbia
FL
Moore Road
 
009-023-0238
Lake City
Columbia
FL
Moore Road
3
Vacant Land
        
3
Fee Property Information
      
 
009-079-0240
Greenville
Madison
FL
State Road 55 (US 221)
 
009-079-0241
Greenville
Madison
FL
State Road 55 (U.S.221)
 
010-051-0082
Savannah
Chatham
GA
U.S. Highway 17
1
Fee Property Information
      
 
010-113-0086
Tyrone
Fayette
GA
218 Rockwood Road
2
Office And Asphalt Plant
      
2
Fee Property Information
      
 
010-059-0084
Athens
Clarke
GA
1675 Winterville Road and Hancock Road
 
010-059-0092
Athens
Clarke
GA
1675 Winterville Road & Hancock Road
2
Vacant Land
        
2
Fee Property Information
      
 
010-059-0090
Athens
Clarke
GA
Spring Valley Rd. and Hancock Rd.
 
010-139-0087
Gainesville
Hall
GA
Roy Parks Road
 
 
 
11
 
 

 
File Number
 City  County  ST  Address 
1
APAC - Southeast, Inc. - Ballenger Div
      
1
Plant Site
        
1
Fee Property Information
      
 
039-045-0028
Greenville
Greenville
SC
900 West Lee Road
28
APAC - Southeast, Inc. - Central FLA
      
18
Asphalt Plant
        
18
Fee Property Information
      
 
009-009-0051
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0052
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0053
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0054
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0055
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0056
Melbourne
Brevard
FL
6210 North US Highway 1
 
009-009-0156
Cocoa
Brevard
FL
5815 Industrial Drive
 
009-055-0079
Near Avon Park
Highlands
FL
Asphalt Plant Site (A.C.L.R.R.)
 
009-055-0186
Avon Park
Highlands
FL
1491 S. Carolina Avenue
 
009-055-0187
Avon Park
Highlands
FL
1550 South Highlands Avenue
 
009-057-0242
Tampa
Hillsborough
FL
Hanna Road at Harney Road
 
009-097-0145
Kissimmee
Osceola
FL
733 G. Duncan Ave.
 
009-105-0018
Bartow
Polk
FL
Asphalt Plant (Near) Bartow
 
009-105-0019
Near Bartow
Polk
FL
Sand Pit Near Bartow
 
009-105-0020
Near Bartow
Polk
FL
Sand Pit Near Bartow
 
009-105-0021
Near Bartow
Polk
FL
Polk County Road
 
009-105-0022
Near Lakeland
Polk
FL
Berkley Road
 
009-117-0038
N. Orlando
Seminole
FL
St. Rt. 419 Sanford-Oviedo Hwy
3
Office
        
2
Fee Property Information
      
 
009-101-0235
Lutz
Pasco
FL
4636 Scarborough Drive
 
009-101-0275
Lutz
Pasco
FL
Scarborough Drive
1
Lease Information
      
 
209-095-0111
Orlando
Orange
FL
3504 Lake Lynda Dr., Suite 170
1
Plant
        
5
Asphalt Plant
        
5
Fee Property Information
      
 
001-015-0014
Oxford
Calhoun
AL
2335 Highway 21 South
 
001-015-0025
Anniston
Calhoun
AL
28 Acres; Us Highway 78; Asphalt Plant28 Acres; Us Highway 78; Asphalt Plant
 
001-101-0019
Montgomery
Montgomery
AL
4238 Western Blvd.
 
001-121-0078
Childersburg
Talladega
AL
2751 Desoto Caverns Parkway
 
 
 
12
 
 

 
File Number
 City  County  ST  Address 
 
001-125-0028
Vance
Tuscaloosa
AL
Dudley Road
1
Asphalt Terminal
      
1
Fee Property Information
      
 
001-073-0016
Birmingham
Jefferson
AL
Birmingport Road
4
Office
        
3
Fee Property Information
      
 
001-033-0032
Sheffield
Colbert
AL
Lots 3-6; part of Lot 7; Lot 11; Lots 16-21
 
001-033-0071
Sheffield
Colbert
AL
Block 2, Lot 2 (except the west 6.5 feet) and Lots 3,4,5 & 6)
 
001-073-0011
Birmingham
Jefferson
AL
700 37th Street South
1 
Lease Information
      
 
201-073-0028
Birmingham
Jefferson
AL
716 37th St.
1
Office And Shop
      
1
Fee Property Information
      
 
001-089-0022
Huntsville
Madison
AL
3242 Leeman Ferry Road
2
Plant
        
2
Fee Property Information
      
 
001-101-0023
Montgomery
Montgomery
AL
Wares Ferry Road
 
001-101-0026
Montgomery
Montgomery
AL
Wares Ferry Road
1
Right Of Way
        
1
Fee Property Information
      
 
001-121-0027
Childersburg
Talladega
AL
108 Second Street, NW
1
Shop
        
1
Fee Property Information
      
 
001-073-0018
Birmingham (Tarrant)
Jefferson
AL
750 Clow Road
1
Vacant Land
        
1
Fee Property Information
      
 
001-089-0074
Huntsville
Madison
.~L
Vermont Road
7
APAC - Southeast. Inc. - APAC GA
      
2
Asphalt Plant
        
1
Fee Property Information
      
 
010-245-0027
Augusta
Richmond
GA
APAC Industrial Way (former address - Murray Road)
1
Lease Information
      
 
210-139-0068
Gainesville
Hall
GA
2944 Candler Highway
1
Office
        
 
035-035-0044
Vinita
Craig
OK
Unknown
 
035-035-0045
Vinita
Craig
OK
Unknown
 
035-143-0024
Tulsa
Tulsa
OK
East Quarry
 
 
 
13
 
 

  File Number  City  County  ST  Address 
 
035-143-0028
Tulsa
Tulsa
OK
N/A
 
035-143-0033
Tulsa
Tulsa
OK
3110 N. 133 PI. E. Langley Addition
 
035-143-0034
Tulsa
Tulsa
OK
36th and Apache Langley Addition
 
035-143-0036
Tulsa
Tulsa
OK
13438 E. 32nd St. North Langley Addition
 
035-143-0039
Tulsa
Tulsa
OK
Approximately 15.95 acres
 
035-143-0040
Tulsa
Tulsa
OK
Lots 9 and l0, Block 1, Langley Addition
 
035-143-0048
Tulsa
Tulsa
OK
S 58.24 ft. of the W 1/2 NW 1/4 NW1/4 of SEC 21, TWP 20N, Range 14 E
 
035-143-0049
Tulsa
Tulsa
OK
3345 N. 129th E. Avenue
 
035-143-0051
Tulsa
Tulsa
OK
3227 N. 129th E. Avenue Langley Addition
 
035-143-0052
Tulsa
Tulsa
OK
The NW/4 of the SW/ 4 and the W/2 of the NE/4 of the SW/4 of the S21/T20N/R14E of
 
035-143-0054
Tulsa
Tulsa
OK
13322 East 32nd St. North
 
035-143-0055
Tulsa
Tulsa
OK
13418 E. 32nd St. North Langley Addition
 
035-143-0056
Tulsa
Tulsa
OK
13021 E. 32nd St. North Langley Addition
 
035-143-0057
Tulsa
Tulsa
OK
3201 North 129th East Avenue Langley
Addition
 
03,5-143-0058
Tulsa
Tulsa
OK
13011 East 32nd Street North Langley Addition
 
035-143-0060
Tulsa
Tulsa
OK
13118 East 32nd Street North; Langley Addition
 
035-143-0061
Tulsa
Tulsa
OK
2925 N. 129th E. Ave.
 
035-143-0062
Tulsa
Tulsa
OK
38th Street North
 
035-143-0063
Tulsa
Tulsa
OK
Lot 9, Block 2, Langley Addition
 
035-143-0064
Tulsa
Tulsa
OK
Lot 10, Block 2, Langley Addition
 
035-143-0065
Tulsa
Tulsa
OK
Lots 11 and 12, Block 2, Langley Addition
1
Surplus Property
      
1
Fee Property Information
      
 
035-065-0037
Altus
Jackson
OK
10 acres
3
Tenant Lease
        
3
Lease Information
      
 
235-143-0025
Tulsa
Tulsa
OK
3345 N. 129th Ave.
 
235-143-0030
Tulsa
Tulsa
OK
3201 North 129th East Avenue
 
235-143-0031
Tulsa
Tulsa
OK
Lot 9, Block 2, Langley Addition
1
Warehouse
        
1
Fee Property Information
      
 
 
 
14
 
 

 
File Number
 City  County  ST  Adderss 
 
035-143-0012
Tulsa
Tulsa
OK
East 36th Street
1
APAC OK - Rainbow Division
      
1
Tenant Lease
        
1
Lease information
    
 
235-035-0032
Vinita
Craig
OK
8.8 acres. Vinita Rock Site
16
APAC - Southeast, Inc. - Alabama Division
    
2
Lease Information
      
 
223-049-0069
Jackson
Hinds
MS
5725 Highway 18
 
223-049-0078
Jackson
Hinds
MS
5727 Highway 18 West
2
Plant Site
        
2
Fee Property Information
      
 
023-105-0060
Unknown
Oktibbeha
MS
36.1 +/- Acres
 
023-151-0042
Greenville
Washington
MS
Industrial Road; 15.385 Acres
2
Quarry
        
2
Fee Property Information
      
 
023-087-0009
Columbus
Lowndes
MS
Huddlestone Ford Road (West of APAC's Office)
 
023-087-0017
Columbus
Lowndes
MS
Luxapalila Creek (Behind APAC's Office)
1
Sand/Gravel Pit
        
1
Lease Information
      
1
223-015-0081
Cruger
Carroll
MS
near Cruger
1
Storage Facility-
      
 
Fee Property Information
      
 
023-049-0044
Jackson
Hinds
MS
2262 Maddox Road
1
Surplus Property
      
1
Fee Property Information
      
 
041-071-0082
Savannah
Hardin
TN
near Hwy. 64
1
Surplus Property - Vacant Land
      
1
Fee Property Information
      
 
023-105-0054
Starkville
Oktibbeha
MS
Highway 82
1
Tenant Lease
        
1
Lease Information
      
 
223-087-0080
Columbus
Lowndes
MS
Office (Columbus to Blewetts Bridge Road)
3
Vacant Land
        
3
Fee Property Information
      
 
023-003-0058
Glen
Alcorn
MS
U.S. Highway 72
 
023-003-0059
Glen
Alcorn
MS
U.S. Hwy 72
 
023-049-0036
Hinds
Hinds
MS
South Side / McDowell Rd.
 
 
 
15
 
 

  File Number  City  County  ST  Address 
33
APAC - OK
        
3
Asphalt Plant
        
3
Fee Property Information
      
 
035-081-0035
Unknown
Lincoln
OK
Turner Turnpike (South of)
 
035-097-0015
Pryor
Mayes
OK
Section 26 Township 21N
 
035-143-0026
Bixby
Tulsa
OK
Tract 2 - (NE/4) Sec 14/Twp 17N/Range 13E
1
Office
        
1
Lease Information
      
 
235-143-0022
Tulsa
Tulsa
OK
4150 South 100th East Avenue, Suite 300
24
Quarry
        
24
Fee Property Information
      
2
Terminal
        
2
Fee Property information
      
 
024-019-0079
Columbia
Boone
MO
1591-C East Prathersville Road
 
024-077-0081
Springfield
Greene
MO
4624 West Calhoun
4
Vacant Land
        
4
Fee Property Information
      
 
024-019-0080
Columbia
Boone
MO
5661 Creasy Springs Road
 
024-077-0091
Springfield
Greene
MO
4580 West Calhoun
 
024-077-0093
Springfield
Greene
MO
West Gate Avenue (aka Farm Road 123)
 
024-131-0110
Unknown
Miller
MO
Elam's Island
39
APAC - MS - APAC MS Division
      
24
Asphalt Plant
        
23
Fee Property information
      
 
003-017-0126
Dermott
Chicot
AR
Highway 65 South, 20 Acres
 
023-003-0056
Glen
Alcorn
MS
U.S. Highway 72
 
023-049-0016
Hinds
Hinds
MS
Mcraven Road And Hillview Road
 
023-049-0020
Jackson
Hinds
MS
Mcraven Road
 
023-049-0021
Jackson
Hinds
MS
McDowell Road
 
023-049-0041
Jackson
Hinds
MS
Mcdowell Road
 
023-051-0050
Unknown
Holmes
MS
Highway 12
 
023-075-0038
Meridian
Lauderdale
MS
4412 Interchange Rd.
 
023-075-0049
Meridian
Lauderdale
MS
4412 Interchange Road
 
023-077-0007
Lawrence County
Lawrence
MS
Fair River
 
023-081-0040
Guntown
Lee
MS
331 Messner Road
 
023-081-0052
Guntown
Lee
MS
331 Messner Road
 
 
 
16
 
 

 
File Number
 City  County  ST  Address 
 
023-087-0005
Near Columbus
Lowndes
MS
Office (Columbus To Blewetts Bridge Road)
 
023-087-0006
Columbus
Lowndes
MS
Blewett Bridge & Pickensvilleroad
 
023-087-0018
Columbus
Lowndes
MS
Pickensville Road
 
023-087-0019
Columbus
Lowndes
MS
Airline Road & Luxapalila Creek
 
023-089-0053
Canton
Madison
MS
Approx. 10 acres; near Hwy. 51
 
023-091-0014
Foxworth
Marion
MS
U. S. Highway #98
 
023-051-0055
Unknown
Marion
MS
Approx 8.3 Acres
 
023-149-0024
Vicksburg
Warren
MS
4441 Rifle Range Road
 
023-163-0010
Yazoo County
Yazoo
MS
Asphalt Plant; U. S. Highway #49
 
023-163-0057
Yazoo
Yazoo
MS
Section 6, Township 11 North, Range 2 West
 
041-071-0069
Savannah
Hardin
TN
near Hwy. 64
1
Lease Information
      
 
223-011-0073
Rosedale
Bolivar
MS
Route 1 (15 acres)
1
Asphalt Terminal
 
 
 
1
Fee Property Information
      
 
023-049-0003
Jackson
Hinds
MS
5129 Mcraven Road
2
Office
        
 
024-019-0078
Columbia
Boone
MO
1591-A East Prathersville Road
1
Office and Quarry
      
1
Fee Property Information
      
 
024-029-0125
Linn Creek
Camden
MO
1369 Business Park Road
2
Office And Shop
      
2
Fee Property Information
      
 
024-029-0112
Unknown
Camden
MO
S15/T39N/R16W
 
024-077-0092
Springfield
Greene
MO
4580 West Calhoun
20
Quarry
        
20
Fee Property Information
      
 
024-019-0083
Columbia
Boone
MO
6791 N. Highway VV
 
024-029-0111
Unknown
Camden
MO
S16/T38N/R16W
 
024-037-0094
Harrisonville
Cass
MO
12 acres adjacent to Limpus Quarry
 
024-037-0099
Harrisonville
Cass
MO
Sections 17, 18, 20 and 29, Township 4.5, Range 31
 
024-037-0100
Harrisonville
Cass
MO
18601 E. 227th Street
 
024-037-0101
Harrisonville
Cass
MO
Sections 17 & 20, TWP 44, and Range 29
 
024-037-0102
Harrisonville
Cass
MO
22400 S. State Route 291
 
024-043-0087
Highlandville
Christian
MO
697 Busiek Road
 
024-119-0086
Lanagan
Mc Donald
MO
Route EE
 
 
 
17
 
 

 
File Number
 City  County  ST  Address 
 
024-131-0108
Unknown
Miller
MO
Section 26, Township 42 North, Range 15 W
 
024-131-0109
Unknown
Miller
MO
Vaughn Quarry
 
024-141-0113
Unknown
Morgan
MO
DYL Quarry, S20/T42/R16
 
024-141-0114
Unknown
Morgan
MO
521/T40N/R17W, Prestage Quarry
 
024-141-0115
Unknown
Morgan
MO
S16&21/T40/R17, Prestage Quarry
 
024-195-0105
Marshall
Saline
MO
Ridge and Darling Addition
 
024-195-0106
Saline
Saline
MO
South and East of U.S. Highway No. 65
 
024-195-0107
Saline
Saline
MO
S27/T49N/R21W
 
024-195-0124
Marshall
Saline
MO
Adjacent to Marshall Quarry
 
024-195-0126
Marshall
Saline
MO
2,75+/- Acres Adjacent to Marshall Quarry
 
024-195-0127
Marshall
Saline
MO
55+/- Acres
1
Shop
        
1
Fee Property information
      
 
024-019-0079
Columbia
Boone
MO
1591-C East Prathersville Road
1
Surplus Property - Vacant Land
    
1 
Fee Property Information
      
 
024-079-0116
Trenton
Grundy
MO
Asphalt Plant Lot
4
Tenant Lease
        
4
Lease Information
      
 
224-037-0063
Harrisonville
Cass
MO
231st Street, 5 +/- Acres
 
224-195-0065
Marshall
Saline
MO
10+/- Acres vacant land
 
224-195-0066
Marshall
Saline
MO
50 +/- acres farm land
 
224-195-0067
Marshall
Saline
MO
Property Adjacent to Marshall Quarry
2
Lease Information
      
 
215-051-0023
Hays
Ellis
KS
503 E. l0th Street
 
215-051-0024
Hays
Ellis
KS
2515 W. 55th Street
1
Vacant Land
        
1
Fee Property Information
      
 
015-105-0051
Lincoln
Lincoln
KS
3 3/4 acres
12
APAC - KS - Kansas City Division
      
3
Asphalt Plant
        
3
Fee Property Information
      
 
015-209-0010
Kansas City
Wyandotte
KS
Riverview Avenue And Fourth Street
 
015-209-0011
Kansas City
Wyandotte
KS
4Th Street
 
015-209-0014
Kansas City
Wyandotte
KS
4318 Speaker Rd.
8
Quarry
        
8
Fee Property Information
      
 
015-091-0006
Stilwell
,Johnson
KS
Johnson County
 
 
 
18
 
 

 
File Number
 City  County  ST  Address 
 
015-091-0008
Stilwell
Johnson
KS
Johnson County, Apac Property
 
015-091-0027
N/A
Johnson
KS
167th Street and Gardner Road
 
015-121-0011
Osawatomie
Miami
KS
Quarry Site
 
015-121-0029
Osawatomie
Miami
KS
SWC U.S. Route 69 & 247th Street
 
015-121-0030
Osawatomie
Miami
KS
171.63 +/- acres
 
015-121-0057
Osawatomie
Miami
KS
163.57 Acres; Part of NW/4 of 12-16-24
 
015-121-0063
Osawatomie
Miami
KS
W 247th Street
1
Vacant Land
        
1
Fee Property Information
      
 
015-091-0025
Stilwell
Johnson
KS
9435 West 167th Street
1
APAC - KS Inc. - Kansas City
      
1
Plant Site
        
1
Lease Information
      
 
215-209-0022
Kansas City
Wyandotte
KS
5 Acres of Land
40
APAC - MO - Missouri Division
      
2
Asphalt Plant
        
2
Fee Property Information
      
 
024-137-0104
Paris
Monroe
MO
Jct. of Hwy. 154 & Bus. Route 24 West
 
024-175-0088
Huntsville
Randolph
MO
Highway 3
1
Buffer Area
        
1
Fee Property Information
      
 
024-019-0089
Columbia
Boone
MO
6801 Highway VV
1
Building
        
1
Fee Property Information
      
1
024-077-0092
Springfield
Greene
MO
4580 West Calhoun
 
Office
        
1
Fee Property Information
      
6
Fee Property Information
      
 
015-015-0033
Augusta
Butler
KS
1121 SW Hwy 54
 
015-079-0035
Newton
Harvey
KS
U.S. Hwy 50
 
015-111-0034
Unknown
Lyon
KS
Section 7/Township 19S/Range 13E
 
015-155-0058
Hutchinson
Reno
KS
Parcel #0559
 
015-169-0045
Salina
Saline
KS
500 East Farrelly Road: Rt. 4
 
015-173-0061
Wichita
Sedgwick
KS
3511 S. West Street
3
Office
        
1
Fee Property Information
      
 
015-111-0059
Emporia
Lyon
KS
302 Peyton
2
Lease Information
      
 
215-155-0025
Hutchinson
Reno
KS
1600 North Lorraine, Ste. 1
 
 
 
19
 
 

 
File Number
 City  County  ST  Address 
 
215-169-0026
Salina
Saline
KS
1329 Northwest Street
1
Office And Shop
      
1
Fee Property Information
      
 
015-155-0032
Hutchinson
Reno
KS
819 West First Avenue
1
Plant
        
1
Fee Property Information
      
 
015-051-0055
Unknown
Ellis
KS
10 Tracts; J.E. Wilson Addition (1-2), George Philip Addition (3-8), SEC 17/TWP 13S/Rang
4
Quarry
        
4
Fee Property Information
      
 
015-073-0036
Eureka
Greenwood
KS
(South of) Fall River Channel
 
015-105-0047
Lincoln
Lincoln
KS
Section 13;Township 12S; Range 8W
 
015-105-0049
Lincoln
Lincoln
KS
Section 12/Township 12S/Range 8W
 
015-105-0050
Unknown
Lincoln
KS
Bullfoot Creek
9
Sand/Gravel Pit
        
9
Fee Property Information
      
 
015-057-0031
Dodge City
Ford
KS
U.S. 283/56 Highway Bypass (11188 56 Bypass)
 
015-113-0052
Unknown
Mc Pherson
KS
S 1/2 SW 1/4 of SEC 5, TWP 20S. Range 3,West of the Sixth Principal Meridian
 
015-155-0037
Unknown
Reno
KS
Section 21/Township 23S/Range 5W
 
015-155-0039
Hutchinson
Reno
KS
160 acres
 
015-155-0040
Hutchinson
Reno
KS
79.8 acres (originally)
 
015-181-0038
Unknown
Sherman
KS
Section 17/Township 7S/Range 39W
 
015-185-0043
Unknown
Stafford
KS
Hwy 50 South
 
015-193-0053
Unknown
Thomas
KS
N/2 N/2 of SEC 35, TWP l0S. Range 32 West of the 6th P.M.
 
015-195-0054
Unknown
Trego
KS
NE/4 of SEC 31, PAT 14S, Range 23 West of the 6th P.M.
1
Shop
        
1
Fee Property Information
      
 
015-105-0048
Lincoln
Lincoln
KS
Section 6/Township 12S/Range 7W
2
Tenant Lease
        
 
032-123-0095
Rocky Springs Township
Montgomery
NC
(Sand Pit)
 
032-123-0096
Rocky Springs Township
Montgomery
NC
State Road #1525
 
032-123-0097
Rocky Springs Township
Montgomery
NC
Naked Creek
 
 
 
20
 
 

 
File Number
City
County
ST
Address
 
032-123-0098
Rocky Springs Township
Montgomery
NC
(Sand Pit)
 
032-123-0100
Rocky Springs Township
Montgomery
NC
60 Acres
 
032-123-0106
Rocky Springs Township
Montgomery
NC
20 Acres
 
032-123-0116
Rocky Springs Township
Montgomery
NC
115.726 Acres; Tract No. 229
 
032-123-0152
Rocky Springs Township
Montgomery
NC
Highway 220
 
032-123-0194
Rocky Springs Township
Montgomery
NC
Approx. 79.09 Acres
 
032-123-0198
Rocky Springs Township
Montgomery
NC
Approximately 1.05 acres
 
032-123-0210
Candor
Montgomery
NC
2.873 acres
 
032-123-0222
Rocky Springs Township
Montgomery
NC
US 220
2
Surplus Property
      
2
Fee Property Information
      
 
032-081-0032
Greensboro
Guilford
NC
3905 Duluth Loop (3925 Liberty Rd.)
 
032-165-0157
Laurel Hill Township
Scotland
NC
U. S. 401
5
APAC Atlantic. Inc. - Virginia Division
      
1
Asphalt Plant
        
1
Fee Property Information
      
 
045-179-0054
Stafford
Stafford
VA
109 Wyche Street*
1
Building
        
1
Lease Information
      
 
245-153-0033
Manassas
Prince William
VA
9599 Hawkins Drive
2
Sand/Gravel Pit
        
2
Fee Property Information
      
 
045-153-0056
Manassas
Prince William
VA
8415 Wellington Road
 
045-153-0057
Manassas
Prince William
VA
8445 Wellington Road (fka Rt. 674)
1
Vacant Land
        
1
Fee Property Information
      
 
045-069-0059
Stephenson
Frederick
VA
2786 Martinsburg Pike
23
APAC General
        
2
Lease Information
      
 
210-089-0052
Atlanta
De Kalb
GA
900 Ashwood Parkway, (Headquarters)
 
210-121-0063
Alpharetta
Fulton
GA
100 Windward Plaza, Suite 300, 3rd Floor (4005 Winward Plaza Dr.)
28
APAC - KS- Shears
      
 
 
 
21
 
 

6
Asphalt Plant
        
 
032-107-0045
Kinston (Near)
Lenoir
NC
N.C. SR 1804 - Neuse Road
 
039-041-0032
Florence
Florence
SC
Hwy 89 & 921 Mars Bluff (Parcel A) 830 W. Lucas Street (Parcel B)
 
039-085-0015
Privateer Twp.
Sumter
SC
Nasty Branch
4
Vacant Land
        
4
Fee Property Information
      
 
032-051-0191
Cross Creek Township
Cumberland
NC
Robeson Street
 
032-051-0192
Cross Creek Twp.
Cumberland
NC
Robeson Street
 
032-107-0012
Neuse Township
Lenoir
NC
Neuse River and Atlantic. and NC RR
 
032-107-0016
Kinston
Lenoir
NC
Easement Road And N.C. SR 1804
1
Warehouse
        
1
Lease Information
      
 
232-133-0064
Jacksonville
Onslow
NC
240 Center Street
32
APAC - Atlantic. Inc. - Thompson-Arthur
    
8
Asphalt Plant
        
7
Fee Property Information
      
 
032-067-0160
Winston Salem
Forsyth
NC
Clemmonsville Road
 
032-067-0161
Winston Salem
Forsyth
NC
Craft Drive
 
032-067-0162
Winston Salem
Forsyth
NC
Clemmonsville Road
 
032-081-0008
Jamestown
Guilford
NC
5730 Riverdale Drive
 
032-081-0009
Greensboro
Guilford
NC
3500 & 3512 Halts Chapel Road
 
032-081-0033
Greensboro
Guilford
NC
3901 Duluth Loop (3921 Liberty Road)
 
045-089-0061
Martinsville
Henry
VA
State Route 684
1
Lease Information
      
 
232-153-0061
Unknown
Richmond
NC
Rockingham Asphalt Plant Site
2
Office
        
2
Fee Property Information
      
 
032-081-0043
Gilmer
Guilford
NC
300 South Benbow Rd.
 
032-159-0211
Salisbury
Rowan
NC
Jake Alexander Road
20
Sand Plant
        
20
Fee Property Information
      
 
032-123-0038
Rocky Springs Township
Montgomery
NC
Us 220 - Naked Creek
 
032-123-0054
Rocky Springs Township
Montgomery
NC
Naked Creek
 
032-123-0061
Rocky Springs Township
Montgomery
NC
Naked Creek
 
032-123-0069
Rocky Springs Township
Montgomery
NC
Sand Pit
 
 
 
22
 
 

 
File Number
City
County
ST
Address
 
032-123-0072
Rocky Springs Township
Montgomery
NC
Sand Pit
 
032-123-0075
Rocky Springs Township
Montgomery
NC
Sand Pit
 
032-123-0076
Rocky Springs Township
Montgomery
NC
Sand Pit
 
032-123-0079
Rocky Springs Township
Montgomery
NC
Apac Property
4
Lease Information
      
 
232-107-0065
Kinston
Lenoir
NC
604 East New Bern Road
 
232-129-0072
Wilmington
New Hanover
NC
3240 Burnt Mill Dr., Suite 1 & 2
 
232-133-0070
Jacksonville
Onslow
NC
669 Bell Fork Road
 
232-191-0071
Goldsboro
Wayne
NC
2712 Graves Drive
2
Office And Shop
      
2
Fee Property Information
      
 
032-153-0154
Marston
Richmond
NC
156 Highway Constructors Road
 
032-153-0155
Marston
Richmond
NC
156 Highway Constructors Road
21
Sand/Gravel Pit
        
21
Fee Property Information
      
 
032-017-0183
Bladenboro Township
Bladen
NC
Unknown, 40 Acre Parcel
 
032-051-0177
Grays Creek Township
Cumberland
NC
2785 Tracy Ball Road
 
032-051-0178
Fayetteville
Cumberland
NC
Murchison Road
 
032-051-0181
Unknown
Cumberland
NC
U.S. Highway I-95
 
032-051-0187
Fayetteville
Cumberland
NC
Murchison Road
 
032-051-0188
Fayetteville
Cumberland
NC
Murchison Road
 
032-051-0215
Fayetteville
Cumberland
NC
2.7 Acre Parcel + Lots 28 and 29 Northpoint Village
 
032-051-0216
Fayetteville
Cumberland
NC
Lots 15, 27, 30 and 40 Northpoint Village
 
032-107-0026
Kinston (Near)
Lenoir
NC
Neuse River
 
032-107-0057
Neuse Twp.
Lenoir
NC
Nc Route #11
 
032-107-0105
(Near) Kinston
Lenoir
NC
27.87 Acres (Walter Tract)
 
032-133-0021
Jacksonville Twp.
Onslow
NC
Burnt House Fork Highway
 
032-133-0022
Jacksonville Twp.
Onslow
NC
Burnt House Fork Highway
 
032-147-0024
(Near) Greenville
Pitt
NC
N.C. Hwy. 1402
 
032-155-0179
East Howellsville Township
Robeson
NC
State Route 1967
 
032-155-0180
East Howellsville Township
Robeson
NC
State Route 1967
 
032-155-0182
Pembroke Township
Robeson
NC
Unknown
 
 
 
23
 
 

 
File Number
City
County
ST
Address
 
032-155-0185
Lumberton Township
Robeson
NC
Hestertown Road
 
032-155-0186
Lumberton Township
Robeson
NC
Hestertown Road
 
032-191-0028
Indian Springs Twp.
Wayne
NC
2421 Arrington Bridge Road
 
039-025-0018
Jefferson
Chesterfield
SC
County Rds. 13 &72
1
Storage Facility
        
1
Fee Property Information
      
 
032-107-0020
Southwest Township
Lenoir
NC
Neuse Rive And Nc Rr
5
Surplus Property
      
5
Fee Property Information
      
 
032-051-0219
Hope Mills
Cumberland
NC
264 Skinner Road
 
032-051-0220
Hope Mills
Cumberland
NC
Trade Street
 
032-107-0057
Neuse Twp.
Lenoir
NC
Nc Route #11
 
032-107-0064
Neuse Township
Lenoir
NC
North Carolina Routes 11 & 55
 
032-129-0130
Wilmington
New Hanover
NC
River Rd & Sunnyvale Dr.
 
032-129-0131
Cape Fear Township
New Hanover
NC
4909 College Road N
 
032-133-0017
Jacksonville (Near)
Onslow
NC
Us Navy Rr-Hargett Street
 
032-133-0021
Jacksonville Twp.
Onslow
NC
Burnt House Fork Highway
 
032-133-0022
Jacksonville Twp.
Onslow
NC
Burnt House Fork Highway
 
032-133-0048
White Oak
Onslow
NC
6190 New Bern Hwy.
 
032-147-0024
(Near) Greenville
Pitt
NC
N.C. Hwy. 1402
 
032-147-0090
Belvoir Twp.
Pitt
NC
Old Greenville-Tarboro River Road
 
032-147-0206
Greenville
Pitt
NC
562 Barrus Construction Road
 
032-191-0028
Indian Springs Twp.
Wayne
NC
2421 Arrington Bridge Road
 
032-191-0067
Indian Springs
Wayne
NC
Arrington Bridge Road
 
032-191-0068
Indian Springs
Wayne
NC.
Arrington Bridge Road (Rear)
 
032-191-0074
Indian Springs
Wayne
NC
Arrington Bridge Road (Rear)
 
039-003-0023
Aiken
Aiken
SC
Steed: Pine Log Rd; Us Hwy. #1
 
039-051-0019
Conway Township
Horn
SC
154 Winyah Drive
2
Lease Information
      
 
232-047-0062
Whiteville Township
Columbus
NC
Approx. 16.41 acres
 
232-107-0067
Kinston
Lenoir
NC
13.4 acres/Tom White Road
2
Borrow Pit
        
2
Fee Property Information
      
 
 
 
24
 
 

 
File Number
City
County
ST
Address
 
032-017-0184
Unknown
Bladen
NC
Secondary Road 1195 (Old Boardman Rd.)
 
032-051-0143
Fayetteville
Cumberland
NC
Approximately 138 +/- acres
1
Clay Pit
        
 
Fee Property Information
      
 
032-153-0153
Marston
Richmond
NC
156 Highway Constructors Road
2
Concrete Plant
        
2
Fee Property Information
      
 
032-051-0174
Rockfish Township
Cumberland
NC
Meharry Drive
 
039-067-0033
Marion
Marion
SC
State Road 34-732
2
Ingress/Egress
        
2
Fee Property Information
      
 
032-051-0175
Rockfish Township
Cumberland
NC
Butler-Robinson Pit Access
 
032-051-0190
Fayetteville
Cumberland
NC
Murchison Road
9
Office
        
5
Fee Property Information
      
 
032-051-0189
Fayetteville
Cumberland
NC
Murchison Road
 
032-051-0193
Cross Creek Twp.
Cumberland
NC
Robeson Street
 
032-153-0156
Marston
Richmond
NC
156 Highway Constructors Road
 
039-031-0012
Darlington
Darlington
SC
Mineral Springs Rd.
 
039-051-0019
Conway Township
Horry
SC
154 Winyah Drive
 
003-007-0078
Lowell
Benton
AR
40.11 acres
 
003-007-0090
Lowell
Benton
AR
13198 S. Zion Road
 
003-007-0095
Gravette
Benton
AR
County Road No. 34
 
003-009-0064
Harrison
Boone
AR
40 Acres (Vacant Land)
 
003-009-0070
Harrison
Boone
AR
6672 Hwy 65 South
10
APAC - Atlantic, Inc. - Asheville Division
    
7
Asphalt Plant
        
5
Fee Property Information
      
 
032-021-0025
Asheville
Buncombe
NC
1188 Smokey Park Highway
 
032-089-0002
Hendersonville
Henderson
NC
Old Clear Creek Road
 
032-089-0213
Hendersonville
Henderson
NC
Old Clear Creek Road
 
032-175-0056
Boyd & Little River
Transylvania
NC
Old U.S. 64 - State Route 1504
 
032-199-0197
Cane River
Yancey
NC
Lot 31 Map B of Ralph Ray Property
2
Lease Information
      
 
232-097-0069
Statesville
Iredell
NC
164 Bostian Drive
 
232-161-0066
Rutherfordton
Rutherford
NC
1920 Maple Creek Road
1
Extract Sand/Top Soil
      
 
 
 
25
 
 

 
File Number
City
County
ST
Address
1
Lease Information
      
 
232-153-0055
Marks Creek Township
Richmond
NC
Summit Orchard Tract; 129 acres
1
Office And Asphalt Plant
      
1
Fee Property information
      
 
032-021-0223
Asheville
Buncombe
NC
1188 Smokey Park Hwy
1
Surplus Property
      
1
Fee Property information
      
 
032-161-0225
Asheville
Rutherford
NC
Chimney Rock Township
1
APAC - Atlantic, Inc. - Charlotte Division
   
1
Office
        
1
Lease Information
      
 
232-025-0068
Concord
Cabarrus
NC
725 Derita Road
79
APAC - Atlantic, Inc. - Coastal Carolina
    
29
Asphalt Plant
        
27
Fee Property information
      
 
032-013-0044
Washington
Beaufort
NC
Route 3 off of SR 1409
 
032-017-0224
Butters
Bladen
NC
Berry Lewis Road
 
032-049-0027
New Bern
Craven
NC
510 S. Glenburnie Road
 
032-049-0102
Belvoir Twp.
Craven
NC
Secondary Rd. (Formerly U.S. Hwy. 70)
 
032-101-0103
Boon Hill Twp.
Johnston
NC
State Route 102
 
032-107-0010
Kinston
Lenoir
NC
Near Neuse River
 
032-107-0013
Kinston
Lenoir
NC
Easement Road And Us 70
 
032-107-0014
Near Kinston
Lenoir
NC
North Carolina Hwy 10
 
032-107-0015
Kinston
Lenoir
NC
Brunswick Blvd And Jefferson Avenue
 
032-107-0026
Kinston (Near)
Lenoir
NC
Neuse River
 
203-033-0046
Van Buren
Crawford
AR
6008 Arkhola Road
 
203-033-0048
Van Buren
Crawford
AR
2514 Woodpecker Way
 
203-033-0052
Van Buren
Crawford
AR
5503 Highway 60
 
203-033-0056
Van Buren
Crawford
AR
6204 Arkhola Road
 
203-033-0057
Van Buren
Crawford
AR
5227 Highway 60
 
203-131-0022
Jenny Lind
Sebastian
AR
2000 Gate Nine Road
 
203-131-0024
Jenny Lind
Sebastian
AR
1944 Gate Nine Road
 
203-131-0025
Jenny Lind
Sebastian
AR
2006 Gate Nine Road
 
203-131-0028
Jenny Lind
Sebastian
AR
1934 Gate Nine Road
 
203-131-0032
Huntington
Sebastian
AR
6900 Bucella Road
 
203-131-0035
Jenny Lind
Sebastian
AR
1946 Gate Nine Road
 
203-131-0038
Huntington
Sebastian
AR
7100 Bucella Road
 
203-131-0042
Greenwood
Sebastian
AR
1950 Gate Nine Road
 
 
 
26
 
 

 
File Number
City
County
ST
Address
 
203-131-0044
Greenwood
Sebastian
AR
2012 Gate Nine Road
 
203-131-0047
Greenwood
Sebastian
AR
1938 Gate Nine Road
 
203-131-0049
Unknown
Sebastian
AR
S17, T5N, R31W Midland Quarry
 
203-131-0050
Greenville
Sebastian
AR
S16. T5N, R31W and 517. T5N, R31W Midland
Quarry
 
203-131-0055
Van Buren
Sebastian
AR
2542 Concord Hill
 
235-101-0033
Muskogee
Muskogee
OK
U. S. Highway 90
9
Vacant Land
        
9
Fee Property Information
      
 
003-033-0073
Van Buren (near)
Crawford
AR
18.15 acres
 
003-033-0091
Van Buren
Crawford
AR
6008 Arkhola Road
 
003-033-0101
Van Buren
Crawford
AR
2833 Concord Hill Drive
 
003-033-0102
Van Buren
Crawford
AR
2740 Concord Hill Drive
 
003-033-0103
Van Buren
Crawford
AR
N/A
 
003-033-0108
Unknown
Crawford
AR
Approximately 16.3 acres
 
003-033-0109
Van Buren
Crawford
AR
513 Blueberry Hill Street
 
003-131-0075
Fort Smith
Sebastian
AR
Grand Avenue
 
035-135-0025
Moffett
Sequoyah
OK
56.13 acres
8
APAC AR - McClinton-Anchor Division
      
1
Asphalt Plant
        
1
Fee Property Information
      
 
003-007-0111
Centerton
Benton
AR
County Road 34
1
Landfill
        
1
Fee Property Information
      
 
003-143-0066
Johnson
Washington
AR
6603 McGuire Street
1
Quarry
        
1
Fee Property Information
      
 
003-087-0131
Huntsville
Madison
AR
Undivided 1/2 interest of 117 acres
5
Vacant Land
        
5
Fee Property Information
      
 
003-131-0115
Unknown
Sebastian
AR
20 +/- acres at Midland Quarry
 
003-131-0116
Unknown
Sebastian
AR
Midland Quarry
 
003-131-0117
Unknown
Sebastian
AR
Midland Quarry
 
003-131-0118
Huntington
Sebastian
AR
Part of the SE 1/4 of the NE 1/4, 517, T5N, R31 W
 
003-131-0119
Unknown
Sebastian
AR
SW 1/4 of NE 1/4, 517, T5N, R3IW
 
003-131-0122
N/A
Sebastian
AR
Midland Quarry
 
035-021-0027
Alfalfa
Cherokee
OK
Route 2
 
035-145-0042
Wagoner
Wagoner
OK
Section 21, Township 16N. Range 19E
 
 
 
27
 
 

   File Number
City
 County ST Address
1
Lease Information
      
 
203-131-0008
Unknown
Sebastian
AR
Approximately 122.3 acres
2
ReadyMix Plant
        
2
Fee Property information
      
 
003-007-0120
Centerton
Benton
AR
State Highway 102
 
003-007-0125
Springdale
Benton
AR
Approx. 10 acres
3
Residential Dwlg
      
1
Fee Property Information
      
 
003-033-0130
Van Buren
Crawford
AR
5227 Highway 60
2
Lease Information
      
 
203-033-0054
Van Buren
Crawford
AR
5343 Highway 60
 
203-131-0053
Huntington
Sebastian
AR
7201 Bucella Road
2
Sand/Gravel Pit
      
1
Fee Property Information
      
 
035-101-0020
Muskogee
Muskogee
OK
3300 West 40th North
1
Lease Information
      
 
235-101-0027
Muskogee
Muskogee
OK
MABRF-593(241)3300 West 40th North (Hwy 69)
2
Surplus Property
      
2
Fee Property Information
      
 
003-131-0074
Fort Smith
Sebastian
AR
Lots 8-18; 1-6; 1-9 & 12: 1-4
 
003-131-0076
Greenwood
Sebastian
AR
1.90 Acres
29
Tenant Lease
        
29
Lease Information
      
 
203-033-0009
Van Buren (near)
Crawford
AR
Approximately 34.37 Acres
 
203-033-0010
Van Buren (near)
Crawford
AR
Approximately 40 acres
 
203-033-0012
Van Buren (near)
Crawford
AR
12.25 Acres, Sec 16/Twp 9N, Range 31W
 
203-033-0016
Van Buren (near)
Crawford
AR
40 Acres. S9, T9N, R31W
 
203-0J3-0030
Van Buren
Crawford
AR
2740 Concord
 
203-033-0031
Van Buren
Crawford
AR
2728 Concord
 
203-033-0034
Van Buren
Crawford
AR
6104 Arkhola Road
 
203-033-0036
Van Buren
Crawford
AR
5229 Woodpecker Way
 
203-033-0039
Van Buren
Crawford
AR
5237 Woodpecker Way
 
203-033-0041
Van Buren
Crawford
AR
5209 Woodpecker Way
 
003-113-0004
Hatton
Polk
AR
(60) Quarry
 
003-113-0005
Hatton
Polk
AR
(60) Quarry
 
003-113-0006
Hatton
Polk
AR
(60) Quarry
 
003-131-0015
Fort Smith
Sebastian
AR
South Zero St.
 
003-143-0062
Fayetteville
Washington
AR
Lime Kiln Road
 
 
 
28
 
 

 
File Number
City
County
ST
Address
 
035-101-0013
Fort Gibson
Muskogee
OK
So. Scott Street between U.S. Hwy 62 & State Hwy 10
2
Buffer Area
        
2
Fee Property Information
      
 
003-033-0092
Van Buren
Crawford
AR
2514 Woodpecker Drive
 
003-033-0093
Van Buren
Crawford
AR
2502 Woodpecker Drive
1
Office
        
1
Lease Information
      
 
203-131-0011
Fort Smith
Sebastian
AR
APAC-Arkansas Headquarters 523 Garrison
35
Quarry
      
Ave., Ward Garrison Bldg
34
Fee Property Information
      
 
003-033-0077
Van Buren
Crawford
AR
33.92 acres
 
003-033-0079
Van Buren
Crawford
AR
North of I-40
 
003-033-0080
Van Buren (near)
Crawford
AR
19 acres
 
003-033-0089
Van Buren
Crawford
AR
5411 Highway 6o
 
003-033-0096
Van Buren
Crawford
AR
2427 Woodpecker Way
 
003-033-0097
Van Buren
Crawford
AR
Woodpecker Way
 
003-033-0098
Van Buren
Crawford
AR
5237 Woodpecker Way
 
003-033-0099
Van Buren
Crawford
AR
5307 Highway 6o
 
003-033-0121
Van Buren
Crawford
AR
Part of the NW 1/4 of S11/T9N/R31W
 
003-033-0124
Van Buren
Crawford
AR
Approx. 25.67 Acres
 
003-033-0127
Unknown
Crawford
AR
Section 10 & 11, Township 9 North, Range 31 West
 
103-033-0128
Van Buren
Crawford
AR
Route 5, Box 649
 
003-033-0129
Van Buren
Crawford
AR
2542 Concord Hill Drive
 
003-033-0132
Van Buren
Crawford
AR
6204 Arkhola Road
 
003-131-0082
Jenny Lind
Sebastian
AR
1938 Gate Nine Road
 
003-131-0083
Jenny Lind
Sebastian
AR
1950 Gate Nine Road
 
003-131-0084
Jenny Lind
Sebastian
AR
2000 Gate Nine Road
 
003-131-0085
Jenny Lind
Sebastian
AR
2006 Gate Nine Road
 
003-131-0086
Jenny Lind
Sebastian
AR
2012 Gate Nine Road
 
003-131-0087
Jenny Lind
Sebastian
AR
1934 and 1444 Gate Nine Road
 
003-131-0088
Jenny Lind
Sebastian
AR
6.38 acres; Jenny Lind Rock Quarry
 
003-131-0100
Unknown
Sebastian
AR
10 acres
 
003-131-0105
Greenville
Sebastian
AR
Approx 50.12 acres
 
003-131-0106
Midland
Sebastian
AR
214 East Jefferson Avenue
 
003-131-0107
Unknown
Sebastian
AR
Approximately 115 acres
 
003-131-0114
Unknown
Sebastian
AR
20.95 +/- acres at Midland Quarry

 
 
29
 
Owned and Leased Property Sold, Transferred or Otherwise Disposed Of
 

Real Property Disposals Since September 30, 2005
 
               
Description
Item Number
Asset Cost
Accumulated Depreciation
Net Book Value
@ Disposal
Disposal Proceeds
Gain/Loss on Sale
Disposal Date
Oklahoma/Shawnee sale
              
Plant Site Improvements 200
644108
$808,983         
$302,675         
$506,308   
($750,00)
($243,692)
1/30/2006
PLT, CMI ASPHALT PLANT
642912
$899,114         
$66,955         
$832,159   
($1,664,400)
($832,241)
1/30/2006
               
Virginia/Richmond Sale
              
PLANT 156 RICHMOND
90321500
$14,233         
$14,233
($500,000)
($485,767)
1/13/06
Site Development & Erection
632254
$565,000         
$226,000         
$339,000
($520,000)
($181,000)
1/13/06
Rel 8’ Double barrel Plant
632255
$1,905,391         
$762,157         
$1,143,234
($2,100,000)
($956,766)
1/13/06
               
MacDougald Construction
              
Track B, 28.37 acres
654319
$104,713         
$0         
$104,713
($9,500,000)
($9,395,287)
12/25/2005
Division Port Cobb Drive
90282600
$46,507         
$0         
$46,507
($7,213,202)
($7,166,695)
03/24/2006
               
Total:
  
$4,343,941         
$1,357,787         
$2,986,154
($22,247,602)
($19,261,448)
 

Lease Terminations Since September 30, 2005
 
None.
 
 
 
Intellectual Property
 
Patents held by APAC, Inc.
 
1)
U.S. Patent for Asphalt Loading Safety System Control Circuit (Patent Number: 6,196,279 B1; Date of Patent: March 6, 2001)
 
2)
U.S. Patent for Asphalt Loading Safety System (Patent Number: 6,006,796; Date of Patent: December 28, 1999)
 
3)
U.S. Patent for Bituminous Paving Depth Gauge (Patent Number: 6,298,574 B1; Date of Patent: October 9, 2001.) Owner listed on the Patent as APAC Inc. (no comma).
 
4)
U.S. Patent for Dryer Moisture Indicator (Patent Number: 6,655,043; Date of Registration: December 2, 2003). Owner listed in USPTO database as APAC Inc. (no comma).
 
5)
U.S. Patent for Front End Loader Retractable Attachment (Patent Number 6,729,051; Date of Registration: May 4, 2004). Owner listed in USPTO database as APAC Inc. (no comma).
 
Pending Patent Applications by APAC, Inc.
 
1)
No. 09/817872, “RADAR DETECTOR FALSE ALARM”, filed March 27, 2001
 
2)
No. 10/151797, “METHOD AND APPARATUS FOR USING RECYCLED OIL AS FUEL”, filed March 24, 2002. An assignment to APAC (not APAC, Inc.) was filed with the patent application, but information regarding the owner of record is not yet publicly available.
 
Trademarks held by APAC Holdings, Inc. / APAC, Inc.
 
 
Mark
Serial / Registration Number
Filing / Registration Date
Owner
Status
Status / Next Action
APAC
1,242,292                
6/14/1983
APAC, Inc.
Registered
Renewal due 6/14/2013
   2,389,985                
9/26/2000
APAC, Inc.
Registered
Declaration of Use due by
9/26/2006
COUCH
2,667,930
12/31/2002
APAC
Holdings,
Inc.
Registered
Declaration of Use due between 12/31/2007 and 12/31/2008
 
FROM CONCEPT THROUGH CONSTRUCTION AND BEYOND
2,758,738
9/2/2003
APAC, Inc.
Registered
Declaration of Use due between 9/2/2008 and 9/2/2009
PAVING THE WAY TO THE FUTURE
2,751,114
8/12/2003
APAC, Inc.
Registered
Declaration of Use due between 8/12/2008 and 8/12/2009


 
 
Contracts
 

1)
Employment or consulting agreements
 
 
a)
Consulting Agreement with Gordon B. Denton, dated March 21, 2005
 
 
b)
Consulting Agreement with Otis A. Vaughn, dated January 25, 2006
 
 
c)
Services Agreement between APAC, Inc. and William A. Ashley, dated March 23, 1995
 
 
d)
Consulting Agreement between APAC, Inc. and Jack Wilcox, dated October 12, 2005
 
 
e)
Consulting Agreement between APAC-Southeast, Inc. and Donald L. Conner dated May 19, 2005. (Central Florida)
 
 
f)
Services Agreement between APAC, Inc. and Kenneth E. Courtney, dated September 1, 1995
 
2)
Collective bargaining and other labor agreements
 
 
a)
Labor Agreement between MacDougald-Warren, Branch of Georgia Division, APAC-Southeast, Inc. and the International Union of Operating Engineers Local No. 926, dated July 1, 2006
 
 
b)
Labor Agreement between MacDougald-Warren, Branch of Atlanta Division, APAC-Georgia, Inc. and the Laborers International Union of North America, Local No. 438, dated January 1, 2004
 
 
c)
Labor Agreement between APAC-Southeast, Inc., Alabama Division, Birmingham Branch, and International Union of Operating Engineers, Local No. 312, effective April 1, 2005.
 
 
d)
Labor Agreement between Arkhola Sand and Gravel Company, a Division of APAC-Arkansas, Inc. and the Teamsters Local Union No. 516, affiliated with the International Brotherhood of Teamsters, AFL-CIO, effective January 26, 2004
 
 
e)
Labor Agreement between Arkola Sand and Gravel Company, a Division of APAC-Arkansas, Inc. and the Teamsters Local Union 373, affiliated with the International Brotherhood of Teamsters, AFL-CIO, effective April 13, 2005
 
 
f)
Labor Agreement between APAC-Southeast, Inc., First Coach Division, Savannah Branch and the International Union of Operating Engineers, Local Union No. 474, dated April 1, 2006
 


 
g)
Labor Agreement between APAC-Oklahoma, Inc., Oklahoma Division and the International Union of Operating Engineers, Local No. 627, AFL-CIO, dated April 1, 2005
 
 
h)
Labor Agreement between Operating Engineers, Hoisting & Portable Local Union No. 627 and the Oklahoma Commercial and industrial Builders and Steel Erectors Association, dated June 1, 2005
 
 
i)
Labor Agreement between the Heavy Constructors Association of the Greater Kansas City Area and the Western Missouri and Kansas Laborers District Council, affiliated with the Laborers International Union of North America, American Federation of Labor, AFL-CIO, Local Union No. 1290 and Local Union No. 663, dated March 31, 2006
 
 
j)
Labor Agreement between the Heavy Constructors Association of the Greater Kansas City Area and Building Material, Excavating, Heavy Haulers, Drivers, Warehousemen and Helpers Local Union No. 541, affiliated with International Brotherhood of Teamsters, dated March 31, 2006
 
 
k)
Labor Agreement between the Heavy Constructors Association of the Greater Kansas City Area and the International Union of Operating Engineers, Hoisting and Portable Local Union No. 101, affiliated with the AFL-CIO, dated March 31, 2006
 
 
l)
Labor Agreement between the Heavy Constructors Association of the Greater Kansas City Area and Cement Masons Local Union No. 518, affiliated with American Federation of Labor, dated March 31, 2006
 
 
m)
Labor Agreement between the Builders’ Association and the United Brotherhood of Carpenters and Joiners of America, Kansas City District Council, dated April 1, 2005, as amended March 15, 2006
 
 
n)
Labor Agreement between the Builders’ Association and the International Association of Bridge, Structural & Ornamental Iron Workers Local Union No. 10, AFL-CIO, dated April 1, 2005, as amended August 10, 2005 and April 1, 2006
 
 
o)
Labor Agreement between Associated General Contractors of Missouri and the International Union of Operating Engineers Local Union No. 101, dated May 1, 2006
 
 
p)
Labor Agreement between the Associated General Contractors of Missouri and the Western Missouri and Kansas Laborers' District Council and their Affiliated Local Unions in the State of Missouri Dated May 1, 2006
 
 
q)
Labor Agreement between the Associated General Contractors of Missouri and the United Brotherhood of Carpenters and Joiners and Its Affiliated Local Unions in the State of Missouri, dated May 1, 2006
 
 
r)
Labor Agreement between the Associated General Contractors of Missouri and the Teamsters Joint Council No. 56 (Kansas City, MO), dated May 1, 2006
 


3)
Contracts with covenants not to compete
 
 
a)
Asset Purchase Agreement between APAC-Atlantic, Inc. (Seller) and Interstate Construction Corporation (Purchaser) dated January 13, 2006.
 
 
b)
Asset Purchase Agreement between APAC-Oklahoma, Inc. (Seller) and Haskell Lemon Construction Co. (Purchaser) dated January 20, 2006.
 
 
c)
Covenant Not to Compete Agreement dated July 29, 2003 between APAC-Missouri Materials, LLC to Concrete Acquisition, LLC.
 
 
d)
Asset Purchase Agreement dated February 12, 2004 by APAC-Atlantic, Inc. and Branscome, Inc.
 
 
e)
Covenant Not to Compete Agreement dated February 20, 2004 by APAC-Atlantic, Inc. to Blacklidge Emulsions, Inc.
 
 
f)
Covenant Not to Compete Agreement dated May 11, 2004 by APAC-Atlantic, Inc. to S & W Ready Mix Concrete Company.
 
 
g)
Covenant Not to Compete Agreement dated May 10, 2004 by APAC-Atlantic, Inc. to Southern Equipment Company, Inc.
 
 
h)
Covenant Not to Compete Agreement dated May 21, 2004 by APAC-Oklahoma, Inc. and Vision Ready Mix, Inc.
 
 
i)
Covenant Not to Compete Agreement dated February 8, 2005 between APAC-Mississippi, Inc. and MMC Materials, Inc.
 
 
j)
Covenant Not to Compete Agreement dated July 29, 2003 between APAC-Missouri Materials LLC and LaFarge Ready Mix LLC
 
4)
Contracts with respect to any disposition/acquisition containing a ROFR or similar right or for consideration in excess of $500,000:
 
 
a)
Purchase and Sale Agreement between APAC-Carolina, Inc. and HRS Terminals, Inc., effective January 23, 2002
 
 
b)
Purchase and Sale Agreement between APAC-Tennessee and LoJac Enterprises, effective October 14, 2002
 
 
c)
Purchase and Sale Agreement between APAC-Southeast and Wedowee Quarry, effective July 20, 2005
 
5)
Lessor agreements with regard to real property with a potential future liability or receivable over $250,000 annually
 
 
a)
Mineral Extraction Agreement between APAC-Southeast, Inc. and Vecellio & Grogan, Inc., dated January 3, 2005. (White Rock)
 


 
b)
Plant Site Lease of Rocky Fork Quarry between APAC-Missouri, Inc. (Owner) and Con-Agg of MO, LLC., located at 6791 N. Hwy. VV, Columbia, MO 65202 in Boone County. (Missouri)
 
 
c)
Sublease between Vulcan Materials Company and APAC-Alabama, Inc. dated January 2, 1986 for the Ohatchee Quarry, 586 McCullars Lane, Ohatchee, AL. (Alabama Division)
 
 
d)
Second Amended Lease Agreement dated May 1, 2005 between Martin Marietta Materials, Inc. and APAC-Southeast, Inc. for the Martin Marietta Aggregate Yard in Savannah, Georgia. The Second Amended Lease Agreement supplements the original Lease dated March 1, 1991, the Amendment to the Lease Agreement dated January 1, 1993, the Assignment of Lease and Consent dated November 12, 1993, and the Lease Assignment Agreement dated February 24, 1994. The initial term of the lease, as amended begins on May 1, 2005 and continues through April 30, 2010. (First Coast)
 
6)
Lessor or Lessee agreements with regard to tangible personal property with a potential future liability or receivable over $250,000 annually
 
 
a)
Barge Charter Agreement between Heartland Barge Management (Owner) and APAC-Tennessee, Inc. (Charterer) dated April 28, 2005 as Lessor and Heartland Barge Mgt as Lessee.
 
 
b)
Schedule to Master Bareboat Charter Agreement dated February 20, 2006 between Heartland Barge Management, LLC and APAC-Tennessee, Inc. The initial term expires on August 31, 2016.
 
 
c)
APAC-Tennessee, Inc. as Lessor and Heartland Barge Mgt See at Lessee for $1,277,500
 
 
d)
Barge Bareboat Charter between M/G Transport Services, Inc. (Owner) and APAC (Charterer) commencing May 1, 2005 and continuing for a period of four years.
 
 
e)
Barge Bareboat Charter between River System Logistics, Inc. and APAC-Tennessee, Inc. (Charterer) commencing on July 1, 2005 and continuing until June 30, 2007.
 
 
f)
Barge Bareboat Charter dated March 21, 2005 between River System Logistics, Inc. and APAC-Tennessee, Inc. continuing until April 30, 2007.
 
 
g)
Charter Agreement dated May 11, 2006 between APAC-Tennessee, Inc. (as Charterer) and J. Russell Flowers.
 
 
h)
Bareboat Barge Charter Agreement dated May 16, 2006 between APAC-Tennessee, Inc. (as Charterer) and J. Russell Flowers.
 
 
i)
Briggs Construction Equipment Purchase Option Rider to Equipment Rental Agreement with APAC-Southeast, Inc. dated March 30, 2005.
 
 
j)
Fully Found Charter agreement between APAC-Tennessee, Inc. as Charterer, and Western Rivers Boat Management, Inc. as Owner, dated June 9, 2006
 


 
k)
Bareboat Charter Party Agreement between Olympic Marine Company (Owner) and APAC-Tennessee, Inc. (Charterer), dated May 11, 2005.
 
7)
Indebtedness other than that of the types excluded in the description above
 
None.
 
8)
Contracts under which another person has guaranteed the liabilities of a Transferred Company or under which a Transferred Company has guaranteed the liabilities of another person, in each case in excess of $500,000
 
 
a)
Asset Determination Authorization Agreement between Ashland, Inc. and Virginia Department of Transportation for APAC-Virginia, Inc., dated January 2, 2003
 
 
b)
Asset Determination Authorization Agreement between Ashland, Inc. and Alabama Department of Transportation for APAC-Florida, Inc., dated February 9, 2001
 
 
c)
Asset Determination Authorization Agreement between Ashland, Inc. and Alabama Department of Transportation for APAC-Alabama, Inc., dated February 1, 2001
 
 
d)
Guaranty and Indemnification Agreement between Ashland, Inc. and Pinellas County, Florida, dated June 6, 2003
 
 
e)
Guaranty Agreement between Ashland, Inc. and SCANA Energy Marketing, Inc., dated April 25, 2006
 
 
f)
Guaranty Agreement between Ashland, Inc. and Senstar Finance Company, dated July 2, 2001
 
 
g)
Guaranty Agreement between Ashland, Inc. and Flint Hills Resources LLC, dated September 27, 2005
 
 
h)
Guaranty Agreement between Ashland, Inc. and Hoar LLC, dated June 7, 2005
 
 
i)
Guaranty of Lease Agreement between APAC-Southeast, Inc. and Lake Ridge I Associates, LLC, dated June 7, 2006
 
 
j)
Guaranty Agreement between Ashland Inc. and Truman Arnold Companies, dated April 1, 2006
 
 
k)
Guaranty Agreement between Ashland Inc. and Givens Investors LLC, dated August 26, 2004
 
9)
Contracts under which a Transferred Company has extended credit or made a loan to another person, in excess of $500,000
 
None.
 


 

10)
Contracts for the provision of goods and services by any Transferred Company or from third parties to any Transferred Company, in each case involving consideration in excess of $3,000,000 or containing a right of first refusal or similar right
 
 
a)
Master Purchase Agreement between Ashland, Inc. and Airgas, Inc., effective September 1, 2004
 
 
b)
Offer letter addressed to Mike Gothard of APAC, Inc. from Associated Asphalt, dated September 22, 2005
 
 
c)
Bandag Fleet Sales Agreement between Ashland, Inc. (Fleet) and Bandag Incorporated, effective September 3, 2002, amended March 3, 2005
 
 
d)
Master Purchase Agreement between Ashland, Inc. and Bridgestone, effective September 5, 2002, amended August 18, 2004
 
 
e)
Corporate Procurement Agreement between Ashland, Inc. and Bucyrus Blades, Inc., dated October 6, 2003, amended effective August 1, 2005
 
 
f)
Civil Equipment Agreement between APAC, Inc. and Caterpillar, effective May 1, 2004
 
 
g)
Cintas Corporation and Ashland Inc.—Multiple Location Rental Account Agreement dated December 8, 2000 and Addendums of January 1, 2001, September 25, 2001, November 30, 2005, and December 20, 2005
 
 
h)
Liquid Asphalt Purchase Agreement between APAC, Inc. and CITGO, effective October 1, 2005
 
 
i)
Strategic Account Agreement between Ashland Inc. and Corporate Express Office Products, Inc., effective January 4, 2002
 
 
j)
Letter Agreement between Ashland, Inc. and DaimlerChrysler regarding the Volume Incentive Program dated August 25, 2004
 
 
k)
Corporate Procurement Agreement between Ashland, Inc. and Donaldson Company, Inc., dated August 1, 2003, amended September 27, 2005
 
 
l)
Letter Agreement between APAC, Inc. and E. D. Etnyre & Co., dated November 18, 2005
 
 
m)
Services Agreement between Ashland Inc. and Express Services, Inc., effective February 24, 2004
 
 
n)
Purchase Agreement between Ashland, Inc. and Fastenal Company, dated June 21, 2001
 
 
 
 
 
o)
Corporate Pricing Program Agreement between Federal Express Corporation and Ashland Inc., dated July 29, 2004, amended by Pricing Agreement Amendment, effective August 31, 2005
 
 
p)
Consulting Agreement between Ashland Inc. and FEI Behavioral Health dated October 1, 2002
 
 
q)
National Account Agreement between Ashland Inc. and Ferrellgas, accepted as of May 21, 2003
 
 
r)
Competitive Assistance Program between Ashland/APAC and General Motors Fleet and Commercial Operations, accepted September 17, 2004
 
 
s)
Master Purchase Agreement between Ashland, Inc. and Goodyear Tire & Rubber Company, dated December 19, 2002 and amended by Addendum effective January 1, 2005
 
 
t)
Letter of Understanding between Ashland Inc. and Grainger Industrial Supply, a division of W.W. Grainger, Inc., dated July 1, 2005
 
 
u)
Master Rental Agreement between Ashland, Inc. and Hertz, dated January 21, 2003, amended November 2004
 
 
v)
Corporate Procurement Agreement between Ashland, Inc. and Ingersoll-Rand Company, effective October 30, 2003
 
 
w)
Parts Supply Agreement between APAC, Inc. and Ingersoll-Rand Company, effective September 1, 2003
 
 
x)
Corporate Procurement Agreement between Ashland, Inc. and Interstate Battery, dated March 21, 2005
 
 
y)
Pricing agreement between APAC, Inc. and Iron Horse Safety Specialties, as of March 6, 2003
 
 
z)
JP Morgan - Commercial Card Agreement between Bank One, NA and Ashland Inc. dated May 20, 2002
 
 
aa)
Master Purchase Agreement between Ashland Inc. and Kawasaki Construction Machinery Corporation of America, effective March 1, 2003, and Amendment dated September 5, 2004
 
 
bb)
Master Services Agreement and Subordinate Agreement, including amendments, between Ashland Inc. and Kelly Services, Inc., effective January 1, 2000
 
 
cc)
Corporate Procurement Agreement between Ashland, Inc. and Komatsu America Corp., effective May 1, 2004
 
 
 

 
dd)
Asphalt Purchase Agreement between APAC, Inc. and Marathon Petroleum Company LLC, entered into October 1, 2005
 
 
ee)
Corporate Procurement Agreement between Ashland, Inc. and Menardi-Mikropul, LLC (Baghouses), effective July 1, 2005
 
 
ff)
Master Purchase Agreement between Ashland Inc. and Motion Industries, Inc., effective January 15, 2005
 
 
gg)
Purchase Agreement between Ashland Inc. and New Pig Corporation, dated July 31, 2002
 
 
hh)
Supply Contract between Noble Oil Services, Inc. and APAC, Inc., dated June 1, 2006
 
 
ii)
Agreement between The Relizon Company and Ashland Inc., dated February 12, 2004 Name changed to WorkflowOne, as provided in letter dated July 17, 2006
 
 
jj)
Corporate Procurement Agreement between Ashland, Inc. and Roadtec, Inc., effective January 8, 2004
 
 
kk)
Recycled Fuel Oil Supply Agreement between APAC, Inc. and Safety-Kleen Systems, Inc., dated April 6, 2006
 
 
ll)
Corporate Procurement Agreement between Ashland, Inc. and Sakai America, Inc., effective October 30, 2003
 
 
mm)
Letter addressed to Michael Gothard of APAC, Inc. from SemMaterials, L.P., dated November 29, 2005, confirms terms of APAC's 2006 liquid asphalt supply plan
 
 
nn)
Supply Agreement between Ashland, Inc. and Truman Arnold Companies, effective March 1, 2006
 
 
oo)
Addendum to Carrier Agreement between Ashland Inc. and United Parcel Service, Inc., dated May 30, 2003
 
 
pp)
Electronic Data Access and Exchange Agreement between APAC, Inc. and United Parcel Service General Services Co., dated May 5, 2006
 
 
qq)
Supply Agreement between APAC, Inc. and US Filter Recovery Services (Mid-Atlantic), Inc., dated August 1, 2006
 
 
rr)
Master Services Agreement between Ashland Inc. and Verifications, Inc., dated June 24, 2004
 
 
ss)
Wright Express Business Charge Account Agreement between Ashland, Inc. and Wright Express Financial Services Corporation, dated August 13, 2002, amended August 16, 2005, and March 31, 2006
 
 
 
 
 
tt)
Extension to First Amendment For National Agreement between Ashland Inc. and Zee Medical, Inc., dated July 18, 2005
 
 
uu)
Services Agreement between APAC, Inc. and APAC-Arkansas, Inc., dated October 1, 2002
 
 
vv)
Services Agreement between APAC, Inc. and APAC-Kansas, Inc., dated October 1, 2002
 
 
ww)
Services Agreement between APAC, Inc. and APAC-Oklahoma, Inc., dated October 1, 2002
 
 
xx)
Services Agreement between APAC, Inc. and APAC-Texas, Inc., dated October 1, 2002
 
 
yy)
Services Agreement between APAC, Inc. and APAC-Missouri, Inc., dated January 23, 1998
 
 
zz)
Services Agreement between APAC, Inc. and APAC-Mississippi, Inc., dated October 1, 2002
 
aaa) Services Agreement between APAC, Inc. and APAC-Tennessee, Inc., dated October 1, 2002
 
bbb) Services Agreement between APAC, Inc. and APAC-Georgia, Inc., dated October 1, 2002
 
ccc) Services Agreement between APAC, Inc. and APAC-Carolina, Inc., dated October 1, 2002
 
ddd) See attached list for obligations of the Transferred Companies to complete certain jobs (jobs with more than $1 million of work left). Note that, with Highway 62 Job (McClinton-Anchor Division), the Arkansas Highway Transportation Division did not obtain the required easements for this project, causing a 10-month delay in the construction schedule thus far. The asphaltic cement supplier has defaulted on its contract on this project and other suppliers are suggesting default. APAC is attempting to get the Arkansas Highway Transportation Division to relieve it and other suppliers from this project due to the unreasonable delays.
 
11)
Contract for the purchase or sale of any asset of a Transferred Company, other than in the ordinary course of business
 
     None.
 
12)
Hedging instrument, currency exchange, interest rate exchange, commodity exchange or similar Contracts
 
 

None.  APAC benefits from hedging agreements in Ashland, Inc.’s name that will be closed out at or prior or Closing.
 
13)
Contracts for any joint venture, partnership or similar arrangement
 
 
a)
Joint Venture Agreement between APAC-Mississippi, Inc. and Superior Asphalt, Inc., dated April, 20, 2006
 
 
b)
Joint Venture Agreement between APAC-Southeast, Inc. and Swing Construction Company, Inc., dated January 11, 2005
 
 
c)
Joint Venture Agreement between APAC-Southeast, Inc. and C.W. Matthews Contracting Co., Inc., dated July 18, 2005
 
 
d)
Joint Venture Agreement between APAC-Southeast, Inc. and C.W. Matthews Contracting Co., Inc., dated October 4, 2005
 
 
e)
Joint Venture Agreement between APAC-Southeast, Inc. and McInnis, LLC, dated August 27, 2004
 
 
f)
Pre-Bid and Joint Venture Agreement between APAC-Southeast, Inc. and Granite Construction Company, dated January 24, 2005
 
 
g)
Operating Agreement for Parkway Goup LLC between Washington Group International, Inc., APAC-Southeast, Inc., C.W. Matthews Contracting Co., Inc., and E.R. Snell Contractor, Inc., effective January 16, 2004
 
 
h)
Operating Agreement for 5R Constructors, LLC between C.W. Matthews Contracting Co., Inc., APAC-Georgia, Inc., and Michael Thrasher Trucking Co., dated April 10, 2001
 
14)
Contracts that create an obligation on the part of any Transferred Company in excess of $3,000,000 that cannot be cancelled without penalty or further payment and without more than 90 days notice
 
See the job contracts over $3,000,000 in the attached lists referred to in 10(ddd) above.
 
 
 
 
Schedule 3.08
Open Jobs $1m   8.17.06
 
Div. No.
Division Name
Job No.
Job Description
Contract Backlog
Customer Address Book No.
Customer Name
41
COASTAL CAROLINA
413534
ACTUS-TARAWA TERRACE
$1,000,606
11743361
ACTUS LEND LEASE, LLC
49
HARRISON
493442
411 Wal-Mart Maryvil
1,004,072
11786029
DBS CORPORATION JOB#3442
69
SHEARS
693059
2006 MILL & OVLY HAR
1,009,178
51082754
HARVEY COUNTY
71
MISSISSIPPI
712804
DR-Sunflower County
1,012,696
50027313
MS DEPT. OF TRANSPORTATION
58
BUSTER
582244
MILLER - SH 245 - 03
1,024,218
51116686
SOUTHERN PAVERS INC.
45
ALABAMA
453597
AL BRIDGE BR-0229(50
1,025,106
50036327
ALABAMA BRIDGE BUILDERS
88
CHARLOTTE
882254
THE CHIMNEYS-PH. 1&2
1,026,957
51101994
PARAMOUNT GRADING
69
SHEARS
693048
Dodge City Airport
1,027,190
51085661
CITY OF HUTCHINSON
20
MCCLINTON ANCHOR
202552
Old Wire Road / Cty
1,030,094
50001343
CITY OF ROGERS
48
ASHEVILLE
482259
GRACE HOSPITAL
1,031,684
50001330
THE ROBINS & MORTON GROUP
28
VIRGINIA
283289
RJS-PRESIDENTS POINT
1,033,800
51115334
R J SMITH CONSTRUCTION
45
ALABAMA
453997
ALDOT 99-302-473-237
1,036,017
50036381
ALA. DEPT OF TRANS-ACCOUNTING
60
MISSOURI
602857
RTE I-70 JACKSON/LAF
1,037,916
50018937
MODOT - NO FOB!
60
MISSOURI
603110
CAMDENTON HIGH SCHOO
1,041,166
50051482
CAMDENTON R-111 SCHOOL
48
ASHEVILLE
482322
WALMART - CONOVER, N
1,042,352
50054057
JOHN S CLARK COMPANY, INC.
42
THOMPSON ARTHUR
423029
C201529 Guilford NC
1,047,835
50017178
NC DEPT OF TRANSPORTATION
42
THOMPSON ARTHUR
423803
FORSYTH COUNTY I, II
1,065,823
50017178
NC DEPT OF TRANSPORTATION
41
COASTAL CAROLINA
412622
NCDOT New Hanover US
1,071,688
50013259
NCDOT
44
MACDOUGALD CONSTRUCTION
442274
AMT Test Site
1,074,420
11782693
AMERICAN MAGLEY TECHONOLOGIES,
69
SHEARS
692967
Ellis Co 26 U 1896-0
1,077,791
11694909
KDOT ELLIS #2967 U1896-01
43
GEORGIA
433375
Dekalb County Call #
1,084,275
50025779
STATE OF GEORGIA DOT
42
THOMPSON ARTHUR
423042
P O #3600015760 Stok
1,085,971
50017178
NC DEPT. OF TRANSPORTATION
21
SOUTHERN FLORIDA
213308
SARASOTA CTY 1ST INC
1,101,865
50002548
SARASOTA COUNTY FINANCE
43
GEORGIA
433298
SR 34 Widening
1,104,326
50025779
STATE OF GEORGIA DOT
77
FIRST COAST
773012
SR 222 (39th Ave) Al
1,117,108
51022391
FLORIDA DEPARTMENT OF TRANSPORTATION
48
ASHEVILLE
482277
74 CORPORATE CENTER
1,127,513
11631318
RUTHERFORD COUNTY
42
THOMPSON ARTHUR
423069
Century Park Dam
1,138,236
50017051
TOWN OF KERNERSVILLE
42
THOMPSON ARTHUR
423025
Randolph Resurf. C20
1,138,491
50017178
NC DEPT OF TRANSPORTATION
71
MISSISSIPPI
713843
WW-Cliff Gookin Blvd
1,147,134
50004072
CITY OF TUPELO
43
GEORGIA
433311
Walt Stephens/Speer
1,151,255
51008092
HENRY COUNTY DOT
20
MCCLINTON ANCHOR
203171
AHD-HWY71B/I540WRgrs
1,154,001
50000354
ARKANSAS HIGHWAY DEPARTMENT
69
SHEARS
693046
Reverse Osmosis Well
1,156,666
51085661
CITY OF HUTCHINSON
33
GULF COAST
333776
Aircraft Maint-BD/MH
1,159,445
51023869
BATES ENGINEERS/CONTRACTORS, I
25
TROTTI & THOMPSON
252842
Hardin County US 69
1,160,942
50019325
TEXAS HIGHWAY DEPT
45
ALABAMA
453558
ALDOT NHF-0056(500)
1,170,235
11384214
MCINNIS LLC & APAC-SOUTHEAST, INC.
21
SOUTHERN FLORIDA
213309
OLD TAMPA ROAD-MANAT
1,172,007
50002307
MANATEE COUNTY FINANCE
42
THOMPSON ARTHUR
423032
C201537 ALAMANCE I-8
1,174,002
50017178
NC DEPT OF TRANSPORTATION
75
CENTRAL FLORIDA
752350
MCD So Apron Storm S
1,176,094
51006526
DAVID NELSON CONSTRUCTION
58
BUSTER
582247
POLK CO - 040473 - H
1,184,038
51114302
ARKANSAS ST HWY & TRANS DEPT
75
CENTRAL FLORIDA
752950
Deltona Wal-Mart #33
1,200,019
50020997
LUNDQUIST EXCAVATING INC
 
 
 
 
 
60
MISSOURI
602852
RTE W/Z JOHNSON/LAFA
1,205,705
60
APAC-MISSOURI, INC (60)
44
MACDOUGALD CONSTRUCTION
442248
Carroll Heard County
1,207,976
51109110
MC442248 SR 1 / US 27 WIDENIN
21
SOUTHERN FLORIDA
212692
SR 80 #195606-2-52-0
1,224,601
50002068
FLORIDA STATE DOT
43
GEORGIA
433286
SR 85 & US19/41 Mill
1,249,227
50025779
STATE OF GEORGIA DOT
60
MISSOURI
603146
RTE 5 CAMDEN J5P0590
1,258,197
51116289
MC ANINCH
47
MEMPHIS
472987
RESFC MPHS STREETS -
1,262,826
50043304
CITY OF MEMPHIS
45
ALABAMA
453996
ALDOT STPSA-0172(500
1,263,900
50036381
ALA. DEPT OF TRANS-ACCOUNTING
75
CENTRAL FLORIDA
752284
SR 688 Ulmerton Rd
1,264,027
51005259
CENTRAL FLORIDA EXCAVATING
69
SHEARS
692981
Haskell KDOT 83-41 K
1,265,083
11733496
KDOT HASKELL #2981 KA 0237-01
33
GULF COAST
332277
Airfield Repairs- Sa
1,266,127
50058314
PENSACOLA NAS
41
COASTAL CAROLINA
413336
NCDOT Brunswick NC 2
1,267,118
50013259
NCDOT
47
MEMPHIS
472939
Gilmore Interchange
1,272,511
50043041
ARKANSAS HIGHWAY & TRANS DEPT
69
SHEARS
693002
Golden Belt Estates
1,273,276
51082775
CITY OF HAYS
25
TROTTI & THOMPSON
252868
TXDOT Jeff Co SH 87
1,273,589
50019325
TEXAS HIGHWAY DEPT
49
HARRISON
493440
Warren County In Pla
1,275,584
51106446
WARREN CO HWY DEPT
42
THOMPSON ARTHUR
423014
Hanes Mall Blvd Brid
1,288,170
51094447
DANE CONSTRUCTION COMPANY
40
OKLAHOMA
402706
STP-173B(056)IG/STPG
1,294,786
50007748
ODOT TULSA DIV. 8
33
GULF COAST
332249
Fort Pickens Road (S
1,295,306
50043810
SANTA ROSA ISLAND AUTHORITY
20
MCCLINTON ANCHOR
203185
AHD-Hwy62 3 Bridges/
1,297,285
50000354
ARKANSAS HIGHWAY DEPARTMENT
60
MISSOURI
602853
RTE 63 TEXAS J9P0522
1,299,062
50018937
MODOT - NO FOB!
21
SOUTHERN FLORIDA
212298
Frank C Martin Eleme
1,301,185
51105358
HEWETT-KIER CONSTRUCTION, INC.
71
MISSISSIPPI
712444
PT-Marion County MS
1,304,037
50027313
MS DEPT. OF TRANSPORTATION
42
THOMPSON ARTHUR
423041
NCDOT FORSYTH VARIOU
1,304,073
50017178
NC DEPT OF TRANSPORTATION
21
SOUTHERN FLORIDA
212270
COPANS ROAD
1,306,001
51032474
BROWARD COUNTY ENGINEERING DIV
60
MISSOURI
602700
SPFLD/BRANSON AIRPOR
1,308,644
51116289
MC ANINCH
42
THOMPSON ARTHUR
423890
NCDOT C201343 FORSYT
1,316,587
50017178
NC DEPT OF TRANSPORTATION
75
CENTRAL FLORIDA
752328
SR 45 (US 41) Bullfr
1,328,527
51005740
FLORIDA DEPARTMENT OF TRANSPOR
75
CENTRAL FLORIDA
752348
I-75 SR 45 to Cypres
1,336,214
51005174
HUBBARD CONSTRUCTION
41
COASTAL CAROLINA
413339
UNITD CONTR-4BRIDGES
1,342,133
51112904
UNITED CONTRACTORS INC.
42
THOMPSON ARTHUR
423077
Brosville Industrial
1,347,786
11788139
COUNTY OF PITTSYLVANIA
38
TEXAS BITULITHIC
382235
DALLAS CO SP 303
1,349,366
50006689
TEXAS DEPT. OF TRANSPORTATION
28
VIRGINIA
282832
VDOT-PM-6G-06 STAFFO
1,353,145
50005076
VIRGINIA DOT - FREDERICKSBURG
38
TEXAS BITULITHIC
382775
TARRANT FM 731
1,362,065
51099818
ZACHRY CONSTRUCTION CO.
38
TEXAS BITULITHIC
382218
HOPKINS COUNTY SH 19
1,368,995
51101488
D L LENNON INC
66
KANSAS CITY
662467
KCM0 27th St Viaduct
1,371,305
11610349
CITY OF KANSAS CITY, MISSOURI
45
ALABAMA
452812
ALDOT EB-0014(510) H
1,372,988
50036381
ALA. DEPT OF TRANS-ACCOUNTING
21
SOUTHERN FLORIDA
212673
TREELINE AVE-MITCHEL
1,395,859
50002361
MITCHELL & STARK CONST.
60
MISSOURI
602664
RT 44 GREENE JID0690
1,397,551
50018458
MO HWY & TRANS DEPT. #8
48
ASHEVILLE
482316
TROUTMAN ELEMENTARY
1,399,208
51114996
MATTHEWS CONSTRUCTION, CO. INC
41
COASTAL CAROLINA
413512
SCDOT-ROAD WORK
1,420,998
50049775
SCHD-GEORGETOWN-APAC JOBS
42
THOMPSON ARTHUR
423895
C200781 BUS I-85 DLB
1,432,210
50005299
DLB INC.
60
MISSOURI
602856
RTE 86 STONE J8S0587
1,436,001
50018937
MODOT - NO FOB!
40
OKLAHOMA
402705
ACNHY-009(90)/ACBHFY
1,437,855
50008321
WITTWER CONSTRUCTION
 
 
 
 
 
42
THOMPSON ARTHUR
423092
HARPER RD @ I-40 SMI
1,439,567
50017348
SMITH-ROWE, INC.
75
CENTRAL FLORIDA
752241
SR 55 FDOT Pinellas
1,442,695
51005174
HUBBARD CONSTRUCTION
28
VIRGINIA
282487
MB-VDOT I-66 MOORE B
1,446,636
50004947
MOORE BROTHERS CO INC
47
MEMPHIS
472952
Taxiway Yankee
1,447,950
50043307
MEMPHIS SHELBY COUNTY AIRPORT
43
GEORGIA
433276
Jackson County Pavin
1,458,186
50057225
JACKSON COUNTY BOC
66
KANSAS CITY
662099
MDOT I-70 CONCRETE P
1,462,199
50025049
MISSOURI HWY.& TRANS. COMM
21
SOUTHERN FLORIDA
213267
US 301 & UNIVERSITY
1,462,369
50050202
RUSSELL ENGINEERING
21
SOUTHERN FLORIDA
212300
State School CC-1
1,466,630
51101900
JAMES B. PIRTLE CONSTRUCTION
47
MEMPHIS
472994
Hwy 64-South 110342
1,478,950
50043323
MOBLEY CONTRACTORS
44
MACDOUGALD CONSTRUCTION
442261
Dobbins Northside Ov
1,483,781
11439342
US ARMY ENGINEER DISTRICT LOU
71
MISSISSIPPI
712110
TG/82 BYPASS STARKVI
1,499,346
50003627
MS DEPT OF TRANSPORTATION
88
CHARLOTTE
882192
MEC I-485 LOOP C2012
1,520,881
50044879
NC HIGHWAY COMM
25
TROTTI & THOMPSON
252866
TXDOT IH10, Orange C
1,520,928
50019325
TEXAS HIGHWAY DEPT
21
SOUTHERN FLORIDA
212703
RATTLESNAKE HAMMOCK
1,526,802
51108149
JOHN CARLO INC.
21
SOUTHERN FLORIDA
212291
SR A1A from US 1 to
1,534,542
51071000
FLORIDA DEPARTMENT OF TRANSPOR
28
VIRGINIA
282393
PEC-RIVERTON COMMONS
1,539,524
50015760
PERRY ENGINEERING COMPANY
47
MEMPHIS
472961
I55/HWY 63 INTCHING
1,539,933
51104241
MUSKOGEE BRIDGE COMPANY
41
COASTAL CAROLINA
412987
ST Wooten US 17 Bypa
1,540,371
50014566
S.T. WOOTEN CONST. CO
49
HARRISON
493432
TDOT CNE 128 Blount
1,542,501
50047792
TENNESSEE STATE HWY DEPT
42
THOMPSON ARTHUR
423057
HANES MALL RESURFACI
1,543,193
50045982
EMJ CORPORATION
38
TEXAS BITULITHIC
382236
DALLAS CO LP 12
1,556,343
50006689
TEXAS DEPT. OF TRANSPORTATION
71
MISSISSIPPI
712803
DR-Austin Bridge/Ark
1,568,733
50006520
AUSTIN BRIDGE & ROAD INC
42
THOMPSON ARTHUR
423926
C201418 Guilford Col
1,574,480
50006129
YATES CONSTRUCTION CO. INC
42
THOMPSON ARTHUR
423095
Jefferson Village Sh
1,590,024
51083863
CHOATE CONSTRUCTION CO
45
ALABAMA
452793
BIRMINGHAM AIRPORT A
1,595,362
50036225
B*HAM AIRPORT AUTHORITY
66
KANSAS CITY
662119
LSMO Todd Georg Pkwy
1,625,119
50057793
CITY OF LEE'S SUMMIT, MO
48
ASHEVILLE
482320
BRIGHT'S CREEK GUN C
1,719,191
51098668
SUMMERS TAYLOR, INC
66
KANSAS CITY
662123
MDOT Rte I-44
1,729,270
50042233
MISSOURI STATE HWY. DEPT. - JOBS
47
MEMPHIS
472909
HWY 49, HWY 316 -WAL
1,745,304
50043041
ARKANSAS HIGHWAY & TRANS DEPT
28
VIRGINIA
283057
JBI-NEW LIFE ANOITED
1,746,540
50005006
JACK BAYS, INC.
43
GEORGIA
433242
CSNHS-M003-00(158) 0
1,771,254
50035210
MACDOUGALD CONSTRUCTION
69
SHEARS
692969
28 KA 0246-01 Finney
1,774,907
11728822
KDOT FINNEY CO #2969 KA 0246-0
21
SOUTHERN FLORIDA
212302
State School DD-1
1,776,000
51101900
JAMES B. PIRTLE CONSTRUCTION
45
ALABAMA
453595
ALDOT STPSA-0014(512
1,777,631
50036381
ALA. DEPT OF TRANS-ACCOUNTING
43
GEORGIA
433292
Wal-Mart Sam's Club
1,786,429
11751459
SHANNON STROBEL & WEAVER
66
KANSAS CITY
662121
MDOT Rte 58-W-Z
1,793,842
50025049
MISSOURI HWY.& TRANS. COMM
21
SOUTHERN FLORIDA
212293
SR 817 & SR 852
1,804,963
51071000
FLORIDA DEPARTMENT OF TRANSPOR
75
CENTRAL FLORIDA
752974
SR 501 Clearlake Rd
1,821,694
51005740
FLORIDA DEPARTMENT OF TRANSPOR
66
KANSAS CITY
663515
OVPK 127th & Foster
1,836,072
50024494
CITY OF OVERLAND PARK
45
ALABAMA
452559
ALDOT RECA-STPSA-007
1,839,776
50036381
ALA. DEPT OF TRANS-ACCOUNTING
69
SHEARS
693019
OLIVER ROAD SUMNER C
1,840,646
51084390
SUMNER COUNTY
43
GEORGIA
433376
Dekalb County Call #
1,882,310
50025779
STATE OF GEORGIA DOT
28
VIRGINIA
282498
VDOT-PM-9K-05 PW CO
1,918,587
50005077
VDOT INTERSTATE MAINTENANCE
 
 
 
 
 
60
MISSOURI
602653
RT.44 LACLEDE BRIDGE
1,956,821
50018458
MO HWY & TRANS DEPT. #8
45
ALABAMA
452815
NEAREN CONSTRUCTION
1,985,730
50036809
NEAREN CONSTRUCTION, INC.
69
SHEARS
692994
KDOT Kiowa 0273-01
2,025,073
11722682
KDOT KIOWA #2994 KA0273-01
71
MISSISSIPPI
712315
WW-Hwy 45 Lauderdale
2,027,672
50027313
MS DEPT. OF TRANSPORTATION
43
GEORGIA
432664
US 129 STP-002-6 (53
2,046,808
50057242
MERRITT CONTRACTING, INC.
33
GULF COAST
333830
Henry Co-MP/JN
2,063,920
51000280
STATE OF ALABAMA
42
THOMPSON ARTHUR
423053
SALISBURY ST C20
2,064,078
50017178
NC DEPT OF TRANSPORTATION
41
COASTAL CAROLINA
413343
NCDOT OnslowCo Old 3
2,064,964
50013259
NCDOT
33
GULF COAST
332268
SR 83 (9th Ave.) Wal
2,072,017
50043840
FLORIDA DEPT OF TRANSPORTATION
75
CENTRAL FLORIDA
752813
Hardee County 2005 I
2,072,917
50020461
HARDEE CO. PUBLIC WORKS DEPT.
41
COASTAL CAROLINA
413567
H&M CONST. CO. - QVC
2,089,740
50023084
H & M CONSTRUCTION COMPANY
45
ALABAMA
453980
Hastings General Con
2,099,649
50049876
HASTINGS GENERAL CONTRACTORS
41
COASTAL CAROLINA
413511
SCDOT-ROAD WORK
2,104,971
50049783
SCHD-WILLIAMSBURG - APAC JOBS
58
BUSTER
582235
LAFAYETTE-SH 29-0301
2,105,875
11488312
CLEVE BATTE CONSTRUCTION INC.
25
TROTTI & THOMPSON
252867
TXDOT FM 92 Hardin C
2,133,313
50019325
TEXAS HIGHWAY DEPT.
44
MACDOUGALD CONSTRUCTION
442258
Widening of Zebulon
2,141,275
50025779
STATE OF GEORGIA DOT
49
HARRISON
493422
NCDOT C201532 Jackso
2,186,984
51101888
N.C. DEPARTMENT OF TRANSPORTATION
43
GEORGIA
432045
Statesbridge Rd. STP
2,220,710
50035296
PITTMAN HIGHWAY CONTRACTING
21
SOUTHERN FLORIDA
212657
GOLDEN GATE PARKWAY
2,240,011
51070304
MCM CORPORATION
77
FIRST COAST
772219
CR 13/204 Widening
2,243,304
51024251
ST JOHNS COUNTY BOARD OF COMM.
43
GEORGIA
433320
CSSTP-M003-00 (441)
2,245,495
50025779
STATE OF GEORGIA DOT
21
SOUTHERN FLORIDA
212273
SR93 (I-75)
2,254,569
51071000
FLORIDA DEPT. OF TRANSPORTATION
38
TEXAS BITULITHIC
382777
TARRANT CO IH 30
2,276,338
50006689
TEXAS DEPT. OF TRANSPORTATION
47
MEMPHIS
472941
HWY 49 MARVELL HWY 3
2,284,002
50043041
ARKANSAS HIGHWAY & TRANS DEPT.
21
SOUTHERN FLORIDA
212696
COUNTY-WIDE RESURF -
2,302,451
50002277
LEE COUNTY BOARD OF CNTY. COMM.
69
SHEARS
692993
KDOT Barber-Kingman
2,325,580
11744259
KDOT BARBER-KINGMAN #2993 KA 0
38
TEXAS BITULITHIC
382776
TARRANT CO FM 1709
2,325,846
50006689
TEXAS DEPT. OF TRANSPORTATION
21
SOUTHERN FLORIDA
212281
Jewfish Creek
2,340,637
51005754
GRANITE CONSTRUCTION COMPANY
60
MISSOURI
602831
RTE 65 TANEY J8P0609
2,342,651
50018937
MODOT - NO FOB!
45
ALABAMA
453991
ALDOT BRF-0002(515)
2,357,048
50036381
ALA. DEPT OF TRANS-ACCOUNTING
43
GEORGIA
433332
2006 Fayette Co Patc
2,361,238
50035058
FAYETTE COUNTY PUBLIC WORKS
75
CENTRAL FLORIDA
752879
SR 555 (US 17) Fr 55
2,362,254
51005740
FLORIDA DEPT. OF TRANSPORTATION
41
COASTAL CAROLINA
413026
Barnhill/NCDOT US 17
2,370,294
50013481
BARNHILL CONTRACTING CO.
25
TROTTI & THOMPSON
252869
TYLER CO FM 1013
2,377,872
50019325
TEXAS HIGHWAY DEPT.
43
GEORGIA
433273
Ben Hill Road
2,398,770
50025779
STATE OF GEORGIA DOT
47
MEMPHIS
473038
West Memphis Airport
2,407,503
50043479
CITY OF WEST MEMPHIS
43
GEORGIA
433366
SPLOST 04 Mill/Resur
2,428,420
51008046
CLAYTON COUNTY ROAD DEPARTMENT
38
TEXAS BITULITHIC
382233
ELLIS CO US 67
2,439,944
50006689
TEXAS DEPT. OF TRANSPORTATION
45
ALABAMA
453125
ALDOT STPHV-STPAA-85
2,489,752
50036381
ALA. DEPT OF TRANS-ACCOUNTING
66
KANSAS CITY
662114
MDOT Rte 291-78-7-40
2,517,460
50042233
MISSOURI STATE HWY. DEPT. - JOBS
66
KANSAS CITY
663507
Olathe 151st Pflumm
2,525,389
50024479
CITY OF OLATHE - JOBS
58
BUSTER
582215
CASS-STP 2004(516)-F
2,544,835
50054947
TEXAS DEPT OF TRANSPORTATION
20
MCCLINTON ANCHOR
203190
AHD-I540 PERRY RD IN
2,581,733
51102526
M. J. LEE CONSTRUCTION CO.
 
 
 
 
 
45
ALABAMA
453128
CHSV Periods
2,606,801
51116081
CITY OF HUNTSVILLE
38
TEXAS BITULITHIC
382238
DALLAS CO SH 342
2,622,640
50006689
TEXAS DEPT. OF TRANSPORTATION
43
GEORGIA
433371
Dekalb County Resurf
2,623,711
50035025
DEKALB COUNTY
20
MCCLINTON ANCHOR
202581
Cty of Bentonville/T
2,629,623
50000063
CITY OF BENTONVILLE
60
MISSOURI
602851
RTE I-35 DAVIESS J1
2,647,014
60
APAC-MISSOURI, INC (60)
66
KANSAS CITY
663508
KDOT 169 Highway
2,652,051
50024268
STATE OF KANSAS-JOBS
39
BALLENGER
392652
LAMAR CO., GA
2,666,890
0
** NOT FOUND **
58
BUSTER
582233
HOPKINS-IM 0302(092)
2,678,296
50054947
TEXAS DEPT OF TRANSPORTATION
49
HARRISON
493439
Sweet Grass Subdivis
2,679,283
11772233
SWEET GRASS, LLC
38
TEXAS BITULITHIC
382963
DALLAS COUNTY 2005 O
2,741,725
50006274
DALLAS COUNTY ROAD & BRIDGE
69
SHEARS
692979
Meade KDOT 54-60 K 7
2,848,028
11728849
KDOT MEADE #2979 K 7410-01
21
SOUTHERN FLORIDA
213238
FDOT SR70 -RUSSELL E
2,866,305
50050202
RUSSELL ENGINEERING
41
COASTAL CAROLINA
412932
CRM/IMPROV 2 US 521
2,911,832
50049075
C RAY MILES CONST. CO.
75
CENTRAL FLORIDA
752822
FDOT/SR 429 Westrn B
2,923,355
50020788
GILBERT SOUTHERN CORP.
21
SOUTHERN FLORIDA
212290
SR 826 (167 Street)
2,933,507
51071000
FLORIDA DEPT. OF TRANSPORTATION
38
TEXAS BITULITHIC
382237
VAN ZANDT CO US 80
2,934,427
50006689
TEXAS DEPT. OF TRANSPORTATION
21
SOUTHERN FLORIDA
213293
COUNTRY CLUB EAST @L
2,948,414
50002117
GIGLIOTTI CONTR., INC.
49
HARRISON
493382
NCDOT C201114 Cherok
2,979,561
51101993
WRIGHT BROTHERS CONSRUCTION CO.
33
GULF COAST
332276
SR 10A (US 90)
3,037,528
50043840
FLORIDA DEPT OF TRANSPORTATION
33
GULF COAST
333758
Coffee Cty-BD/EM
3,041,892
51000280
STATE OF ALABAMA
21
SOUTHERN FLORIDA
213307
VENICE RUNWAY 13-31
3,050,541
50002686
CITY OF VENICE
47
MEMPHIS
473031
Alberici Tang
3,061,749
50043307
MEMPHIS SHELBY COUNTY AIRPORT
21
SOUTHERN FLORIDA
213311
ELCONQUISTADOR BLVD-
3,073,780
11796032
SBC DEVELOPMENTS, L.L.L.P.
60
MISSOURI
602847
RTE 65 PETTIS J5P082
3,082,129
50018937
MODOT - NO FOB!
58
BUSTER
582245
MORRIS - STP 2006(27
3,096,338
50055293
H.H. HOWARD & SONS, INC.
60
MISSOURI
602663
RT.44 LACLEDE-ASPHAL
3,157,418
50018458
MO HWY & TRANS DEPT. #8
75
CENTRAL FLORIDA
752986
SR 5 (US 1) FDOT T51
3,171,740
51005740
FLORIDA DEPT. OF TRANSPORTATION
77
FIRST COAST
772532
SCDOT 7.2001RI US 27
3,234,354
51113445
SOUTH CAROLINA DOT
75
CENTRAL FLORIDA
752329
SR 41 (US 301) S of
3,281,628
51005150
CONE & GRAHAM INC.
88
CHARLOTTE
882127
ROW NC 70 WIDENING
3,290,964
50044879
NC HIGHWAY COMM.
43
GEORGIA
433338
Coweta County Patchi
3,333,668
50035008
COWETA COUNTY PUBLIC WORKS
45
ALABAMA
453123
Bridge Street Town C
3,361,216
51102945
TURNER UNIVERSAL CONSTRUCTION
66
KANSAS CITY
662113
MDOT Rte 24
3,365,350
50025049
MISSOURI HWY.& TRANS. COMM.
21
SOUTHERN FLORIDA
212651
BUSINESS 41 SR 739
3,391,678
50002277
LEE COUNTY BOARD OF CNTY. COMM.
69
SHEARS
692972
NOVACHIP MARION/MCPH
3,394,834
11698563
KDOT MARION-MCPHERSON #2972 KA
40
OKLAHOMA
402712
T-MC-90 MP 179 TO 20
3,398,596
51096990
OKLAHOMA TURNPIKE AUTHORITY
88
CHARLOTTE
882129
CAB NC KANN BYPASS C
3,423,902
50044879
N C HIGHWAY COMM.
49
HARRISON
493328
Dutchtown Rd Improve
3,471,623
11160763
KNOX COUNTY PURCHASING DIVISION
69
SHEARS
692995
KDOT Pawnee 0287-01
3,506,858
11728881
KDOT PAWNEE #2995 KA0287-01
45
ALABAMA
453129
ALDOT EBF-STPSAF-002
3,531,691
50036381
ALA. DEPT OF TRANS-ACCOUNTING
69
SHEARS
692919
KDOT Coffey Co 35-16
3,536,677
11613030
KDOT COFFEY #2919 K6790-01
39
BALLENGER
392558
GWINNETT CO, GA
3,578,586
472411
GEORGIA DEPT. OF TRANSPORTATION
20
MCCLINTON ANCHOR
203186
AHD-Hwy43 Siloam/Wes
3,614,983
50000354
ARKANSAS HIGHWAY DEPARTMENT
 
 
 
 
 
75
CENTRAL FLORIDA
752929
Sleepy Hill Rd Widen
3,664,144
51104064
CITY OF LAKELAND-A/P
60
MISSOURI
602662
RT.44 J1D0695F,J1D06
3,668,975
50017835
MODOT - DISTRICT 7
40
OKLAHOMA
402713
C-MC-14(OTA)CIMMARON
3,685,968
51096990
OKLAHOMA TURNPIKE AUTHORITY
48
ASHEVILLE
482328
C201606 BURKE/BUNCOM
3,691,325
50044879
NC HIGHWAY COMM.
66
KANSAS CITY
662118
MDOT Rte 70-70-24-58
3,728,435
50042233
MISSOURI STATE HWY. DEPT. - JOBS
39
BALLENGER
392554
KERSHAW CO, SC
3,778,076
50049645
U.S. GROUP, INC.
41
COASTAL CAROLINA
413017
MCAS CP Capeheart Ro
3,816,356
50014332
MCAS- SUPPLY DEPT.
45
ALABAMA
452795
ALDOT IMD-IM-I065(32
3,823,874
50036381
ALA. DEPT OF TRANS - ACCOUNTING
25
TROTTI & THOMPSON
252860
Newton Co. SH12
3,857,190
50019325
TEXAS HIGHWAY DEPT.
28
VIRGINIA
282615
AWC-VDOT-RT 95 SPRNG
3,913,866
11216000
ARCHER WESTERN CONTRACTORS
33
GULF COAST
332212
I10/I110 Interchange
3,930,871
51107925
ARCHER WESTERN
21
SOUTHERN FLORIDA
212706
N CAPE SIX MILE RD R
3,937,862
50001868
CITY OF CAPE CORAL
47
MEMPHIS
472997
I-40 North Widening
3,971,334
50043041
ARKANSAS HIGHWAY & TRANS DEPT.
47
MEMPHIS
473021
FEDEX 2006 Dec 06 Ra
4,044,066
50043164
FEDERAL EXPRESS
41
COASTAL CAROLINA
413493
SCDOT-LANCASTER&YORK
4,047,283
50049778
SCHD - LANCASTER - APAC JOBS
69
SHEARS
692980
Meade KDOT 54-60 K 7
4,224,392
11728865
KDOT MEADE #2980 K7411-01
75
CENTRAL FLORIDA
752353
SR 688 Ulmerton Road
4,231,748
51005150
CONE & GRAHAM INC.
69
SHEARS
692920
KDOT Coffey Co 35-16
4,481,914
11613048
KDOT COFFEY #2920 K6791-01
38
TEXAS BITULITHIC
382227
DALLAS CO IH 20
4,521,258
50006682
TEXAS DEPT. OF TRANSPORATION
38
TEXAS BITULITHIC
382232
DALLAS CO IH 635
4,566,371
10895274
McCARTHY BUILDING COMPANIES
28
VIRGINIA
282374
DRB-PRENTISS POINT S
4,620,496
11527473
DAN RYAN BUILDERS, INC.
47
MEMPHIS
473010
Little Rock Runway 4
4,650,809
50026266
LITTLE ROCK MUNICIPAL AIRPORT
21
SOUTHERN FLORIDA
212277
Sawgrass Expressway
4,805,483
11529541
APAC - MAJOR PROJECTS GROUP
28
VIRGINIA
283291
GR-INWOOD VILLAGE
4,820,000
11805568
GLEN W RUSSELL
25
TROTTI & THOMPSON
252851
Liberty County US 90
4,825,268
50019325
TEXAS HIGHWAY DEPT.
66
KANSAS CITY
662469
MDOT Grandview Trian
4,843,036
50024887
CLARKSON CONSTRUCTION
21
SOUTHERN FLORIDA
213269
US 41 TO VENICE CONN
4,847,434
51005174
HUBBARD CONSTRUCTION
39
BALLENGER
392303
GUILFORD CO., NC
4,875,267
11239973
APAC-ATLANTIC, INC. (042)
71
MISSISSIPPI
713325
PT-MDOT-HWY 51
4,984,270
50027313
MS DEPT. OF TRANSPORTATION
21
SOUTHERN FLORIDA
212680
IMMOKALEE RD. - J. C
4,999,744
51108149
JOHN CARLO INC.
21
SOUTHERN FLORIDA
212271
SR 816 OAKLAND PARK
5,066,435
51071000
FLORIDA DEPT. OF TRANSPORTATION
20
MCCLINTON ANCHOR
203177
AHD-Hwy412 Nob Hill
5,071,812
50000354
ARKANSAS HIGHWAY DEPARTMENT
48
ASHEVILLE
482299
C201277 BUNCOMBE COU
5,163,048
50045026
TAYLOR & MURPHY CONSTRUCTION
47
MEMPHIS
473025
Hwy 135 Interchange
5,190,399
11453970
DUMEY CONTRACTING
39
BALLENGER
392556
BUNCOMBE CO., NC, I-
5,217,813
0
** NOT FOUND **
38
TEXAS BITULITHIC
382967
PGBT SEG III
5,243,116
50006709
NORTH TEXAS TOLLWAY AUTHORITY
38
TEXAS BITULITHIC
382966
DALLAS NORTH TLWAY (
5,274,444
50006709
NORTH TEXAS TOLLWAY AUTHORITY
43
GEORGIA
432069
US 27 Reconstruction
5,311,522
51110073
BRUCE ALBEA CONSTRUCTION
77
FIRST COAST
772223
SR 63(US27)Leon Co C
5,323,199
0
** NOT FOUND **
45
ALABAMA
453110
Taxiway L and Roadwa
5,473,814
51105456
HUNTSVILLE MADISON CO. AIRPORT
43
GEORGIA
433334
Runway 8R/26L Paveme
5,563,154
50053265
KIEWIT SOUTHERN COMPANY
77
FIRST COAST
772227
SR 13 & SR 16 St Joh
5,662,105
51022391
FLORIDA DEPT. OF TRANSPORTATION
39
BALLENGER
392301
I-485 Mt Holly Rd, N
5,732,961
474505
BLYTHE CONSTRUCTION, INC.
 
 
 
 
 
41
COASTAL CAROLINA
413475
NCDOT-HWY264 BYPASS-
6,054,744
50013259
NCDOT
43
GEORGIA
433325
Memorial Drive
6,162,818
50035210
MACDOUGALD CONSTRUCTION
41
COASTAL CAROLINA
413740
BMCO-DOT-US220
6,222,695
50052203
BMCO CONSTRUCTION, INC.
42
THOMPSON ARTHUR
423062
C201579 Randolph-Dav
6,295,151
50017178
NC DEPT OF TRANSPORTATION
47
MEMPHIS
472978
HWY 147 - I-55
6,297,210
50043041
ARKANSAS HIGHWAY & TRANS. DEPT.
43
GEORGIA
432710
NHS-0001-00(795)01
6,298,110
50025779
STATE OF GEORGIA DOT
28
VIRGINIA
282500
CH2-SUDLEY MANOR DRI
6,300,089
11584785
CH2MHILL, INC.
39
BALLENGER
392651
COBB/DOUGLAS SR6, GA
6,374,865
697101
APAC - GEORGIA, INC. - MACDOUG.
88
CHARLOTTE
882134
MEC NC/TIDE I-485 PA
6,455,654
11303963
TIDEWATER SKANSKA, INC.
58
BUSTER
582231
SEVIER-030268-HWY 70
6,522,153
51114302
ARKANSAS ST HWY & TRANS. DEPT.
45
ALABAMA
452807
ALDOT ST-659-16 JEFF
6,584,176
50036381
ALA. DEPT OF TRANS - ACCOUNTING
41
COASTAL CAROLINA
413394
SCDOT-CLAR/SUMT-I95
6,682,332
50049771
SCHD - CLARENDON - APAC JOBS
58
BUSTER
582183
CASS-US 59-NH 2004(2
6,839,272
50054947
TEXAS DEPT OF TRANSPORTATION
69
SHEARS
692959
Rooks Co 183-82 K 63
6,869,715
11687389
KDOT ROOKS #2959 K6377-01
43
GEORGIA
432799
I-75 CSSTP-0006-00 (
6,925,436
11631861
CW MATTHEWS/APAC SOUTHEAST, INC.
25
TROTTI & THOMPSON
252836
THD JEFF CO US 69 VA
7,048,636
50019325
TEXAS HIGHWAY DEPT.
21
SOUTHERN FLORIDA
213306
MCINTOSH PHASE 2A-SA
7,053,186
50002548
SARASOTA COUNTY FINANCE
41
COASTAL CAROLINA
413229
NCDOT NHanover Milit
7,636,710
50013259
NCDOT
60
MISSOURI
602834
RTE I-70 LAFAYETTE J
7,656,969
50018937
MODOT - NO FOB!
41
COASTAL CAROLINA
413287
NCDOT NewHan/Ons/Pen
7,833,981
50013259
NCDOT
88
CHARLOTTE
882210
ROW US 70 C201068
7,909,925
50044879
NC HIGHWAY COMM.
28
VIRGINIA
282395
VDOT-I81&RT50-FRED C
7,940,834
50016008
VIRGINIA DOT - STAUNTON
21
SOUTHERN FLORIDA
212268
PALMETTO EXPRESSWAY
8,116,340
11529541
APAC - MAJOR PROJECTS GROUP
25
TROTTI & THOMPSON
252816
THD JEFFERSON CO US6
8,138,121
50019325
TEXAS HIGHWAY DEPT.
43
GEORGIA
433212
I-20 CSNHS-M002-00(9
8,324,222
50035210
MACDOUGALD CONSTRUCTION
42
THOMPSON ARTHUR
423863
ARCHER-WESTERN, LTD
8,389,247
11365638
ARCHER-WESTERN CONTRACTORS LTD
33
GULF COAST
332232
I-110 Escambia Count
8,423,480
51107925
ARCHER WESTERN
43
GEORGIA
433254
SR 53 Hall Co.STP-06
8,451,518
50035210
MACDOUGALD CONSTRUCTION
41
COASTAL CAROLINA
413118
NCDOT NC 55 Craven 2
8,479,304
50013259
NCDOT
71
MISSISSIPPI
713402
TM-I-55 Joint Ventur
8,558,675
11773463
SUPERIOR ASPHALT,INC & APAC MS
44
MACDOUGALD CONSTRUCTION
442253
SC West Ga. Rd. I-38
8,783,276
51114812
SOUTH CAROLINA STATE HIGHWAY D
60
MISSOURI
602652
RT 160 GREENE J8U053
9,274,007
50018458
MO HWY & TRANS DEPT. #8
77
FIRST COAST
772207
I95 Flagler County
9,927,697
51022577
SUPERIOR CONSTRUCTION
66
KANSAS CITY
662120
MDOT Rte I-35
10,065,958
50042233
MISSOURI STATE HWY. DEPT. - JOBS
75
CENTRAL FLORIDA
752359
SR 60 Brandon Blvd
10,087,015
51005740
FLORIDA DEPT. OF TRANSPORTATION
49
HARRISON
493412
FHWA Newfound Gap Rd
10,110,812
50046032
FEDERAL HIGHWAY ADM
33
GULF COAST
333820
Russell County-BD/EM
10,383,430
51000280
STATE OF ALABAMA
69
SHEARS
693014
Ellis Co 183-26 K 82
10,695,173
0
** NOT FOUND **
75
CENTRAL FLORIDA
752931
Viera Blvd Overpass/
10,724,959
11120147
THE VIERA COMPANY
47
MEMPHIS
473030
FEDEX Tang Ramp Expa
10,771,017
50043164
FEDERAL EXPRESS
20
MCCLINTON ANCHOR
203179
AHD-Hwy62 Farmington
11,111,267
50000354
ARKANSAS HIGHWAY DEPARTMENT
41
COASTAL CAROLINA
413277
NCDOT US 17 May to J
11,258,447
50013259
NCDOT
48
ASHEVILLE
482183
C200809 IREDELL COUN
11,325,177
50044879
NC HIGHWAY COMM.
 
 
 
 
 
75
CENTRAL FLORIDA
752335
Tampa Airport Interc
11,351,051
11634519
FLATIRON TIDEWATER SKANSKA
39
BALLENGER
392402
I-485 Oakdale to Sta
11,368,421
51109934
TIDEWATER SKANSKA, INC.
44
MACDOUGALD CONSTRUCTION
442269
US278 Thornton Road
11,431,876
50025779
STATE OF GEORGIA DOT
33
GULF COAST
332262
SR 85 Niceville
11,442,789
50043840
FLORIDA DEPT. OF TRANSPORTATION
21
SOUTHERN FLORIDA
212627
IMMOKALEE RD 4 LANE-
11,949,020
50001925
COLLIER COUNTY BOARD OF
88
CHARLOTTE
882203
ROW NC C201205
12,059,946
50044879
NC HIGHWAY COMM.
58
BUSTER
582243
SMITH-SFT 429-5-2, E
12,717,987
50054947
TEXAS DEPT. OF TRANSPORTATION
28
VIRGINIA
282619
TSI-VDOT-I-95/I495 R
13,029,505
51109934
TIDEWATER SKANSKA, INC.
41
COASTAL CAROLINA
413455
RE GOODSON-US74 ROBE
13,234,073
50048710
R.E. GOODSON CONSTRUCTION
45
ALABAMA
452811
ALDOT APD-0471(530)
13,413,403
50036381
ALA. DEPT OF TRANS-ACCOUNTING
47
MEMPHIS
472982
Highway 304 Desoto &
13,639,816
51113766
MISSISSIPPI DEPT OF TRANS.
42
THOMPSON ARTHUR
423839
C200734: GSO Western
13,724,648
50017178
NC DEPT OF TRANSPORTATION
20
MCCLINTON ANCHOR
203189
AHD-Hwy59 3 Miles S.
13,919,278
50000354
ARKANSAS HIGHWAY DEPARTMENT
47
MEMPHIS
472931
I-55 Desoto Co.
14,443,319
51113766
MISSISSIPPI DEPT OF TRANS.
43
GEORGIA
433285
SR 316/I-85 Macdouga
15,061,097
50035210
MACDOUGALD CONSTRUCTION
77
FIRST COAST
772781
Middleground Rd-Chat
16,205,396
51113418
STATE OF GEORGIA DOT
47
MEMPHIS
473018
164TH Airlift Wing R
16,942,397
50026258
CH2M HILL INC.
41
COASTAL CAROLINA
413348
NCDOT Pamlico Co NC
17,105,013
50013259
NCDOT
33
GULF COAST
332946
IM 1065(345) Conecuh
17,579,115
51000280
STATE OF ALABAMA
44
MACDOUGALD CONSTRUCTION
442264
Perimeter Parkway
17,896,317
50025779
STATE OF GEORGIA DOT
94
APAC 94-MAJOR PROJECTS
942003
SR 79 WEST BAY BRIDG
17,923,981
472382
FLORIDA DEPT. OF TRANSPORTATION
44
MACDOUGALD CONSTRUCTION
442272
Riverside Drive
17,981,048
50025779
STATE OF GEORGIA DOT
44
MACDOUGALD CONSTRUCTION
442270
SR53 Hall County
19,366,488
50025779
STATE OF GEORGIA DOT
69
SHEARS
692992
KDOT Ellsworth 6802-
20,254,161
11740995
KDOT ELLSWORTH #2992 K6802-01
42
THOMPSON ARTHUR
422020
C200734: GSO Western
21,541,220
50017178
NC DEPT OF TRANSPORTATION
21
SOUTHERN FLORIDA
212656
VANDERBILT RD IMPROV
25,069,213
50001925
COLLIER COUNTY BOARD OF
60
MISSOURI
602855
RTE 249 JASPER J7U04
26,948,014
50018937
MODOT - NO FOB!
39
BALLENGER
392559
CARROLL-HARALSON
27,970,486
697101
APAC - GEORGIA, INC. - MACDOUG
44
MACDOUGALD CONSTRUCTION
442271
I85 @ SR316 Gwinnett
29,141,176
51115921
APAC/CWM - JOINT VENTURE
44
MACDOUGALD CONSTRUCTION
442267
I-20 Rehab SR1/US27
29,777,601
50025779
STATE OF GEORGIA DOT
94
APAC 94-MAJOR PROJECTS
942002
Palmetto Expressway
36,175,806
472382
FLORIDA DEPT. OF TRANSPORTATION
44
MACDOUGALD CONSTRUCTION
442273
Memorial Drive Inter
43,505,311
50025779
STATE OF GEORGIA DOT
94
APAC 94-MAJOR PROJECTS
942001
Sawgrass Widening
50,197,032
472382
FLORIDA DEPT. OF TRANSPORTATION
 
TOTAL
    
$1,592,262,625
   
             
 

 
Permits
 

Special Use Permit #96-0040, APAC-VA, Inc. (Brentsville Magisterial District), allowing the operation of an asphalt plant and the use of garage/repair facility, located on the east side of Vulcan Lane, at its intersection with Wellington Road, in the Brentsville Magisterial District, will expire in November 2006. The Prince William Board of County Supervisors has not yet determined whether it will be renewed.
 
 

 
Taxes
 
Currently there are no tax years under federal audit. Seller will shortly execute federal Forms 870-AD for tax years 1992 through 2003. The federal audit of tax years 2004 and 2005 is expected to commence in August, 2006.
 
Seller has waivers extending the statute of limitations for (1) Tax Years 1999, 2000 & 2001, extended to June 30, 2007, and (2) Tax Year 2002, extended to December 31, 2006.
 
Seller plans to make waivers extending the statute of limitations for (1) Tax Years 2002 & 2003, to be extended to December 31, 2007, and (2) Tax Year 2004, to be extended to July 31, 2008.
 
 
APAC Entity
Division
Type of Tax
Taxing Authority
Periods
1
APAC-Texas, Inc.
Sales and
Use Tax
State of Texas
10/2001 - 9/2004
 
2
 
APAC-Missouri, Inc.
Sales and
Use Tax
State of Missouri
6/1/2002 - 5/31/2005
 
3
 
APAC-Southeast, Inc.
Sales and Use Tax
City of Huntsville, AL
4/1/2003 - 3/31/2006
 
4
APAC-Southeast, Inc.
APAC-Georgia, Inc.
Property
Assessor for Clark
County, GA
2003, 2004, 2005
 
5
 
APAC-Southeast, Inc.
 
Ballenger
Property
Assessor for Peach
County, GA
2003, 2004
6
 
The State of Colorado has scheduled an audit of Ashland Inc. and its subsidiaries, which would include the Transferred Companies.
7
The State of Texas has proposed penalties against APAC-Oklahoma, Inc. The issue of penalties is being contested. The underlying tax liability has been settled.
 
8
 
The State of Kansas denied credits claimed by APAC-Kansas, Inc. This is being contested.
 
9
 
The State of Tennessee has scheduled an audit of Ashland Inc. and its subsidiaries for 1996 to current tax years, which would include the Transferred Companies.
10
The State of Texas has scheduled an audit of Ashland Inc. and its subsidiaries for the 1996, 1997, and 1998 tax years, which would include the Transferred Companies.

 
 
 
Proceedings
 

Actions Against Seller or a Transferred Company
 
1)
Haberman v. APAC-Oklahoma, Inc. This is a personal injury lawsuit that occurred in APAC’s work zone. Plaintiff brought suit against APAC and others and is seeking over $ 1 million in damages. APAC has cross-claim against its traffic control subcontractor on the project.
 
2)
USDOT Quality Control Investigation (North Carolina). USDOT and APAC have reached a verbal agreement to settle the investigation into falsified quality control test results.
 
3)
Elliott Accident. This claim is not currently a lawsuit. An APAC service truck was involved in a fatal car accident. APAC has received a settlement demand in the amount of $1.79 million.
 
4)
Azuara v. APAC-Southeast, Inc. Personal injury claim arising from a motor vehicle accident on SR-80 in Alva, Florida. In April 2006, Robert Casey failed to stop at a blinking red light and stop sign at an intersection. Mr. Casey struck the back of a pickup truck being operated by Pedro Azuara. The impact caused the pickup truck, which was carrying 5 adults and 2 children, to overturn. Three individuals died as a result of the injuries that they sustained in the accident, and two children sustained serious injuries. The Plaintiff and Alexjandro Ramirez also sustained serious injuries. APAC was working on a project on SR-80 for FDOT. Just prior to the accident, APAC relocated the stop sign at the intersection of the accident. Although APAC placed a flashing light on the relocated stop sign, the investigating police officer and several local residents indicated that the relocated stop sign played a significant role in the accident.
 
5)
Dorrell v. APAC-Carolina, Inc. This personal injury case arises from a motor vehicle accident in Georgetown County, South Carolina. In April 1996, the Plaintiff lost control of her pickup truck and overturned in a drainage ditch. The Plaintiff was ejected from the car and sustained serious injuries. She incurred medical expenses of approximately $50,000 and unspecified lost earnings. The Plaintiff claims that SCDOT and APAC failed to correct a large drop-off on the shoulder of the roadway and that the drop-off caused the Plaintiff to lose control of her vehicle. Prior to the accident, APAC’s work had been accepted by SCDOT. SCDOT settled with the Plaintiff, and the trial court granted summary judgment to APAC based on the “completion and acceptance doctrine.” Plaintiff’s appeal was heard by the South Carolina Supreme Court on October 21, 2004, and the Supreme Court struck down the “completion and acceptance doctrine.”
 
6)
Forrester v. APAC-Southeast, Inc. This personal injury claim arises from a motor vehicle accident on CR 28 in Jefferson County, Georgia. On January 6, 2003, an APAC employee struck the cab of the Plaintiff’s tractor trailer with the backhoe bucket while excavating along the roadway and caused minor damage to the same. The Plaintiff claimed to have sustained soft-tissue injuries and filed a workers’ compensation claim. During mediation on
 

 
 

 
September 1, 2005, the Plaintiff alleged for the first time that she was struck in the head by a hair spray can at the time of the impact and sustained a closed-head injury. Based on the testimony of the court-appointed psychiatrist in the case regarding the Plaintiff’s mental state after the accident (that she suffered from post-traumatic stress syndrome and depression and is unable to return to work), the Plaintiff increased her demand to $1.5 million. We tried the case during the week of June 26, 2006 and the jury returned a verdict of approximately $467,000. Since the Court issued several improper rulings, we filed a motion for a new trial.
 
7)
Lisiecki v. APAC-Southeast, Inc. This wrongful death case arises from a motor vehicle accident in Miami, Florida. In July 2002, an independent hauler delivering asphalt to an APAC paver ran over Benjamin Lisiecki when Mr. Lisiecki emerged from a manhole. Mr. Lisiecki died before arriving at the hospital. The independent hauler did not follow the instructions of APAC’s crew and attempted to back up almost 312 feet in order to reach the paver. The independent hauler’s insurance was cancelled in May 2002 and we were never notified of the cancellation. APAC was working as a subcontractor for codefendant M. Vila & Associates.
 
8)
Wolfe v. APAC-Arkansas, Inc. (Arkhola) This breach of contract case arises from a lease agreement for the Jenny Lind Quarry in Sebastian County, Arkansas. The Plaintiff claims that APAC breached the lease by failing to construct a road on the property. APAC contends that it was willing to construct a road on the property and has been unable to construct the same because the Plaintiff is demanding a “subdivision.” APAC has made numerous attempts to resolve this case. The Plaintiff, however, has no interest in the road and is seeking to obtain money damages. Plaintiff has demanded that we purchase the property for $1,800,000 or settle the case for $1,500,000. The Court will hear our Motion for Summary Judgment on July 28, 2006.
 
9)
Sierra Club v. Corps of Engineers. This is an environmental challenge in Federal Court to Section 404 permits issued to mining companies in the “lake belt” area of Miami, including the APAC quarrying operations under the White Rock royalty agreement. APAC, Florida Rock, Tarmac, Rinker and others intervened. On March 22, 2006, the Court ruled on Plaintiffs’ motion for summary judgment, which was filed over a year ago. The ruling granted the motion, and held that the permits were illegally issued. A hearing to decide the remedy - whether and to what extent future mining will be restricted - began on June 13, 2006. The hearing will probably extend into late August. See Schedule 3.15 “Compliance with Applicable Environmental Laws” for additional information.
 
10)
Thomas Covington, Jr. accident. This is a wrongful death claim that arises from a motorcycle accident in APAC’s work zone in which Plaintiff hit a drop off between lanes of traffic and crashed his motorcycle. Uneven pavement signs were not posted. APAC (no lawsuit filed yet); Coastal Carolina division workzone accident.
 
11)
John D. Stephens, Inc. v. 5R Constructors, LLC. This is a breach of contract claim filed by a dirt supplier at the 5th Runway Project at Hartsfield International Airport in Atlanta, Georgia. APAC is not named as a party in the litigation but is a member of Defendant 5R Constructors LLC (“5R”) and supplied a bond for its portion of the project. The Plaintiff contends that 5R reduced the dirt quantities to be used on the project without the Plaintiff’s consent. The dirt
 


 
 
quantity reductions were ordered by the City of Atlanta, owner of the airport and manager of the project. 5R’s contract with the City and it subcontract with the Plaintiff provide that the City has the right to reduce the estimated quantities of dirt. Plaintiff is seeking specific damages of approximately $50MM and punitive damages of approximately $182MM. The Court granted summary judgment to the City but denied 5R’s summary judgment motion. 5R has appealed the decision.
 
12)
Abbott v. APAC-Mississippi, Inc. Bad faith suit brought by William Abbott for $5.75 million in Circuit Court, Lee County, Mississippi. Suit filed on August 3, 2005.
 
13)
State Agency in Shawnee, Oklahoma has threatened to issue an order requiring clean-up of an APAC site, but there has been no decision on the part of the state as to how to proceed. Contamination (solvents) pre-existed APAC but became APAC’s responsibility through the Superfos acquisition. Liability was retained in the sale of the operation to Haskell Lemons. See Schedule 3.15 “Compliance with Applicable Environmental Laws” for additional information.
 
14)
Salisbury, North Carolina claims. There are three tort actions involving four plaintiffs for wrongful death and health impacts associated with living or working near an industrial area. APAC purchased the Salisbury asphalt plant in 1998; APAC is one of multiple defendants. See Schedule 3.15 “Compliance with Applicable Environmental Laws” for additional information.
 
15)
Mississippi silica matters - Multiple multi-plaintiff actions have been filed in Mississippi for alleged silica exposure against a variety of defendants, including APAC. APAC has supplied sand in the area. No information as to how many plaintiffs or the nature of the claims (workplace exposure, bystander exposure, etc) is yet available. Originally up to approximately 700 plaintiffs were possible but the number is reducing (without effort on the part of APAC) given recent rulings in other non-APAC silica matters.
 
16)
Ellen Settles v. Leathers and MHTC and APAC-Kansas, Inc. Tort action for wrongful death. Decedent was driving through construction zone when another driver traveling in the opposite direction crossed through traffic control and collided head with decedent’s vehicle. APAC, other driver, state, and traffic control subcontractor are all defendants. APAC is not believed to have any liability but joint and several liability applies (given filing date) in the event of any a finding of any negligence on the part of APAC.
 
17)
Rush v. Baker. Plaintiffs are the children, wife and mother of decedent Hardney L. Rush. Mr. Rush was electrocuted while assisting with the relocation of a conveyor being carried by a crane that came into contact with overhead power lines. Plaintiffs have filed suit against Richard Baker, the APAC operator of the crane, and Kansas City Power & Light, the owner of the power lines. KCP&L filed a third party action against APAC-Missouri, Inc. for contribution on the basis that APAC did not notify KCPL that work would be conducted within 10 feet of a power line.
 
18)
Green v. APAC-Southeast, Inc. In April 2003, Plaintiff, a truck driver delivering liquid asphalt to APAC’s Okeechobee asphalt plant, was badly burned on his face, neck, hands, and legs when he improperly removed a hose from a storage tank in order to offload liquid asphalt from the truck to the tank. Plaintiff and his wife filed suit against APAC, Ray Curtis (a former APAC employee), and Perry Ludt (an APAC employee) alleging among other things that they were negligent in failing to warn of dangerous conditions on the property. APAC has assumed defense and indemnity of Curtis and Perry with a reservation of rights. Summary judgment in favor of APAC was granted by trial court, but it could be overturned by pending appellate court decision.
 


 
19)
I-20 cases (in Mississippi). APAC was sued along with a truck driver, trucking company, and an APAC subcontractor in relation to a multi-vehicle, multi-fatality accident which occurred on I-20 in the backup to construction work. These matters include multiple separate lawsuits (Grafe, Goodwin, etc). APAC is currently being indemnified and defended by its subcontractor who has approximately $9 million in insurance coverage. The accident occurred when a truck driver, who failed to brake at any time, drove into traffic hitting multiple vehicles. Under Mississippi law, where one party is more than 50% at fault, joint and several liability does not exist.
 
20)
Pond Limited Partnership claim. On August 8, 2006, APAC received a letter from Ralph B. Pond of Pond Limited Partnership, alleging that APAC-Atlantic, Inc. (“APAC”) (i) owes the partnership approximately 15 years worth of unpaid royalties pursuant to the 1981 agreement by which APAC purchased the property from Mr. Pond’s family, under which he claims APAC agreed to pay a per ton royalty for asphalt produced by APAC’s Plant #8 in Myrtle Beach, South Carolina, and (ii) is required to remove an unspecified quantity of “contaminated soil and asphalt” from an adjacent property which the Pond family allowed APAC to use in exchange for the aforementioned royalty payments. APAC is in the process of investigating these allegations and responding to Mr. Pond.
 
21)
Mississippi Quality Control Investigation.  On August 7, 2006, a quality-control technician based at APAC’s Columbus, Mississippi asphalt plant contacted the Ashland hotline and reported that he had been pressured to falsify quality-control test results. The employee asked a former APAC quality-control technician to contact the hotline on August 8, 2006, in order to confirm these allegations. Both callers said that they had falsified test results because production employees had “insinuated” that the technicians needed “help out the team.” The first caller had been disciplined on August 7, 2006 for tardiness and has had a long-standing personal conflict with the new Area Manager. It is also apparent that the first caller is concerned about the Oldcastle transaction and its impact on his future employment. The APAC Law Department interviewed numerous managers, quality control technicians, and production personnel at the three plants associated with the Columbus Branch on August 9, 2006, and also interviewed two former technicians, including the second caller, via telephone and reviewed the daily diaries maintained at the Columbus plant. The callers indicated that it would be very difficult to track the falsified tests or quantify the number of falsifications. At this time, APAC is planning to inspect the seven other asphalt plants in Mississippi and review APAC’s QC Integrity Policy with the plant personnel. Randy West of the National Center for Asphalt Technology has agreed to audit the plants during those visits and assist in the investigation. Once these remaining visits have taken place, the Regional Vice-President and Division President of APAC intend to meet with the Mississippi Department of Transportation in order to discuss the matter.
 


Default on Judgments
 
None.
 
Actions by Transferred Companies
 
22)
APAC-Kansas, Inc. v. Terracon Environmental, Inc. APAC is seeking to recover $2.4 million in damages to recover cost of repair on 151ST Street Bridge Project.
 
23)
APAC-Atlantic, Inc. v. Laura & Associates - to pursue damages in excess of $1 million for defective work and delay against Laura & Associates, a subcontractor on the Western Loop Project in Guilford County, which refused to complete the work under its subcontract and was terminated.
 
24)
APAC-Oklahoma, Inc. v. National American Insurance Company. This is a suit for bad faith litigation for anticipated and accrued indemnification and defense costs arising from the Haberman and Moomey litigation.
 
25)
APAC-Southeast, Inc. v. Florida Tank Lines. This is a case for indemnification and defense costs arising from Green litigation, expected to be in excess of $500,000 if summary judgment in favor of APAC is overturned by pending appellate court decision.
 
26)
I-81 claims (4 multi-million dollar claims). Three separate but related projects on I-81 for the WVDOT. The first project was delayed by in excess of one year and thus impacted all 3 jobs. DOT has claimed liquidated damages and APAC has claimed delay costs. Total amount claimed is approximately $6 million. Another lawsuit was filed against a supplier, Tecspan Concrete a/k/a Prestress Services, due to problems and delays associated with the concrete beams they supplied. Claims against Tecspan are in excess of $200,000. Virginia Division
 
27)
APAC-Southeast, Inc. claim against Nassau County, FL and Alltel for approximately $500,000. Claims are for delays associated with failure to timely relocate utilities such that right of ways for APAC’s construction were not available per project specifications.
 
28)
APAC-Southeast, Inc. claim against FDOT relating to SR-79 due to borrow and fill problems contrary to specifications. Claim is for $402,000 plus interest and costs. Gulf Coast Division
 
29)
Cambridge Eastfield v. APAC-Atlantic, Inc. This is a lawsuit brought by developer to negate the mechanic’s lien of APAC and other subs following the bankruptcy of the prime. APAC contested the removal of the lien and brought a counterclaim for an amount up to approximately $600,000. Charlotte Division
 
30)
F.T. Williams bankruptcy claim. This is a claim against a bankrupt subcontractor who had subcontracts for three APAC projects. F.T. Williams left APAC job sites and never returned. Claim is for approximately $3.56 million.

 
 
 
31)
APAC-Southeast, Inc. v. Coastal Caisson Corp. This breach of contract case arises from a GDOT project. The Defendant provided APAC with a quote for its work, but after APAC was awarded the project, Defendant refused to execute a subcontract and claimed that the parties were unable to reach a “mutually acceptable” subcontract. APAC was forced to retain a replacement contractor to complete this work. We are seeking damages in excess of $500,000 for the delays and increased subcontract costs caused by the Defendant.
 
32)
APAC-Southeast, Inc. v. Florida Department of Transportation. This claim for additional compensation arises from a construction project in Pensacola, Florida. APAC was awarded an FDOT contract to construct a weigh station. FDOT subsequently awarded a resurfacing contract for I-10 to one of APAC’s competitors, Anderson-Columbia (“A/C”). When FDOT determined that the projects impeded one another, it removed work valued at approximately $1.5MM from APAC’s contract and added the work to A/C’s contract. FDOT, however, failed to address the conflicts raised by the two projects. APAC filed a claim for approximately $2.8MM for damages arising from the delays caused by the conflicts. These damages include the improper assessment of approximately $914,000 in liquidated damages.
 
33)
APAC-Southeast, Inc. v. Pacific Vinings West, LLC. This claim for additional compensation arises from a construction project in Smyrna, Georgia. APAC performed grading and site work for a large mixed use development. APAC is in the process of submitting a claim in the amount of $3.0MM for delay damages and the costs of the additional work.
 
34)
BellSouth Telecommunications, Inc. v. APAC-Southeast, Inc. Bellsouth filed this collection action in order to recover damages for damaged utility lines on APAC’s McFarland Road project in Forsyth County, Georgia. BellSouth is seeking to recover approximately $28,000 plus interest and attorney fees. We filed a counterclaim and are seeking to recover in excess of $500,000 because BellSouth delayed our work on the project when it failed to relocate the lines in a timely manner. No reserve has been established.
 
35)
Pavement Specialists, Inc. v. APAC-Southeast, Inc. v. GDOT. This contract case arises from GDOT projects on I-75 in Bibb County/Monroe County, Georgia. Pavement Specialists, Inc (“PSI”), APAC’s subcontractor, claims that it incurred losses of approximately $1.0MM because GDOT and/or APAC increased its scope of work on the projects. According to the PSI, the increased quantities made its work more unproductive and costly. GDOT denied PSI’s claim for additional compensation so PSI filed a direct action against APAC. PSI and APAC agreed to stay that case so that PSI could file a pass-through claim against GDOT. When PSI filed the pass-through claim against GDOT, GDOT refused to execute two previously-negotiated supplemental agreements with APAC. As a result, APAC has asserted a claim for additional compensation of approximately $800,000.
 
36)
APAC-Oklahoma, Inc. and APAC-Arkansas, Inc. v. CIC Frontier, Inc and Cummins Investment Corp. APAC has filed suit against CIC Frontier and Cummins Investment Corp. based upon CIC Frontier's termination of all of its existing sales orders with APAC. APAC is also filing an application for a temporary restraining order barring CIC Frontier and Cummins Investment Corp. from selling either their terminal or remaining supply of liquid asphalt. APAC's estimated damages in this matter are in excess of $4 million.
 
37)
The following are routine collection matters that are not known to involve significant disputes:
 


 
 
a)
A lien claim against W.G. Yates & Sons Construction Company for $827,276.45.
 
 
b)
A bond claim against Carolina Consulting for $511,994.83.
 
 
c)
A collection claim against Cherry Hill Construction for $554,824.36.
 

 
 
Benefit Plans
 

1)
Ashland Inc. and Affiliates Pension Plan
 
2)
Ashland Inc. Leveraged Employee Stock Ownership Plan
 
3)
Ashland Inc. Employee Savings Plan
 
4)
APAC, Inc. Hourly Savings Plan
 
5)
Ashland Inc. Medical Plan
 
6)
APAC, Inc. Hourly Medical Plan
 
7)
Valvoline Instant Oil Change Medical Plan
 
8)
Ashland Inc. Dental Plan
 
9)
APAC, Inc. Hourly Dental Plan
 
10)
Ashland Inc. Vision Cost Assistance Plan
 
11)
Ashland Inc. Flexible Spending Accounts Plan
 
12)
Ashland Inc. Group Life Insurance Plan
 
13)
Ashland Inc. Group Variable Universal Life Insurance Plan
 
14)
APAC, Inc. Group Life Insurance Plan for Hourly Employees
 
15)
Ashland Inc. Voluntary Personal and Family Accidental Death and Dismemberment Plan
 
16)
Ashland Inc. Long Term Disability Plan
 
17)
Ashland Inc. Occupational and Accidental Death and Disability Plan
 
18)
Ashland Inc. Travel Accident Insurance Plan
 
19)
Ashland Inc. Employee Assistance Plan
 
20)
Ashland Inc. Legal Plan
 
21)
Ashland Inc. Severance Pay Plan
 
22)
Ashland Inc. Adoption Assistance Program
 
23)
Long Term Care Insurance
 
24)
Vacation Policy
 
25)
Educational Reimbursement Program
 
26)
Vacation Buy/Sell
 
27)
Sick Pay Policy and APAC Short Term Disability
 
28)
2006 Ashland Inc. Incentive Plan
 
29)
Amended and Restated Ashland Inc. Incentive Plan
 
 
 
 
30)
1993 Stock Incentive Plan
 
31)
1997 Stock Incentive Plan
 
32)
Ashland Inc. Deferred Compensation Plan for Employees (2005)
 
33)
Ashland Inc. Deferred Compensation Plan (Amended and Restated as of April 1, 2003)
 
34)
Ashland Inc. Non-qualified Excess Benefit Pension Plan
 
35)
Ashland Inc. Supplemental Early Retirement Plan for Certain Employees
 
36)
APAC Divestiture Severance Program
 
37)
APAC Divestiture Severance Program for Executive Level Employees
 
38)
APAC Divestiture Mirror Severance Program
 
39)
APAC Divestiture Mirror Severance Program for Executive Level Employees
 
40)
Retention Agreements (Both the letter agreements and a list of those who have entered into such agreements have been made available to Purchaser.)
 
41)
Retention and Severance Letter Agreement for APAC President Robert K. Randolph
 
 
 
 
Assumed Benefit Plans - ERISA Liability
 

None.
 
 

 
Primary Company Executives
 

Robert K. Randolph
 
Provided that Robert K. Randolph is not terminated prior to the six month anniversary of the Closing Date, no amount received by Mr. Randolph in connection with the transactions provided for in the Stock Purchase Agreement shall be characterized as an “excess parachute payment” (as such term is defined in Section 280G(b)(1) of the Code). However, in the event that Mr. Randolph is terminated without cause prior to the six month anniversary of the Closing Date, or APAC fails to offer Mr. Randolph equivalent employment, then Mr. Randolph will be eligible to receive severance payments and an accelerated retention bonus that may be characterized as excess parachute payments.
 
 
Absence of Changes or Events (No Material Adverse Effect)
 

None.
 
 

 
Absence of Changes or Events (Conduct in the Ordinary Course)
 

See items set forth on Schedule 5.01 “Covenants Relating to Conduct of Business”.
 
 

 
Compliance with Applicable Laws
 

None.
 
 

 
Compliance with Applicable Environmental Laws
 
1)
Fayetteville, NC. APAC, Inc. received a Notice of Regulatory Requirements (“NRR”) dated August 11, 2005, from the North Carolina Division of Water Quality (“DWQ”) directing APAC-Atlantic, Inc. to, inter alia, investigate the source and quantity of free product petroleum detected in a groundwater monitoring well at the Fayetteville, NC site. Subsequent to the notice, APAC-Atlantic conducted two rounds of aggressive fluid vapor recovery (“AFVR”). Free product petroleum remains in the well. APAC-Atlantic, Inc. submitted monitoring reports to DWQ but has not yet received any response from DWQ. No consent decree or fine is expected to be signed or imposed in connection with this matter. Note that this NRR was incorrectly addressed by DWQ to APAC, Inc. The person to whom the NRR was addressed is an employee/officer of APAC-Atlantic, Inc., not APAC, Inc.
 
2)
Overland Park, KS. APAC-Kansas, Inc. received a Letter of Warning dated August 22, 2005, from the Kansas Department of Health and the Environment (“KDHE”) as the result of odors associated with hydrogen sulfide emissions from the Reno Construction and Demolition landfill (“C&D Landfill”) in Overland Park, Kansas. In negotiations with the State and City, APAC-Kansas, Inc. agreed to perform certain operational modifications at the landfill, including implementing hydrogen sulfide gas monitoring, wastewater treatment at the ponds, and storm water management controls, and installing a more permeable landfill cover as well as a gas collection system and monitoring wells. Currently, APAC-Kansas, Inc. is in the process of obtaining a revised landfill permit for the C&D Landfill regarding its acreage and volume. In May 2006, the State of Kansas inspected the C&D Landfill. Several operational deficiencies were noted, including allegedly accepting unauthorized waste, placement of insufficient soil cover, and failure to pay all the required State solid waste tonnage fees for 2005-2006. On August 4, 2006, APAC received a proposed Order to Eliminate Pollution and Environmental Hazard and Assessment of Administrative Penalty regarding cover, allegedly unauthorized waste, litter and tipping fees. The proposed fines total $8,000; APAC is contesting the matters.
 
3)
Sierra Club et al. v. Army Corps of Engineers and Miami Dade Limestone Products Assn. et al. In 2002, the Sierra Club and two other environmental groups brought an action against the U.S. Army Corps of Engineers (“Corps”) and U.S. Fish and Wildlife Service (“FWS”) in Federal district court, seeking declaratory and injunctive relief relating to the Corps’ approval of permits to ten companies for deep-pit limestone mining in the "lake belt" area of Miami near Everglades National Park. APAC-Southeast, Inc. subsequently intervened, along with several other parties, because the resolution of the suit may impact APAC-Southeast Inc.'s quarrying operations under the White Rock royalty agreement. On March 22, 2006, the Court granted plaintiff's motion for summary judgment, holding, inter alia, that the permits were issued in violation of several Federal laws including the National Environmental Policy Act, remanding the permit process to the Corps and FWS, and ordering the parties to propose the nature of injunctive relief to apply during the remanded agency review. An evidentiary hearing on potential remedies began in June and is ongoing. The ultimate outcome of this matter can not be determined at this time, and no reserve has been established for this matter.
 


 
4)
In the Matter of Pollution at Shears Construction Site, Hutchinson, Kansas, Consent Order in Case No. 03-E-0197 between KDHE and APAC, Inc., dated May 24, 2004. (See Item 11 below).
 
5)
Salisbury, NC Litigation. APAC-Atlantic, Inc. is currently a defendant, along with several other companies, in three separate actions filed in state court in Rowan County, North Carolina, alleging wrongful death and/or personal injury as the result of exposure to airborne emissions and groundwater contamination in and near Salisbury, NC. APAC-Atlantic, Inc. owns and operates a hot-mix asphalt plant in Salisbury, NC which it acquired by asset purchase in 1998 from PAPCO. In November, 2005, the court dismissed all claims based on groundwater contamination, as well as all claims based on common-law strict liability and/or ultra-hazardous activity, against APAC-Atlantic, Inc. on the grounds that the claims were time-barred and/or the absence of any causal relationship between the groundwater contamination and APAC-Atlantic, Inc.. (As of 1993, five years prior to APAC-Atlantic Inc.’s acquisition, residents in the area were connected by the North Carolina Department of Transportation (“NCDOT”) to municipal water. The NCDOT had previously accepted responsibility for such groundwater contamination in connection with operations at its former asphalt-testing lab (located at APAC-Atlantic Inc.'s hot-mix plant)). At this time, the remaining claims against APAC-Atlantic Inc. allege nuisance and trespass, as well as negligence and gross negligence, related to air emissions from the plant. In late 2005, the Agency for Toxic Disease Registry (“ATSDR”) concluded that APAC-Atlantic's emissions were negligible and that there was no evidence of a cancer cluster in the area. This litigation is ongoing.
 
6)
Double Eagle Litigation. APAC, APAC-Oklahoma, Inc. and/or APAC-Arkansas, Inc. have been notified that Union Pacific, the primary potentially responsible party (“PRP”) at the Double Eagle Refinery Site, may seek contribution under the Comprehensive Environmental Responsibility, Compensation, and Liability Act against APAC, APAC-Oklahoma, Inc. and/or APAC-Arkansas for clean-up and other costs related to the site.
 
7)
Double Eagle Refinery (Oklahoma City, OK). Between 1929 and 1980, the Double Eagle Refinery Company re-refined used motor oil at this site in lined and unlined surface impoundments and ponds. In 1986, the U.S. Environmental Protection Agency (“EPA”) detected heavy metals and solvent by-products at, and migrating from, the site. Following source removal and on-site stabilization of contaminated sludge and soils, the selected remedy for the site calls for groundwater monitoring. In 2003, after receiving a notice that the primary PRP, Union Pacific, might seek contribution from APAC, APAC-Oklahoma, Inc. and APAC-Arkansas, Inc. joined a group of companies alleged to have sent wastes to Double Eagle and began negotiations with the Federal and state governments with respect to the site. The group negotiated a per-gallon settlement value with the government and the group members submitted, individually, allocation justifications to the government on or before May 5, 2006. The final terms of the agreement (including whether the members will be formally named as PRPs) are still being negotiated. This settlement is being negotiated in order to attempt to preempt a contribution claim by Union Pacific.

 
 
 
8)
Arivec Chemicals (Douglasville, Georgia). Arivec Chemicals, Inc. operated a solvent recovery operation at this site between 1956-1994. Between 1995 and 1997, the site was used for the reclamation of spent cooking oils. In 2003, APAC-Southeast, Inc. received a notice from the Georgia Environmental Protection Division (“EPD”) regarding an expected cleanup of the site under the State Superfund program. The State recommended that the affected companies form a PRP group to investigate and/or remediate the site. (Relatedly, the site is adjacent to Young Refining Corporation, a property that was contaminated by underground storage tanks ("USTs") and, likely, other activities unrelated to Arivec Chemicals. Young has conducted some cleanup of its own property and is involved in negotiations regarding the Arivec site as well.) Based on manifests from 1989, APAC-Georgia, Inc. disposed of four drums of trichloroethylene (“TCE”) (lab waste) at the Arivec site.
 
9)
Phillip Environmental Services (South Carolina). In June 2006, APAC received informal notice from Ashland, Inc. that the South Carolina Department of Health and Environmental Control (“DHEC”) would be providing APAC-Southeast, Inc. with written notice of its potential responsibility at this site based, apparently, on two or three manifests which indicate that an APAC entity sent some wastes to this site. At this time, APAC-Southeast Inc. has not been named as a PRP or received any notice from DHEC regarding its potential responsibility for this site.
 
10)
Shawnee, OK. Solvent contamination (dichloroethene (“DCE”) and TCE) was found in the groundwater during a pre-acquisition investigation by Shears, Inc. in connection with its purchase of Shawnee Asphalt Company. APAC-Oklahoma, Inc. inherited the contamination through the acquisition of Superfos. Although it was originally assumed that the asphalt plant operations caused the contamination, subsequent investigations suggest that at least some of the contamination originated with the neighbor, Central Plastics. Monitoring wells have been placed on both the APAC-Oklahoma, Inc. and Central Plastics properties and, to date, no remedial action has been taken.
 
 
a)
In 2005, the Oklahoma Department of Environmental Quality (“ODEQ”) asked APAC-Oklahoma, Inc. and Central Plastics to work together to prepare a plan for phytoremediation. APAC-Oklahoma, Inc. and Central Plastics were unable to find a consultant willing to work for both parties, and no plan was submitted. In April 2006, after the sale of the property to Haskell Lemons, ODEQ asked about the status of possible cleanup. APAC-Oklahoma, Inc., Ashland and URS personnel met with ODEQ in June 2006. APAC-Oklahoma, Inc. submitted, at the meeting, a draft memorandum of agreement for entering into the voluntary cleanup program. ODEQ advised that ODEQ management is currently examining whether to issue an order or allow voluntary cleanup. Any order would be likely reduce APAC-Oklahoma, Inc.'s control over the remediation methods chosen and require the cleanup of contamination not believed to have been caused by prior operations at the property. APAC-Oklahoma, Inc. is currently awaiting sampling results from testing performed by ODEQ and are scheduling additional sampling and examining damage to existing monitoring wells.
 
 
b)
In addition, late in 2005, extremely low levels of solvent contamination (well below maximum contaminant levels were detected in the drinking water well of the nearest neighbor. APAC-Oklahoma, Inc. subsequently learned that the neighbor, whose well had been tested previously and was aware of the situation, had replaced the well with a shallower well (without notifying APAC-Oklahoma, Inc.). APAC-Oklahoma, Inc. made a demand on Central Plastics to contribute to the cost of installing a new, deeper well and has been negotiating with the property owner regarding the type of well and drilling schedule. Contact has been initiated with the attorney for the adjacent property owners to expand the current access agreement. No agreement has yet been signed.
 

 
 
11)
Hutchinson, KS. In or about 2002, low-level solvent contamination was discovered on the property boundary of the site by the State. APAC-Kansas, Inc. entered into a consent order to investigate and, if necessary, remediate the contamination and, in April 2006, APAC-Kansas, Inc. was advised to submit a combined inspection and action plan, including the installation of three monitoring wells. No active remediation of the solvent contamination will be required. During the investigation, however, APAC-Kansas, Inc. also discovered petroleum contamination associated with former aboveground storage tanks. Cleanup is being addressed under the Kansas tank program with state oversight. APAC-Kansas, Inc. has submitted, at the State's request, plans for natural attenuation of the solvents. (See item 4 above).
 
12)
Tucson, AZ. Remediation of petroleum contamination associated with the operations of a former entity (sold during the 1980s) is being performed under the Arizona trust fund. Costs for the last stage of remediation are estimated to be $80,000 to $100,000, and cost reimbursement authority was sought from the State in advance of beginning the work, which is currently in process.
 
13)
Cantonment, FL. The site, and its solvent and petroleum contamination, was inherited from Couch Materials. Remedial work was being conducted under the Florida trust fund program but the program subsequently ran out of money. APAC-Southeast, Inc. decided to complete the work, despite the unavailability of reimbursement and the absence of any notice from the State, and is currently performing AFVR periodically at the site.
 
14)
McMinnville, TN. Petroleum contamination at the site associated with former USTs was remediated under the Tennessee tank program and APAC-Tennessee, Inc. has received a no further action letter related to that work.
 
15)
Ballenger, SC. Petroleum contamination associated with USTs was detected at the site prior to acquisition by APAC-Southeast Inc. To date, APAC-Southeast's costs have been reimbursed by the Ballenger shareholders pursuant to the purchase and sale agreement. This site may recently have received a no further action letter.
 
16)
Kaufman, TX. This is a site that APAC leased many years ago. Asphalt cement was buried on-site during the oil shortage of the 1980s. APAC-Texas, Inc. offered to remove the remaining asphalt cement although its presence does not violate environmental laws. APAC was sued by the then property owner with regard to the site on the purported basis that the property could not be developed. The suit was dismissed prior to trial in 2004 and was never refiled. The property has reportedly been transferred to a bank as a result of bankruptcy of the owner who brought suit, and resold by the bank. A consultant for Ashland has had communications with the current owner who has reportedly requested that the material be removed. The nature and the extent of communications between the current owner and the consultant are as yet unknown to APAC.
 


 
17)
Hickory, NC. The Hickory site is a currently-operated asphalt plant purchased from PAPCO. The site has both TCE and petroleum contamination. NCDOT is addressing the solvent contamination. APAC-Atlantic, Inc. has investigated the extent of the petroleum contamination and, in April 2006 received approval of its remedial plan consisting of AFVR and natural attenuation. The division is still determining whether action should be taken against the property owner (APAC-Atlantic, Inc. leases the property) as much of the contamination is likely to have pre-existed APAC-Atlantic, Inc..
 
18)
Winter Haven, FL. Petroleum and solvent contamination was very recently discovered at the current asphalt plant site while creating a retention pond. The contamination appears to have originated with above ground storage tanks that were removed many years ago. Remedial work consists of removing dirt and filing reports; it is possible that a few monitoring wells will be requested by the State. APAC-Southeast, Inc. has submitted a request for a no further action letter for the site, but has not yet received a response.
 
19)
Marion, S.C. During a 2004 Phase 1 environmental site assessment of this site, which contains a concrete batch plant, a former UST was discovered. The documentation associated with the UST reportedly included a no further action letter (“NFA”) issued by the State in 1993. The files associated with the tank were destroyed by the State 10 years after the issuance of the NFA such that information regarding testing of soil or groundwater in conjunction with the removal of the tank was not available. APAC-Atlantic, Inc. sold the plant and agreed to lease the property to Ready Mix Concrete with a sale of the property to close after receipt of a new NFA. APAC has conducted testing of the soil and groundwater, and submitted the results to the State in June of 2006. The presence of petroleum constituents was found at levels above State risk-based screening levels in both soils and groundwater. No response has yet been received from the State.
 
20)
Texas Bitulithic. Possible asbestos containing material has been identified in a boiler room and in building materials at the Texas Bitulithic main office. Confirmation sampling and remediation may be required and/or is a consideration in any remodeling that may be done.
 
21)
Manassas Shop. APAC leases property with a UST that is not believed to meet current requirements. APAC does not own or currently operate the UST and is not responsible for upgrades to the UST under the lease agreement.
 
22)
See Item 14 “Salisbury, North Carolina claims” in Schedule 3.11 “Proceedings”.
 
23)
See Item 15 “Mississippi silica matters” in Schedule 3.11 “Proceedings”.
 
24)
See Item 20 “Pond Limited Partnership claim” in Schedule 3.11 “Proceedings”.
 


 
Material Environmental Studies and Reports
 
1)
Above Ground Storage Tank Closure Assessment Report Addendum for APAC-Couch Ready Mix, USA, 3008 US Highway 95-A, Cantonment, Escambria County, Florida, dated October 11, 2001. Prepared by Advanced Environmental Technologies, LLC for Escambria County Environmental Service.
 
2)
Analytical Report for Shawnee APAC, dated May 9, 2005. Prepared for URS Corporation by Severn Trent Laboratories, Inc.
 
3)
Analytical Report for Shawnee APAC, dated July 22, 2005. Prepared for URS Corporation by Severn Trent Laboratories.
 
4)
Analytical Report for Ashland Winter Haven, dated April 25, 2006. Prepared for HSA Engineers and Scientists by Severn Trent Laboratories, Inc.
 
5)
Analytical Report for Ashland Winter Haven, dated May 2, 2006. Prepared for HSA Engineers and Scientists by Severn Trent Laboratories, Inc.
 
6)
Preliminary Site Evaluation for APAC-Carolina Hickory Plant, 1520 11th Ave. SE, Hickory, NC, dated August 2002. Prepared by Environmental Planning Specialists, Inc. for APAC, Inc.
 
7)
Site Characterization Report Addendum No. 2 for Former Shawnee Asphalt Company, West Independence St., Shawnee, OK, dated May 6, 2003. Prepared by Terracon for APAC, Inc.
 
8)
Environmental Remediation Project Plan for Ashland Chemical Company for Fiscal Year 2004. Prepared by URS Diamond for Ashland, Inc.
 
9)
Confirmation Borings, Well Installation, and Monitoring and Sampling Report for Tucson Ready-Mix, 6601 North Casa Grande Highway, Tucson, AZ, dated December 2004. Prepared by Kleinfelder, Inc. for Ashland, Inc.
 
10)
Phase I Environmental Site Assessment for Wedowee Quarry, 2850 Old Highway 431, Wedowee, AL, dated June 2005. Prepared by Diversified Engineering Sciences.
 
11)
Phase I and II Environmental Site Assessment for Delta Asphalt Paving Co. Hot Mix Asphalt Plant, 12341 County Road 579, Thonotosassa, FL, dated March 2005. Prepared by Diversified Engineering Services, Inc. for APAC Southeast, Inc.
 
12)
Phase I Environmental Site Assessment for Martin Marietta Materials East Asphalt Plant, 3205 Division Street, Texarkana, AR, dated January 2005. Prepared by Environmental Enterprise Group, Inc. for Martin Marietta Materials, Inc.
 
13)
Environmental Site Assessment for MAPCO Asphalt Plant, 2805 Hopewood Road, Asheboro, NC, dated October 2002.
 


 
14)
Phase I Environmental Site Assessment for Santoro Hot Mix Asphalt Plant, 2863 North Carolina Highway 66, Kernersville, NC, dated March 2002. Prepared by Engineering Consulting Services.
 
15)
Phase I Environmental Site Assessment and Asbestos Survey for Santaro Hot Mix Asphalt Plant, 4515 North Patterson Avenue, Winston-Salem, NC, dated March 2002. Prepared by ECS Ltd. for APAC Carolina, Inc. and Vulcan Materials Company.
 
16)
Corrective Action Plan for Santaro Hot Mix Asphalt Plant, Intersection of Highway 311 and Highway 66, Kernersville, NC, dated March 11, 2006. Prepared by Engineering Consulting Services, Ltd. for Santaro Companies.
 
17)
Final Site Remediation Report for Anchor Stone Company Jane Quarry, Route 2, Box 2415, Pineville, MO, dated February 19, 2003. Prepared by Enercon Services, Inc. for Anchor Stone Company.
 
18)
Report of Phase II Environmental Site Assessment for Santaro Hot Mix Asphalt Plant, 2863 Highway 66, Kernersville, NC, dated May 2, 2002. Prepared by Engineering Consultant Services, Ltd. for APAC-Carolina Inc.
 
19)
Addendum to Phase II Investigation Report for Jane Quarry, Pineville, MO, dated July 29, 2002. Prepared by Enercon Services, Inc. Environmental & Industrial Services Group for Anchor Stone Company.
 
20)
Phase II Environmental Site Assessment for Shepard Construction Asphalt Plant, Norcross, GA, dated November 29, 2004. Prepared by Diversified Engineering Services, Inc. for APAC Southeast, Inc..
 
21)
Phase II Environmental Site Assessment for Shepard Construction Asphalt Plant, Gainesville, GA, dated November 29, 2004. Prepared by Diversified Engineering Services, Inc. for APAC Southeast, Inc.
 
22)
Soil Remediation Report for Santaro Hot Mix Asphalt Plant, 4514 North Patterson Avenue, Winston-Salem, NC, dated August 9, 2002. Prepared by Engineering Consulting Services, Ltd. for Santaro Companies.
 
23)
Limited Phase II Environmental Site Assessment Report for APAC Concrete Plant #607, Marion County , South Carolina, dated June 21, 2006. Prepared for APAC - Atlantic, Inc. by S&ME.
 
24)
Draft of Comprehensive Site Assessment Report for APAC-Hickory Plant in Hickory, North Carolina, dated August 1, 2003. Prepared by Environmental Planning Specialists, Inc. for APAC, Inc.
 
25)
Semi-Annual Ground Water Monitoring Report for Hickory, North Carolina Site, dated May 2, 2005. Prepared by Hart & Hickman for North Carolina Department of Transportation.
 


 
26)
Comprehensive Investigation Workplan for APAC - Kansas, 819 W. 1st St., Hutchinson, KS, dated July 21, 2004, prepared for APAC - Kansas, Inc. by Terracon; together with related correspondence re: drafts, final Workplan, and project bid among Terracon, APAC, and Kansas Department of Health and Environment; Quarterly Monitoring Reports for 2005.
 
27)
Phase I Environmental Site Assessment for Johnsonville Ready Mix Site, Florence County, South Carolina, dated March 15, 2004. Prepared for S&W Ready Mix Corporation by S&ME.
 
28)
Phase I Environmental Site Assessment for Conway Ready Mix Site, Horry County, South Carolina, dated March 26, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
29)
Phase I Environmental Site Assessment for S&W Ready Mix - Kinston Plant, 604 East New Bern Road, Kinston, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
30)
Phase I Environmental Site Assessment for APAC-Carolina Concrete Plant, 550 East Campground Road, Florence, South Carolina, dated March 31, 2004. Prepared by S&ME, Inc. for Southern Equipment Company.
 
31)
Phase I Environmental Site Assessment for Myrtle Beach Ready Mix Site, Horry County, South Carolina, dated March 19, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
32)
Phase I Environmental Site Assessment for Tom White Concrete, 2329 Tom White Road, Kinston, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
33)
Phase I Environmental Site Assessment for Little River Ready Mix Site, Horry County, South Carolina, dated March 16, 2004. Prepared for S&W Ready Mix Concrete Company, Inc by S&ME, Inc.
 
34)
Phase I Environmental Site Assessment for APAC-Carolina Concrete Plant, 5630 Holly Shelter Road, Castle Hayne, North Carolina, dated March 23, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
35)
Phase I Environmental Site Assessment for APAC Carolina Inc. Plant #691, 620 Mineral Springs Road, Darlington, South Carolina, dated March 31, 2004. Prepared for Southern Equipment Company by S&ME, Inc.
 
36)
Phase I Environmental Site Assessment for APAC Carolina Inc. Plant #608, 869 Scotland Road, Dillon, South Carolina, dated March 26, 2004. Prepared for Southern Equipment Company by S&ME, Inc.
 


 
37)
Phase I Environmental Site Assessment for Greenville Ready Mix, 562 Barrus Construction Road, Greenville, North Carolina, dated March 31, 2004. Prepared for Southern Equipment Company by S&ME, Inc.
 
38)
Phase I Environmental Site Assessment for S&W Ready Mix - Havelock Plant, 1574 Highway 101, Havelock, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
39)
Limited Phase II Environmental Site Assessment Report for APAC Concrete Plant #607, Marion County, South Carolina, dated June 21, 2006. Prepared for APAC-Atlantic, Inc. by S&ME, Inc.
 
40)
Phase I Environmental Site Assessment for S&W Ready Mix - Morehead City Plant, 5126 NC Highway 70 West, Morehead City, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
41)
Phase I Environmental Site Assessment for Winyah Concrete Plant, 12414 Highway 707, Murrells Inlet, South Carolina, dated March 30, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
42)
Environmental Sampling Report for Rocky Mount Concrete (Rocky Mount, NC), Tarboro Concrete (Tarboro, NC), Jacksonville Ready Mix (Jacksonville, NC), Leland Ready Mix (Leland, NC), APAC Concrete (Florence, SC) and APAC Concrete (Marion, SC), dated May 6, 2004. Prepared for APAC Carolinas by S&ME, Inc.
 
43)
Phase I Environmental Site Assessment for APAC-Carolina Concrete Plant No. 2, 2210 Sidbury Road, Scotts Hill, North Carolina, dated March 25, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
44)
Phase I Environmental Site Assessment for Southport Ready Mix, 1619 North Howe Street, Southport, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
45)
Phase I Environmental Site Assessment for Supply-Godwin Ready Mix, 2805 Galloway Road, Supply, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
46)
Phase I Environmental Site Assessment for APAC Carolina Inc. Plant #692, 963 South Warren Street, Timmonsville, South Carolina, dated March 30, 2004. Prepared for Southern Equipment Company by S&ME, Inc.
 
47)
Phase I Environmental Site Assessment for Sunnyvale Ready Mix, 800 Sunnyvale Road, Wilmington, North Carolina, dated March 31, 2004. Prepared for S&W Ready Mix Concrete Company, Inc. by S&ME, Inc.
 
48)
Ashland Internal Correspondence re: cost estimates for assessment of Hickory site, including discussion of actions to be taken and copy of May 2, 2005 Groundwater Monitoring Report, dated February 20, 2006 to June 7, 2006.
 


 
49)
Preliminary Assessment Screening Site Inspection for 129 West Avenue "A" Site, Hutchinson, Reno County, Kansas, dated October 2001, prepared by Kansas State Department of Health and Environment, Bureau of Environmental Remediation
 
50)
Final Limited Site Investigation Report for 819 West 1st Avenue, Hutchinson, Kansas, dated September 23, 2003. Prepared by Terracon for APAC, Inc.
 
51)
Draft of Progress Report 2005, 2nd Quarter, for Hutchison, KS facility, dated June 23, 2004.
 
52)
APAC, Inc. Environmental Site Assessment Questionnaire for Blacktop Construction Co., Inc., 302 Payton, Emporia, KS, dated December 2001.
 
53)
APAC, Inc. Environmental Site Assessment Questionnaire for Highway 72 East, Glen, MS, dated December 2001.
 
54)
APAC, Inc. Environmental Site Assessment Questionnaire for Williams property, Belmont Estates Lot #25C, Franklin, NC, dated March 2005.
 
55)
APAC, Inc. Environmental Site Assessment Questionnaire for Belmont Estates Lots 15 and 37, Franklin, NC, dated October 2002.
 
56)
APAC, Inc. Environmental Site Assessment Questionnaire for McClure, Holt, Head property, East of Cherokee County Quarry, Blairsville, GA, dated August 2003.
 
57)
APAC, Inc. Environmental Site Assessment Questionnaire for Five Star Ready Mix, Inc., 5800 North Vine, Hays, KS, dated April 2003.
 
58)
APAC, Inc. Environmental Site Assessment Questionnaire for Spiro Quarry, Rock Quarry Rd., Spiro, OK, dated October 23, 2002.
 
59)
APAC, Inc. Environmental Site Assessment Questionnaire for Chastain property, Belmont Estates Lot #19C, Franklin, NC, dated December 2001.
 
60)
APAC, Inc. Environmental Site Assessment Questionnaire for Yazoo County Property, 4441 Rifle Range Road, Vicksburg, MS, dated November 2001.
 
61)
APAC, Inc. Environmental Site Assessment Questionnaire for ANT, LLC, 300 Airport Road, Hutchinson, KS, dated October 2001.
 
62)
APAC, Inc. Environmental Site Assessment Questionnaire for Burnsville APAC Plant, US 19 E at Riverside, Burnsville, NC, dated September 2001.
 
63)
Comprehensive Investigation Work Plan, APAC - Kansas, Inc., 819 W. 1st Street, Hutchison, KS, dated July 21, 2004 (revised March 24, 2005). Prepared for APAC-Kansas, Inc. by Terracon.
 

 
 
64)
Corrective Action Monitoring Report for APAC Tennessee, Inc., Highway 8, McMinnville, TN, dated June 2002.
 
65)
Corrective Action Monitoring Report for APAC Tennessee, Inc., Highway 8, McMinnville, TN, dated December 2002.
 
66)
Site Status Monitoring Report for APAC Tennessee, Inc., Highway 8, McMinnville, TN, dated January 28, 2002.
 
67)
Free Product Recovery Initiative - Site Activities Report, Pensacola Ready Mix USA, dated January 27, 2003. Prepared for Escambia County Environmental Health Services by Advanced Environmental Technologies, Inc.
 
68)
Source Removal Report/Dual-Phase Pilot Test, Pensacola Ready Mix USA (fka Couch Materials - Pensacola), dated June 30, 2002.
 
69)
Letter from Tennessee Department of Environment and Conservation to APAC Tennessee, Inc. confirming that the department is suspending operation of the corrective action treatment system, dated December 16, 2003.
 
70)
PowerPoint Presentation rev. 3 re: Remediation Project Plan for FY 2004 listing facilities, site specifics, and program goals and endpoints.
 
71)
Correspondence among S&ME, Inc., Ashland, Inc., and South Carolina Department of Health and Environmental Control re: progress of updated report on environmental conditions at APAC Ballenger facility, dated 2004.
 
72)
Ashland Internal Correspondence, re: ongoing remediation projects, dated January 2003 - December 2004.
 
73)
Ashland Internal Correspondence, re: APAC Environmental Reserves and 2006 Project Budgets, dated May 16, 2005 - October 3, 2005.
 
74)
Email correspondence from URS Corporation to Ashland, Inc. re: recommendation of mercury testing at the Central Plastics site to determine source of hydrocarbon contamination, dated June 22, 2006.
 
75)
APAC Monthly Report, dated April 2003
 
76)
PowerPoint Presentation re: Remediation Project Plan for FY 2004 listing facilities, site specifics, and program goals and endpoints.
 
77)
PowerPoint Presentation re: Remediation Project Plan for FY 2006 listing facilities, site specifics, and program goals and endpoints.
 
78)
Correspondence re: progress of underground storage tank remediation with briefly summarized results of recent groundwater testing at APAC Greenville facility, dated June 2003.
 


 
79)
Memorandum from URS Corporation outlining Proposed Approach for Managing Investigations of Soil and Groundwater Contaminations associated with the APAC facility in Hutchinson, Kansas and related correspondence, dated September 16, 2003.
 
80)
Draft of Consent Order from Kansas State Department of Health and Environment to perform a comprehensive investigation and corrective action study/corrective action plan and corrective action at Shears Construction Site in Hutchinson, Kansas, dated January 2003, and related correspondence, dated Ashland Internal Correspondence, dated September 4, 2003 to September 22, 2003.
 
81)
Correspondence between Thomas E. Rice Environmental Co. and City of Richmond, Department of Public Utilities, Division of Wastewater Treatment re: monthly monitoring reports and containing monthly effluent monitoring results for APAC - Virginia facility at 1400 Roseneath Rd, Richmond, VA, dated January - November, 2001.
 
82)
Correspondence between Thomas E. Rice Environmental Co. and Virginia Department of Environmental Quality re: quarterly monitoring of groundwater and containing quarterly groundwater sampling results for APAC - Virginia facility located at 1400 Roseneath Rd., Richmond, VA, dated November 2000 - December 2001.
 
83)
Correspondence between Thomas E. Rice Environmental Co. and Virginia Department of Environmental Quality re: Free Product Report and containing table of free product removal, dated April - June, 2002.
 
84)
Correspondence between Thomas E. Rice Environmental Co. and Virginia Department of Environmental Quality re: quarterly monitoring and containing results of groundwater sampling for APAC - Virginia facility, dated September 13, 2002.
 
85)
Correspondence between Oklahoma Department of Environmental Quality, Terracon and APAC re: Remediation of Shawnee Asphalt Site, Shawnee, OK, dated December 2000 - August 2001.
 
86)
Fax and email correspondence between Oklahoma Department of Environmental Quality, APAC, and Terracon re: Shawnee remediation, dated September - November, 2002.
 
87)
Letter from Terracon to Oklahoma Department of Environmental Quality updating November 22, 2000 Site Characterization Report, Addendum No. 1, with Additional Plume Delineation information, dated September 16, 2002.
 
88)
Correspondence among Oklahoma Department of Environmental Quality, Terracon, Ashland, URS Corp., APAC, Inc. and Central Plastics Company re: Remediation Plan for Shawnee Asphalt Site, Shawnee, OK, dated January - November, 2003.
 
89)
Correspondence among Terracon, Ashland, URS Corp., Alexander Consulting, OK Dept. of Environmental Quality and APAC re: Groundwater contamination at Shawnee Asphalt Site, Shawnee, OK, dated January - December 2005, together with Groundwater Sampling Recommendation and Groundwater Analytical Results.
 


 
90)
Correspondence among Ashland, URS Corporation, Eagleton & Nicholson P.C. re: Remediation of Shawnee, OK site, dated June 2006, together with Draft Memorandum of Agreement and Consent Order for Site Characterization.
 
91)
Correspondence among Ashland, URS Corporation, APAC, Inc. and OK Department of Environmental Quality re: Remediation of Contamination at Shawnee, OK site, dated January - June 2006.
 
92)
Letter from Kleinfelder, Inc. to APAC, Inc. re: Proposal for Remediation, Groundwater Monitoring, and Reporting, Tucson Ready Mix, Tucson, AZ, dated May 21, 2002.
 
93)
Figures for Report re: Tucson Ready Mix, dated February 2, 2002.
 
94)
Second Quarter 2000 Through First Quarter 2001 Remedial Progress and Groundwater Monitoring Report for Tucson Ready Mix, 6601 North Casa Grande Highway, Tucson, Arizona, dated February 8, 2002. Prepared for APAC, Inc. by IT Corporation.
 
95)
Letter from Kleinfelder, Inc. to Ashland, Inc. re: Proposal for Confirmation Borings, Monitor Well Installation, dated July 30, 2003.
 
96)
Correspondence among Ashland, Inc., RMC USA, Inc., Kleinfelder, Inc., Arizona Department of Environmental Quality, re: Tucson Ready Mix Soil and Groundwater Remediation, dated April - December 2004, together with Soil Analytical Results and Status Update.
 
97)
Correspondence among Ashland, Inc., Kleinfelder, Inc., and Arizona Department of Environmental Quality, re: Remediation of Petroleum Contaminated Soils at Tucson Ready Mix, dated January - November 2005, together with 2004 Confirmation Boring Soil Analytical Results.
 
98)
Letter from Kleinfelder, Inc. to Ashland, Inc./EH&S re: Proposal for Excavation and Biotreatment/Aeration of Hydrocarbon Impacted Soils at Tucson Ready Mix, Tucson, AZ, dated February 22, 2005.
 
99)
Correspondence among Kleinfelder, Inc., Ashland, Inc., and Arizona Department of Environmental Quality re: Tucson Ready Mix Remediation, dated March - June 2006, together with Application for State Assurance Fund.
 
100)
Pre-Approval Work Plan for Excavation of Petroleum Contaminated Soils from Leaking Underground Storage Tank at Tucson Ready Mix, 6601 North Casa Grande Highway, Tucson, Arizona, dated January 4, 2006. Prepared for Arizona Department of Environmental Quality by Kleinfelder, Inc.
 
101)
Correspondence among Florida Department of Environmental Protection, APAC - Southeast, Inc., Ashland, Inc. re: Groundwater contamination at Winter Haven, dated May and June 2006; together with Groundwater Sampling Results.
 
 
 
 
Employee and Labor Matters
 

None.
 
 

 
Transactions with Affiliates
 

None.
 
 

 
Contracts Held By Seller
 
Category 1: Contracts Ashland is not assigning to APAC:
 
1)
Letter of Understanding between Ashland Inc. and Grainger Industrial Supply, a division of W.W. Grainger, Inc., dated July 1, 2005
 
2)
JP Morgan - Commercial Card Agreement between Bank One, NA and Ashland Inc. dated May 20, 2002
 
3)
Master Services Agreement and Subordinate Agreement, including amendments, between Ashland Inc. and Kelly Services, Inc., effective January 1, 2000
 
4)
Master Purchase Agreement between Ashland Inc. and Motion Industries, Inc., effective January 15, 2005
 
5)
Purchase Agreement between Ashland Inc. and New Pig Corporation, dated July 31, 2002
 
6)
Agreement between The Relizon Company and Ashland Inc., dated February 12, 2004 Name changed to WorkflowOne, as provided in letter dated July 17, 2006
 
Category 2: Contracts Ashland is splitting into two identical contracts, one to be retained by Ashland and one to transfer with APAC:
 
1)
Master Purchase Agreement between Ashland, Inc. and Airgas, Inc., effective September 1, 2004
 
2)
Master Purchase Agreement between Ashland, Inc. and Bridgestone, effective September 5, 2002, amended August 18, 2004
 
3)
Cintas Corporation and Ashland Inc.—Multiple Location Rental Account Agreement dated December 8, 2000 and Addendums of January 1, 2001, September 25, 2001, November 30, 2005, and December 20, 2005
 
4)
Strategic Account Agreement between Ashland Inc. and Corporate Express Office Products, Inc., effective January 4, 2002
 
5)
Letter Agreement between Ashland, Inc. and DaimlerChrysler regarding the Volume Incentive Program dated August 25, 2004
 
6)
Services Agreement between Ashland Inc. and Express Services, Inc., effective February 24, 2004
 
7)
Purchase Agreement between Ashland, Inc. and Fastenal Company, dated June 21, 2001
 
8)
Corporate Pricing Program Agreement between Federal Express Corporation and Ashland Inc., dated July 29, 2004, amended by Pricing Agreement Amendment, effective August 31, 2005
 


 
9)
Consulting Agreement between Ashland Inc. and FEI Behavioral Health dated October 1, 2002
 
10)
National Account Agreement between Ashland Inc. and Ferrellgas, accepted as of May 21, 2003
 
11)
Competitive Assistance Program between Ashland/APAC and General Motors Fleet and Commercial Operations, accepted September 17, 2004
 
12)
Addendum to Carrier Agreement between Ashland Inc. and United Parcel Service, Inc., dated May 30, 2003
 
13)
Electronic Data Access and Exchange Agreement between APAC, Inc. and United Parcel Service General Services Co., dated May 5, 2006
 
14)
Master Services Agreement between Ashland Inc. and Verifications, Inc., dated June 24, 2004
 
15)
Wright Express Business Charge Account Agreement between Ashland, Inc. and Wright Express Financial Services Corporation, dated August 13, 2002, amended March 31, 2006 and August 16, 2005
 
16)
Extension to First Amendment For National Agreement between Ashland Inc. and Zee Medical, Inc., dated July 18, 2005
 
Category 3: Contracts Ashland is assigning to APAC:
 
1)
Bandag Fleet Sales Agreement between Ashland, Inc. (Fleet) and Bandag Incorporated, effective September 3, 2002, amended March 3, 2005
 
2)
Corporate Procurement Agreement between Ashland, Inc. and Bucyrus Blades, Inc., dated October 6, 2003, amended effective August 1, 2005
 
3)
Corporate Procurement Agreement between Ashland, Inc. and Donaldson Company, Inc., dated August 1, 2003, amended September 27, 2005
 
4)
Master Purchase Agreement between Ashland, Inc. and Goodyear Tire & Rubber Company, dated December 19, 2002 and amended by Addendum effective January 1, 2005
 
5)
Master Rental Agreement between Ashland, Inc. and Hertz, dated January 21, 2003, amended November 2004
 
6)
Corporate Procurement Agreement between Ashland, Inc. and Ingersoll-Rand Company, effective October 30, 2003
 
7)
Corporate Procurement Agreement between Ashland, Inc. and Interstate Battery, dated March 21, 2005
 


 
8)
Master Purchase Agreement between Ashland Inc. and Kawasaki Construction Machinery Corporation of America, effective March 1, 2003, and Amendment dated September 5, 2004
 
9)
Corporate Procurement Agreement between Ashland, Inc. and Komatsu America Corp., effective May 1, 2004
 
10)
Corporate Procurement Agreement between Ashland, Inc. and Menardi-Mikropul, LLC (Baghouses), effective July 1, 2005
 
11)
Corporate Procurement Agreement between Ashland, Inc. and Roadtec, Inc., effective January 8, 2004
 
12)
Corporate Procurement Agreement between Ashland, Inc. and Sakai America, Inc., effective October 30, 2003
 
13)
Supply Agreement between Ashland, Inc. and Truman Arnold Companies, effective March 1, 2006
 
 

 
Covenants Relating to Conduct of Business
 

Amendment to Certificate of Incorporation (Section 5.01(a)(i) of the Stock Purchase Agreement)
 
1)
Pursuant to Section 242 of the Delaware General Corporation Law, a certificate amending Article First of the Certificate of Incorporation of Ashland Paving And Construction, Inc. to change its name to “APAC Holdings, Inc.” shall be filed with the Delaware Secretary of State. Other than the amendment to Article First, the Certification of Incorporation shall be unchanged and shall remain in full force and effect.
 
2)
Pursuant to Section 242 of the Delaware General Corporation Law, a certificate amending Article First of the Certificate of Incorporation of Ashland Construction Communications Company to change its name to “APAC Construction Communications Company” shall be filed with the Delaware Secretary of State. Other than the amendment to Article First, the Certification of Incorporation shall be unchanged and shall remain in full force and effect.

Dividends (Section 5.01(a)(ii) of the Stock Purchase Agreement)
 
1)
Prior to the Closing Date, APAC will issue a dividend to Seller in an amount of up to two-hundred million dollars ($200,000,000) and payable in the form of a demand note issued by APAC (the “APAC Note”), and Ashland will contribute the APAC Note to APAC as a capital contribution (with the APAC Note being cancelled) prior to the Closing Date.
 
2)
Prior to the Closing Date, APAC Subsidiaries will issue dividends to APAC in various amounts not to exceed, in aggregate, two-hundred million dollars ($200,000,000) and payable in the form of demand notes (the “Notes”) issued by APAC Subsidiaries, and APAC will contribute the Notes to the APAC Subsidiaries that issued the Notes as capital contributions (with the Notes being cancelled) prior to the Closing Date.
 
Other Conduct Outside the Ordinary Course
 
Prior to the Closing Date, APAC intends to make the remaining deferred payment ($500,000) related to the purchase of Wedowee Quarry, Inc. by APAC-Southeast, Inc. in July 2005.
 
 

 
Guarantees
 

See Schedule 3.08(a)(viii).
 
 

 
GIAs; Owner & Contractors Protective; Railroad Protective Insurance Policies
 

(1) APAC Open Surety Bonds
 
See attached list.
 

(2) All Open APAC Railroad Protective Policies (as of August 18, 2006)
 
Ins. Co.
Policy
Number
Insured
PEI
 
ORP
G1 98 94 74 5
APAC-Oklahoma, Inc., Shawnee Div. & Grainbelt Corporation (01/12/00)
 
PEI
 
ORP
 
G2 02 99 01 0
 
APAC-Carolina, Inc., PAPCO Central Division, and Norfolk Southern Railway Co. (01/31/02)
PEI
 
ORP
G2 02 99 02 2
APAC-Carolina, Inc., PAPCO Central Division, and Norfolk Southern Railway Co. (01/31/02)
PEI
 
ORP
 
G2 03 05 93 9
APAC-Oklahoma, Inc. Shawnee Div. & Grainbelt Railroad (02/06/01)
 
PEI
ORP
 
G2 03 10 04 2
 
APAC-Tennessee, Inc. & CSX Railroad Corporation. (milling, resurfacing of 8 bridges) (03/12/01)
PEI
 
ORP
 
G2 03 10 27 3
APAC-Oklahoma, Inc. & Arkansas-Oklahoma Railroad Company (05/15/01)
 
PEI
ORP
 
G2 16 90 18 1
APAC-Atlantic, Inc. - Thompson-Arthur Division and Norfolk Southern Railway Company (8/25/03)
PEI
ORP
G2 16 90 35 1
 
APAC-Kansas, Inc., Kansas City Div and The Burlington Northern & Santa Fe Railway Co (11/04/03) COI#16574
PEI
 
ORP
 
G2 16 96 85 7
APAC-Atlantic, Inc. and Norfolk Southern Railway Company (1/13/04) COI#16940
 
PEI
 
ORP
 
G2 16 96 88 2
APAC-Atlantic, Inc, Virginia Special Projects Div. and CSX Transportation, Inc. (02/09/04) COI#17097.
PEI
 
ORP
G2 16 96 97 3
 
APAC-Tennessee, Inc. and The Burlington Northern and Santa Fe Railway Company (3/9/04) COI#17265
PEI
ORP
 
G2 16 97 00 A
APAC-Southeast, Inc. and Seminole Gulf Railway, L.P. (3/18/04) COI#17344
 
PEI
ORP
G2 16 97 42 4
APAC-Kansas, Inc. and Nebraska, Kansas & Colorado RailNet, Inc. COI#18338 (9/2/04)
 
PEI
ORP
G2 16 97 45 A
Ashland Environmental Health & Safety and NJ Transit COI #18418
 
PEI
 
ORP
G2 16 97 57 6
 
APAC-Atlantic, Inc. and Norfolk Southern Railway Company COI#19244
 
PEI
 
ORP
G2 16 97 62 A
APAC-Tennessee, Inc. and Union Pacific Railroad Company
COI#19278
 
 

 
Ins. Co.
Policy
Number
Insured
PEI
 
ORP
 
G2 16 97 66 7
 
APAC-Atlantic, Inc. and Norfolk Southern Railway Company
COI#19289
PEI
 
ORP
G2 16 97 70 9
APAC-Atlantic, Inc. and Norfolk Southern Railway Company
COI#19291
PEI
ORP
G2 16 97 71 0
APAC-Kansas, Inc. and Union Pacific Railroad COI#19616
 
PEI
ORP
 
G2 16 97 72 2
 
APAC-Missouri, Inc. and Missouri and Northern Arkansas Railroad COI#19639
 
PEI
 
ORP
G2 16 97 77 1
Ashland Health & Safety and CSX COI #19864
 
PEI
 
ORP
G2 16 97 78 3
APAC-Texas, Inc. and Timber Rock Railroad COI#19967
 
PEI
ORP
 
G2 16 97 83 7
APAC-Arkansas, Inc. and Kansas City Southern Railway COI#20302
 
PEI
ORP
G2 16 97 86 2
APAC-Missouri, Inc. and BNSF Railway Company COI#20543
 
PEI
ORP
G2 16 97 92 8
APAC-Missouri, Inc. and Burlington Northern Railroad
 
PEI
ORP
G2 16 97 95 3
Ashland Inc. and Soo Line Railroad Company COI #
 
PEI
 
ORP
 
G2 16 97 97 7
APAC-Kansas, Inc. and Kansas City Terminal Railway Company COI#21073
 
PEI
ORP
G2 16 97 98 9
APAC-Kansas, Inc. and Union Pacific Railroad Company COI#21088
 
PEI
ORP
G2 16 98 00 3
APAC-Southeast, Inc. and Central of Georgia Railway Company COI#21242
 
PEI
ORP
 
G2 16 98 02 7
APAC-Texas, Inc. and Union Pacific Railroad Company COI#
ACE
Amer
ORP
 
G2 16 98 04 0
APAC-Southeast, Inc. and CSX Transportation, Inc. COI#21347
ACE
Amer
ORP
 
G2 16 98 05 2
 
APAC-Texas, Inc. and Union Pacific Railroad Company COI#21423
ACE
Amer
ORP
G2 16 98 07 6
APAC-Missouri, Inc. and BNSF Railway COI#21510
ACE
Amer
ORP
G2 16 98 09 A
APAC-Texas, Inc. and Sabine River & Northern Railroad COI#21553
 
ACE
Amer
ORP
G2 16 98 16 7
APAC-Kansas, Inc. and Union Pacific Railroad Company COI#21935
 
ACE
Amer
ORP
G2 16 98 17 9
APAC-Southeast, Inc. and BNSF Railroad COI#21996
ACE
Amer
ORP
G2 16 98 18 0
APAC-Southeast, Inc. and CSX Transportation, Inc. COI#22064
ACE
Amer
ORP
G2 16 98 22 2
APAC-Southeast, Inc. and CSX Transportation, Inc. COI#22157
ACE
Amer
ORP
G2 16 98 24 6
APAC-Missouri, Inc. and Union Pacific Railroad Company COI#22201
ACE
Amer
ORP
G2 16 98 25 8
APAC-Southeast, Inc. and Norfolk Southern Railway Company COI#22236 (4/27/06)
 
 
 

Ins. Co.
Policy
Number
Insured
ACE
Amer
ORP
G2 16 98 29 5
APAC-Tennessee, Inc. and Norfolk Southern Railway Company COI#22272 (5/05/06)
 
ACE
Amer
ORP
G2 16 98 35 0
APAC-Tennessee, Inc. and Caney Fork & Western Railroad COI#22358 (6/8/06)
 
ACE
Amer
ORP
G2 16 98 37 4
APAC-Kansas, Inc. and Union Pacific Railroad Company COI#22662 (7/5/06)
 
ACE
Amer
ORP
G2 16 98 38 6
APAC-Texas, Inc. and Union Pacific Railroad Company COI#22723 (7/13/06)
ACE
Amer
ORP
G2 16 98 39 8
APAC-Southeast, Inc. and CSX Transportation Inc. COI#22733 (7/14/06)
 
ACE
Amer
ORP
G2 16 98 40 4
APAC-Oklahoma, Inc. and BNSF Railway Company COI#22735 (7/18/06)
 
 
(3) All Open APAC Owner’s & Contractor’s Protective Policies (as of August 18, 2006)
 
Ins. Co.
Policy
Number
Insured
Status
INA
LGP
2 51 06
APAC-Mississippi, Inc. (Warren Brothers) & City of Jackson (04/01/70)
 
  
IINA
GLP
G1 93 13 96 7
APAC-Georgia, Inc. & Gwinnett County Board of Commissioners (06/04/99)
  
PEI
GLP
 
G2 02 99 11 3
APAC-Mississippi, Inc. and Tippah Electric Power Association and Allen & Hoshall Engineers (3/28/02)
  
PEI
GLP
G2 02 99 57 5
APAC-Kansas, Inc. and City of Tulsa (10/25/02)
 
  
PEI
GLP
G2 16 89 70 1
APAC-Mississippi, Inc. and City of Canton, Mississippi (10/31/02)
 
  
PEI
GLP
G2 16 89 73 7
APAC-Alabama, Inc. and City of Brundidge and Bob Carter & Associates, LLC (11/11/02)
  
PEI
GLP
G2 16 90 36 3
APAC-Kansas, Inc. and City of Tulsa, A municipal Corporation (11/06/03) COI#16581(03) #16582(04)
This job is ongoing.
PEI
GLP
G2 16 96 78 A
APAC-Kansas, Inc., Kansas City Division and City of Lenexa,
Kansas (11/18/03) COI#16573
  
PEI
GLP
G2 16 97 24 2
APAC-Mississippi, Inc. and Bureau of Building, Grounds & Real Property Management   
  
PEI
GLP
G2 16 97 44 8
APAC-Oklahoma, Inc. and City of Tulsa COI#18400 (9/16/04)
 
  
PEI
GLP
G2 16 97 53 9
APAC-Kansas, Inc. and City of Overland Park
 
  
PEI
GLP
G2 16 97 54 0
APAC-Kansas, Inc. and Magellan Pipeline Company
 
  
PEI
GLP
G2 16 97 63 1
APAC-Tennessee, Inc. and Tennessee National, LLC a Tennessee Registered Partnership and of the State of Tennessee COI#19397
  
 
 
 
 
Ins. Co.
Policy
Number
Insured
Status
ACE
Amer
GLP
G2 16 97 69 2
APAC-Oklahoma, Inc. and City of Tulsa Oklahoma COI#19522 12/12/05
  
PEI
GLP
G2 16 97 81 3
APAC-Southeast, Inc. and The County of Greenwood COI #20110
 
  
PEI
GLP
G2 16 97 88 6
APAC-Arkansas, Inc. and City of Fayetteville, Arkansas COI#20596
 
  
PEI
GLP
G2 16 97 90 4
APAC-Southeast, Inc. and Dorchester County COI#20644
 
PEI
GLP
G2 16 97 99 0
APAC-Arkansas, Inc. and City of Rogers COI#21217
 
ACE
Amer
GLP
G2 16 98 03 9
APAC-Kansas, Inc. and City of Hutchinson COI#21183
  
ACE
Amer
GLP
G2 16 98 08 8
APAC-Missouri, Inc. and City of Springfield COI#21515
ACE
Amer
GLP
G2 16 98 10 6
APAC-Oklahoma, Inc. and City of Tulsa Oklahoma COI#Accord form.
ACE
Amer
GLP
G2 16 98 11 8
APAC-Arkansas, Inc. and City of Cave Springs, Arkansas COI#21695
ACE
Amer
GLP
G2 16 98 12 A
APAC-Oklahoma, Inc. and City of Tulsa Oklahoma COI#21752
ACE
Amer
GLP
 
G2 16 98 13 1
APAC-Arkansas, Inc. and City of Bentonville COI#21889
ACE
Amer
GLP
G2 16 98 14 3
APAC-Southeast, Inc. and The Town of Brilliant COI#21890
ACE
Amer
GLP
G2 16 98 15 5
APAC-Missouri, Inc. and City of Springfield COI#21917
ACE
Amer
GLP
G2 16 98 19 2
APAC-Arkansas, Inc. and City of Springdale COI#22083
ACE
Amer
GLP
G2 16 98 21 0
APAC-Tennessee, Inc. and Tennessee National, LLC COI#22156
ACE
Amer
GLP
G2 16 98 23 4
APAC-Kansas, Inc. and City of Overland Park COI#22183
ACE
Amer
GLP
G2 16 98 26 A
APAC-Kansas, Inc. and Magellan Pipeline (5/03/06)
ACE
Amer
GLP
G2 16 98 27 1
APAC-Atlantic, Inc. and Eden City Hall COI#22256 (5/4/06)
ACE
Amer
GLP
G2 16 98 28 3
APAC-Missouri, Inc. and Missouri State University COI#22257 (5/4/06)
ACE
Amer
ORP
G2 16 98 29 5
APAC-Tennessee, Inc. and Norfolk Southern Railway Company COI#22272 (5/05/06)
ACE
Amer
GLP
G2 16 98 30 1
APAC- Kansas, Inc. and City of Overland Park COI# their form (5/8/06)
 
  
 
 
 
 
Ins. Co.
Policy
Number
Insured
Status
ACE
Amer
GLP
G2 16 98 31 3
APAC-Southeast, Inc. and City of Aiken, South Carolina COI#22364 (5/18/06)   
ACE
Amer
GLP
G2 16 98 32 5
APAC-Missouri, Inc. and Cole County Commission COI#22377 (5/23/06)
ACE
Amer
GLP
G2 16 98 33 7
APAC-Tennessee, Inc. and City of Marked Tree and Brawley Consulting Engineers Inc. COI#22430 (5/30/06)
ACE
Amer
GLP
G2 16 98 34 9
APAC-Missouri, Inc. and Boone County COI#22484 (6/6/06)
ACE
Amer
GLP
G2 16 98 36 2
APAC-Atlantic, Inc. and City of Fayetteville COI#22660 (7/5/06)
ACE
Amer
GLP
G2 16 98 41 6
APAC-Arkansas, Inc. And City of Rogers and Crafton, Tull & Associates, Inc. COI#22877 (8/7/06)
ACE
Amer
GLP
G2 16 98 42 8
APAC-Oklahoma, Inc. And City of Tulsa and Crafton, Tull & Asssociates, Inc. COI#22924 (8/14/06)
ACE
Amer
GLP
G2 16 98 43 A
APAC-Oklahoma, Inc. And City of Claremore, Samuel P. Balsiger, P.E, City Engineer, Ron Easterling, Engineering Tech, Daryl Golbek, Street Superintendent. COI#22925 (8/14/06)

 

ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number
Open/Final
Principal
Location
Executed
Classification
Obligee
Bond Amount
14-000-020-0828
O
APAC-Florida, Inc.
Medley
11-Jan-02
New Construction
63rd Street Association, Ltd.
$1,350,000.00
14-038-584
O
Thompson-Arthur Division
Greensbor
12-Jun-06
Resurfacing
A-1 Sandrock, Inc.
$113,327.50
14-026-080
O
Shears Division, APAC-Kansas
Salina
22-Nov-05
New Construction
A.M. Cohron & Sons, Inc.
$107,025.45
14-030-680
O
Coastal Carolina Division
Kinston
06-Dec-05
New Construction
Actus Lend Lease LLC
$286,757.20
14-030-581
O
APAC-Southeast, Inc.
Dothan
02-Dec-05
Reclamation
Alabama Department of Agriculture & Industries
$12,500.00
14-026-897
O
APAC-Mississippi, Inc.
Columbus
17-Oct-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-898
O
APAC-Mississippi, Inc.
Columbus
17-Oct-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-900
O
APAC-Southeast, Inc.
Huntsvill
03-Nov-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-017
O
APAC-Southeast, Inc.
Fortson
18-Sep-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-025
O
APAC-Southeast, Inc.
Huntsvill
08-Oct-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-411
O
APAC-Southeast, Inc.
Huntsvill
04-Oct-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-891
O
APAC-Southeast, Inc.
Birminghm
30-Sep-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-014
O
APAC-Southeast, Inc.
Fortson
19-Sep-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-016
O
APAC-Southeast, Inc.
Fortson
14-Sep-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-655
O
APAC-Southeast, Inc.
Birminghm
25-Aug-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-882
O
APAC-Southeast, Inc.
Fortson
29-Aug-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-653
O
APAC-Southeast, Inc.
Birminghm
12-Aug-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-654
O
APAC-Southeast, Inc.
Birminghm
15-Aug-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-398
O
APAC-Southeast, Inc.
Birminghm
15-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-030-065
O
APAC-Southeast, Inc.
Huntsvill
19-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-030-541
O
APAC-Southeast, Inc.
Huntsvill
28-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-652
O
APAC-Southeast, Inc.
Birminghm
11-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-881
O
APAC-Southeast, Inc.
Birminghm
11-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-046
O
APAC-Southeast, Inc.
Andalusia
19-Jul-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-645
O
APAC-Alabama, Inc.
Huntsvill
22-Jun-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-647
O
APAC-Southeast, Inc.
Birminghm
10-Jun-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-601
O
APAC-Southeast, Inc.
Huntsvill
24-Jun-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-044
O
APAC-Southeast, Inc.
Huntsvill
30-May-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-030-049
O
APAC-Southeast, Inc.
Birminghm
26-May-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-644
O
APAC-Alabama, Inc.
Huntsvill
23-Jun-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-640
O
APAC-Southeast, Inc.
Birminghm
27-May-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-010
O
APAC-Alabama, Inc.
Montgmry
21-May-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-043
O
APAC-Southeast, Inc.
Huntsvill
30-May-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-041
O
APAC-Southeast, Inc.
Andalusia
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-028-681
O
APAC-Southeast, Inc.
Birminghm
12-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number
Open/Final
Principal
Location
Executed
Classification
Obligee
Bond Amount
14-028-682
O
APAC-Southeast, Inc.
Anniston
13-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-036
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-039
O
APAC-Southeast, Inc.
Andalusia
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-040
O
APAC-Southeast, Inc.
Andalusia
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-033
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-034
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-035
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-892
O
APAC-Mississippi, Inc.
Columbus
07-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-930
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-027-032
O
APAC-Southeast, Inc.
Dothan
10-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-836
O
APAC-Alabama, Inc.
Birminghm
16-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-837
O
APAC-Alabama, Inc.
Anniston
17-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-838
O
APAC-Alabama, Inc.
Anniston
24-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-028-669
O
APAC-Southeast, Inc.
Birminghm
18-Mar-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-037-449
O
APAC-Southeast, Inc.
Birminghm
06-Feb-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-834
O
APAC-Alabama, Inc.
Birminghm
06-Apr-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-026-903
O
APAC-Southeast, Inc.
Birminghm
18-Dec-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-028-699
O
APAC-Southeast, Inc.
Montgmry
29-Jan-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-624
O
APAC-Southeast, Inc.
Birminghm
20-Jan-06
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-029-024
O
APAC-Southeast, Inc.
Huntsvill
07-Nov-05
Weighmaster's Bond
Alabama Department of Agriculture & Industries
$1,000.00
14-028-666
O
APAC-Southeast, Inc.
Birminghm
02-Feb-04
New Construction
Alabama DOT
$26,798,852.13
14-000-010-0752
O
APAC-Alabama, Inc.
Huntsvill
19-Sep-00
New Construction
Alabama DOT
$18,258,982.91
14-000-010-0095
O
APAC-Alabama, Inc.
Birminghm
22-Mar-02
New Construction
Alabama DOT
$18,115,535.06
14-026-702
O
APAC-Southeast & McInnis J/V
Birminghm
08-Sep-04
New Construction
Alabama DOT
$17,970,112.98
14-030-056
O
APAC-Southeast, Inc.
Andalusia
10-Jun-05
Resurfacing
Alabama DOT
$17,774,155.39
14-037-477
O
APAC-Southeast, Inc.
Andalusia
24-May-06
Resurfacing
Alabama DOT
$17,717,679.82
14-026-682
O
APAC-Southeast, Inc.
Birminghm
06-May-03
New Construction
Alabama DOT
$14,836,175.99
14-037-479
O
APAC-Southeast, Inc.
Birminghm
24-May-06
Resurfacing
Alabama DOT
$13,415,808.89
14-000-010-0099
O
APAC-Alabama, Inc.
Birminghm
30-Jul-02
New Construction
Alabama DOT
$11,658,046.69
14-026-896
O
APAC-Southeast, Inc.
Huntsvill
18-Sep-03
New Construction
Alabama DOT
$11,651,499.11
14-026-637
O
APAC-Southeast, Inc.
Birminghm
09-May-03
New Construction
Alabama DOT
$11,529,338.23
14-000-010-0789
O
APAC-Alabama, Inc.
Anniston
07-Aug-01
New Construction
Alabama DOT
$10,529,621.26
14-037-466
O
APAC-Southeast, Inc.
Dothan
27-Apr-06
New Construction
Alabama DOT
$10,446,909.59
14-030-026
O
APAC-Southeast, Inc.
Birminghm
23-Mar-05
New Construction
Alabama DOT
$10,144,885.73
14-000-010-0811
O
APAC-Alabama, Inc.
Huntsvill
26-Apr-02
New Construction
Alabama DOT
$9,856,428.54
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee 
Bond Amount 
14-030-051
O
APAC-Southeast, Inc.
Huntsvill
27-May-05
Resurfacing
Alabama DOT
$9,296,157.81
14-030-058
O
APAC-Southeast, Inc.
Dothan
13-Jun-05
New Construction
Alabama DOT
$8,835,474.25
14-037-453
O
APAC-Southeast, Inc.
Birminghm
03-Mar-06
New Construction
Alabama DOT
$6,680,543.73
14-028-680
O
APAC-Southeast, Inc.
Birminghm
19-Mar-04
New Construction
Alabama DOT
$5,604,747.84
14-037-478
O
APAC-Southeast, Inc.
Huntsvill
24-May-06
Resurfacing
Alabama DOT
$3,531,691.49
14-037-455
O
APAC-Southeast, Inc.
Huntsvill
15-Mar-06
New Construction
Alabama DOT
$3,432,430.08
14-037-464
O
APAC-Southeast, Inc.
Dothan
26-Apr-06
Resurfacing
Alabama DOT
$3,394,599.20
14-030-578
O
APAC-Southeast, Inc.
Huntsvill
30-Nov-05
New Construction
Alabama DOT
$3,194,276.77
14-029-396
O
APAC-Southeast, Inc.
Huntsvill
09-Jul-04
Resurfacing
Alabama DOT
$2,639,612.80
14-029-374
O
APAC-Southeast, Inc.
Huntsvill
17-Jun-04
Resurfacing
Alabama DOT
$2,605,521.34
14-030-036
O
APAC-Southeast, Inc.
Montgmry
19-Apr-05
Resurfacing
Alabama DOT
$2,489,399.50
14-030-038
O
APAC-Southeast, Inc.
Huntsvill
27-Apr-05
Resurfacing
Alabama DOT
$2,372,836.08
14-026-699
O
APAC-Southeast, Inc.
Birminghm
30-Aug-04
Resurfacing
Alabama DOT
$2,333,628.71
14-037-450
O
APAC-Southeast, Inc.
Birminghm
07-Feb-06
Resurfacing
Alabama DOT
$2,081,989.05
14-030-050
O
APAC-Southeast, Inc.
Birminghm
27-May-05
Resurfacing
Alabama DOT
$1,852,159.76
14-029-034
O
APAC-Southeast, Inc.
Montgmry
14-Apr-04
Resurfacing
Alabama DOT
$1,850,075.53
14-037-488
O
APAC-Southeast, Inc.
Birminghm
14-Jun-06
Resurfacing
Alabama DOT
$1,839,770.22
14-037-473
O
APAC-Southeast, Inc.
Montgmry
16-May-06
Resurfacing
Alabama DOT
$1,837,189.30
14-029-404
O
APAC-Southeast, Inc.
Huntsvill
15-Sep-04
Resurfacing
Alabama DOT
$1,780,852.98
14-030-042
O
APAC-Southeast, Inc.
Andalusia
13-May-05
Resurfacing
Alabama DOT
$1,778,924.55
14-029-599
O
APAC-Southeast, Inc.
Fortson
23-Aug-04
Resurfacing
Alabama DOT
$1,728,910.69
14-029-637
O
APAC-Southeast, Inc.
Huntsvill
25-Feb-05
New Construction
Alabama DOT
$1,637,850.99
14-030-041
O
APAC-Southeast, Inc.
Andalusia
13-May-05
Resurfacing
Alabama DOT
$1,497,105.97
14-026-676
O
APAC-Southeast, Inc.
Fortson
21-May-03
Resurfacing
Alabama DOT
$1,417,781.60
14-030-396
O
APAC-Southeast, Inc.
Birminghm
12-May-06
Resurfacing
Alabama DOT
$1,373,926.70
14-030-057
O
APAC-Southeast, Inc.
Montgmry
10-Jun-05
Resurfacing
Alabama DOT
$1,368,273.65
14-000-010-0821
O
APAC-Alabama, Inc.
Birminghm
16-Jul-02
New Construction
Alabama DOT
$1,326,433.32
14-037-475
O
APAC-Southeast, Inc.
Huntsvill
16-May-06
Resurfacing
Alabama DOT
$1,315,008.14
14-000-010-0817
O
APAC-Alabama, Inc.
Huntsvill
13-Jun-02
Resurfacing
Alabama DOT
$1,290,653.94
14-026-688
O
APAC-Southeast, Inc.
Birminghm
26-Aug-03
Resurfacing
Alabama DOT
$1,203,396.06
14-030-021
O
APAC-Southeast, Inc.
Dothan
13-Mar-05
Resurfacing
Alabama DOT
$1,198,037.10
14-000-010-0823
O
APAC-Alabama, Inc.
Huntsvill
29-Jul-02
New Construction
Alabama DOT
$1,159,796.57
14-029-631
O
APAC-Southeast, Inc.
Huntsvill
02-Feb-05
Resurfacing
Alabama DOT
$1,072,106.24
14-037-474
O
APAC-Southeast, Inc.
Huntsvill
16-May-06
Resurfacing
Alabama DOT
$1,064,375.28
14-030-397
O
APAC-Southeast, Inc.
Birminghm
12-May-06
Resurfacing
Alabama DOT
$1,062,338.99
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee
Bond Amount
14-037-476
O
APAC-Southeast, Inc.
Birminghm
11-May-06
Resurfacing
Alabama DOT
$1,057,505.94
14-037-471
O
APAC-Southeast, Inc.
Huntsvill
16-May-06
Resurfacing
Alabama DOT
$1,044,485.47
14-027-027
O
APAC-Southeast, Inc.
Montgmry
26-Nov-03
Resurfacing
Alabama DOT
$1,039,235.86
14-030-583
O
APAC-Southeast, Inc.
Montgmry
03-Jan-06
Resurfacing
Alabama DOT
$864,342.20
14-037-456
O
APAC-Southeast, Inc.
Montgmry
17-Mar-06
Resurfacing
Alabama DOT
$855,131.50
14-037-446
O
APAC-Southeast, Inc.
Andalusia
02-Feb-06
Resurfacing
Alabama DOT
$841,261.30
14-037-448
O
APAC-Southeast, Inc.
Birminghm
03-Feb-06
Resurfacing
Alabama DOT
$782,953.00
14-037-487
O
APAC-Southeast, Inc.
Birminghm
14-Jun-06
Resurfacing
Alabama DOT
$778,170.60
14-037-480
O
APAC-Southeast, Inc.
Dothan
25-May-06
Resurfacing
Alabama DOT
$775,408.39
14-037-457
O
APAC-Southeast, Inc.
Huntsvill
20-Mar-06
Resurfacing
Alabama DOT
$732,763.58
14-037-470
O
APAC-Southeast, Inc.
Montgmry
18-May-06
Resurfacing
Alabama DOT
$528,972.24
14-037-472
O
APAC-Southeast, Inc.
Huntsvill
16-May-06
Resurfacing
Alabama DOT
$494,885.65
14-030-582
O
APAC-Southeast, Inc.
Dothan
20-Dec-05
Resurfacing
Alabama DOT
$484,611.58
14-037-463
O
APAC-Southeast, Inc.
Dothan
19-Apr-06
Resurfacing
Alabama DOT
$461,288.50
14-037-465
O
APAC-Southeast, Inc.
Huntsvill
27-Apr-06
Resurfacing
Alabama DOT
$156,171.27
14-028-455
O
APAC-Mississippi, Inc.
Columbus
15-Apr-06
Utility Deposit
Alcorn County Electric Power Association
$12,000.00
14-030-159
O
APAC-Mississippi, Inc.
Jackson
15-Nov-05
Resurfacing
Alcorn County Supervisors, Mississippi
$99,247.50
14-000-045-0274
O
Shawnee Division
Shawnee
17-Jul-02
Resurfacing
Allen Contracting, Inc. (Oklahoma)
$1,262,635.75
14-037-143
O
APAC-Atlantic, Inc.
Danville
19-Oct-05
Resurfacing
Alliant Ammunition & Powder Company
$205,285.00
14-000-020-0848
O
APAC-Florida, Inc.
Jacksonvl
21-May-02
New Construction
AMEC Civil, LLC
$2,426,633.13
14-028-401
O
APAC-Atlantic, Inc.
Manassas
08-Jan-04
New Construction
Archer Western Contractors Ltd.
$6,299,267.13
14-026-310
O
APAC-Oklahoma, Inc.
Tulsa
08-Apr-06
Contractor's License/Tax
Arkansas Contractors Licensing Board
$10,000.00
14-028-886
O
Texas Bitulithic
Dallas
18-Jun-06
Contractor's License/Tax
Arkansas Contractors Licensing Board
$10,000.00
14-028-873
O
APAC-Southeast, Inc.
Greenv'l
19-Mar-05
Contractor's License/Tax
Arkansas Contractors Licensing Board
$10,000.00
14-028-876
O
APAC-Mississippi, Inc.
Green, MS
18-Mar-05
Contractor's License/Tax
Arkansas Contractors Licensing Board
$10,000.00
14-025-924
O
McClinton-Anchor
Fayett-AR
31-Aug-05
Reclamation
Arkansas Department of Environmental Quality
$200,000.00
14-025-949
O
McClinton-Anchor
Fayett-AR
07-Jan-06
Closure Performance
Arkansas Department of Environmental Quality
$7,500.00
14-000-015-0393
O
APAC-Tennessee, Inc.
Memphis
20-Jun-02
New Construction
Arkansas State Highway Commmission
$45,176,798.55
14-000-015-0429
O
APAC-Tennessee, Inc.
Memphis
18-Oct-00
New Construction
Arkansas State Highway Commmission
$22,902,828.80
14-000-015-0446
O
APAC-Georgia, Inc.
Greenv'l
16-Mar-01
New Construction
Arkansas State Highway Commmission
$18,868,754.41
14-028-872
O
APAC-Tennessee, Inc.
Memphis
08-Feb-05
New Construction
Arkansas State Highway Commmission
$16,879,760.99
14-030-704
O
McClinton-Anchor
Fayett-AR
27-Apr-06
New Construction
Arkansas State Highway Commmission
$14,060,426.25
14-028-867
O
McClinton-Anchor
Fayett-AR
28-Oct-04
New Construction
Arkansas State Highway Commmission
$13,986,542.54
14-028-877
O
McClinton-Anchor
Fayett-AR
11-Mar-05
New Construction
Arkansas State Highway Commmission
$11,178,978.85
14-000-015-0465
O
APAC-Tennessee, Inc.
Memphis
20-Nov-02
New Construction
Arkansas State Highway Commmission
$11,075,809.30
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number
Open/Final
Principal
Location
Executed
Classification
Obligee
Bond Amount
14-029-657
O
APAC-Texas, Inc.
Brashear
08-Jun-05
New Construction
Arkansas State Highway Commmission
$9,985,654.79
14-025-916
O
APAC-Tennessee, Inc.
Memphis
20-Jun-03
New Construction
Arkansas State Highway Commmission
$9,760,013.24
14-028-845
O
APAC-Tennessee, Inc.
Memphis
23-Mar-04
New Construction
Arkansas State Highway Commmission
$8,992,991.97
14-025-946
O
McClinton-Anchor
Fayett-AR
14-Nov-03
New Construction
Arkansas State Highway Commmission
$8,466,798.14
14-028-847
O
APAC-Tennessee, Inc.
Memphis
29-Mar-04
New Construction
Arkansas State Highway Commmission
$8,351,039.48
14-028-848
O
APAC-Tennessee, Inc.
Memphis
29-Mar-04
New Construction
Arkansas State Highway Commmission
$6,786,505.31
14-029-644
O
APAC-Texas, Inc.
Brashear
05-Nov-04
New Construction
Arkansas State Highway Commmission
$5,157,193.82
14-030-322
O
McClinton-Anchor
Fayett-AR
06-Jul-05
New Construction
Arkansas State Highway Commmission
$4,666,947.78
14-028-884
O
APAC-Tennessee, Inc.
Memphis
16-May-05
New Construction
Arkansas State Highway Commmission
$4,481,120.13
14-030-323
O
McClinton-Anchor
Fayett-AR
11-Jul-05
New Construction
Arkansas State Highway Commmission
$3,959,776.34
14-028-902
O
APAC-Texas, Inc.
Brashear
06-Jul-04
New Construction
Arkansas State Highway Commmission
$3,465,557.28
14-030-325
O
APAC-Tennessee, Inc.
Memphis
15-Jul-05
New Construction
Arkansas State Highway Commmission
$1,298,165.52
14-037-536
O
APAC-Missouri, Inc.
Springfld
07-Jun-06
Resurfacing
Arkansas State Highway Commmission
$263,437.87
14-030-708
O
McClinton-Anchor
Fayett-AR
02-Jun-06
Resurfacing
Arkansas State Highway Commmission
$206,467.60
14-037-535
O
APAC-Missouri, Inc.
Springfld
07-Jun-06
Resurfacing
Arkansas State Highway Commmission
$92,526.26
14-030-700
O
APAC-Tennessee, Inc.
Memphis
07-Mar-06
Payment Bond
Arkansas State Highway Commmission
$83,013.25
14-025-912
O
APAC-Tennessee, Inc.
Memphis
01-Jul-06
Annual Bid/Supply/Performance
Arkansas State Highway Commmission
$35,000.00
14-025-914
O
APAC-Arkansas, Inc.
Fayett-AR
30-Jun-06
Annual Bid/Supply/Performance
Arkansas State Highway Commmission
$30,000.00
14-025-913
O
APAC-Arkansas, Inc.
Ft Smith
30-Jun-06
Annual Bid/Supply/Performance
Arkansas State Highway Commmission
$25,000.00
14-025-907
O
APAC-Arkansas, Inc.
Fayett-AR
11-Jun-06
Highway Use/Excess Weight
Arkansas State Highway Commmission
$20,000.00
14-030-173
O
APAC-Mississippi, Inc.
Jackson
11-Apr-06
Supply Bond
Arkansas State Highway Commmission
$5,000.00
14-030-642
O
APAC-Texas, Inc.
Brashear
21-Mar-06
Supply Bond
Arkansas State Highway Commmission
$5,000.00
14-029-664
O
Buster Paving Div., APAC-Texas
Brashear
12-Oct-05
Supply Bond
Arkansas State Highway Commmission
$5,000.00
14-025-925
O
APAC-Tennessee, Inc.
Memphis
26-Aug-04
Highway Use/Excess Weight
Arkansas State Highway Commmission
$5,000.00
14-025-939
O
APAC-Arkansas, Inc.
Fayett-AR
03-Nov-05
Highway Use/Excess Weight
Arkansas State Highway Commmission
$2,000.00
14-029-646
O
Buster Paving Div., APAC-Texas
Brashear
08-Feb-06
Highway Use/Excess Weight
Arkansas State Highway Commmission
$2,000.00
14-025-900
O
APAC-Mississippi, Inc.
Jackson
02-Oct-05
Highway Use/Excess Weight
Arkansas State Highway Commmission
$1,000.00
14-000-040-1423
O
APAC-Carolina, Inc. (NC)
Asheville
01-Nov-01
Resurfacing
Asheville-Buncombe County Water Authority
$1,116,550.00
14-026-417
O
APAC-Southeast, Inc.
Augusta
18-Aug-04
New Construction
Augusta Aviation Commission, Georgia
$1,888,041.90
14-026-420
O
APAC-Southeast, Inc.
Augusta
02-Sep-04
Resurfacing
Augusta Aviation Commission, Georgia
$1,252,887.00
14-030-266
O
APAC-Southeast, Inc.
Augusta
25-Jul-06
License & Permit
Augusta-Richmond County Commission, Georgia
$20,000.00
14-026-413
O
APAC-Southeast, Inc.
Augusta
31-Dec-05
Contractor's License/Tax
Augusta-Richmond County Commission, Georgia
$1,000.00
14-030-172
O
APAC-Mississippi, Inc.
Jackson
28-Mar-06
Resurfacing
Austin Bridge & Road, LP
$1,705,422.79
14-030-302
O
APAC-Atlantic, Inc.
Asheville
06-Dec-05
Resurfacing
Beam Construction Company, Inc. (North Carolina)
$1,063,063.90
14-026-458
O
APAC-Southeast, Inc.
Savannah
15-Jul-05
New Construction
Beaufort County, South Carolina
$4,090,025.81
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee
Bond Amount
14-028-807
O
APAC-Southeast, Inc.
Mac Div
10-Apr-04
Class B - Excavation
Bell Semmbler II, LLC
$9,783,375.00
14-030-184
O
APAC-Mississippi, Inc.
Jackson
28-Jun-06
Resurfacing
Birdsong Construction Company, Inc.
$513,041.40
14-026-703
O
APAC-Southeast, Inc.
Birminghm
10-Jan-05
New Construction
Birmingham Airport Authority, Alabama
$10,093,624.54
14-027-008
O
APAC-Southeast, Inc.
Medley
22-Sep-03
Class B - Excavation
Biscayne Commons LLC & Principal Life Insurance Co
$2,808,534.00
14-037-417
O
Harrison Div., APAC-Tennessee
Alcoa
17-May-06
Resurfacing
Blount County, Tennessee
$500,000.00
14-000-050-0218
O
APAC-Georgia, Inc.
Greenv'l
22-Oct-02
New Construction
Blythe Construction, Inc.
$9,273,776.00
14-000-040-1578
O
Sandhills Division
Kinston
30-Apr-02
New Construction
BMCO Construction, Inc.
$4,688,534.83
14-029-231
O
APAC-Mississippi, Inc.
Jackson
14-Sep-04
Resurfacing
Bolivar County Board of Supervisors, Mississippi
$1,084,142.84
14-037-537
O
APAC-Missouri, Inc.
Springfld
07-Jun-06
Resurfacing & Maintenance
Boone County Commissioners, Missouri
$251,456.88
14-026-621
O
APAC-Tennessee, Inc.
Knoxville
04-Mar-06
Attachment/Garnishment
Bostic-Neely Development Partnership
$5,000.00
14-027-021
O
APAC-Southeast, Inc.
Medley
14-Oct-03
New Construction
Bovis Lend Lease, Inc. (Miami)
$1,471,233.00
14-037-447
O
APAC-Southeast, Inc.
Jacksonvl
06-Feb-06
Resurfacing
Bradford County Commission, Florida
$2,329,795.38
14-029-012
O
APAC-Atlantic, Inc.
Manassas
20-Sep-04
New Construction
Branch Highways, Inc.
$3,245,700.25
14-026-618
O
APAC-Tennessee, Inc.
Knoxville
02-Jul-04
New Construction
Brasfield & Gorrie, LLC
$1,341,905.00
14-030-381
O
Shears Division, APAC-Kansas
Hutchinsn
27-Oct-05
New Construction
Bridges, Inc.
$361,716.02
14-038-676
O
Shears Division, APAC-Kansas
Hutchinsn
07-Jun-06
Resurfacing
Bridges, Inc.
$154,240.00
14-028-605
O
APAC-Southeast, Inc.
Wtr Haven
01-Apr-04
Maintenance
Brighton Lakes Community Development District
$320,930.50
14-030-040
O
APAC-Southeast, Inc.
Medley
05-May-05
New Construction
Broward County Commissioners, Florida
$5,903,535.02
14-028-795
O
APAC-Southeast, Inc.
Peachtree
01-Nov-04
New Construction
Bruce Albea Contracting, Inc.
$6,566,762.92
14-037-350
O
Coastal Carolina Division
Kinston
08-May-06
New Construction
Brunswick County Airport Commission, NC
$102,208.20
14-030-219
O
Shears Division, APAC-Kansas
Salina
07-Mar-06
Resurfacing
Bryant & Bryant Construction, Inc. (Kansas)
$240,899.00
14-029-051
O
APAC-Tennessee, Inc.
Memphis
13-May-05
New Construction
Burlington Northern & Santa Fe Railway Company-TX
$4,306,207.90
14-029-043
O
APAC-Tennessee, Inc.
Memphis
21-Jul-04
New Construction
Burlington Northern & Santa Fe Railway Company-TX
$3,159,521.00
14-030-453
O
APAC-Southeast, Inc.
Mac Div
05-Oct-05
Class B - Excavation
C&S Paving, Inc.
$193,673.46
14-030-562
O
APAC-Southeast, Inc.
Birminghm
30-Sep-05
Resurfacing
Calhoun County Commission, Alabama
$1,500,000.00
14-029-499
O
APAC-Missouri, Inc.
Columb,MO
14-Sep-04
New Construction
Camdenton R-111 School District
$1,611,965.00
14-037-334
O
Shears Division, APAC-Kansas
Hutchinsn
21-Feb-06
Class B - Excavation
Camp Wood YMCA (Kansas)
$533,608.00
14-030-216
O
Shears Division, APAC-Kansas
Salina
22-Dec-05
New Construction
Capital Contractors, Inc.
$76,093.30
14-038-704
O
APAC-Southeast, Inc.
Peachtree
14-Apr-06
New Construction
Carroll Daniel Construction Company
$228,517.00
14-029-911
O
APAC-Atlantic, Inc.
Manassas
01-Nov-05
New Construction
CH2M Hill
$3,975,245.64
14-037-308
O
APAC-Kansas, Inc.
Hutchinsn
28-Dec-05
New Construction
Chapel Hill Fellowship
$196,073.44
14-026-782
O
APAC-Southeast, Inc.
Greenv'l
21-Jun-04
New Construction
Charles Blalock & Sons, Inc.
$5,369,239.00
14-026-342
O
APAC-Southeast, Inc.
Sarasota
20-Apr-05
Resurfacing
Charlotte County Commissioners (Florida)
$5,358,408.70
14-026-377
O
APAC-Southeast, Inc.
Sarasota
23-Jun-05
Resurfacing
Charlotte County Commissioners (Florida)
$2,866,175.40
14-000-025-0049
O
APAC-Georgia, Inc.
Savannah
04-Apr-02
New Construction
Chatham County Commissioners, Georgia
$4,670,657.15
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee
Bond Amount
14-030-613
O
APAC-Southeast, Inc.
Tampa
24-Oct-05
New Construction
Chugach Management Services, Inc.
$753,072.52
14-030-614
O
APAC-Southeast, Inc.
Tampa
24-Oct-05
New Construction
Chugach Management Services, Inc.
$737,478.00
14-030-634
O
APAC-Southeast, Inc.
Tampa
26-May-06
New Construction
Chugach Management Services, Inc.
$605,126.93
14-030-633
O
APAC-Southeast, Inc.
Tampa
18-May-06
Resurfacing
Chugach Management Services, Inc.
$237,555.83
14-030-631
O
APAC-Southeast, Inc.
Tampa
16-Mar-06
New Construction
Chugach Management Services, Inc.
$208,548.02
14-030-611
O
APAC-Southeast, Inc.
Tampa
24-Oct-05
Resurfacing
Chugach Management Services, Inc.
$123,987.27
14-030-628
O
APAC-Southeast, Inc.
Tampa
22-Feb-06
Resurfacing
Chugach Management Services, Inc.
$111,836.70
14-030-612
O
APAC-Southeast, Inc.
Tampa
24-Oct-05
New Construction
Chugach Management Services, Inc.
$103,803.12
14-030-610
O
APAC-Southeast, Inc.
Tampa
24-Oct-05
New Construction & Maintenance
Chugach Management Services, Inc.
$70,685.20
14-026-001
O
APAC-Oklahoma, Inc.
Tulsa
31-Dec-05
Contractor's License/Tax
City and County of Tulsa, Oklahoma
$5,000.00
14-030-550
O
APAC-Southeast, Inc.
Dothan
24-Aug-05
Resurfacing
City of Abbeville, Alabama
$1,183,043.83
14-030-270
O
APAC-Southeast, Inc.
Augusta
18-May-06
Resurfacing
City of Aiken, South Carolina
$566,246.25
14-037-522
O
APAC-Missouri, Inc.
Springfld
11-Apr-06
Resurfacing
City of Alba, Missouri
$65,190.95
14-030-260
O
Harrison Div., APAC-Tennessee
Alcoa
08-Mar-06
New Construction
City of Alcoa, Tennessee
$70,743.20
14-038-651
O
Shears Division, APAC-Kansas
Hutchinsn
09-Mar-06
New Construction
City of Andover, Kansas
$1,416,733.15
14-029-973
O
Shears Division, APAC-Kansas
Hutchinsn
22-Mar-05
New Construction
City of Andover, Kansas
$1,321,261.98
14-030-379
O
Shears Division, APAC-Kansas
Hutchinsn
21-Oct-05
New Construction
City of Andover, Kansas
$407,395.80
14-038-679
O
Shears Division, APAC-Kansas
Hutchinsn
12-Jun-06
New Construction
City of Andover, Kansas
$295,832.14
14-037-482
O
APAC-Southeast, Inc.
Birminghm
05-Jun-06
Resurfacing
City of Anniston, Alabama
$288,379.08
14-028-501
O
APAC-Atlantic, Inc.
Asheville
09-Jan-05
Subdivision Bond
City of Asheville, North Carolina
$18,883.65
14-000-007
O
5-R Constructors, LLC
Mac Div
11-Apr-02
Supply Bond
City of Atlanta, Georgia
$360,000,000.00
14-029-714
O
APAC-Southeast, Inc.
Greenv'l
18-May-05
New Construction
City of Atlanta, Georgia
$14,965,077.79
14-025-807
O
APAC-GA, Matthews & Thrasher
Atlanta
02-Apr-03
New Construction
City of Atlanta, Georgia
$11,692,585.61
14-037-481
O
APAC-Southeast, Inc.
Jacksonvl
31-May-06
Resurfacing
City of Atlantic Beach, Florida
$269,021.53
14-030-360
O
APAC-Kansas, Inc.
Hutchinsn
11-Aug-05
New Construction
City of Atwood and Rawlins County, Kansas
$1,183,972.32
14-038-677
O
Shears Division, APAC-Kansas
Hutchinsn
08-Jun-06
New Construction
City of Augusta, Kansas
$257,977.47
14-030-388
O
Shears Division, APAC-Kansas
Hutchinsn
28-Nov-05
New Construction
City of Augusta, Kansas
$130,178.40
14-038-654
O
Shears Division, APAC-Kansas
Hutchinsn
10-Mar-06
New Construction
City of Bel Aire, Kansas
$695,134.50
14-038-665
O
Shears Division, APAC-Kansas
Hutchinsn
26-Apr-06
New Construction
City of Bel Aire, Kansas
$183,820.00
14-038-662
O
Shears Division, APAC-Kansas
Hutchinsn
19-Apr-06
New Construction
City of Belle Plaine, Kansas
$72,648.50
14-030-382
O
Shears Division, APAC-Kansas
Hutchinsn
09-Nov-05
Class B & Maintenance
City of Bentley, Kansas
$214,644.00
14-030-701
O
McClinton-Anchor
Fayett-AR
08-Mar-06
New Construction
City of Bentonville, Arkansas
$3,563,637.25
14-030-332
O
McClinton-Anchor
Fayett-AR
15-Aug-05
Maintenance
City of Bentonville, Arkansas
$81,989.55
14-028-871
O
McClinton-Anchor
Fayett-AR
24-Jan-05
Maintenance
City of Bentonville, Arkansas
$21,000.00
14-026-691
O
APAC-Southeast, Inc.
Birminghm
10-Dec-03
Resurfacing
City of Birmingham, Alabama
$4,399,926.40
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee
Bond Amount
14-026-690
O
APAC-Southeast, Inc.
Birminghm
10-Dec-03
Resurfacing
City of Birmingham, Alabama
$4,376,018.00
14-037-517
O
APAC-Missouri, Inc.
Columb,MO
20-Mar-06
Resurfacing
City of Blackburn, Missouri
$153,707.00
14-037-520
O
APAC-Missouri, Inc.
Columb,MO
05-Apr-06
Resurfacing
City of Brookfield, Missouri
$180,866.27
14-038-675
O
Shears Division, APAC-Kansas
Hutchinsn
07-Jun-06
Class B & Maintenance
City of Buhler, Kansas
$853,392.00
14-037-538
O
APAC-Missouri, Inc.
Columb,MO
12-Jun-06
Resurfacing
City of California, Missouri
$159,858.16
14-029-836
O
Coastal Carolina Division
Darlingto
25-Apr-06
Resurfacing
City of Camden, South Carolina
$889,399.80
14-026-027
O
APAC-Southeast, Inc.
Ft Myers
01-Jun-06
New Construction
City of Cape Coral, Florida
$3,934,298.45
14-026-024
O
APAC-Southeast, Inc.
Ft Myers
12-Sep-05
New Construction
City of Cape Coral, Florida
$2,934,936.40
14-030-697
O
McClinton-Anchor
Fayett-AR
24-Jan-06
New Construction
City of Cave Springs, Arkansas
$47,954.50
14-037-521
O
APAC-Missouri, Inc.
Columb,MO
10-Apr-06
Resurfacing
City of Chillicothe, Missouri
$205,511.25
14-029-337
O
APAC-Missouri, Inc.
Columb,MO
21-Jul-06
Contractor's License/Tax
City of Chillicothe, Missouri
$1,000.00
14-038-663
O
Shears Division, APAC-Kansas
Hutchinsn
19-Apr-06
New Construction & Maintenance
City of Clearwater, Kansas
$151,651.75
14-038-504
O
APAC-Missouri, Inc.
Columb,MO
13-Jul-06
New Construction
City of Columbia, Missouri
$599,005.00
14-038-505
O
APAC-Missouri, Inc.
Columb,MO
13-Jul-06
Resurfacing
City of Columbia, Missouri
$236,489.00
14-037-527
O
APAC-Missouri, Inc.
Columb,MO
12-May-06
Resurfacing
City of Columbia, Missouri
$47,715.00
14-025-872
O
APAC-Mississippi, Inc.
Columbus
25-Jun-06
Contractor's License/Tax
City of Columbus, Mississippi
$1,000.00
14-037-330
O
APAC-Oklahoma, Inc.
Tulsa
09-Mar-06
Resurfacing & Maintenance
City of Coweta, Oklahoma
$337,019.60
14-026-520
O
Texas Bitulithic
Dallas
01-Jan-06
Highway Use/Excess Weight
City of Dallas, Texas
$2,000.00
14-037-157
O
APAC-Atlantic, Inc.
Danville
28-Feb-06
License & Permit
City of Danville, Virginia
$20,000.00
14-038-686
O
Shears Division, APAC-Kansas
Hutchinsn
03-Jul-06
New Construction
City of Dodge City, Kansas
$1,027,190.25
14-038-664
O
Shears Division, APAC-Kansas
Hutchinsn
19-Apr-06
Resurfacing
City of Dodge City, Kansas
$386,117.60
14-038-669
O
Shears Division, APAC-Kansas
Hutchinsn
10-May-06
New Construction
City of Dodge City, Kansas
$146,013.59
14-037-462
O
APAC-Southeast, Inc.
Dothan
24-Apr-06
Resurfacing
City of Dothan, Alabama
$505,385.00
14-027-025
O
APAC-Southeast, Inc.
Dothan
29-Oct-05
Contractor's License/Tax
City of Dothan, Alabama
$10,000.00
14-028-905
O
APAC-Texas, Inc.
Brashear
12-Jul-04
New Construction & Maintenance
City of East Tawakoni, Texas
$786,975.40
14-037-162
O
APAC-Atlantic, Inc.
Greensbor
28-Apr-06
Resurfacing
City of Eden, North Carolina
$546,557.90
14-038-656
O
APAC-Kansas, Inc.
Hutchinsn
10-Mar-06
Resurfacing
City of El Dorado, Kansas
$383,496.70
14-038-655
O
APAC-Kansas, Inc.
Hutchinsn
10-Mar-06
Resurfacing
City of El Dorado, Kansas
$110,472.77
14-037-329
O
Shears Division, APAC-Kansas
Hutchinsn
06-Feb-06
Resurfacing & Maintenance
City of Emporia, Kansas
$200,041.80
14-037-302
O
Shears Division, APAC-Kansas
Hutchinsn
01-Dec-05
Contractor's License/Tax
City of Emporia, Kansas
$5,000.00
14-030-694
O
McClinton-Anchor
Fayett-AR
04-Jan-06
Maintenance
City of Fayetteville, Arkansas
$49,015.00
14-037-358
O
Coastal Carolina Division
Kinston
29-Jun-06
New Construction
City of Fayetteville, North Carolina
$543,857.25
14-028-696
O
APAC-Southeast, Inc.
Huntsvill
15-Jan-06
Contractor's License/Tax
City of Florence, Alabama
$2,500.00
14-000-060-0389
O
APAC-Texas, Inc.
Ft Worth
07-Feb-02
Resurfacing
City of Fort Worth, Texas
$987,309.00
14-029-088
O
APAC-Texas, Inc.
Ft Worth
24-Aug-05
Resurfacing & Maintenance
City of Fort Worth, Texas
$422,856.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee
Bond Amount
14-026-517
O
APAC-Texas, Inc.
Ft Worth
17-Oct-05
Contractor's License/Tax
City of Fort Worth, Texas
$25,000.00
14-037-540
O
APAC-Missouri, Inc.
Columb,MO
20-Jun-06
Resurfacing
City of Fulton, Missouri
$249,492.70
14-026-519
O
Texas Bitulithic
Dallas
31-Dec-05
Highway Use/Excess Weight
City of Garland, Texas
$5,000.00
14-037-489
O
APAC-Southeast, Inc.
Andalusia
10-Jul-06
Resurfacing
City of Georgiana, Alabama
$177,221.00
14-029-474
O
APAC-Atlantic, Inc.
Greensbor
10-May-05
New Construction
City of Greensboro, North Carolina
$2,928,312.30
14-026-850
O
Thompson-Arthur Division
Greensbor
22-Sep-05
Contractor's License/Tax
City of Greensboro, North Carolina
$2,000.00
14-026-841
O
Thompson-Arthur Paving Company
Greensbor
30-Jun-06
Contractor's License/Tax
City of Greensboro, North Carolina
$2,000.00
14-030-571
O
APAC-Southeast, Inc.
Andalusia
26-Oct-05
New Construction
City of Greenville, Alabama
$722,103.50
14-030-376
O
APAC-Oklahoma, Inc.
Tulsa
26-Sep-05
New Construction & Maintenance
City of Grove, Oklahoma
$2,222,507.08
14-030-460
O
APAC-Southeast, Inc.
Peachtree
06-Jan-06
New Construction
City of Hampton, Georgia
$96,395.52
14-026-039
O
APAC-Kansas, Inc.
Hays
19-Apr-04
New Construction
City of Hays, Kansas
$2,067,262.45
14-030-418
O
APAC-Kansas, Inc.
Hays
06-Mar-06
New Construction
City of Hays, Kansas
$1,383,050.00
14-029-673
O
APAC-Atlantic, Inc.
Asheville
03-Feb-05
Resurfacing
City of Hickory, North Carolina
$2,399,911.28
14-029-473
O
Thompson-Arthur Division
Greensbor
29-Apr-05
Resurfacing
City of High Point, North Carolina
$1,859,987.00
14-030-393
O
APAC-Southeast, Inc.
Birminghm
24-Oct-05
Resurfacing
City of Hueytown, Alabama
$441,646.15
14-030-553
O
APAC-Southeast, Inc.
Huntsvill
22-Aug-05
New Construction
City of Huntsville, Alabama
$1,216,762.83
14-029-405
O
APAC-Southeast, Inc.
Huntsvill
17-Sep-04
New Construction
City of Huntsville, Alabama
$1,126,805.32
14-037-467
O
APAC-Southeast, Inc.
Huntsvill
27-Apr-06
Resurfacing
City of Huntsville, Alabama
$595,530.82
14-037-451
O
APAC-Southeast, Inc.
Huntsvill
09-Feb-06
New Construction
City of Huntsville, Alabama
$254,120.61
14-037-469
O
APAC-Southeast, Inc.
Huntsvill
11-May-06
Resurfacing
City of Huntsville, Alabama
$250,000.00
14-037-490
O
APAC-Southeast, Inc.
Huntsvill
22-Jun-06
Resurfacing
City of Huntsville, Alabama
$229,566.72
14-026-641
O
APAC-Southeast, Inc.
Huntsvill
02-May-06
Utility Deposit
City of Huntsville, Alabama
$160,000.00
14-030-573
O
APAC-Southeast, Inc.
Huntsvill
13-Oct-05
Resurfacing
City of Huntsville, Alabama
$73,467.30
14-029-976
O
Shears Division, APAC-Kansas
Hutchinsn
23-Mar-05
New Construction & Maintenance
City of Hutchinson, Kansas
$1,670,710.97
14-030-383
O
Shears Division, APAC-Kansas
Hutchinsn
09-Nov-05
Class B - Excavation
City of Hutchinson, Kansas
$1,581,538.00
14-038-688
O
Shears Division, APAC-Kansas
Hutchinsn
07-Jul-06
Class B - Excavation
City of Hutchinson, Kansas
$1,188,677.00
14-038-653
O
Shears Division, APAC-Kansas
Hutchinsn
10-Mar-06
New Construction & Maintenance
City of Hutchinson, Kansas
$987,282.38
14-038-667
O
Shears Division, APAC-Kansas
Hutchinsn
04-May-06
Resurfacing
City of Hutchinson, Kansas
$697,805.28
14-038-666
O
Shears Division, APAC-Kansas
Hutchinsn
04-May-06
Resurfacing
City of Hutchinson, Kansas
$502,128.64
14-038-652
O
Shears Division, APAC-Kansas
Hutchinsn
10-Mar-06
New Construction & Maintenance
City of Hutchinson, Kansas
$288,551.00
14-037-310
O
Shears Division, APAC-Kansas
Hutchinsn
01-Jan-06
New Construction & Maintenance
City of Hutchinson, Kansas
$66,602.50
14-000-035-0687
O
APAC-Mississippi, Inc.
Green, MS
02-Jun-03
Resurfacing
City of Indianola, Mississippi
$1,258,776.50
14-026-529
O
APAC-Texas, Inc.
Dallas
31-Dec-05
Right-of-Way or Encroachment
City of Irving, Texas
$5,000.00
14-037-354
O
Coastal Carolina Division
Kinston
23-May-06
Resurfacing
City of Jacksonville, North Carolina
$1,014,836.55
14-037-316
O
APAC-Oklahoma, Inc.
Tulsa
02-Feb-06
Maintenance
City of Jenks, Oklahoma
$577,106.49
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee
Bond Amount
14-037-319
O
APAC-Oklahoma, Inc.
Tulsa
02-Feb-06
Maintenance
City of Jenks, Oklahoma
$472,800.04
14-037-317
O
APAC-Oklahoma, Inc.
Tulsa
02-Feb-06
Maintenance
City of Jenks, Oklahoma
$236,527.83
14-037-318
O
APAC-Oklahoma, Inc.
Tulsa
02-Feb-06
Maintenance
City of Jenks, Oklahoma
$46,368.20
14-028-734
O
APAC-Missouri, Inc.
Springfld
14-Apr-06
Contractor's License/Tax
City of Joplin, Missouri
$1,000.00
14-037-181
O
Kansas City Div., APAC-Kansas
KS City
05-Jul-06
New Construction
City of Kansas City, Missouri
$8,493,812.28
14-026-217
O
APAC-Kansas, Inc.
KS City
10-May-05
New Construction
City of Kansas City, Missouri
$2,908,236.00
14-037-167
O
APAC-Kansas, Inc.
KS City
20-Oct-05
New Construction & Maintenance
City of Kansas City, Missouri
$2,444,000.00
14-030-378
O
Shears Division, APAC-Kansas
Hutchinsn
20-Oct-05
New Construction
City of Kechi, Kansas
$665,771.56
14-038-672
O
Shears Division, APAC-Kansas
Hutchinsn
31-May-06
Resurfacing
City of Kingman, Kansas
$761,965.72
14-026-629
O
APAC-Tennessee, Inc.
Knoxville
17-May-06
Resurfacing
City of Kingsport, Tennessee
$445,565.00
14-037-352
O
Coastal Carolina Division
Kinston
11-May-06
Resurfacing
City of Kinston, North Carolina
$128,490.00
14-030-458
O
APAC-Southeast, Inc.
Fortson
01-Dec-05
New Construction
City of LaGrange, Georgia
$201,700.00
14-030-591
O
APAC-Southeast, Inc.
Wtr Haven
18-Jul-06
Utility Deposit
City of Lakeland, Department of Electric & Water
$600.00
14-030-592
O
APAC-Southeast, Inc.
Wtr Haven
18-Jul-06
Utility Deposit
City of Lakeland, Department of Electric & Water
$425.00
14-030-622
O
APAC-Southeast, Inc.
Wtr Haven
09-Dec-05
New Construction & Maintenance
City of Lakeland, Florida
$4,750,000.00
14-026-448
O
APAC-Kansas, Inc.
KS City
23-Mar-04
New Construction & Maintenance
City of Leawood, Kansas
$6,513,992.23
14-037-166
O
APAC-Kansas, Inc.
Overland
14-Oct-05
Class B & Maintenance
City of Lee's Summit, Missouri
$4,486,120.08
14-026-443
O
Reno Branch, Div. APAC-Kansas
Overland
20-Nov-03
New Construction & Maintenance
City of Lenexa, Kansas
$15,328,694.14
14-037-539
O
APAC-Missouri, Inc.
Columb,MO
13-Jun-06
Resurfacing
City of Macon, Missouri
$207,907.37
14-030-707
O
APAC-Tennessee, Inc.
Memphis
26-May-06
New Construction
City of Marked Tree, Arkansas
$178,582.50
14-037-309
O
Shears Division, APAC-Kansas
Hutchinsn
28-Dec-05
New Construction
City of McPherson, Kansas
$272,316.25
14-030-617
O
APAC-Southeast, Inc.
Wtr Haven
09-Nov-05
Resurfacing & Maintenance
City of Melbourne, Florida
$906,359.00
14-029-046
O
APAC-Tennessee, Inc.
Memphis
18-Nov-04
Resurfacing
City of Memphis, Tennessee
$3,824,674.40
14-029-050
O
APAC-Tennessee, Inc.
Memphis
16-May-05
Resurfacing
City of Memphis, Tennessee
$3,367,908.00
14-029-061
O
APAC-Tennessee, Inc.
Memphis
09-Jun-06
Supply Bond
City of Memphis, Tennessee
$729,000.00
14-026-175
O
APAC-Tennessee, Inc.
Memphis
29-Mar-06
Contractor's License/Tax
City of Memphis, Tennessee
$15,000.00
14-029-216
O
APAC-Mississippi, Inc.
Jackson
13-May-04
Resurfacing
City of Meridian, Mississippi
$4,321,719.00
14-026-852
O
Ashland Inc.
Jackson
19-Apr-06
Miscellaneous
City of Meridian, Mississippi
$5,000.00
14-038-503
O
APAC-Missouri, Inc.
Columb,MO
30-Jun-06
Resurfacing & Maintenance
City of Mexico, Missouri
$257,061.00
14-038-681
O
APAC-Oklahoma, Inc.
Tulsa
14-Jun-06
New Construction & Maintenance
City of Miami, Oklahoma
$174,588.00
14-037-526
O
APAC-Missouri, Inc.
Columb,MO
04-May-06
Resurfacing
City of Moberly, Missouri
$187,999.50
14-037-163
O
Thompson-Arthur Division
Greensbor
03-May-06
Resurfacing
City of Mount Airy, North Carolina
$393,053.90
14-028-906
O
APAC-Texas, Inc.
Brashear
12-Jul-04
Resurfacing
City of Mount Pleasant, Texas
$848,300.00
14-030-394
O
APAC-Southeast, Inc.
Birminghm
11-May-06
Resurfacing
City of Mountain Brook, Alabama
$900,000.00
14-026-694
O
APAC-Southeast, Inc.
Birminghm
22-Feb-06
Contractor's License/Tax
City of Mountain Brook, Alabama
$10,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Execution Classification Obligee
Bond Amount
14-026-695
O
APAC-Alabama, Inc.
Birminghm
22-Feb-06
Contractor's License/Tax
City of Mountain Brook, Alabama
$10,000.00
14-037-460
O
APAC-Southeast, Inc.
Huntsvill
06-Apr-06
Class B - Excavation
City of Muscle Shoals, Alabama
$1,196,817.32
14-038-502
O
APAC-Missouri, Inc.
Springfld
23-Jun-06
Resurfacing
City of Nevada, Missouri
$83,166.75
14-038-501
O
APAC-Missouri, Inc.
Springfld
23-Jun-06
New Construction
City of Nevada, Missouri
$74,448.00
14-028-892
O
APAC-Texas, Inc.
Brashear
27-Apr-04
New Construction
City of New Boston, Texas
$83,032.34
14-030-630
O
APAC-Southeast, Inc.
Tampa
07-Mar-06
Resurfacing
City of New Port Richey, Public Works Department
$792,952.60
14-038-673
O
Shears Division, APAC-Kansas
Hutchinsn
06-Jun-06
Resurfacing
City of Newton, Kansas
$563,011.14
14-026-412
O
APAC-Southeast, Inc.
Augusta
30-Jan-06
Contractor's License/Tax
City of North Augusta, South Carolina
$1,000.00
14-030-187
O
APAC-Mississippi, Inc.
Jackson
14-Jul-06
Resurfacing
City of Okolona, Mississippi
$136,165.68
14-026-223
O
APAC-Kansas, Inc.
Overland
12-Jul-05
New Construction & Maintenance
City of Olathe, Kansas
$5,635,962.80
14-037-174
O
Kansas City Div., APAC-Kansas
Overland
10-Mar-06
New Construction & Maintenance
City of Olathe, Kansas
$493,261.00
14-037-180
O
APAC-Kansas, Inc.
KS City
12-Jun-06
New Construction & Maintenance
City of Omaha, A Nebraska Municipal Corporation
$22,000,000.00
14-030-108
O
APAC-Missouri, Inc.
Columb,MO
25-Oct-05
Resurfacing
City of Osage Beach, Missouri
$726,616.74
14-029-197
O
Kansas City Div., APAC-Kansas
Overland
18-Nov-04
New Construction & Maintenance
City of Overland Park, Kansas
$6,483,115.80
14-037-179
O
Kansas City Div., APAC-Kansas
Overland
21-Apr-06
Class B & Maintenance
City of Overland Park, Kansas
$1,936,760.65
14-037-178
O
Kansas City Div., APAC-Kansas
Overland
21-Apr-06
New Construction & Maintenance
City of Overland Park, Kansas
$804,401.60
14-030-564
O
APAC-Southeast, Inc.
Dothan
28-Sep-05
Resurfacing
City of Ozark, Alabama
$1,737,242.69
14-030-474
O
APAC-Southeast, Inc.
Peachtree
06-Apr-06
Resurfacing
City of Peachtree City, Georgia
$693,112.95
14-026-253
O
Gulf Coast Division, APAC-SE
Pensacola
24-May-04
New Construction
City of Pensacola, Florida
$5,348,935.25
14-029-420
O
APAC-Southeast, Inc.
Pensacola
25-Aug-04
New Construction
City of Pensacola, Florida
$1,448,504.09
14-030-491
O
APAC-Southeast, Inc.
Pensacola
13-Oct-05
Resurfacing
City of Pensacola, Florida
$668,141.82
14-038-684
O
Shears Division, APAC-Kansas
Hutchinsn
21-Jun-06
Class B - Excavation
City of Pretty Prairie, Kansas
$782,843.00
14-037-444
O
APAC-Southeast, Inc.
Huntsvill
18-Jan-06
Resurfacing
City of Red Bay, Alabama
$27,076.95
14-037-161
O
APAC-Atlantic, Inc.
Danville
17-Apr-06
New Construction
City of Reidsville, North Carolina
$244,045.40
14-029-251
O
APAC-Mississippi, Inc.
Jackson
01-Mar-05
Resurfacing
City of Ridgeland, Mississippi
$2,350,119.75
14-030-255
O
Harrison Div., APAC-Tennessee
Alcoa
14-Oct-05
New Construction
City of Rockford, Tennessee
$72,975.80
14-030-316
O
McClinton-Anchor
Fayett-AR
21-Jun-05
New Construction
City of Rogers, Arkansas
$2,474,336.35
14-030-340
O
McClinton-Anchor
Fayett-AR
17-Nov-05
New Construction
City of Rogers, Arkansas
$720,097.25
14-030-338
O
McClinton-Anchor
Fayett-AR
10-Oct-05
Maintenance
City of Rogers, Arkansas
$22,996.40
14-025-938
O
McClinton-Anchor
Fayett-AR
08-Nov-05
Right-of-Way or Encroachment
City of Rogers, Arkansas
$5,000.00
14-038-587
O
APAC-Atlantic, Inc.
Danville
26-Jun-06
Resurfacing
City of Roxboro, North Carolina
$156,697.50
14-027-029
O
APAC-Southeast, Inc.
Huntsvill
12-Nov-03
New Construction
City of Russellville, Alabama
$1,242,175.54
14-030-083
O
APAC-Missouri, Inc.
Columb,MO
11-Jul-05
Resurfacing
City of Saint Clair, Missouri
$1,424,309.02
14-030-221
O
Shears Division, APAC-Kansas
Salina
24-Mar-06
New Construction
City of Salina, Kansas
$668,642.00
14-030-222
O
Shears Division, APAC-Kansas
Salina
24-Apr-06
New Construction
City of Salina, Kansas
$621,753.55
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee
Bond Amount
14-030-223
O
Shears Division, APAC-Kansas
Salina
18-May-06
New Construction
City of Salina, Kansas
$578,611.90
14-030-220
O
Shears Division, APAC-Kansas
Salina
14-Mar-06
New Construction
City of Salina, Kansas
$492,020.44
14-029-917
O
APAC-Southeast, Inc.
Sarasota
01-Nov-05
Resurfacing
City of Sarasota, Florida
$1,544,877.75
14-030-386
O
Shears Division, APAC-Kansas
Hutchinsn
16-Nov-05
New Construction & Maintenance
City of Sedgwick, Kansas
$220,737.50
14-026-906
O
APAC-Southeast, Inc.
Huntsvill
15-Jan-06
License & Permit
City of Sheffield, Alabama
$2,500.00
14-030-691
O
McClinton-Anchor
Fayett-AR
28-Nov-05
Contractor's License/Tax
City of Siloam Springs, Arkansas
$2,000.00
14-030-387
O
Shears Division, APAC-Kansas
Hutchinsn
23-Nov-05
Class B - Excavation
City of South Hutchinson, Kansas
$19,843.00
14-030-713
O
McClinton-Anchor
Fayett-AR
21-Jul-06
Maintenance
City of Springdale, Arkansas
$571,355.42
14-030-702
O
McClinton-Anchor
Fayett-AR
31-Mar-06
New Construction
City of Springdale, Arkansas
$149,185.20
14-025-952
O
McClinton-Anchor
Fayett-AR
22-Jan-06
Contractor's License/Tax
City of Springdale, Arkansas
$1,000.00
14-037-516
O
APAC-Missouri, Inc.
Springfld
14-Mar-06
Resurfacing
City of Springfield, Missouri
$1,350,392.00
14-037-253
O
APAC-Missouri, Inc.
Springfld
10-Jan-06
New Construction
City of Springfield, Missouri
$484,876.50
14-026-555
O
APAC-Missouri, Inc.
Springfld
02-Jul-06
Right-of-Way or Encroachment
City of Springfield, Missouri
$5,000.00
14-030-181
O
APAC-Mississippi, Inc.
Columbus
23-Jun-06
Resurfacing
City of Starkville, Mississippi
$122,781.30
14-000-020-1068
O
APAC-Florida, Inc.
Medley
15-Nov-02
Resurfacing
City of Sunrise, Florida
$3,645,160.15
14-000-045-0200
O
APAC-Oklahoma, Inc.
Tulsa
26-Feb-01
New Construction
City of Tulsa, Oklahoma (Admin Bldg)
$4,683,604.80
14-037-332
O
APAC-Oklahoma, Inc.
Tulsa
15-Feb-06
New Construction & Maintenance
City of Tulsa, Oklahoma (Admin Bldg)
$706,407.05
14-038-685
O
APAC-Oklahoma, Inc.
Tulsa
29-Jun-06
New Construction & Maintenance
City of Tulsa, Oklahoma (Admin Bldg)
$72,291.00
14-026-851
O
APAC-Kansas, Inc.
KS City
31-Dec-05
Indemnity Bond
City of Tulsa, Oklahoma (Admin Bldg)
$5,000.00
14-029-888
O
APAC-Oklahoma, Inc.
Tulsa
01-Mar-05
New Construction & Maintenance
City of Tulsa, Oklahoma (Development Services)
$2,608,521.60
14-030-162
O
APAC-Mississippi, Inc.
Jackson
21-Nov-05
Resurfacing
City of Tupelo, Mississippi
$2,524,712.23
14-038-693
O
Shears Division, APAC-Kansas
Hutchinsn
20-Jul-06
New Construction
City of Valley Center, Kansas
$199,329.15
14-029-923
O
APAC-Southeast, Inc.
Sarasota
13-Jun-06
Resurfacing
City of Venice, Florida
$3,459,549.55
14-025-893
O
APAC-Mississippi, Inc.
Jackson
19-Sep-05
Contractor's License/Tax
City of Vicksburg, Mississippi
$5,000.00
14-037-243
O
APAC-Missouri, Inc.
Columb,MO
28-Oct-05
Resurfacing
City of Webb City, Missouri
$184,090.88
14-026-551
O
APAC-Missouri, Inc.
Springfld
16-Dec-05
Contractor's License/Tax
City of Webb City, Missouri
$1,000.00
14-037-335
O
Shears Division, APAC-Kansas
Hutchinsn
24-Feb-06
New Construction & Maintenance
City of Wellington, Kansas
$254,469.00
14-030-706
O
APAC-Tennessee, Inc.
Memphis
26-May-06
New Construction
City of West Memphis, Arkansas
$2,407,502.80
14-030-339
O
APAC-Tennessee, Inc.
Memphis
24-Oct-05
Resurfacing
City of West Memphis, Arkansas
$314,028.40
14-025-948
O
APAC-Tennessee, Inc.
Memphis
31-Dec-03
Contractor's License/Tax
City of West Memphis, Arkansas
$10,000.00
14-037-333
O
APAC-Kansas, Inc.
Hutchinsn
20-Feb-06
New Construction & Maintenance
City of Wichita, Kansas
$518,197.55
14-037-314
O
APAC-Kansas, Inc.
Hutchinsn
30-Jan-06
New Construction & Maintenance
City of Wichita, Kansas
$391,193.91
14-037-307
O
APAC-Kansas, Inc.
Hutchinsn
28-Dec-05
New Construction & Maintenance
City of Wichita, Kansas
$310,903.23
14-030-380
O
APAC-Kansas, Inc.
Hutchinsn
21-Oct-05
New Construction & Maintenance
City of Wichita, Kansas
$220,179.01
14-038-683
O
APAC-Kansas, Inc.
Hutchinsn
20-Jun-06
New Construction & Maintenance
City of Wichita, Kansas
$219,544.87
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number  Open/Final Principal Location Execution Classification Obligee
Bond Amount 
14-026-860
O
APAC-Kansas, Inc.
Hutchinsn
01-Feb-06
Annual Bid/Supply/Performance
City of Wichita, Kansas
$200,000.00
14-038-670
O
APAC-Kansas, Inc.
Hutchinsn
09-May-06
New Construction & Maintenance
City of Wichita, Kansas
$136,694.00
14-030-371
O
APAC-Kansas, Inc.
Hutchinsn
19-Sep-05
New Construction & Maintenance
City of Wichita, Kansas
$114,165.75
14-026-857
O
APAC-Kansas, Inc.
Hutchinsn
01-Feb-06
Contractor's License/Tax
City of Wichita, Kansas
$5,000.00
14-037-357
O
Coastal Carolina Division
Kinston
20-Jun-06
New Construction
City of Wilmington, North Carolina
$235,199.10
14-038-671
O
Shears Division, APAC-Kansas
Hutchinsn
18-May-06
New Construction
City of Winfield, Kansas
$354,468.16
14-037-331
O
Shears Division, APAC-Kansas
Hutchinsn
13-Feb-06
New Construction
City of Winfield, Kansas
$161,891.15
14-028-948
O
Thompson-Arthur Division
Greensbor
31-Jan-06
Contractor's License/Tax
City of Winston-Salem, North Carolina
$20,000.00
14-030-165
O
APAC-Mississippi, Inc.
Vicksburg
27-Jan-06
Resurfacing
Claiborne County Supervisors, Mississippi
$146,240.00
14-038-710
O
APAC-Southeast, Inc.
Peachtree
29-Jun-06
Resurfacing
Clayton County Commissioners, Georgia
$2,428,415.42
14-029-731
O
APAC-Southeast, Inc.
Peachtree
05-Aug-05
Resurfacing
Clayton County Commissioners, Georgia
$1,231,420.64
14-030-456
O
APAC-Southeast, Inc.
Peachtree
22-Nov-05
New Construction
Clayton County Commissioners, Georgia
$169,765.12
14-025-828
O
APAC-Georgia, Inc.
Atlanta
20-Jun-06
License & Permit
Cobb County Commissioners
$10,000.00
14-029-700
O
APAC-Southeast, Inc.
Atlanta
04-Jan-05
Resurfacing
Cobb County DOT (Georgia)
$2,774,772.50
14-030-580
O
APAC-Southeast, Inc.
Medley
01-Dec-05
Class B - Excavation
Cogun, Inc. (Florida)
$944,127.00
14-029-412
O
APAC-Southeast, Inc.
Huntsvill
06-Oct-04
New Construction
Colbert County Commission, Alabama
$1,016,518.51
14-037-531
O
APAC-Missouri, Inc.
Springfld
19-May-06
Resurfacing & Maintenance
Cole County Commission, Missouri
$109,203.22
14-026-019
O
APAC-Southeast, Inc.
Ft Myers
18-Aug-04
New Construction & Maintenance
Collier County Board of Commissioners, Florida
$37,700,041.83
14-000-020-0162
O
APAC-Florida, Inc.
Ft Myers
28-Oct-02
New Construction
Collier County Board of Commissioners, Florida
$33,938,025.18
14-000-020-0161
O
APAC-Florida, Inc.
Ft Myers
08-Oct-02
Maintenance
Collier County Board of Commissioners, Florida
$1,700,000.00
14-026-361
O
APAC-Southeast, Inc.
Sarasota
06-Oct-05
License & Permit
Collier County Board of Commissioners, Florida
$500,000.00
14-026-700
O
APAC-Southeast, Inc.
Birminghm
21-Sep-04
New Construction
Colonial Promenade Realty LP
$5,120,700.00
14-026-407
O
APAC-Southeast, Inc.
Augusta
23-Jun-06
Contractor's License/Tax
Columbia County, Georgia
$1,000.00
14-028-395
O
APAC-Atlantic, Inc.
Stephensn
12-Jan-06
Weighmaster's Bond
Commonwealth of Virginia
$10,000.00
14-026-585
O
APAC-Atlantic, Inc.
Manassas
10-Jun-06
Weighmaster's Bond
Commonwealth of Virginia
$10,000.00
14-026-596
O
APAC-Atlantic, Inc.
Midlothia
06-Jul-06
License & Permit
County of Henrico, Virginia
$1,000.00
14-026-586
O
APAC-Atlantic, Inc.
Stephensn
10-Jun-06
Right-of-Way or Encroachment
County of Page, Virginia
$35,370.00
14-030-483
O
APAC-Southeast, Inc.
Peachtree
26-Apr-06
New Construction
Coweta County Board of Education (Georgia)
$122,416.00
14-030-482
O
APAC-Southeast, Inc.
Peachtree
26-Apr-06
New Construction
Coweta County Board of Education (Georgia)
$107,989.56
14-038-709
O
APAC-Southeast, Inc.
Peachtree
27-Jun-06
New Construction
Coweta County Commissioners, Georgia
$5,938,311.32
14-030-487
O
APAC-Southeast, Inc.
Peachtree
25-May-06
Resurfacing
Coweta County Commissioners, Georgia
$3,717,408.24
14-038-702
O
APAC-Southeast, Inc.
Peachtree
20-Jun-06
New Construction
Coweta County Commissioners, Georgia
$454,583.99
14-025-835
O
APAC-Southeast, Inc.
Peachtree
13-Jul-06
Utility Deposit
Coweta-Fayette Electric Membership Corporation
$2,900.00
14-038-506
O
APAC-Missouri, Inc.
Springfld
13-Jul-06
Resurfacing
Crawford County Commission, Arkansas
$91,671.48
14-030-703
O
APAC-Tennessee, Inc.
Memphis
25-Apr-06
New Construction
Crittenden County, Arkansas
$931,750.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number  Open/Final Principal Location Executed Classification Obligee Bond Amount 
14-000-040-1768
O
APAC-Carolina, Inc. (NC)
Asheville
31-Jan-03
Resurfacing
Cullasaja Club Homeowners Association
$1,019,568.03
14-037-306
O
APAC-Oklahoma, Inc.
Tulsa
27-Dec-05
New Construction
D & M Excavating, Inc.
$117,109.36
14-000-020-0331
O
APAC-Georgia, Inc.
Greenv'l
17-Jan-02
New Construction
David Nelson Construction
$4,464,780.32
14-030-156
O
APAC-Mississippi, Inc.
Jackson
13-Oct-05
Resurfacing
Davidson Hauling, Inc.
$184,180.00
14-037-523
O
APAC-Missouri, Inc.
Columb,MO
12-Apr-06
Supply Bond
Daviess County Commission, Missouri
$139,296.00
14-026-883
O
APAC-Southeast, Inc.
Huntsvill
26-Jul-06
Utility Deposit
Decatur Utilities (Alabama)
$11,100.00
14-037-349
O
Coastal Carolina Division
Kinston
11-Apr-06
New Construction
Dellinger, Inc.
$248,370.65
14-030-698
O
McClinton-Anchor
Fayett-AR
30-Jan-06
Class B - Excavation
Dixie Construction, LLC (Arkansas)
$858,060.29
14-029-443
O
Thompson-Arthur Division
Greensbor
22-Nov-05
New Construction
DLB, Inc.
$1,765,400.00
14-038-851
O
APAC-Southeast, Inc.
Dothan
11-Jul-06
New Construction
Dothan Area Botanical Gardens
$53,432.00
14-038-657
O
Shears Division, APAC-Kansas
Hutchinsn
13-Mar-06
Resurfacing & Maintenance
El Dorado Public Schools USD #490
$26,151.80
14-028-722
O
APAC-Missouri, Inc.
Columb,MO
02-Mar-04
Resurfacing
Emery Sapp & Sons, Inc.
$1,283,372.00
14-026-173
O
APAC-Tennessee, Inc.
Memphis
15-Jan-04
New Construction
English Construction Company, Inc.
$6,990,740.00
14-026-748
O
Thompson-Arthur Division
Greensbor
12-Jun-03
New Construction
English Construction Company, Inc.
$1,488,006.50
14-028-869
O
APAC-Arkansas, Inc.
Fayett-AR
05-Feb-06
Lease Bond
Enid Bertha Welch Trust
$250,000.00
14-000-035-0665
O
APAC-Mississippi, Inc.
Columbus
24-Oct-02
Resurfacing
Eutaw Construction Company, Inc.
$10,006,197.06
14-029-319
O
APAC-Missouri, Inc.
Columb,MO
18-May-04
Class B - Excavation
Everett Holding Company, a Missouri Corporation
$1,476,809.50
14-038-701
O
APAC-Southeast, Inc.
Atlanta
07-Jun-06
New Construction
Facility Design/Builders, Inc.
$347,390.00
14-030-490
O
APAC-Southeast, Inc.
Peachtree
07-Jun-06
Resurfacing
Fayette County Board of Commissioners, Georgia
$4,039,094.51
14-030-478
O
APAC-Southeast, Inc.
Peachtree
20-Apr-06
Resurfacing
Fayette County Board of Commissioners, Georgia
$500,000.00
14-030-481
O
APAC-Southeast, Inc.
Peachtree
24-Apr-06
New Construction
Fayette County Board of Commissioners, Georgia
$382,468.96
14-029-057
O
APAC-Tennessee, Inc.
Memphis
03-Apr-06
New Construction
Federal Express Corporation
$11,577,279.00
14-029-053
O
APAC-Tennessee, Inc.
Memphis
14-Dec-05
New Construction
Federal Express Corporation
$10,990,707.00
14-000-055-0114
O
APAC-Tennessee, Inc.
Memphis
30-Nov-02
Maintenance
Federal Express Corporation
$1,000.00
14-029-060
O
APAC-Tennessee, Inc.
Memphis
09-Jun-06
New Construction
Ferrell Paving, Inc.
$2,086,430.00
14-029-913
O
APAC-Atlantic, Inc.
Stephensn
08-Feb-06
Resurfacing
Flippo Construction Company, Inc.
$788,273.13
14-026-015
O
APAC-Florida, Inc.
Ft Myers
09-Aug-06
License & Permit
Florida Department of Environmental Resources
$41,393.44
14-026-379
O
APAC-Southeast, Inc.
Sarasota
10-Aug-06
Reclamation
Florida Department of Financial Serrvices
$100,000.00
14-026-374
O
APAC-Southeast, Inc.
Sarasota
16-Dec-04
Resurfacing & Maintenance
Florida DOT (Bartow), District 1
$1,564,000.00
14-030-620
O
APAC-Southeast, Inc.
Wtr Haven
29-Nov-05
Resurfacing & Maintenance
Florida DOT (Bartow), District 1
$748,239.32
14-026-999
O
APAC-Southeast, Inc.
Wtr Haven
02-Dec-03
New Construction & Maintenance
Florida DOT (Deland)
$2,097,817.63
14-038-526
O
APAC-Southeast, Inc.
Wtr Haven
07-Jul-06
Resurfacing & Maintenance
Florida DOT (Deland)
$124,611.81
14-030-619
O
APAC-Southeast, Inc.
Wtr Haven
28-Nov-05
Resurfacing & Maintenance
Florida DOT (Fort Lauderdale)
$294,538.50
14-029-617
O
APAC-Southeast, Inc.
Medley
10-Dec-04
New Construction & Maintenance
Florida DOT (Tallahassee)
$89,659,992.21
14-029-635
O
APAC-Southeast, Inc.
Medley
18-Feb-05
New Construction & Maintenance
Florida DOT (Tallahassee)
$81,401,950.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-486
O
APAC-Southeast, Inc.
Jacksonvl
31-May-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$39,976,307.70
14-026-378
O
APAC-Southeast, Inc.
Maj Proj
02-Aug-05
New Construction & Maintenance
Florida DOT (Tallahassee)
$26,358,986.90
14-000-020-0500
O
APAC-Florida, Inc.
Sarasota
25-Jun-02
New Construction
Florida DOT (Tallahassee)
$17,965,900.00
14-000-020-0503
O
APAC-Florida, Inc.
Sarasota
19-Jul-02
New Construction
Florida DOT (Tallahassee)
$14,988,690.00
14-030-542
O
APAC-Southeast, Inc.
Pensacola
02-Aug-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$12,607,838.78
14-000-020-0579
O
APAC-Florida, Inc.
Pensacola
09-Aug-00
New Construction & Maintenance
Florida DOT (Tallahassee)
$12,168,568.81
14-030-052
O
APAC-Southeast, Inc.
Medley
02-Jun-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$11,101,810.00
14-030-635
O
APAC-Southeast, Inc.
Tampa
02-Jun-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$10,167,003.73
14-038-852
O
APAC-Southeast, Inc.
Medley
28-Jun-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$7,739,818.33
14-028-745
O
APAC-Southeast, Inc.
Wtr Haven
20-May-05
New Construction & Maintenance
Florida DOT (Tallahassee)
$7,409,449.71
14-030-055
O
APAC-Southeast, Inc.
Medley
06-Jun-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$7,252,328.76
14-026-372
O
APAC-Southeast, Inc.
Sarasota
01-Dec-04
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$7,052,269.58
14-029-596
O
APAC-Southeast, Inc.
Jacksonvl
12-Aug-04
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$6,781,059.24
14-030-639
O
APAC-Southeast, Inc.
Wtr Haven
28-Jun-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$6,740,000.00
14-030-060
O
APAC-Southeast, Inc.
Jacksonvl
28-Jun-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$6,653,701.00
14-029-615
O
APAC-Southeast, Inc.
Jacksonvl
08-Dec-04
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$6,652,789.70
14-037-484
O
APAC-Southeast, Inc.
Jacksonvl
31-May-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$6,044,626.00
14-026-370
O
APAC-Southeast, Inc.
Sarasota
30-Jun-04
New Construction & Maintenance
Florida DOT (Tallahassee)
$5,057,900.00
14-030-586
O
APAC-Southeast, Inc.
Jacksonvl
18-Jan-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$4,978,217.65
14-000-020-0630
O
APAC-Florida, Inc.
Pensacola
05-Nov-02
Resurfacing
Florida DOT (Tallahassee)
$4,804,552.51
14-037-445
O
APAC-Southeast, Inc.
Pensacola
12-Jan-06
New Construction & Maintenance
Florida DOT (Tallahassee)
$4,648,162.58
14-028-765
O
APAC-Southeast, Inc.
Wtr Haven
18-Jul-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$4,499,900.00
14-030-558
O
APAC-Southeast, Inc.
Pensacola
02-Sep-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$4,191,498.50
14-029-616
O
APAC-Southeast, Inc.
Jacksonvl
03-Jan-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$4,085,165.27
14-029-619
O
APAC-Southeast, Inc.
Pensacola
13-Dec-04
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$3,915,673.99
14-026-368
O
APAC-Southeast, Inc.
Sarasota
12-Mar-04
Resurfacing
Florida DOT (Tallahassee)
$3,295,000.00
14-030-640
O
APAC-Southeast, Inc.
Wtr Haven
29-Jun-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$3,221,733.92
14-030-588
O
APAC-Southeast, Inc.
Medley
17-Jan-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,952,755.81
14-030-546
O
APAC-Southeast, Inc.
Jacksonvl
10-Aug-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,926,090.03
14-030-621
O
APAC-Southeast, Inc.
Wtr Haven
07-Dec-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,749,900.00
14-030-616
O
APAC-Southeast, Inc.
Wtr Haven
04-Nov-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,679,333.61
14-030-599
O
APAC-Southeast, Inc.
Tampa
31-Aug-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,615,712.63
14-026-376
O
APAC-Southeast, Inc.
Sarasota
02-Mar-05
New Construction & Maintenance
Florida DOT (Tallahassee)
$2,549,647.86
14-028-744
O
APAC-Southeast, Inc.
Tampa
03-May-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,427,000.00
14-030-559
O
APAC-Southeast, Inc.
Dothan
02-Sep-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,094,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location  Executed Classification Obligee Bond Amount 
14-026-380
O
APAC-Southeast, Inc.
Sarasota
06-Oct-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$2,048,492.85
14-030-615
O
APAC-Southeast, Inc.
Wtr Haven
01-Nov-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,977,650.00
14-030-587
O
APAC-Southeast, Inc.
Medley
17-Jan-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,971,700.70
14-030-638
O
APAC-Southeast, Inc.
Tampa
12-Jun-06
New Construction & Maintenance
Florida DOT (Tallahassee)
$1,871,687.55
14-037-443
O
APAC-Southeast, Inc.
Medley
26-Jan-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,804,963.00
14-030-567
O
APAC-Southeast, Inc.
Medley
03-Oct-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,574,786.30
14-037-485
O
APAC-Southeast, Inc.
Jacksonvl
31-May-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,574,000.00
14-028-600
O
APAC-Southeast, Inc.
Wtr Haven
02-Mar-04
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,469,294.04
14-029-916
O
APAC-Southeast, Inc.
Sarasota
06-Oct-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,355,428.50
14-029-919
O
APAC-Southeast, Inc.
Sarasota
12-Dec-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,230,000.00
14-030-039
O
APAC-Southeast, Inc.
Medley
03-May-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$1,215,515.42
14-030-568
O
APAC-Southeast, Inc.
Medley
03-Oct-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$964,052.30
14-030-569
O
APAC-Southeast, Inc.
Jacksonvl
04-Oct-05
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$897,989.00
14-030-584
O
APAC-Southeast, Inc.
Jacksonvl
04-Jan-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$648,849.00
14-030-636
O
APAC-Southeast, Inc.
Tampa
05-Jun-06
Resurfacing & Maintenance
Florida DOT (Tallahassee)
$114,000.00
14-038-853
O
APAC-Southeast, Inc.
Pensacola
12-Jul-06
New Construction & Maintenance
Florida DOT (Tallahassee)
$106,026.45
14-026-358
O
APAC-Southeast, Inc.
Sarasota
19-Aug-06
Highway Use/Excess Weight
Florida DOT (Tallahassee)
$10,000.00
14-028-742
O
APAC-Southeast, Inc.
Tampa
18-Apr-05
Resurfacing & Maintenance
Florida DOT (Tampa)
$5,215,912.13
14-028-764
O
APAC-Southeast, Inc.
Tampa
14-Jul-05
Resurfacing & Maintenance
Florida DOT (Tampa)
$4,454,886.54
14-028-640
O
APAC-Southeast, Inc.
Tampa
16-Mar-05
Resurfacing & Maintenance
Florida DOT (Tampa)
$1,628,062.15
14-026-025
O
APAC-Southeast, Inc.
Sarasota
10-Nov-05
Utility Deposit
Florida Power & Light Company
$144,630.00
14-026-713
O
APAC-Southeast, Inc.
Tampa
03-Jun-06
Utility Deposit
Florida Power & Light Company
$9,360.00
14-029-680
O
APAC-Atlantic, Inc.
Asheville
29-Apr-05
Resurfacing
Foothills Regional Airport Authority
$2,967,847.00
14-000-025-0493
O
APAC-Georgia, Inc.
Mac Div
30-Aug-00
New Construction
Forsyth County Commissioners
$11,331,368.31
14-000-025-1025
O
APAC-Georgia, Inc.
Mac Div
09-Apr-03
New Construction
Forsyth County Commissioners
$6,804,168.65
14-029-722
O
APAC-Southeast, Inc.
Atlanta
31-May-05
Resurfacing
Forsyth County Commissioners
$2,304,357.00
14-030-577
O
APAC-Southeast, Inc.
Huntsvill
14-Nov-05
Resurfacing
Franklin County Commission, Alabama
$307,455.67
14-026-907
O
APAC-Southeast, Inc.
Huntsvill
29-Aug-06
License & Permit
Franklin County Commission, Alabama
$5,000.00
14-029-036
O
APAC-Southeast, Inc.
Huntsvill
01-Jul-06
Utility Deposit
Franklin Electrical Corporation
$1,000.00
14-030-191
O
APAC-Atlantic, Inc.
Manassas
19-Apr-06
Class B - Excavation
Frederick County Sanitation Authority, Virginia
$630,407.80
14-029-015
O
APAC-Atlantic, Inc.
Stephensn
29-Nov-05
License & Permit
Frederick County, Virginia
$70,000.00
14-026-986
O
APAC-Southeast, Inc.
Wtr Haven
18-Aug-03
Resurfacing
Freedom Pipeline Corporation
$2,355,554.48
14-028-800
O
APAC-Southeast, Inc.
Peachtree
25-Mar-06
Completion/Landscape
Fulton County Dept Environment & Community Develop
$55,000.00
14-029-698
O
APAC-Southeast, Inc.
Peachtree
10-Dec-04
Subdivision Bond
Fulton County Dept Environment & Community Develop
$53,020.00
14-028-801
O
APAC-Southeast, Inc.
Peachtree
26-Mar-05
Maintenance
Fulton County Dept Environment & Community Develop
$45,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-030-590
O
APAC-Southeast, Inc.
Jacksonvl
19-Jan-06
Resurfacing
Gainesville-Alachua County Regional Airport Auth
$75,000.00
14-029-892
O
APAC-Atlantic, Inc.
Manassas
28-Dec-04
New Construction
General Excavation, Inc.
$1,133,794.15
14-030-193
O
APAC-Atlantic, Inc.
Manassas
30-Jun-06
New Construction
General Excavation, Inc.
$99,293.00
14-030-572
O
APAC-Southeast, Inc.
Dothan
26-Oct-05
New Construction
Geneva County Commission, Alabama
$274,558.00
14-030-457
O
APAC/C.W. Matthews J/V
Mac Div
28-Nov-05
New Construction
Georgia DOT
$147,436,542.45
14-030-448
O
APAC-Southeast, Inc.
Mac Div
16-Sep-05
New Construction
Georgia DOT
$76,727,001.67
14-030-489
O
APAC-Southeast, Inc.
Mac Div
02-Jun-06
New Construction
Georgia DOT
$54,819,816.48
14-000-025-0963
O
APAC-Georgia, Inc.
Savannah
01-Jul-02
New Construction
Georgia DOT
$54,244,149.46
14-029-735
O
APAC/C.W. Matthews J/V
Atlanta
15-Aug-05
New Construction
Georgia DOT
$53,951,840.24
14-030-454
O
APAC-Southeast, Inc.
Mac Div
15-Nov-05
New Construction
Georgia DOT
$30,842,204.16
14-030-455
O
APAC-Southeast, Inc.
Mac Div
16-Nov-05
New Construction
Georgia DOT
$29,577,198.22
14-028-823
O
APAC-Southeast, Inc.
Greenv'l
14-Jul-04
New Construction
Georgia DOT
$28,078,679.39
14-000-025-0491
O
APAC-Georgia, Inc.
Mac Div
30-Jun-00
New Construction
Georgia DOT
$26,483,400.71
14-029-706
O
APAC-Southeast, Inc.
Mac Div
14-Feb-05
New Construction
Georgia DOT
$23,605,806.69
14-000-025-1006
O
APAC-Georgia, Inc.
Mac Div
20-Dec-02
New Construction
Georgia DOT
$20,438,716.74
14-000-025-0962
O
APAC-Georgia, Inc.
Greenv'l
16-May-02
New Construction
Georgia DOT
$19,125,146.20
14-030-485
O
APAC-Southeast, Inc.
Mac Div
19-May-06
New Construction
Georgia DOT
$17,981,047.81
14-000-025-0902
O
APAC-Georgia, Inc.
Mac Div
23-Aug-01
New Construction
Georgia DOT
$14,695,451.78
14-028-816
O
APAC-Southeast, Inc.
Savannah
14-Jun-04
New Construction
Georgia DOT
$13,624,676.47
14-025-840
O
APAC-Southeast, Inc.
Augusta
19-Aug-03
New Construction
Georgia DOT
$13,227,075.91
14-030-442
O
APAC-Southeast, Inc.
Augusta
17-Aug-05
New Construction
Georgia DOT
$11,372,973.44
14-000-025-0498
O
APAC-Georgia, Inc.
AtlantaG
17-Aug-00
New Construction
Georgia DOT
$10,886,551.92
14-028-829
O
APAC-Southeast, Inc.
Mac Div
05-Aug-04
New Construction
Georgia DOT
$9,950,101.72
14-000-025-1003
O
APAC-Georgia, Inc.
AtlantaG
22-Nov-02
New Construction
Georgia DOT
$9,626,906.82
14-025-842
O
APAC-Southeast, Inc.
Atlanta
29-Aug-03
Resurfacing
Georgia DOT
$9,463,213.22
14-000-025-0961
O
APAC-Georgia, Inc.
Greenv'l
16-May-02
New Construction
Georgia DOT
$8,915,115.76
14-000-025-0507
O
APAC-Georgia, Inc.
Macon
13-Oct-99
New Construction
Georgia DOT
$7,914,279.34
14-030-450
O
APAC-Southeast, Inc.
Greenv'l
16-Sep-05
Resurfacing
Georgia DOT
$6,798,205.26
14-000-025-1015
O
APAC-Georgia, Inc.
Augusta
12-Feb-03
New Construction
Georgia DOT
$6,084,592.68
14-000-025-0898
O
APAC-Georgia, Inc.
Mac Div
21-Aug-01
New Construction
Georgia DOT
$4,149,074.59
14-029-740
O
APAC-Southeast, Inc.
Peachtree
16-Aug-05
Resurfacing
Georgia DOT
$3,854,795.91
14-000-025-0877
O
APAC-Georgia, Inc.
Macon
29-May-01
New Construction
Georgia DOT
$3,760,761.40
14-000-025-0887
O
APAC-Georgia, Inc.
Mac Div
16-Jul-01
New Construction
Georgia DOT
$3,528,326.11
14-030-475
O
APAC-Southeast, Inc.
Peachtree
13-Apr-06
Resurfacing
Georgia DOT
$2,995,466.29
14-028-822
O
APAC-Southeast, Inc.
Athens
08-Jul-04
New Construction
Georgia DOT
$2,552,692.55
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-030-463
O
APAC-Southeast, Inc.
Peachtree
02-Feb-06
New Construction
Georgia DOT
$2,552,212.11
14-030-486
O
APAC-Southeast, Inc.
Atlanta
19-May-06
New Construction
Georgia DOT
$2,512,754.56
14-028-837
O
APAC-Southeast, Inc.
Atlanta
15-Sep-04
New Construction
Georgia DOT
$2,476,805.02
14-028-818
O
APAC-Southeast, Inc.
Peachtree
14-Jun-04
New Construction
Georgia DOT
$2,474,082.05
14-028-839
O
APAC-Southeast, Inc.
Mac Div
16-Sep-04
New Construction
Georgia DOT
$2,399,586.90
14-030-451
O
APAC-Southeast, Inc.
Augusta
21-Sep-05
New Construction
Georgia DOT
$2,386,805.05
14-028-802
O
APAC-Southeast, Inc.
Atlanta
09-Apr-04
New Construction
Georgia DOT
$2,100,370.43
14-030-465
O
APAC-Southeast, Inc.
Peachtree
14-Feb-06
Resurfacing
Georgia DOT
$1,948,676.22
14-030-444
O
APAC-Southeast, Inc.
Greenv'l
17-Aug-05
New Construction
Georgia DOT
$1,901,831.02
14-028-434
O
APAC-Southeast, Inc.
Gainesv'l
22-Dec-03
New Construction
Georgia DOT
$1,806,269.60
14-025-837
O
APAC-Southeast, Inc.
Atlanta
14-Aug-03
New Construction
Georgia DOT
$1,740,290.21
14-028-838
O
APAC-Southeast, Inc.
Mac Div
16-Sep-04
New Construction
Georgia DOT
$1,696,196.40
14-030-479
O
APAC-Southeast, Inc.
Atlanta
19-Apr-06
Resurfacing
Georgia DOT
$1,575,480.74
14-028-803
O
APAC-Southeast, Inc.
Peachtree
12-Apr-04
New Construction
Georgia DOT
$1,572,246.32
14-029-701
O
APAC-Southeast, Inc.
Atlanta
10-Jan-05
New Construction
Georgia DOT
$1,544,843.60
14-025-821
O
APAC-Southeast, Inc.
Atlanta
03-Jun-03
Resurfacing
Georgia DOT
$1,543,622.75
14-000-025-1019
O
APAC-Georgia, Inc.
Peachtree
10-Feb-03
Resurfacing
Georgia DOT
$1,515,510.75
14-028-438
O
APAC-Southeast, Inc.
Mac Div
05-Feb-04
New Construction
Georgia DOT
$1,442,863.75
14-028-826
O
APAC-Southeast, Inc.
Athens
21-Jul-04
New Construction
Georgia DOT
$1,439,874.84
14-028-840
O
APAC-Southeast, Inc.
Gainesv'l
22-Sep-04
New Construction
Georgia DOT
$1,399,573.35
14-030-447
O
APAC-Southeast, Inc.
Atlanta
13-Sep-05
Resurfacing
Georgia DOT
$1,370,621.34
14-029-713
O
APAC-Southeast, Inc.
Peachtree
19-Apr-05
Resurfacing
Georgia DOT
$1,307,186.16
14-030-464
O
APAC-Southeast, Inc.
Peachtree
14-Feb-06
Resurfacing
Georgia DOT
$1,298,941.73
14-030-467
O
APAC-Southeast, Inc.
GA Div.
14-Feb-06
Resurfacing
Georgia DOT
$1,223,528.73
14-029-711
O
APAC-Southeast, Inc.
Augusta
18-Mar-05
New Construction
Georgia DOT
$1,211,832.50
14-030-476
O
APAC-Southeast, Inc.
Augusta
14-Apr-06
Resurfacing
Georgia DOT
$1,165,422.82
14-030-445
O
APAC-Southeast, Inc.
Atlanta
25-Aug-05
New Construction
Georgia DOT
$1,116,752.31
14-030-470
O
APAC-Southeast, Inc.
Peachtree
20-Mar-06
New Construction
Georgia DOT
$1,113,920.40
14-029-727
O
APAC-Southeast, Inc.
Augusta
19-Jul-05
Resurfacing
Georgia DOT
$1,053,646.65
14-038-703
O
APAC-Southeast, Inc.
Atlanta
13-Jun-06
Resurfacing
Georgia DOT
$972,856.89
14-030-469
O
APAC-Southeast, Inc.
Augusta
15-Mar-06
Resurfacing
Georgia DOT
$936,842.35
14-038-714
O
APAC-Southeast, Inc.
Augusta
14-Jul-06
Resurfacing
Georgia DOT
$847,918.13
14-038-707
O
APAC-Southeast, Inc.
Augusta
20-Jun-06
Resurfacing
Georgia DOT
$795,341.99
14-038-712
O
APAC-Southeast, Inc.
Atlanta
10-Jul-06
Resurfacing
Georgia DOT
$737,830.84
14-030-466
O
APAC-Southeast, Inc.
Peachtree
14-Feb-06
Resurfacing
Georgia DOT
$676,245.82
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-038-713
O
APAC-Southeast, Inc.
Atlanta
17-Jul-06
Resurfacing
Georgia DOT
$440,361.69
14-038-708
O
APAC-Southeast, Inc.
Atlanta
26-Jun-06
Resurfacing
Georgia DOT
$318,436.73
14-028-422
O
APAC-Southeast, Inc.
Peachtree
13-Nov-05
Right-of-Way or Encroachment
Georgia DOT
$20,000.00
14-028-419
O
APAC-Southeast, Inc.
Greenv'l
01-Jan-06
Sales & Use Tax
Georgia Revenue Commission
$50,000.00
14-028-420
O
APAC-Southeast, Inc.
GA Div.
01-Jan-06
Sales & Use Tax
Georgia Revenue Commission
$50,000.00
14-025-827
O
APAC-Southeast, Inc.
Atlanta
01-Mar-06
Special Fuel/Motor Fuel Tax
Georgia Revenue Commission
$14,000.00
14-025-854
O
APAC-Georgia, Inc.
Jacksonvl
29-Dec-05
Special Fuel/Motor Fuel Tax
Georgia Revenue Commission
$10,000.00
14-038-711
O
APAC-Southeast, Inc.
Peachtree
29-Jun-06
Payment Bond
Georgia State Financing and Investment Commission
$200,000.00
14-028-630
O
APAC-Southeast, Inc.
Wtr Haven
30-Dec-04
New Construction
Gilbert & Southern Corporation
$3,710,211.04
14-028-755
O
APAC-Southeast, Inc.
Tampa
14-Jun-05
Resurfacing
Gilbert & Southern Corporation
$3,543,212.95
14-028-621
O
APAC-Southeast, Inc.
Tampa
22-Sep-04
Resurfacing
Gilbert & Southern Corporation
$1,130,211.05
14-030-269
O
APAC-Southeast, Inc.
Augusta
07-Nov-05
Resurfacing
Gilbert & Southern Corporation
$16,709.00
14-030-326
O
APAC-Tennessee, Inc.
Memphis
19-Jul-05
New Construction
Gilbert Central Corporation
$3,464,673.80
14-037-152
O
APAC-Atlantic, Inc.
Danville
13-Feb-06
New Construction
Gillam & Associates, Inc.
$1,415,512.40
14-030-301
O
APAC-Atlantic, Inc.
Asheville
24-Oct-05
Resurfacing
Global Construction, Inc. (North Carolina)
$99,850.00
14-030-149
O
APAC-Mississippi, Inc.
Columbus
01-Aug-05
Resurfacing
Golden Triangle Regional Airport Authority
$1,703,279.75
14-030-637
O
APAC-Southeast, Inc.
Tampa
06-Jun-06
Contractor's License/Tax
Governor of the State of Florida
$5,000.00
14-026-516
O
APAC-Texas, Inc.
Dallas
13-Nov-03
Notary Public
Governor of the State of Texas
$10,000.00
14-026-521
O
APAC-Texas, Inc.
Dallas
10-Feb-04
Notary Public
Governor of the State of Texas
$10,000.00
14-026-508
O
APAC-Texas, Inc.
Dallas
09-Apr-03
Notary Public
Governor of the State of Texas
$10,000.00
14-026-845
O
APAC-Texas, Inc.
Beaumont
13-Jun-03
Notary Public
Governor of the State of Texas
$2,500.00
14-026-846
O
APAC-Texas, Inc.
Beaumont
16-Jun-03
Notary Public
Governor of the State of Texas
$2,500.00
14-030-576
O
APAC-Southeast, Inc.
Medley
15-Nov-05
Resurfacing
Granite Construction Company (California)
$2,524,200.00
14-030-623
O
APAC-Southeast, Inc.
Wtr Haven
14-Dec-05
Resurfacing & Maintenance
Granite Construction Company (California)
$465,118.25
14-028-604
O
APAC-Southeast, Inc.
Wtr Haven
05-Apr-04
New Construction
Granite Construction Company (Florida)
$2,744,629.50
14-000-020-0430
O
APAC-Florida, Inc.
Tampa
26-Aug-02
Resurfacing
Granite Construction Company (Florida)
$1,811,747.47
14-026-627
O
APAC-Tennessee, Inc.
Knoxville
09-Nov-05
New Construction
GRC Construction Services, Inc.
$525,723.00
14-037-533
O
APAC-Missouri, Inc.
Springfld
25-May-06
New Construction
Greene County Highway Department
$872,216.50
14-028-536
O
APAC-Missouri, Inc.
Springfld
15-Dec-05
Right-of-Way or Encroachment
Greene County Highway Department
$10,000.00
14-030-163
O
APAC-Mississippi, Inc.
Jackson
15-Nov-05
Resurfacing
H&P Development, Inc.
$124,721.70
14-000-040-1868
O
Thompson-Arthur Paving Company
Greensbor
12-Sep-02
New Construction
Habitat For Humanity (Greensboro)
$1,111,325.00
14-038-589
O
APAC-Atlantic, Inc.
Danville
10-Jul-06
New Construction
Halifax County, Virginia
$263,788.00
14-029-721
O
APAC-Southeast, Inc.
Atlanta
27-May-05
New Construction
Hall County Commissioners, Georgia
$2,522,164.65
14-029-736
O
APAC-Southeast, Inc.
Atlanta
17-Aug-05
Resurfacing
Hall County Commissioners, Georgia
$1,582,545.98
14-026-784
O
APAC-Southeast, Inc.
Greenv'l
29-Apr-05
New Construction
Harry Pepper & Associates, Inc.
$2,366,744.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-038-689
O
Shears Division, APAC-Kansas
Hutchinsn
11-Jul-06
New Construction
Harvey County, Kansas
$1,009,177.68
14-037-313
O
Shears Division, APAC-Kansas
Hutchinsn
12-Jan-06
New Construction
Harvey County, Kansas
$985,396.81
14-026-924
O
APAC-Southeast, Inc.
Medley
27-Jun-03
Resurfacing
Haskell Company
$7,651,275.00
14-026-922
O
APAC-Southeast, Inc.
Medley
27-Jun-03
Resurfacing
Haskell Company
$3,571,816.00
14-029-611
O
APAC-Southeast, Inc.
Huntsvill
28-Oct-04
New Construction
Hastings General Contracting, Inc.
$2,832,706.70
14-030-488
O
APAC-Southeast, Inc.
Fortson
30-May-06
New Construction
Heard County Commissioners, Georgia
$763,246.33
14-030-468
O
APAC-Southeast, Inc.
Fortson
02-Mar-06
Resurfacing
Heard County Commissioners, Georgia
$594,883.90
14-037-468
O
APAC-Southeast, Inc.
Dothan
26-Apr-06
Resurfacing
Henry County Commission, Alabama
$516,482.30
14-030-480
O
APAC-Southeast, Inc.
Peachtree
20-Apr-06
New Construction
Henry County Commissioners, Georgia
$1,211,860.34
14-030-484
O
APAC-Southeast, Inc.
Peachtree
03-May-06
New Construction
Henry County Commissioners, Georgia
$970,023.19
14-030-461
O
APAC-Southeast, Inc.
Peachtree
06-Jan-06
New Construction
Henry County Commissioners, Georgia
$415,567.47
14-030-462
O
APAC-Southeast, Inc.
Peachtree
09-Feb-06
New Construction
Henry County Commissioners, Georgia
$134,420.10
14-026-677
O
APAC-Southeast, Inc.
Medley
14-Oct-05
Court
Hertz Equipment Rental (Florida)
$7,654.79
14-030-627
O
APAC-Southeast, Inc.
Tampa
10-Feb-06
Resurfacing
Hillsborough County Aviation Authority
$1,289,097.40
14-028-752
O
APAC-Southeast, Inc.
Tampa
02-Aug-05
Resurfacing & Maintenance
Hillsborough County Commission, Florida
$3,200,000.00
14-030-601
O
APAC-Southeast, Inc.
Tampa
13-Sep-05
License & Permit
Hillsborough County Tax Collector
$2,500.00
14-030-256
O
APAC-Tennessee, Inc.
Alcoa
20-Oct-05
Resurfacing
Hinkle Contracting Corporation
$38,474.00
14-029-488
O
Thompson-Arthur Division
Greensbor
25-Aug-05
New Construction
Hoar Construction, LLC
$1,494,663.00
14-037-442
O
APAC-Southeast, Inc.
Dothan
25-Jan-06
Resurfacing
Holmes County Commissioners, Florida
$312,000.00
14-030-182
O
APAC-Mississippi, Inc.
Vicksburg
28-Jun-06
Resurfacing
Holmes County Supervisors, Mississippi
$258,159.70
14-029-831
O
Coastal Carolina Division
Kinston
24-Jan-06
Resurfacing
Horry County, South Carolina
$712,795.55
14-029-609
O
APAC-Southeast, Inc.
Dothan
27-Oct-05
Right-of-Way or Encroachment
Houston County Commission, Alabama
$72,800.00
14-029-608
O
APAC-Southeast, Inc.
Dothan
27-Oct-05
Right-of-Way or Encroachment
Houston County Commission, Alabama
$34,390.00
14-029-407
O
APAC-Southeast, Inc.
Dothan
17-Sep-05
Right-of-Way or Encroachment
Houston County Commission, Alabama
$31,250.00
14-030-574
O
APAC-Southeast, Inc.
Dothan
03-Nov-05
Right-of-Way or Encroachment
Houston County Commission, Alabama
$24,000.00
14-029-918
O
APAC-Southeast, Inc.
Sarasota
08-Nov-05
Resurfacing
Hubbard Construction Company
$5,017,460.76
14-026-715
O
APAC-Southeast, Inc.
Tampa
08-May-03
Resurfacing
Hubbard Construction Company
$3,373,891.22
14-030-626
O
APAC-Southeast, Inc.
Tampa
01-Feb-06
Resurfacing
Hubbard Construction Company
$1,887,317.92
14-030-624
O
APAC-Southeast, Inc.
Wtr Haven
14-Dec-05
Resurfacing
Hubbard Construction Company
$367,899.00
14-027-009
O
APAC-Florida, Inc.
Medley
27-Feb-06
Court
Hughes Supply, Inc.
$29,585.58
14-000-010-0814
O
Ashburn & Gray
Huntsvill
05-Jun-02
New Construction
Huntsville-Madison County Airport Authority
$13,273,656.54
14-037-483
O
APAC-Southeast, Inc.
Huntsvill
22-May-06
New Construction
Huntsville-Madison County Airport Authority
$6,494,790.64
14-030-037
O
APAC-Southeast, Inc.
Huntsvill
27-Apr-05
New Construction
Huntsville-Madison County Airport Authority
$1,875,000.00
14-029-595
O
APAC-Southeast, Inc.
Huntsvill
09-Aug-04
New Construction
Huntsville-Madison County Airport Authority
$1,523,832.78
14-029-830
O
Coastal Carolina Division
Darlingto
24-Jan-06
New Construction
Independent Builders Development
$236,478.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location
Execution
 Classification Obligee Bond Amount 
14-029-205
O
APAC-Kansas, Inc.
KS City
05-Apr-06
Payment Bond
International Union of Operating Engineers
$10,000.00
14-029-748
O
Coastal Carolina Division
Kinston
18-Oct-04
New Construction
Ironwood Development, Inc.
$2,273,014.03
14-030-477
O
APAC-Southeast, Inc.
Atlanta
17-Apr-06
Resurfacing
Jackson County Government, Georgia
$1,658,604.89
14-026-210
O
Wilkerson-Maxwell
KS City
14-Nov-03
New Construction
James Cape & Sons Company
$2,575,396.20
14-025-871
O
APAC-Mississippi, Inc.
Jackson
02-Jun-06
Court
James Lee Goodman
$500,000.00
14-026-693
O
APAC-Alabama, Inc.
Birminghm
05-Jan-06
Petroleum Tax
Jefferson County, Alabama
$1,000.00
14-029-946
O
APAC-Texas, Inc.
Beaumont
06-Sep-05
Resurfacing
Jefferson County, Texas
$462,391.18
14-000-060-0246
O
APAC-Texas, Inc.
Beaumont
12-Dec-02
New Construction
Jefferson County, Texas
$233,629.48
14-026-884
O
APAC-Southeast, Inc.
Huntsvill
08-Aug-06
Utility Deposit
Joe Wheeler EMC
$5,000.00
14-027-002
O
APAC-Southeast, Inc.
Wtr Haven
08-Jan-04
Resurfacing
Johnson Brothers Corporation
$1,213,672.55
14-000-020-0712
O
Macasphalt
Wtr Haven
07-Mar-02
Maintenance
Johnson Brothers Corporation
$160,236.28
14-026-222
O
APAC-Kansas, Inc.
Overland
22-Jun-05
Miscellaneous
Johnson County Unified Wastewater Districts
$1,200.00
14-000-020-0330
O
Ballenger Paving Co Inc
Greenv'l
05-Apr-02
New Construction
Jones Brothers, Inc.
$4,275,905.78
14-037-171
O
Kansas City Div., APAC-Kansas
KS City
29-Nov-05
Class B - Excavation
Kansas City Terminal Railway Company (KCT)
$167,200.00
14-026-858
O
Shears Division, APAC-Kansas
Hutchinsn
13-Mar-06
Closure Performance
Kansas Departmentt of Health & Environment
$11,010.00
14-037-320
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
New Construction
Kansas DOT
$21,047,662.17
14-028-579
O
Shears Division, APAC-Kansas
Hutchinsn
17-Feb-04
New Construction
Kansas DOT
$15,908,221.28
14-028-571
O
Shears Division, APAC-Kansas
Hutchinsn
03-Feb-04
Resurfacing
Kansas DOT
$14,832,051.91
14-026-115
O
APAC-Kansas, Inc.
Overland
05-May-03
Resurfacing
Kansas DOT
$13,737,626.88
14-037-337
O
Shears Division, APAC-Kansas
Hutchinsn
15-Mar-06
New Construction
Kansas DOT
$10,749,599.02
14-030-013
O
Reno Branch, Div. APAC-Kansas
Overland
29-Jun-05
New Construction
Kansas DOT
$10,377,583.50
14-030-390
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
New Construction
Kansas DOT
$9,403,351.70
14-030-012
O
Reno Branch, Div. APAC-Kansas
Overland
29-Jun-05
New Construction
Kansas DOT
$6,943,918.80
14-030-352
O
Shears Division, APAC-Kansas
Hutchinsn
03-Aug-05
New Construction
Kansas DOT
$6,906,309.86
14-030-351
O
Shears Division, APAC-Kansas
Hutchinsn
03-Aug-05
New Construction
Kansas DOT
$6,607,638.52
14-030-002
O
Shears Division, APAC-Kansas
Hutchinsn
03-Jun-05
Resurfacing
Kansas DOT
$6,084,970.38
14-037-322
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
New Construction
Kansas DOT
$5,976,431.05
14-029-870
O
Shears Division, APAC-Kansas
Hutchinsn
09-Feb-05
New Construction
Kansas DOT
$5,402,773.84
14-028-574
O
Shears Division, APAC-Kansas
Hutchinsn
03-Feb-04
Resurfacing
Kansas DOT
$4,929,539.30
14-037-321
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
New Construction
Kansas DOT
$3,975,033.51
14-029-561
O
Kansas City Div., APAC-Kansas
Overland
23-Aug-04
New Construction
Kansas DOT
$3,897,614.49
14-037-327
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
Resurfacing
Kansas DOT
$3,506,855.86
14-037-292
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$3,394,834.29
14-030-389
O
Shears Division, APAC-Kansas
Hutchinsn
14-Dec-05
New Construction
Kansas DOT
$3,018,811.74
14-037-299
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$2,739,758.88
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-324
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
Resurfacing
Kansas DOT
$2,693,508.04
14-037-293
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$2,613,534.69
14-037-325
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
Resurfacing
Kansas DOT
$2,325,578.34
14-037-326
O
Shears Division, APAC-Kansas
Hutchinsn
16-Feb-06
Resurfacing
Kansas DOT
$2,025,070.67
14-037-296
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,942,848.68
14-037-297
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,919,865.98
14-029-862
O
Shears Division, APAC-Kansas
Hutchinsn
14-Jan-05
New Construction
Kansas DOT
$1,860,171.05
14-037-301
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,774,906.69
14-037-300
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,746,238.20
14-029-852
O
Shears Division, APAC-Kansas
Hutchinsn
14-Dec-04
Resurfacing
Kansas DOT
$1,726,940.73
14-037-175
O
Wilkerson-Maxwell
KS City
07-Mar-06
New Construction
Kansas DOT
$1,707,425.50
14-037-328
O
Shears Division, APAC-Kansas
Hutchinsn
08-Feb-06
Resurfacing
Kansas DOT
$1,649,270.55
14-029-890
O
Reno Branch, Div. APAC-Kansas
Overland
02-Mar-05
New Construction
Kansas DOT
$1,511,742.15
14-037-295
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,449,291.60
14-028-344
O
Reno Branch, Div. APAC-Kansas
KS City
16-Sep-03
New Construction
Kansas DOT
$1,313,987.43
14-029-849
O
Shears Division, APAC-Kansas
Hutchinsn
17-Nov-04
New Construction
Kansas DOT
$1,234,617.76
14-037-298
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$1,230,452.11
14-029-858
O
Shears Division, APAC-Kansas
Hutchinsn
14-Dec-04
Resurfacing
Kansas DOT
$1,215,431.22
14-038-658
O
Reno Branch, Div. APAC-Kansas
Overland
17-Apr-06
Resurfacing
Kansas DOT
$1,074,623.68
14-029-871
O
Shears Division, APAC-Kansas
Hutchinsn
09-Feb-05
Resurfacing
Kansas DOT
$1,063,957.75
14-037-291
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$998,644.75
14-037-338
O
Shears Division, APAC-Kansas
Hutchinsn
15-Mar-06
New Construction
Kansas DOT
$666,911.45
14-037-311
O
Shears Division, APAC-Kansas
Hutchinsn
05-Jan-06
Resurfacing
Kansas DOT
$525,269.10
14-030-377
O
Shears Division, APAC-Kansas
Hutchinsn
25-Oct-05
New Construction
Kansas DOT
$503,396.43
14-037-323
O
Shears Division, APAC-Kansas
Hutchinsn
23-Feb-06
Resurfacing
Kansas DOT
$454,243.00
14-037-339
O
Shears Division, APAC-Kansas
Hutchinsn
15-Mar-06
New Construction
Kansas DOT
$222,836.00
14-038-687
O
Shears Division, APAC-Kansas
Hutchinsn
13-Jul-06
Resurfacing
Kansas DOT
$80,956.53
14-037-294
O
Shears Division, APAC-Kansas
Hutchinsn
05-Dec-05
Resurfacing
Kansas DOT
$22,590.58
14-030-224
O
Shears Division, APAC-Kansas
Salina
05-Jun-06
New Construction
Kansas State University
$196,432.35
14-029-887
O
Shears Division, APAC-Kansas
Hutchinsn
01-Mar-05
Resurfacing
Kansas Turnpike Authority (Wichita)
$4,636,857.74
14-038-682
O
Shears Division, APAC-Kansas
Hutchinsn
20-Jun-06
New Construction
Key Construction, Inc. (Kansas)
$232,270.00
14-000-035-0575
O
APAC-Mississippi, Inc.
Jackson
01-Feb-01
New Construction
Key Constructors, Inc. (Mississippi)
$4,449,350.50
14-025-885
O
APAC-Mississippi, Inc.
Jackson
11-Nov-03
Resurfacing
Key, LLC
$4,405,043.00
14-030-419
O
Shears Division, APAC-Kansas
Hays
27-Apr-06
Resurfacing
King Construction Company, Inc
$218,235.58
14-030-218
O
Shears Division, APAC-Kansas
Salina
16-Jan-06
Resurfacing
King Construction Company, Inc
$95,250.80
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-038-674
O
Shears Division, APAC-Kansas
Hutchinsn
05-Jun-06
Resurfacing
Klaver Construction Company, Inc. (Kansas)
$221,966.20
14-028-381
O
APAC-Tennessee, Inc.
Alcoa
15-Aug-04
New Construction
Knox County, Tennessee
$4,712,115.53
14-000-055-0469
O
APAC-Tennessee, Inc.
Knoxville
06-May-02
New Construction
Knox County, Tennessee
$4,097,672.09
14-026-764
O
Coastal Carolina Division
Darlingto
30-Nov-03
Resurfacing
L. Dean Weaver Construction Company, Inc.
$4,606,508.15
14-029-315
O
Coastal Carolina Division
Kinston
01-Jun-05
Resurfacing
L. Dean Weaver Construction Company, Inc.
$1,052,727.15
14-030-258
O
APAC-Tennessee, Inc.
Alcoa
18-Nov-05
New Construction
Lake Developers II, LLC
$2,046,231.73
14-029-741
O
Coastal Carolina Division
Kinston
16-Sep-04
Resurfacing
Lanier Construction Company, Inc.
$2,598,617.00
14-030-560
O
APAC-Southeast, Inc.
Huntsvill
01-Oct-05
Resurfacing
Lauderdale County Commission, Alabama
$1,284,110.00
14-029-408
O
APAC-Southeast, Inc.
Huntsvill
29-Sep-04
Resurfacing
Lauderdale County Commission, Alabama
$1,284,110.00
14-038-659
O
Shears Division, APAC-Kansas
Hutchinsn
29-Mar-06
Resurfacing
Law Company, Inc.
$56,251.00
14-026-018
O
APAC-Southeast, Inc.
Ft Myers
31-Mar-04
New Construction & Maintenance
Lee County Commissioners, Florida
$7,828,438.34
14-026-016
O
APAC-Southeast, Inc.
Ft Myers
19-Mar-04
New Construction
Lee County Commissioners, Florida
$6,848,607.44
14-026-026
O
APAC-Southeast, Inc.
Ft Myers
19-Dec-05
Resurfacing
Lee County Commissioners, Florida
$2,526,640.05
14-026-012
O
APAC-Florida, Inc.
Sarasota
07-Jul-06
Highway Use/Excess Weight
Lee County Commissioners, Florida
$25,000.00
14-030-391
O
APAC-Southeast, Inc.
Birminghm
11-Oct-05
New Construction
Lee Land Development
$502,587.79
14-030-330
O
APAC-Tennessee, Inc.
Memphis
02-Aug-05
New Construction
Little Rock Municipal Airport Commission
$5,950,316.11
14-030-265
O
Harrison Div., APAC-Tennessee
Alcoa
11-May-06
New Construction
Loudon County, Tennessee
$205,724.07
14-025-881
O
APAC-Mississippi, Inc.
Jackson
02-Aug-05
Highway Use/Excess Weight
Louisiana DOT
$1,000.00
14-037-241
O
APAC-Missouri, Inc.
Columb,MO
12-Oct-05
New Construction
Lowe's Home Centers, Inc.
$1,490,570.70
14-030-177
O
APAC-Mississippi, Inc.
Jackson
04-May-06
Resurfacing
Lowndes County Supervisors, Mississippi
$753,512.08
14-000-065-0509
O
APAC-Virginia, Inc.
Stephensn
04-Mar-02
New Construction
Luray-Page County Airport Commission
$1,365,675.25
14-026-859
O
Shears Division, APAC-Kansas
Hutchinsn
31-Jan-06
Reclamation
Lyon County Planning Board, Kansas
$200,000.00
14-030-709
O
McClinton-Anchor
Fayett-AR
28-Jun-06
Resurfacing
M.J. Lee Construction Company
$2,581,732.80
14-030-157
O
APAC-Mississippi, Inc.
Jackson
19-Oct-05
Resurfacing
Magnolia Regional Health Center (Mississippi)
$218,665.17
14-030-175
O
APAC-Mississippi, Inc.
Jackson
14-Apr-06
Resurfacing
Marion County Supervisors, Mississippi
$91,850.00
14-028-404
O
APAC-Atlantic, Inc.
Manassas
28-Jan-04
New Construction
Martin & Gass, Inc.
$2,950,647.76
14-028-611
O
APAC-Southeast, Inc.
Wtr Haven
25-May-04
New Construction
Martin K. Eby Construction Company, Inc.
$1,811,056.64
14-028-598
O
APAC-Southeast, Inc.
Wtr Haven
09-Feb-04
Resurfacing
Martin K. Eby Construction Company, Inc.
$1,376,398.27
14-026-628
O
APAC-Tennessee, Inc.
Knoxville
27-Mar-06
New Construction
MCDR Inc.
$1,205,543.00
14-037-304
O
APAC-Oklahoma, Inc.
Tulsa
08-Dec-05
New Construction
McMaster Construction, Inc.
$1,140,405.47
14-029-042
O
APAC-Tennessee, Inc.
Memphis
09-Jul-04
New Construction
Memphis-Shelby Co Airport Auth & City of Memphis
$26,201,087.85
14-029-052
O
APAC-Tennessee, Inc.
Memphis
05-Oct-05
New Construction
Memphis-Shelby County Airport Authority
$27,298,436.55
14-027-045
O
APAC-Southeast, Inc.
Medley
20-Jan-06
Miscellaneous
Miami-Dade County Commission
$455,385.00
14-027-020
O
APAC-Florida, Inc.
Medley
20-Dec-05
License & Permit
Miami-Dade County Environmental Management
$4,600.00
14-030-145
O
APAC-Mississippi, Inc.
Jackson
30-Jun-06
Reclamation
Mississippi Department Environmental Quality
$227,800.00
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-029-256
O
APAC-Mississippi, Inc.
Jackson
11-Apr-06
Reclamation
Mississippi Department Environmental Quality
$78,000.00
14-025-896
O
APAC-Mississippi, Inc.
Jackson
19-Sep-05
Reclamation
Mississippi Department Environmental Quality
$54,000.00
14-028-444
O
APAC-Mississippi, Inc.
Columbus
22-Dec-05
Reclamation
Mississippi Department Environmental Quality
$40,500.00
14-028-443
O
APAC-Mississippi, Inc.
Columbus
30-Jan-06
Mining Leases & Misc.
Mississippi Department Environmental Quality
$13,750.00
14-025-891
O
APAC-Mississippi, Inc.
Jackson
08-Sep-05
Mining Leases & Misc.
Mississippi Department Environmental Quality
$2,150.00
14-025-892
O
APAC-Mississippi, Inc.
Jackson
08-Sep-05
Mining Leases & Misc.
Mississippi Department Environmental Quality
$1,650.00
14-029-252
O
APAC-Tennessee, Inc.
Memphis
10-Mar-05
New Construction
Mississippi DOT
$53,888,729.18
14-028-446
O
APAC-Tennessee, Inc.
Memphis
11-Mar-04
New Construction
Mississippi DOT
$38,562,670.91
14-030-178
O
APAC-MS & Superior Asphalt J/V
Jackson
15-May-06
Resurfacing
Mississippi DOT
$31,326,888.27
14-000-035-0606
O
APAC-MS & GA, J/V
Columbus
20-Aug-01
New Construction
Mississippi DOT
$31,030,446.27
14-000-035-0683
O
APAC-Mississippi, Inc.
Jackson
03-Mar-03
New Construction
Mississippi DOT
$13,993,511.07
14-025-858
O
APAC-Mississippi, Inc.
Jackson
11-Apr-03
New Construction
Mississippi DOT
$13,577,500.75
14-000-035-0583
O
APAC-MS & GA, J/V
Jackson
19-Mar-01
New Construction
Mississippi DOT
$12,524,771.80
14-029-248
O
APAC-Mississippi, Inc.
Jackson
09-Feb-05
Resurfacing
Mississippi DOT
$9,793,359.17
14-029-245
O
APAC-Mississippi, Inc.
Jackson
15-Dec-04
Resurfacing
Mississippi DOT
$8,178,315.60
14-030-174
O
APAC-Mississippi, Inc.
Jackson
20-Mar-06
Resurfacing
Mississippi DOT
$3,922,741.35
14-029-228
O
APAC-Mississippi, Inc.
Jackson
18-Aug-04
Resurfacing
Mississippi DOT
$3,910,570.75
14-029-259
O
APAC-Mississippi, Inc.
Jackson
14-Apr-05
Resurfacing
Mississippi DOT
$3,518,519.55
14-028-458
O
APAC-Mississippi, Inc.
Jackson
20-Apr-04
Resurfacing
Mississippi DOT
$3,109,557.00
14-029-223
O
APAC-Mississippi, Inc.
Jackson
24-Jun-04
Resurfacing
Mississippi DOT
$3,069,740.50
14-029-232
O
APAC-Mississippi, Inc.
Jackson
17-Sep-04
Resurfacing
Mississippi DOT
$2,348,731.00
14-029-249
O
APAC-Mississippi, Inc.
Jackson
09-Feb-05
Maintenance
Mississippi DOT
$2,000,000.00
14-030-148
O
APAC-Mississippi, Inc.
Jackson
14-Jul-05
Resurfacing
Mississippi DOT
$1,961,974.50
14-030-167
O
APAC-Mississippi, Inc.
Jackson
20-Feb-06
Resurfacing
Mississippi DOT
$1,870,990.68
14-030-170
O
APAC-Mississippi, Inc.
Jackson
20-Mar-06
Resurfacing
Mississippi DOT
$1,596,984.92
14-030-168
O
APAC-Mississippi, Inc.
Jackson
20-Feb-06
Resurfacing
Mississippi DOT
$1,494,526.00
14-028-453
O
APAC-Mississippi, Inc.
Jackson
11-Mar-04
New Construction
Mississippi DOT
$1,357,004.58
14-030-180
O
APAC-Mississippi, Inc.
Jackson
16-Jun-06
Resurfacing
Mississippi DOT
$1,304,033.90
14-029-227
O
APAC-Mississippi, Inc.
Jackson
09-Jul-04
Resurfacing
Mississippi DOT
$1,267,803.38
14-030-155
O
APAC-Mississippi, Inc.
Jackson
13-Oct-05
Resurfacing
Mississippi DOT
$1,193,199.45
14-030-146
O
APAC-Mississippi, Inc.
Jackson
14-Jul-05
Resurfacing
Mississippi DOT
$1,062,134.40
14-030-166
O
APAC-Mississippi, Inc.
Jackson
16-Feb-06
Resurfacing
Mississippi DOT
$1,002,473.90
14-030-185
O
APAC-Mississippi, Inc.
Jackson
13-Jul-06
Resurfacing
Mississippi DOT
$948,930.00
14-030-171
O
APAC-Mississippi, Inc.
Jackson
20-Mar-06
Resurfacing
Mississippi DOT
$596,884.00
14-030-160
O
APAC-Mississippi, Inc.
Jackson
15-Nov-05
Resurfacing
Mississippi DOT
$304,635.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-000-035-0684
O
APAC-Mississippi, Inc.
Jackson
17-Mar-03
Maintenance
Mississippi DOT
$200,000.00
14-025-874
O
APAC-Tennessee, Inc.
Memphis
01-Jul-06
Contractor's License/Tax
Mississippi Tax Commission
$10,000.00
14-026-158
O
APAC-Tennessee, Inc.
Memphis
05-May-05
Reclamation
Missouri Department of Natural Resources
$442,000.00
14-026-208
O
Wilkerson-Maxwell
KS City
02-Sep-03
New Construction
Missouri DOT
$50,054,733.34
14-037-265
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
New Construction
Missouri DOT
$29,167,954.25
14-026-532
O
APAC-Missouri, Inc.
Springfld
04-Apr-03
New Construction
Missouri DOT
$23,223,361.33
14-000-075-0505
O
Central Missouri Division
Columb,MO
11-Jul-01
New Construction
Missouri DOT
$21,599,681.45
14-037-172
O
Kansas City Div., APAC-Kansas
Overland
07-Dec-05
New Construction
Missouri DOT
$19,871,800.94
14-037-251
O
APAC-Missouri, Inc.
Columb,MO
02-Dec-05
Resurfacing
Missouri DOT
$13,782,036.82
14-037-250
O
APAC-Missouri, Inc.
Columb,MO
02-Dec-05
New Construction
Missouri DOT
$12,800,663.37
14-029-522
O
APAC-Missouri, Inc.
Columb,MO
02-Feb-05
Resurfacing
Missouri DOT
$10,397,131.04
14-029-521
O
APAC-Missouri, Inc.
Columb,MO
02-Feb-05
Resurfacing
Missouri DOT
$10,194,884.82
14-030-109
O
APAC-Missouri, Inc.
Columb,MO
09-Sep-05
Resurfacing
Missouri DOT
$9,787,855.40
14-030-098
O
APAC-Missouri, Inc.
Columb,MO
12-Aug-05
New Construction
Missouri DOT
$9,692,586.17
14-026-227
O
Kansas City Div., APAC-Kansas
Overland
22-Aug-05
New Construction
Missouri DOT
$8,589,817.20
14-026-440
O
Reno Branch, Div. APAC-Kansas
Overland
24-Sep-03
New Construction
Missouri DOT
$8,127,406.48
14-029-324
O
APAC-Missouri, Inc.
Springfld
02-Jun-04
New Construction
Missouri DOT
$7,945,606.11
14-029-511
O
APAC-Missouri, Inc.
Columb,MO
10-Dec-04
Resurfacing
Missouri DOT
$7,611,509.63
14-030-112
O
APAC-Missouri, Inc.
Columb,MO
09-Sep-05
Resurfacing
Missouri DOT
$5,274,594.91
14-026-580
O
APAC-Missouri, Inc.
Springfld
03-Oct-03
New Construction
Missouri DOT
$4,944,871.54
14-030-088
O
APAC-Missouri, Inc.
Columb,MO
08-Jul-05
Resurfacing
Missouri DOT
$4,733,256.10
14-026-230
O
APAC-Kansas, Inc.
Overland
16-Sep-05
Resurfacing
Missouri DOT
$4,624,294.36
14-037-255
O
APAC-Missouri, Inc.
Columb,MO
07-Feb-06
Resurfacing
Missouri DOT
$4,420,299.74
14-026-539
O
APAC-Missouri, Inc.
Columb,MO
02-May-03
New Construction
Missouri DOT
$4,270,332.25
14-026-228
O
Kansas City Div., APAC-Kansas
Overland
22-Aug-05
Resurfacing
Missouri DOT
$4,174,726.93
14-029-520
O
APAC-Missouri, Inc.
Columb,MO
02-Feb-05
Resurfacing
Missouri DOT
$3,635,328.32
14-037-244
O
APAC-Missouri, Inc.
Columb,MO
09-Nov-05
Resurfacing
Missouri DOT
$3,413,184.93
14-029-507
O
APAC-Missouri, Inc.
Columb,MO
10-Dec-04
Resurfacing
Missouri DOT
$3,082,897.77
14-030-089
O
APAC-Missouri, Inc.
Columb,MO
08-Jul-05
New Construction
Missouri DOT
$3,037,069.26
14-037-170
O
Kansas City Div., APAC-Kansas
Overland
09-Nov-05
Resurfacing
Missouri DOT
$3,016,005.62
14-030-114
O
APAC-Missouri, Inc.
Columb,MO
09-Sep-05
Resurfacing
Missouri DOT
$2,849,573.73
14-030-111
O
APAC-Missouri, Inc.
Columb,MO
09-Sep-05
Resurfacing
Missouri DOT
$2,546,994.82
14-030-087
O
APAC-Missouri, Inc.
Columb,MO
08-Jul-05
Resurfacing
Missouri DOT
$2,538,706.52
14-029-528
O
APAC-Missouri, Inc.
Springfld
09-Mar-05
Resurfacing
Missouri DOT
$2,481,279.51
14-029-510
O
APAC-Missouri, Inc.
Columb,MO
10-Dec-04
Resurfacing
Missouri DOT
$2,160,591.42
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-262
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
Resurfacing
Missouri DOT
$2,154,845.44
14-030-113
O
APAC-Missouri, Inc.
Columb,MO
09-Sep-05
Resurfacing
Missouri DOT
$2,106,700.62
14-030-078
O
APAC-Missouri, Inc.
Columb,MO
10-Jun-05
Resurfacing
Missouri DOT
$1,777,184.05
14-030-096
O
APAC-Missouri, Inc.
Columb,MO
12-Aug-05
New Construction
Missouri DOT
$1,774,273.32
14-026-444
O
APAC-Kansas, Inc.
Sugar Crk
14-Nov-03
New Construction
Missouri DOT
$1,762,550.69
14-029-535
O
APAC-Missouri, Inc.
Columb,MO
06-Apr-05
Resurfacing
Missouri DOT
$1,689,810.89
14-029-536
O
APAC-Missouri, Inc.
Columb,MO
06-Apr-05
New Construction
Missouri DOT
$1,684,167.88
14-029-519
O
APAC-Missouri, Inc.
Columb,MO
02-Feb-05
Resurfacing
Missouri DOT
$1,631,329.08
14-037-263
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
New Construction
Missouri DOT
$1,501,944.39
14-028-727
O
APAC-Missouri, Inc.
Springfld
10-Mar-04
Resurfacing
Missouri DOT
$1,489,009.24
14-026-221
O
APAC-Kansas, Inc.
Overland
21-Jun-05
Resurfacing
Missouri DOT
$1,458,567.63
14-037-264
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
Resurfacing
Missouri DOT
$1,400,831.67
14-037-256
O
APAC-Missouri, Inc.
Columb,MO
07-Feb-06
New Construction
Missouri DOT
$1,364,968.33
14-037-247
O
APAC-Missouri, Inc.
Columb,MO
09-Nov-05
Resurfacing
Missouri DOT
$1,336,761.43
14-026-220
O
APAC-Kansas, Inc.
Overland
21-Jun-05
Resurfacing
Missouri DOT
$1,248,614.77
14-030-090
O
APAC-Missouri, Inc.
Columb,MO
08-Jul-05
Resurfacing
Missouri DOT
$1,205,369.82
14-028-735
O
APAC-Missouri, Inc.
Columb,MO
14-Apr-04
Resurfacing
Missouri DOT
$1,190,868.68
14-029-530
O
APAC-Missouri, Inc.
Springfld
09-Mar-05
Resurfacing
Missouri DOT
$1,154,064.93
14-037-248
O
APAC-Missouri, Inc.
Columb,MO
09-Nov-05
Resurfacing
Missouri DOT
$1,058,057.04
14-037-261
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
Resurfacing
Missouri DOT
$1,037,915.85
14-037-168
O
Kansas City Div., APAC-Kansas
Overland
09-Nov-05
Resurfacing
Missouri DOT
$959,923.80
14-037-245
O
APAC-Missouri, Inc.
Columb,MO
09-Nov-05
New Construction
Missouri DOT
$957,304.77
14-037-246
O
APAC-Missouri, Inc.
Columb,MO
09-Nov-05
Resurfacing
Missouri DOT
$766,599.70
14-037-169
O
Kansas City Div., APAC-Kansas
Overland
09-Nov-05
Resurfacing
Missouri DOT
$552,359.25
14-038-507
O
APAC-Missouri, Inc.
Columb,MO
14-Jul-06
New Construction
Missouri DOT
$542,144.92
14-037-249
O
APAC-Missouri, Inc.
Columb,MO
02-Dec-05
New Construction
Missouri DOT
$363,939.44
14-037-242
O
APAC-Missouri, Inc.
Columb,MO
27-Oct-05
Right-of-Way or Encroachment
Missouri DOT
$354,000.00
14-037-260
O
APAC-Missouri, Inc.
Columb,MO
08-Mar-06
Resurfacing
Missouri DOT
$327,062.80
14-037-524
O
APAC-Missouri, Inc.
Columb,MO
12-Apr-06
New Construction
Missouri DOT
$323,601.23
14-037-176
O
Kansas City Div., APAC-Kansas
KS City
15-Mar-06
New Construction
Missouri DOT
$294,997.60
14-037-529
O
APAC-Missouri, Inc.
Columb,MO
10-May-06
Resurfacing
Missouri DOT
$263,255.00
14-037-258
O
APAC-Missouri, Inc.
Columb,MO
27-Feb-06
Supply Bond
Missouri DOT
$16,435.00
14-037-259
O
APAC-Missouri, Inc.
Columb,MO
27-Feb-06
Supply Bond
Missouri DOT
$7,425.00
14-037-257
O
APAC-Missouri, Inc.
Columb,MO
27-Feb-06
Supply Bond
Missouri DOT
$6,000.00
14-029-505
O
APAC-Missouri, Inc.
Columb,MO
11-Nov-05
Right-of-Way or Encroachment
Missouri DOT
$5,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-173
O
Limpus Quarries
Harrison
20-Feb-06
Supply Bond
Missouri Highways & Transportation Commission
$11,340.00
14-037-528
O
APAC-Missouri, Inc.
Springfld
04-May-06
Class B - Excavation
Missouri State University
$86,965.00
14-028-456
O
APAC-Mississippi, Inc.
Columbus
06-Apr-06
Utility Deposit
Monroe County Electric Power Assoc., Mississippi
$14,000.00
14-030-556
O
APAC-Southeast, Inc.
Montgmry
23-Aug-05
New Construction
Montgomery County Commission, Alabama
$1,884,919.55
14-029-004
O
APAC-Atlantic, Inc.
Manassas
09-Jul-04
New Construction
Moore Brothers Company, Inc.
$10,885,261.19
14-028-410
O
APAC-Atlantic, Inc.
Manassas
03-Mar-04
New Construction
Moore Brothers Company, Inc.
$4,018,085.44
14-000-050-0217
O
APAC-Georgia, Inc.
Greenv'l
15-Sep-00
New Construction
Morgan Corp
$3,177,639.84
14-000-040-1907
O
APAC-Atlantic, Inc.
Concord
11-Apr-03
New Construction
Morgan Corporation
$2,548,900.00
14-030-579
O
APAC-Southeast, Inc.
Dothan
05-Dec-05
New Construction
Mrs. Willie Kathryn Roney
$252,954.50
14-000-030-0144
O
Wilkerson-Maxwell
KS City
08-Aug-01
New Construction
N.R. Hamm Contractors, Inc.
$7,626,347.50
14-030-667
O
Coastal Carolina Division
Kinston
12-Aug-05
Resurfacing
New Hanover Airport Authority, North Carolina
$1,180,614.35
14-026-460
O
APAC-Southeast, Inc.
Savannah
13-Jul-06
Resurfacing
New Riverside LLC
$2,088,832.15
14-029-732
O
APAC-Southeast, Inc.
Peachtree
10-Oct-05
Resurfacing
Newnan-Coweta County Airport Authority (Georgia)
$703,265.55
14-037-348
O
Coastal Carolina Division
Kinston
19-Apr-06
Right-of-Way or Encroachment
North Carolina DOT & E.Bryan English Builders Inc.
$21,863.25
14-029-442
O
APAC-Atlantic, Inc.
Asheville
19-Oct-04
New Construction
North Carolina DOT (Aberdeen)
$14,781,014.72
14-029-482
O
Thompson-Arthur Division
Greensbor
11-Jul-05
Resurfacing
North Carolina DOT (Aberdeen)
$1,159,842.70
14-037-145
O
Thompson-Arthur Division
Greensbor
06-Feb-06
New Construction
North Carolina DOT (Aberdeen)
$684,951.35
14-038-588
O
APAC-Atlantic, Inc.
Concord
26-Jun-06
New Construction
North Carolina DOT (Albemarle)
$485,983.30
14-000-040-1414
O
APAC-Carolina, Inc. (NC)
Asheville
06-Aug-01
Resurfacing
North Carolina DOT (Greensboro)
$34,762,625.23
14-000-040-1100
O
Thompson-Arthur Paving Company
Greensbor
10-Aug-99
New Construction
North Carolina DOT (Greensboro)
$33,518,001.84
14-000-040-1531
O
Papco/Central Division
Concord
16-Jan-02
New Construction
North Carolina DOT (Greensboro)
$23,311,462.12
14-000-040-1863
O
Thompson-Arthur Paving Company
Greensbor
24-Jul-02
New Construction
North Carolina DOT (Greensboro)
$22,160,302.83
14-000-040-1526
O
Thompson-Arthur Paving Company
Greensbor
17-Dec-01
New Construction
North Carolina DOT (Greensboro)
$20,158,690.59
14-000-040-0152
O
Barrus Construction Company
Kinston
08-Nov-00
New Construction
North Carolina DOT (Greensboro)
$17,020,141.89
14-000-040-1518
O
Thompson-Arthur Paving Company
Greensbor
11-Oct-01
New Construction
North Carolina DOT (Greensboro)
$15,795,435.70
14-000-040-1752
O
APAC-Carolina, Inc. (NC)
Asheville
02-Oct-02
Resurfacing
North Carolina DOT (Greensboro)
$5,994,737.48
14-000-040-1709
O
Barrus Construction Company
Kinston
14-Jan-03
Resurfacing
North Carolina DOT (Greensboro)
$3,798,303.26
14-000-040-1428
O
APAC-Carolina, Inc. (NC)
Asheville
10-Dec-01
Resurfacing
North Carolina DOT (Greensboro)
$2,929,916.89
14-000-040-1876
O
Papco/Central Division
Asheville
17-Oct-02
Resurfacing
North Carolina DOT (Greensboro)
$2,553,326.01
14-000-040-1489
O
Papco/Central Division
Concord
20-Mar-01
Resurfacing
North Carolina DOT (Greensboro)
$1,974,345.65
14-000-040-1771
O
APAC-Carolina, Inc. (NC)
Asheville
10-Mar-03
Resurfacing
North Carolina DOT (Greensboro)
$1,583,482.49
14-027-057
O
Barrus Construction Company
Kinston
08-Aug-05
Right-of-Way or Encroachment
North Carolina DOT (Greensboro)
$5,000.00
14-026-939
O
Thompson-Arthur Division
Greensbor
13-Aug-03
New Construction
North Carolina DOT (Raleigh)
$101,558,741.04
14-028-938
O
APAC-Atlantic, Inc.
Asheville
02-Sep-04
Resurfacing
North Carolina DOT (Raleigh)
$23,998,232.19
14-029-777
O
Coastal Carolina Division
Kinston
03-Jun-05
Resurfacing
North Carolina DOT (Raleigh)
$19,774,993.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
 Bond Number  Open/Final Principal Location Executed Classification Obligee Bond Amount 
14-028-772
O
Coastal Carolina Division
Kinston
09-Mar-04
New Construction
North Carolina DOT (Raleigh)
$19,730,898.88
14-029-757
O
Coastal Carolina Division
Kinston
07-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$17,973,381.72
14-029-756
O
Coastal Carolina Division
Kinston
07-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$17,604,876.48
14-029-458
O
APAC-Atlantic, Inc.
Asheville
12-Jan-05
New Construction
North Carolina DOT (Raleigh)
$16,829,234.79
14-029-284
O
Coastal Carolina Division
Kinston
02-Sep-04
Resurfacing
North Carolina DOT (Raleigh)
$15,539,443.42
14-028-483
O
Thompson-Arthur Division
Greensbor
14-Jan-04
New Construction
North Carolina DOT (Raleigh)
$13,730,763.71
14-029-459
O
APAC-Atlantic, Inc.
Asheville
12-Jan-05
New Construction
North Carolina DOT (Raleigh)
$13,596,751.71
14-028-482
O
Thompson-Arthur Division
Greensbor
14-Jan-04
New Construction
North Carolina DOT (Raleigh)
$11,830,780.21
14-026-944
O
Thompson-Arthur Division
Greensbor
19-Sep-03
New Construction
North Carolina DOT (Raleigh)
$9,215,000.00
14-026-272
O
Coastal Carolina Division
Kinston
15-Jul-03
New Construction
North Carolina DOT (Raleigh)
$8,420,361.51
14-026-304
O
Harrison Construction Company
Alcoa
06-Oct-03
Resurfacing
North Carolina DOT (Raleigh)
$7,133,419.39
14-030-677
O
Coastal Carolina Division
Kinston
07-Oct-05
Resurfacing
North Carolina DOT (Raleigh)
$6,874,434.75
14-038-576
O
Thompson-Arthur Division
Greensbor
12-May-06
Resurfacing
North Carolina DOT (Raleigh)
$6,293,416.97
14-029-285
O
Coastal Carolina Division
Kinston
02-Sep-04
Resurfacing
North Carolina DOT (Raleigh)
$6,005,113.73
14-029-674
O
APAC-Atlantic, Inc.
Concord
08-Feb-05
Resurfacing
North Carolina DOT (Raleigh)
$5,995,000.00
14-028-779
O
Coastal Carolina Division
Kinston
02-Apr-04
Resurfacing
North Carolina DOT (Raleigh)
$5,606,174.08
14-028-929
O
APAC-Atlantic, Inc.
Asheville
08-Jul-04
Resurfacing
North Carolina DOT (Raleigh)
$5,214,834.74
14-029-454
O
Thompson-Arthur Division
Greensbor
12-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$5,001,971.51
14-028-783
O
Coastal Carolina Division
Kinston
07-May-04
Resurfacing
North Carolina DOT (Raleigh)
$4,802,728.10
14-037-394
O
APAC-Atlantic, Inc.
Asheville
08-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$4,286,850.00
14-037-158
O
Thompson-Arthur Division
Greensbor
08-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$4,173,734.46
14-028-513
O
APAC-Atlantic, Inc.
Asheville
12-Feb-04
Resurfacing
North Carolina DOT (Raleigh)
$4,170,951.24
14-029-778
O
Coastal Carolina Division
Kinston
03-Jun-05
Resurfacing
North Carolina DOT (Raleigh)
$3,649,000.00
14-037-151
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$3,624,915.67
14-029-762
O
Coastal Carolina Division
Kinston
07-Feb-05
Resurfacing
North Carolina DOT (Raleigh)
$3,220,339.85
14-000-040-1906
O
APAC-Atlantic, Inc.
Greensbor
11-Apr-03
Resurfacing
North Carolina DOT (Raleigh)
$3,045,703.42
14-029-678
O
APAC-Atlantic, Inc.
Asheville
08-Apr-05
Resurfacing
North Carolina DOT (Raleigh)
$2,978,256.36
14-029-758
O
Coastal Carolina Division
Kinston
07-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$2,942,743.15
14-028-957
O
Thompson-Arthur Division
Greensbor
12-Mar-04
Resurfacing
North Carolina DOT (Raleigh)
$2,918,186.46
14-028-784
O
Coastal Carolina Division
Kinston
07-May-04
Resurfacing
North Carolina DOT (Raleigh)
$2,812,166.40
14-029-773
O
Coastal Carolina Division
Kinston
06-May-05
Resurfacing
North Carolina DOT (Raleigh)
$2,699,769.80
14-028-928
O
Harrison Construction Company
Alcoa
13-Jul-04
Resurfacing
North Carolina DOT (Raleigh)
$2,622,811.34
14-029-455
O
Thompson-Arthur Division
Greensbor
12-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$2,426,314.90
14-000-040-1388
O
Harrison Construction Company
Alcoa
13-Mar-01
Resurfacing
North Carolina DOT (Raleigh)
$2,386,540.75
14-037-144
O
Thompson-Arthur Division
Greensbor
24-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$2,314,291.19
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee Bond Amount 
14-037-165
O
Thompson-Arthur Division
Greensbor
12-May-06
New Construction
North Carolina DOT (Raleigh)
$2,279,317.04
14-029-461
O
APAC-Atlantic, Inc.
Concord
12-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$2,220,123.50
14-029-456
O
Thompson-Arthur Division
Greensbor
12-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$2,207,700.15
14-029-672
O
Harrison Div., APAC-Tennessee
Alcoa
07-Feb-05
Resurfacing
North Carolina DOT (Raleigh)
$2,189,006.53
14-030-306
O
Harrison Div., APAC-Tennessee
Alcoa
03-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$2,186,984.04
14-029-675
O
APAC-Atlantic, Inc.
Asheville
18-Mar-05
Resurfacing
North Carolina DOT (Raleigh)
$2,128,758.33
14-030-309
O
APAC-Atlantic, Inc.
Asheville
08-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$2,117,363.07
14-028-925
O
APAC-Atlantic, Inc.
Asheville
25-Jun-04
New Construction
North Carolina DOT (Raleigh)
$2,098,923.19
14-030-308
O
APAC-Atlantic, Inc.
Asheville
07-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$2,074,464.42
14-028-966
O
Thompson-Arthur Division
Concord
09-Apr-04
New Construction
North Carolina DOT (Raleigh)
$2,015,213.12
14-028-771
O
Coastal Carolina Division
Kinston
09-Mar-04
Resurfacing
North Carolina DOT (Raleigh)
$1,943,357.10
14-028-955
O
Thompson-Arthur Division
Greensbor
12-Mar-04
Resurfacing
North Carolina DOT (Raleigh)
$1,894,663.85
14-030-305
O
Harrison Div., APAC-Tennessee
Alcoa
03-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$1,766,871.47
14-037-149
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$1,702,454.28
14-029-676
O
APAC-Atlantic, Inc.
Asheville
18-Mar-05
Resurfacing
North Carolina DOT (Raleigh)
$1,691,839.11
14-028-941
O
Thompson-Arthur Division
Concord
12-Feb-04
Resurfacing
North Carolina DOT (Raleigh)
$1,677,926.00
14-029-475
O
Thompson-Arthur Division
Greensbor
08-Jun-05
New Construction
North Carolina DOT (Raleigh)
$1,656,872.19
14-037-150
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$1,458,898.89
14-029-465
O
Thompson-Arthur Division
Greensbor
10-Feb-05
New Construction
North Carolina DOT (Raleigh)
$1,410,426.29
14-029-776
O
Coastal Carolina Division
Kinston
03-Jun-05
Resurfacing
North Carolina DOT (Raleigh)
$1,400,636.76
14-030-304
O
Harrison Div., APAC-Tennessee
Alcoa
03-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$1,378,973.67
14-030-307
O
APAC-Atlantic, Inc.
Asheville
07-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$1,232,388.17
14-029-447
O
Thompson-Arthur Division
Greensbor
10-Dec-04
Resurfacing
North Carolina DOT (Raleigh)
$1,213,078.21
14-029-462
O
APAC-Atlantic, Inc.
Concord
12-Jan-05
Resurfacing
North Carolina DOT (Raleigh)
$1,197,690.50
14-028-936
O
APAC-Atlantic, Inc.
Asheville
07-Sep-04
Resurfacing
North Carolina DOT (Raleigh)
$1,149,944.00
14-028-926
O
APAC-Atlantic, Inc.
Asheville
25-Jun-04
Resurfacing
North Carolina DOT (Raleigh)
$1,145,326.79
14-037-347
O
Coastal Carolina Division
Kinston
19-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$1,142,794.50
14-030-310
O
APAC-Atlantic, Inc.
Asheville
30-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$1,089,350.00
14-037-346
O
Coastal Carolina Division
Kinston
19-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$1,084,129.25
14-028-940
O
APAC-Atlantic, Inc.
Asheville
20-Sep-04
Resurfacing
North Carolina DOT (Raleigh)
$1,054,803.00
14-029-485
O
Thompson-Arthur Division
Greensbor
09-Aug-05
New Construction
North Carolina DOT (Raleigh)
$1,007,451.45
14-030-685
O
Coastal Carolina Division
Kinston
06-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$980,736.00
14-037-399
O
APAC-Atlantic, Inc.
Asheville
20-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$973,825.00
14-030-311
O
APAC-Atlantic, Inc.
Asheville
07-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$969,861.16
14-037-345
O
Coastal Carolina Division
Kinston
19-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$940,075.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-030-690
O
Coastal Carolina Division
Kinston
21-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$895,323.50
14-037-396
O
APAC-Atlantic, Inc.
Asheville
13-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$855,493.89
14-037-343
O
Coastal Carolina Division
Kinston
24-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$838,237.85
14-030-312
O
APAC-Atlantic, Inc.
Asheville
07-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$835,850.60
14-030-686
O
Coastal Carolina Division
Kinston
10-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$831,910.30
14-037-342
O
Coastal Carolina Division
Kinston
24-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$793,497.00
14-030-687
O
Coastal Carolina Division
Kinston
10-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$696,734.00
14-037-395
O
APAC-Atlantic, Inc.
Asheville
13-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$681,784.54
14-037-360
O
Coastal Carolina Division
Kinston
05-Jul-06
Resurfacing
North Carolina DOT (Raleigh)
$672,990.00
14-030-683
O
Coastal Carolina Division
Kinston
16-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$657,470.60
14-030-681
O
Coastal Carolina Division
Kinston
27-Jan-06
New Construction
North Carolina DOT (Raleigh)
$633,633.25
14-038-582
O
APAC-Atlantic, Inc.
Concord
01-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$519,360.30
14-030-689
O
Coastal Carolina Division
Kinston
10-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$498,344.00
14-030-688
O
Coastal Carolina Division
Kinston
10-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$468,577.00
14-037-159
O
APAC-Atlantic, Inc.
Concord
20-Mar-06
Resurfacing
North Carolina DOT (Raleigh)
$404,371.85
14-030-314
O
APAC-Atlantic, Inc.
Asheville
11-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$396,701.40
14-037-397
O
Harrison Div., APAC-Tennessee
Alcoa
15-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$355,558.07
14-030-684
O
Coastal Carolina Division
Kinston
16-Feb-06
Resurfacing
North Carolina DOT (Raleigh)
$333,759.10
14-037-398
O
APAC-Atlantic, Inc.
Asheville
19-Jun-06
Resurfacing
North Carolina DOT (Raleigh)
$328,571.15
14-038-581
O
Thompson-Arthur Division
Greensbor
23-May-06
New Construction
North Carolina DOT (Raleigh)
$270,710.00
14-037-392
O
APAC-Atlantic, Inc.
Asheville
22-May-04
Resurfacing
North Carolina DOT (Raleigh)
$259,760.50
14-037-344
O
Coastal Carolina Division
Kinston
06-Apr-06
Resurfacing
North Carolina DOT (Raleigh)
$138,561.50
14-030-679
O
Coastal Carolina Division
Kinston
23-Nov-05
Resurfacing
North Carolina DOT (Raleigh)
$122,265.00
14-037-359
O
Coastal Carolina Division
Kinston
05-Jul-06
New Construction
North Carolina DOT (Raleigh)
$112,400.00
14-026-274
O
Coastal Carolina Division
Kinston
07-Aug-06
Highway Use/Excess Weight
North Carolina DOT (Raleigh)
$100,000.00
14-026-275
O
Coastal Carolina Division
Kinston
08-Aug-06
Highway Use/Excess Weight
North Carolina DOT (Raleigh)
$100,000.00
14-026-276
O
Coastal Carolina Division
Kinston
07-Aug-06
Highway Use/Excess Weight
North Carolina DOT (Raleigh)
$100,000.00
14-037-164
O
Thompson-Arthur Division
Greensbor
01-May-06
Right-of-Way or Encroachment
North Carolina DOT (Raleigh)
$75,000.00
14-037-154
O
APAC-Atlantic, Inc.
Greensbor
21-Feb-06
Right-of-Way or Encroachment
North Carolina DOT (Raleigh)
$50,000.00
14-029-787
O
Coastal Carolina Division
Kinston
01-Aug-05
Right-of-Way or Encroachment
North Carolina DOT (Raleigh)
$15,000.00
14-038-578
O
APAC-Atlantic, Inc.
Danville
11-May-06
Right-of-Way or Encroachment
North Carolina DOT (Raleigh)
$10,000.00
14-037-147
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Winston-Salem)
$60,000.00
14-037-148
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Winston-Salem)
$40,000.00
14-037-146
O
Thompson-Arthur Division
Greensbor
06-Feb-06
Resurfacing
North Carolina DOT (Winston-Salem)
$40,000.00
14-030-530
O
APAC-Texas, Inc.
Dallas
14-Jun-06
Resurfacing & Maintenance
North Texas Tollway Authority
$5,692,486.80
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
 Bond Number Open/Final   Principal  Location  Executed  Classification  Obligee Bond Amount 
14-030-531
O
APAC-Texas, Inc.
Dallas
14-Jun-06
Resurfacing & Maintenance
North Texas Tollway Authority
$5,274,444.20
14-026-005
O
APAC-Oklahoma, Inc.
Tulsa
01-Mar-06
Closure Performance
Oklahoma Department of Environmental Quality
$837,054.80
14-025-996
O
Arkhola Sand & Gravel
Ft Smith
25-Aug-05
Reclamation
Oklahoma Department of Mines
$64,250.00
14-025-983
O
APAC-Oklahoma, Inc.
Tulsa
24-Apr-06
Reclamation
Oklahoma Department of Mines
$60,000.00
14-000-045-0244
O
APAC-Oklahoma, Inc.
Shawnee
14-Sep-00
New Construction & Maintenance
Oklahoma DOT
$15,733,592.41
14-000-045-0249
O
APAC-Oklahoma, Inc.
Shawnee
16-Jan-01
New Construction & Maintenance
Oklahoma DOT
$7,465,182.22
14-000-045-0277
O
APAC-Oklahoma, Inc.
Shawnee
08-Nov-02
New Construction
Oklahoma DOT
$7,408,182.24
14-029-877
O
APAC-Oklahoma, Inc.
Tulsa
15-Feb-05
Resurfacing
Oklahoma DOT
$6,393,739.58
14-029-874
O
APAC-Oklahoma, Inc.
Tulsa
15-Feb-05
New Construction
Oklahoma DOT
$5,627,613.97
14-026-314
O
APAC-Oklahoma, Inc.
Tulsa
09-Apr-04
New Construction
Oklahoma DOT
$5,025,053.93
14-029-878
O
APAC-Oklahoma, Inc.
Tulsa
15-Feb-05
New Construction
Oklahoma DOT
$3,916,056.24
14-028-643
O
APAC-Oklahoma, Inc.
Tulsa
14-Jun-04
New Construction
Oklahoma DOT
$3,883,410.20
14-028-543
O
APAC-Oklahoma, Inc.
Tulsa
08-Dec-03
Resurfacing
Oklahoma DOT
$3,276,934.83
14-029-568
O
APAC-Oklahoma, Inc.
Tulsa
10-Sep-04
New Construction
Oklahoma DOT
$3,214,306.48
14-030-384
O
APAC-Oklahoma, Inc.
Tulsa
09-Nov-05
New Construction
Oklahoma DOT
$2,798,751.91
14-000-045-0281
O
APAC-Oklahoma, Inc.
Shawnee
12-Mar-03
Resurfacing
Oklahoma DOT
$2,420,431.10
14-030-355
O
APAC-Oklahoma, Inc.
Tulsa
05-Aug-05
Resurfacing & Maintenance
Oklahoma DOT
$1,919,154.00
14-037-303
O
APAC-Oklahoma, Inc.
Tulsa
07-Dec-05
New Construction
Oklahoma DOT
$1,906,891.16
14-029-969
O
APAC-Oklahoma, Inc.
Tulsa
10-Mar-05
Resurfacing
Oklahoma DOT
$1,288,131.45
14-026-110
O
APAC-Oklahoma, Inc.
Shawnee
16-Apr-03
New Construction
Oklahoma DOT
$1,245,485.53
14-038-678
O
APAC-Oklahoma, Inc.
Tulsa
09-Jun-06
New Construction
Oklahoma DOT
$611,142.68
14-038-692
O
APAC-Oklahoma, Inc.
Tulsa
17-Jul-06
Resurfacing & Maintenance
Oklahoma DOT
$154,700.00
14-038-691
O
APAC-Oklahoma, Inc.
Tulsa
17-Jul-06
Resurfacing & Maintenance
Oklahoma DOT
$110,484.00
14-030-011
O
APAC-Oklahoma, Inc.
Tulsa
21-Jun-05
Resurfacing & Maintenance
Oklahoma Transportation Authority
$12,057,251.81
14-029-979
O
APAC-Oklahoma, Inc.
Tulsa
29-Mar-05
Resurfacing & Maintenance
Oklahoma Transportation Authority
$6,534,640.50
14-038-661
O
APAC-Oklahoma, Inc.
Tulsa
05-Apr-06
Resurfacing & Maintenance
Oklahoma Turnpike Authority
$5,587,041.75
14-038-668
O
APAC-Oklahoma, Inc.
Tulsa
09-May-06
Resurfacing & Maintenance
Oklahoma Turnpike Authority
$4,290,000.00
14-028-606
O
APAC-Southeast, Inc.
Wtr Haven
01-Apr-04
Resurfacing & Maintenance
Orlando-Orange County Expressway Authority
$9,328,532.72
14-026-987
O
APAC-Southeast, Inc.
Wtr Haven
25-Aug-03
Resurfacing
Orlando-Orange County Expressway Authority
$1,716,371.04
14-000-010-0427
O
APAC-Florida, Inc.
Greenv'l
15-Mar-00
New Construction
Overstreet Electric Company, Inc.
$1,080,299.00
14-026-914
O
APAC-Southeast, Inc.
Medley
30-Sep-05
License & Permit
Palm Beach County, Florida
$2,000.00
14-026-340
O
APAC-Southeast, Inc.
Sarasota
20-Dec-04
New Construction
Palmer Ranch Holdings, Inc.
$2,624,811.15
14-028-614
O
APAC-Southeast, Inc.
Tampa
18-Jun-04
New Construction
Pasco County Commissioners, Florida
$2,500,644.08
14-037-336
O
Shears Division, APAC-Kansas
Hutchinsn
25-Feb-06
Resurfacing
Pavers, Inc. (Kansas)
$17,065.00
14-037-160
O
APAC-Atlantic, Inc.
Danville
12-Apr-06
Resurfacing
Person County, North Carolina
$616,484.00
 
 
 
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-458
O
APAC-Southeast, Inc.
Dothan
14-Mar-06
Resurfacing
Pike County Board of Education (Alabama)
$498,000.00
14-030-669
O
Coastal Carolina Division
Kinston
16-Aug-05
New Construction
Pitt-Greenville Airport Authority
$1,059,831.65
14-038-583
O
APAC-Atlantic, Inc.
Danville
12-Jun-06
Resurfacing
Pittsylvania County Supervisor, Virginia
$1,457,648.30
14-028-750
O
APAC-Southeast, Inc.
Wtr Haven
25-May-05
New Construction
Polk County Commissioners, Florida
$5,053,000.00
14-028-623
O
APAC-Southeast, Inc.
Wtr Haven
01-Nov-04
Resurfacing
Polk County Commissioners, Florida
$3,000,000.00
14-026-490
O
APAC-Texas, Inc.
Beaumont
05-Apr-04
Resurfacing
Port of Beaumont, Texas
$85,500.00
14-029-904
O
APAC-Atlantic, Inc.
Manassas
08-Jun-05
New Construction
Prince William County Supervisors
$7,222,451.50
14-026-716
O
APAC-Southeast, Inc.
Wtr Haven
02-Jun-06
Utility Deposit
Progress Energy
$26,045.00
14-026-717
O
APAC-Southeast, Inc.
Tampa
02-Jun-06
Utility Deposit
Progress Energy
$6,615.00
14-029-406
O
APAC-Southeast, Inc.
Huntsvill
05-Oct-04
Resurfacing
Pryor Field Regional Airport Authority (Alabama)
$1,806,497.73
14-038-854
O
APAC-Southeast, Inc.
Huntsvill
14-Jul-06
Resurfacing
Pryor Field Regional Airport Authority (Alabama)
$133,030.99
14-037-530
O
APAC-Missouri, Inc.
Columb,MO
12-May-06
Class B - Excavation
Public Water Supply District #2
$151,142.93
14-030-471
O
APAC-Southeast, Inc.
Peachtree
21-Mar-06
New Construction
R. W. Smith Company
$30,529.80
14-030-682
O
Coastal Carolina Division
Kinston
25-Jan-06
New Construction
R.E. Goodson Construction Company, Inc.
$16,972,589.50
14-026-022
O
APAC-Southeast, Inc.
Ft Myers
01-Mar-05
New Construction
R.E. Jacobs Group, Inc.
$2,167,631.13
14-026-696
O
APAC-Southeast, Inc.
Birminghm
28-Apr-04
Resurfacing
Racon, Inc.
$1,639,515.69
14-030-226
O
Shears Division, APAC-Kansas
Salina
19-Jul-06
Resurfacing
Reece Construction Company, Inc. (Kansas)
$315,681.10
14-030-417
O
Shears Division, APAC-Kansas
Hays
30-Nov-05
New Construction
Reece Construction Company, Inc. (Kansas)
$64,610.00
14-030-629
O
APAC-Southeast, Inc.
Wtr Haven
24-Feb-06
Resurfacing & Maintenance
Reedy Creek Improvement District, Florida
$1,997,000.00
14-029-480
O
APAC-Atlantic, Inc.
Greensbor
27-Jun-05
New Construction
Reedy Fork East, LLC
$1,796,833.15
14-030-692
O
McClinton-Anchor
Fayett-AR
06-Dec-05
Class B - Excavation
Reeves Family Limited Partnership-PGRIV
$1,215,295.15
14-037-353
O
Coastal Carolina Division
Kinston
11-May-06
New Construction
Richmond County, North Carolina
$624,748.25
14-029-058
O
Harrison Div., APAC-Tennessee
Alcoa
28-Apr-06
Attachment/Garnishment
Rivers Run Properties, Inc.
$53,000.00
14-029-690
O
APAC-Atlantic, Inc.
Asheville
05-Aug-05
Resurfacing
Robins & Morton Group
$1,821,933.00
14-030-710
O
McClinton-Anchor
Fayett-AR
14-Jul-06
Maintenance
Rogers Water Utilities, Arkansas
$762,195.89
14-030-699
O
McClinton-Anchor
Fayett-AR
15-Mar-06
Maintenance
Rogers Water Utilities, Arkansas
$328,696.00
14-030-298
O
APAC-Atlantic, Inc.
Asheville
08-Sep-05
Resurfacing
Rutherford County, North Carolina
$1,215,112.00
14-027-075
O
Coastal Carolina Division
Kinston
28-Oct-03
Resurfacing
S.T. Wooten Corporation
$3,432,403.30
14-030-395
O
APAC-Southeast, Inc.
Birminghm
01-May-06
New Construction
Saint Clair County Commission, Alabama
$716,968.99
14-037-441
O
APAC-Southeast, Inc.
Jacksonvl
13-Jan-06
New Construction
Saint Johns County, Florida
$6,448,027.69
14-030-023
O
APAC-Southeast, Inc.
Jacksonvl
21-Mar-05
Resurfacing
Saint Johns County, Florida
$1,281,428.45
14-026-079
O
Shears Division, APAC-Kansas
Salina
04-Aug-05
Resurfacing
Salina Airport Authority
$4,213,529.65
14-030-225
O
Shears Division, APAC-Kansas
Salina
12-Jul-06
New Construction
Saline County, Kansas
$325,825.00
14-030-268
O
APAC-Southeast, Inc.
Augusta
03-Oct-05
Resurfacing
Saluda County Government, South Carollina
$281,626.54
14-029-424
O
APAC-Southeast, Inc.
Pensacola
22-Oct-04
New Construction
Santa Rosa Island Authority
$2,793,949.60
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-029-921
O
APAC-Southeast, Inc.
Sarasota
03-May-06
New Construction
Sarasota Board of County Commissioners
$7,434,361.84
14-029-920
O
APAC-Southeast, Inc.
Sarasota
03-May-06
Resurfacing & Maintenance
Sarasota Board of County Commissioners
$1,767,672.38
14-029-922
O
APAC-Southeast, Inc.
Sarasota
26-May-06
Resurfacing
Sarasota Board of County Commissioners
$935,106.01
14-026-362
O
APAC-Southeast, Inc.
Sarasota
03-Oct-05
Reclamation
Sarasota Board of County Commissioners
$109,200.00
14-026-363
O
APAC-Southeast, Inc.
Sarasota
26-Nov-05
Reclamation
Sarasota Board of County Commissioners
$10,000.00
14-030-385
O
Shears Division, APAC-Kansas
Hutchinsn
09-Nov-05
New Construction
Sedgwick County Commissioners, Kansas
$69,350.00
14-028-607
O
APAC-Southeast, Inc.
Wtr Haven
01-Apr-04
Resurfacing
Seminole County Commissioners, Florida
$3,284,503.00
14-030-472
O
APAC-Southeast, Inc.
Fortson
30-Mar-06
New Construction
Shannon,Strobel & Weaver Constructors & Engineers
$1,777,429.60
14-030-473
O
APAC-Southeast, Inc.
Atlanta
03-Apr-06
New Construction
Skanska USA Building, Inc.
$228,807.00
14-000-020-1076
O
APAC-Florida, Inc.
Medley
24-Jan-03
Resurfacing
Solo Construction
$3,743,890.90
14-026-775
O
APAC-Atlantic, Inc.
Darlingto
17-Nov-05
Reclamation
South Carolina Department of Health & Envir Contol
$87,000.00
14-026-756
O
APAC-Atlantic, Inc.
Maj Proj
08-May-03
New Construction & Maintenance
South Carolina DOT
$53,647,249.00
14-028-791
O
APAC-Southeast, Inc.
Mac Div
10-Feb-04
New Construction
South Carolina DOT
$24,750,434.94
14-029-715
O
APAC-Southeast, Inc.
Savannah
25-Apr-05
New Construction
South Carolina DOT
$16,130,583.35
14-000-050-0576
O
APAC-Georgia, Inc.
Mac Div
01-May-00
New Construction
South Carolina DOT
$13,631,642.35
14-000-050-0554
O
APAC-Georgia, Inc.
Mac Div
28-Jul-00
Resurfacing
South Carolina DOT
$12,441,728.53
14-029-824
O
APAC-Atlantic, Inc.
Darlingto
16-Aug-05
Resurfacing
South Carolina DOT
$12,427,400.03
14-000-050-0588
O
APAC-Georgia, Inc.
Augusta
30-Apr-03
Resurfacing
South Carolina DOT
$8,015,871.07
14-028-473
O
Thompson-Arthur Division
Concord
30-Dec-03
New Construction
South Carolina DOT
$7,459,639.35
14-029-834
O
APAC-Atlantic, Inc.
Darlingto
25-Jan-06
Resurfacing
South Carolina DOT
$4,722,461.60
14-029-818
O
APAC-Atlantic, Inc.
Darlingto
01-Jun-05
Resurfacing
South Carolina DOT
$4,032,850.80
14-000-050-0698
O
APAC-Carolina, Inc. (SC)
Darlingto
07-Apr-03
Resurfacing
South Carolina DOT
$4,031,518.71
14-029-309
O
APAC-Atlantic, Inc.
Darlingto
02-Nov-04
Resurfacing
South Carolina DOT
$3,313,217.65
14-029-302
O
APAC-Atlantic, Inc.
Concord
14-Sep-04
Resurfacing
South Carolina DOT
$3,252,583.15
14-026-948
O
Thompson-Arthur Division
Concord
25-Sep-03
Resurfacing
South Carolina DOT
$3,180,535.77
14-029-303
O
APAC-Atlantic, Inc.
Darlingto
14-Sep-04
Resurfacing
South Carolina DOT
$3,173,228.41
14-026-763
O
APAC-Atlantic, Inc.
Darlingto
07-Nov-03
Resurfacing
South Carolina DOT
$3,049,284.20
14-029-838
O
APAC-Atlantic, Inc.
Darlingto
25-Apr-06
New Construction
South Carolina DOT
$2,782,301.13
14-029-291
O
APAC-Atlantic, Inc.
Darlingto
23-Jun-04
Resurfacing
South Carolina DOT
$2,739,653.14
14-026-767
O
APAC-Atlantic, Inc.
Darlingto
14-Nov-03
Resurfacing
South Carolina DOT
$2,399,858.26
14-026-762
O
APAC-Atlantic, Inc.
Darlingto
05-Nov-03
Resurfacing
South Carolina DOT
$2,244,529.03
14-028-439
O
APAC-Southeast, Inc.
Savannah
06-Feb-04
Resurfacing
South Carolina DOT
$2,197,837.99
14-029-822
O
APAC-Atlantic, Inc.
Darlingto
03-Aug-05
Resurfacing
South Carolina DOT
$2,153,440.47
14-000-050-0704
O
APAC-Carolina, Inc. (SC)
Darlingto
14-May-03
Resurfacing
South Carolina DOT
$2,109,993.46
14-029-837
O
APAC-Atlantic, Inc.
Darlingto
25-Apr-06
New Construction
South Carolina DOT
$2,104,971.35
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number  Open/Final Principal Location Executed Classification Obligee Bond Amount 
14-026-769
O
APAC-Atlantic, Inc.
Darlingto
15-Dec-03
Resurfacing
South Carolina DOT
$2,088,994.28
14-029-314
O
APAC-Atlantic, Inc.
Darlingto
25-Mar-05
Resurfacing
South Carolina DOT
$2,040,194.51
14-029-308
O
APAC-Atlantic, Inc.
Darlingto
02-Nov-04
Resurfacing
South Carolina DOT
$1,952,749.45
14-026-783
O
APAC-Southeast, Inc.
Greenv'l
22-Oct-04
New Construction
South Carolina DOT
$1,933,507.20
14-029-311
O
APAC-Atlantic, Inc.
Kinston
03-Nov-04
Resurfacing
South Carolina DOT
$1,910,958.52
14-029-825
O
APAC-Atlantic, Inc.
Darlingto
17-Aug-05
Resurfacing
South Carolina DOT
$1,876,224.75
14-029-828
O
APAC-Atlantic, Inc.
Darlingto
21-Nov-05
Resurfacing
South Carolina DOT
$1,734,196.32
14-029-816
O
APAC-Atlantic, Inc.
Darlingto
01-Jun-05
Resurfacing
South Carolina DOT
$1,647,861.41
14-029-312
O
APAC-Atlantic, Inc.
Kinston
01-Dec-04
Resurfacing
South Carolina DOT
$1,636,789.71
14-029-292
O
APAC-Atlantic, Inc.
Darlingto
23-Jun-04
Resurfacing
South Carolina DOT
$1,505,191.39
14-026-409
O
APAC-Southeast, Inc.
Augusta
19-Jan-04
Resurfacing
South Carolina DOT
$1,424,472.96
14-029-819
O
APAC-Atlantic, Inc.
Darlingto
29-Jul-05
Resurfacing
South Carolina DOT
$1,386,878.86
14-029-307
O
APAC-Atlantic, Inc.
Darlingto
02-Nov-04
Resurfacing
South Carolina DOT
$1,353,297.83
14-026-771
O
APAC-Atlantic, Inc.
Darlingto
15-Dec-03
Resurfacing
South Carolina DOT
$1,337,681.59
14-029-817
O
APAC-Atlantic, Inc.
Darlingto
01-Jun-05
Resurfacing
South Carolina DOT
$1,153,905.05
14-026-779
O
APAC-Atlantic, Inc.
Darlingto
25-May-04
Resurfacing
South Carolina DOT
$1,082,184.87
14-029-313
O
APAC-Atlantic, Inc.
Kinston
05-Jan-05
Resurfacing
South Carolina DOT
$1,055,551.64
14-038-627
O
APAC-Atlantic, Inc.
Darlingto
06-Jun-06
Resurfacing
South Carolina DOT
$638,655.12
14-029-833
O
APAC-Atlantic, Inc.
Darlingto
25-Jan-06
Resurfacing
South Carolina DOT
$564,730.35
14-029-840
O
APAC-Atlantic, Inc.
Darlingto
25-Apr-06
Resurfacing
South Carolina DOT
$479,329.39
14-038-626
O
APAC-Atlantic, Inc.
Darlingto
11-May-06
Resurfacing
South Carolina DOT
$338,279.12
14-029-839
O
APAC-Atlantic, Inc.
Darlingto
25-Apr-06
Resurfacing
South Carolina DOT
$304,974.06
14-029-827
O
APAC-Atlantic, Inc.
Darlingto
20-Oct-05
Resurfacing
South Carolina DOT
$291,382.35
14-029-835
O
APAC-Atlantic, Inc.
Darlingto
13-Feb-06
New Construction
South Carolina DOT
$287,043.14
14-029-829
O
APAC-Atlantic, Inc.
Darlingto
10-Jan-06
Resurfacing
South Carolina DOT
$256,515.15
14-029-832
O
APAC-Atlantic, Inc.
Darlingto
25-Jan-06
Resurfacing
South Carolina DOT
$50,169.96
14-030-641
O
Buster Paving Div., APAC-Texas
Brashear
05-Apr-06
New Construction
Southern Pavers, Inc. (Arkansas)
$1,029,215.60
14-030-712
O
McClinton-Anchor
Fayett-AR
21-Jul-06
Maintenance
Springdale Water & Sewer Commission (Arkansas)
$176,456.01
14-030-693
O
McClinton-Anchor
Fayett-AR
08-Dec-05
Maintenance
Springdale Water & Sewer Commission (Arkansas)
$170,000.00
14-030-548
O
APAC-Southeast, Inc.
Birminghm
12-Aug-06
Reclamation
State of Alabama (Industrial Relations)
$62,500.00
14-029-019
O
APAC-Southeast, Inc.
Dothan
18-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$20,600.00
14-029-020
O
APAC-Southeast, Inc.
Dothan
18-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$13,300.00
14-029-022
O
APAC-Southeast, Inc.
Dothan
12-Apr-06
Reclamation
State of Alabama (Industrial Relations)
$12,500.00
14-029-625
O
APAC-Southeast, Inc.
Dothan
18-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$12,150.00
14-027-024
O
APAC-Southeast, Inc.
Dothan
18-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$7,500.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-029-021
O
APAC-Southeast, Inc.
Dothan
12-Apr-06
Reclamation
State of Alabama (Industrial Relations)
$5,000.00
14-028-708
O
APAC-Southeast, Inc.
Montgmry
27-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$2,250.00
14-029-018
O
APAC-Southeast, Inc.
Dothan
18-Feb-06
Reclamation
State of Alabama (Industrial Relations)
$2,100.00
14-030-024
O
APAC-Southeast, Inc.
Andalusia
23-Mar-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-677
O
APAC-Southeast, Inc.
Huntsvill
06-Mar-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-704
O
APAC-Southeast, Inc.
Montgmry
03-Feb-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-705
O
APAC-Southeast, Inc.
Montgmry
22-Jan-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-671
O
APAC-Southeast, Inc.
Birminghm
22-Feb-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-701
O
APAC-Southeast, Inc.
Montgmry
06-Dec-05
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-702
O
APAC-Southeast, Inc.
Montgmry
06-Dec-05
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-703
O
APAC-Southeast, Inc.
Montgmry
06-Dec-05
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-672
O
APAC-Southeast, Inc.
Birminghm
06-Feb-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-674
O
APAC-Southeast, Inc.
Birminghm
22-Feb-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-700
O
APAC-Southeast, Inc.
Montgmry
28-Feb-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-673
O
APAC-Southeast, Inc.
Birminghm
25-Feb-05
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-030-551
O
APAC-Southeast, Inc.
Birminghm
17-Aug-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-027-018
O
APAC-Southeast, Inc.
Fortson
01-May-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-028-679
O
APAC-Southeast, Inc.
Anniston
23-Mar-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-029-037
O
APAC-Southeast, Inc.
Montgmry
21-Mar-06
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-027-037
O
APAC-Alabama, Inc.
Dothan
10-Apr-05
Weighmaster's Bond
State of Alabama (Industrial Relations)
$1,000.00
14-037-454
O
APAC-Southeast, Inc.
Huntsvill
07-Mar-06
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-046
O
APAC-Alabama, Inc.
Andalusia
20-May-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-589
O
APAC-Southeast, Inc.
Birminghm
09-Jan-06
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-027
O
APAC-Southeast, Inc.
Birminghm
29-Mar-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-032
O
APAC-Southeast, Inc.
Huntsvill
01-May-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-045
O
APAC-Alabama, Inc.
Andalusia
20-May-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-029-607
O
APAC-Southeast, Inc.
Birminghm
25-Oct-04
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-029-633
O
APAC-Southeast, Inc.
Birminghm
14-Feb-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-030-017
O
APAC-Southeast, Inc.
Andalusia
09-Mar-05
Notary Public
State of Alabama (Notary Commissions)
$10,000.00
14-025-936
O
APAC-Tennessee, Inc.
Memphis
30-Oct-05
Reclamation
State of Arkansas
$2,582,000.00
14-025-928
O
McClinton-Anchor
Fayett-AR
13-Sep-05
Reclamation
State of Arkansas
$253,000.00
14-029-092
O
Arkhola Div, APAC-Arkansas
Ft Smith
27-Jul-06
Reclamation
State of Arkansas
$119,900.00
14-026-209
O
Wilkerson-Maxwell
KS City
30-Jun-06
Contractor's License/Tax
State of Arkansas
$10,000.00
14-026-831
O
APAC-Missouri, Inc.
Springfld
15-Mar-06
Contractor's License/Tax
State of Arkansas
$10,000.00
14-028-879
O
APAC-Arkansas, Inc.
Ft Smith
17-Apr-06
Contractor's License/Tax
State of Arkansas
$10,000.00
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location  Executed Classification Obligee Bond Amount 
14-028-874
O
McClinton-Anchor
Fayett-AR
18-Mar-05
Contractor's License/Tax
State of Arkansas
$10,000.00
14-028-875
O
APAC-Tennessee, Inc.
Memphis
18-Mar-05
Contractor's License/Tax
State of Arkansas
$10,000.00
14-025-919
O
APAC-Arkansas, Inc.
Fayett-AR
09-Aug-04
Right-of-Way or Encroachment
State of Arkansas
$5,000.00
14-030-696
O
APAC-Arkansas, Inc.
Fayett-AR
18-Jan-06
Notary Public
State of Arkansas (Notary)
$7,500.00
14-030-695
O
APAC-Arkansas, Inc.
Fayett-AR
11-Jan-06
Notary Public
State of Arkansas (Notary)
$7,500.00
14-028-711
O
APAC-Southeast, Inc.
Jacksonvl
12-Jan-06
Special Fuel/Motor Fuel Tax
State of Florida, Motor Carrier Compliance Office
$10,000.00
14-026-438
O
Reno Construction Company
Overland
06-Sep-05
Closure Performance
State of Kansas
$2,321,646.69
14-026-452
O
Reno Construction Company
Overland
11-May-06
Reclamation
State of Kansas
$59,100.00
14-000-005-4914
O
APAC-Kansas, Inc.
Hutchinsn
19-Sep-02
Notary Public
State of Kansas
$7,500.00
14-000-005-1502
O
Reno Construction Company
Overland
06-Feb-03
Notary Public
State of Kansas
$7,500.00
14-029-882
O
APAC-Kansas, Inc.
Hutchinsn
25-Feb-05
Notary Public
State of Kansas (Notary Public)
$7,500.00
14-038-660
O
APAC-Kansas, Inc.
Hutchinsn
31-Mar-06
Notary Public
State of Kansas (Notary Public)
$7,500.00
14-026-306
O
APAC-Kansas, Inc.
Hutchinsn
11-Mar-04
Notary Public
State of Kansas (Notary Public)
$7,500.00
14-028-590
O
APAC-Kansas, Inc.
Hutchinsn
11-Mar-04
Notary Public
State of Kansas (Notary Public)
$7,500.00
14-029-866
O
APAC-Kansas, Inc.
Hutchinsn
03-Jan-05
Notary Public
State of Kansas (Notary Public)
$7,500.00
14-030-420
O
Shears Division, APAC-Kansas
Hays
01-May-06
Resurfacing
State of Kansas, Division of Purchases
$185,000.00
14-037-315
O
APAC-Kansas, Inc.
Hutchinsn
31-Jan-06
Supply Bond
State of Kansas, Division of Purchases
$157.75
14-025-890
O
APAC-Mississippi, Inc.
Jackson
14-Sep-05
Contractor's License/Tax
State of Mississippi (Notary)
$200,000.00
14-028-457
O
APAC-Mississippi, Inc.
Columbus
28-Apr-06
Reclamation
State of Mississippi (Notary)
$82,500.00
14-025-873
O
APAC-Mississippi, Inc.
Jackson
21-Jul-06
Reclamation
State of Mississippi (Notary)
$12,000.00
14-025-882
O
APAC-Mississippi, Inc.
Jackson
09-Aug-05
Special Fuel/Motor Fuel Tax
State of Mississippi (Notary)
$10,000.00
14-000-005-0439
O
APAC-Mississippi, Inc.
Jackson
06-Jan-03
Notary Public
State of Mississippi (Notary)
$5,000.00
14-025-860
O
APAC-Mississippi, Inc.
Jackson
15-Apr-03
Notary Public
State of Mississippi (Notary)
$5,000.00
14-029-246
O
APAC-Mississippi, Inc.
Jackson
30-Jan-05
Notary Public
State of Mississippi (Notary)
$5,000.00
14-030-164
O
APAC-Mississippi, Inc.
Columbus
11-Jan-06
Notary Public
State of Mississippi (Notary)
$5,000.00
14-030-154
O
APAC-Mississippi, Inc.
Jackson
06-Oct-05
Notary Public
State of Mississippi (Notary)
$5,000.00
14-030-161
O
APAC-Mississippi, Inc.
Jackson
11-Nov-05
Notary Public
State of Mississippi (Notary)
$5,000.00
14-029-257
O
APAC-Mississippi, Inc.
Jackson
11-Apr-05
Notary Public
State of Mississippi (Notary)
$5,000.00
14-030-169
O
APAC-Mississippi, Inc.
Vicksburg
06-Mar-06
Notary Public
State of Mississippi (Notary)
$5,000.00
14-025-883
O
APAC-Mississippi, Inc.
Jackson
19-Aug-05
Reclamation
State of Mississippi (Notary)
$2,200.00
14-000-075-0584
O
Reno Construction Company
Sugar Crk
24-Jan-03
New Construction
State of Missouri
$12,526,453.07
14-028-537
O
APAC-Missouri, Inc.
Columb,MO
10-Feb-06
Reclamation
State of Missouri
$437,500.00
14-025-782
O
Limpus Quarries
Harrison
06-Aug-06
Reclamation
State of Missouri
$158,000.00
14-037-534
O
APAC-Missouri, Inc.
Springfld
05-Jun-06
Resurfacing
State of Missouri
$106,450.00
14-025-781
O
Limpus Quarries
Harrison
28-Jul-06
Reclamation
State of Missouri
$97,500.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-025-917
O
McClinton-Anchor
Fayett-AR
30-Jul-06
Reclamation
State of Missouri
$70,500.00
14-030-115
O
APAC-Missouri, Inc.
Springfld
29-Sep-05
Notary Public
State of Missouri
$10,000.00
14-037-252
O
APAC-Missouri, Inc.
Columb,MO
20-Dec-05
Notary Public
State of Missouri
$10,000.00
14-026-215
O
APAC-Kansas, Inc.
KS City
21-Jun-04
Notary Public
State of Missouri
$10,000.00
14-029-320
O
APAC-Missouri, Inc.
Columb,MO
16-Mar-04
Notary Public
State of Missouri
$10,000.00
14-029-516
O
APAC-Missouri, Inc.
Columb,MO
21-Jan-05
Notary Public
State of Missouri
$10,000.00
14-000-005-4018
O
APAC-Missouri, Inc.
Columb,MO
18-Nov-02
Notary Public
State of Missouri
$10,000.00
14-025-947
O
McClinton-Anchor
Fayett-AR
01-Jan-06
Miscellaneous Tax
State of Missouri
$5,000.00
14-037-254
O
APAC-Missouri, Inc.
Columb,MO
26-Jan-06
Notary Public
State of Missouri (Notary)
$10,000.00
14-037-518
O
APAC-Missouri, Inc.
Columb,MO
26-Mar-06
Notary Public
State of Missouri (Notary)
$10,000.00
14-026-262
O
Coastal Carolina Division
Kinston
26-Jun-06
Reclamation
State of North Carolina
$500,000.00
14-026-842
O
Thompson-Arthur Paving Company
Greensbor
28-Jun-06
Mining Leases & Misc.
State of North Carolina
$500,000.00
14-026-398
O
Harrison Construction Company
Alcoa
22-Jun-06
Mining Leases & Misc.
State of North Carolina
$500,000.00
14-038-586
O
APAC-Atlantic, Inc.
Greensbor
15-Jun-06
Resurfacing
State of North Carolina
$315,773.00
14-026-937
O
Thompson-Arthur Division
Kinston
21-Sep-05
Reclamation
State of North Carolina
$183,300.00
14-026-933
O
Thompson-Arthur Division
Fayette-C
20-Jul-06
Reclamation
State of North Carolina
$81,000.00
14-026-746
O
APAC-Carolina, Inc. (NC)
Fayette-C
01-May-06
Reclamation
State of North Carolina
$58,200.00
14-028-946
O
Thompson-Arthur Division
Kinston
29-Mar-06
Reclamation
State of North Carolina
$22,800.00
14-028-945
O
Thompson-Arthur Division
Kinston
04-Mar-06
Reclamation
State of North Carolina
$18,800.00
14-028-944
O
Thompson-Arthur Division
Kinston
23-Feb-06
Reclamation
State of North Carolina
$4,200.00
14-030-005
O
APAC-Oklahoma, Inc.
Tulsa
10-Jun-05
Notary Public
State of Oklahoma (Notary Public Division)
$1,000.00
14-028-544
O
APAC-Oklahoma, Inc.
Tulsa
01-Dec-03
Notary Public
State of Oklahoma (Notary Public Division)
$1,000.00
14-028-545
O
APAC-Oklahoma, Inc.
Tulsa
01-Dec-03
Notary Public
State of Oklahoma (Notary Public Division)
$1,000.00
14-025-999
O
Arkhola Sand & Gravel
Ft Smith
04-Dec-05
Reclamation
State of Oklahoma (Public Safety)
$185,250.00
14-025-994
O
APAC-Oklahoma, Inc.
Tulsa
29-Jun-06
Reclamation
State of Oklahoma (Public Safety)
$160,000.00
14-025-992
O
APAC-Oklahoma, Inc.
Tulsa
01-Jul-06
Reclamation
State of Oklahoma (Public Safety)
$154,865.00
14-025-998
O
Arkhola Sand & Gravel
Ft Smith
01-Oct-05
Reclamation
State of Oklahoma (Public Safety)
$94,500.00
14-025-993
O
APAC-Oklahoma, Inc.
Tulsa
01-Jul-06
Reclamation
State of Oklahoma (Public Safety)
$75,000.00
14-025-995
O
APAC-Oklahoma, Inc.
Tulsa
25-Jun-06
Reclamation
State of Oklahoma (Public Safety)
$60,000.00
14-026-002
O
APAC-Oklahoma, Inc.
Tulsa
15-Mar-06
Reclamation
State of Oklahoma (Public Safety)
$50,595.00
14-026-003
O
APAC-Oklahoma, Inc.
Tulsa
22-Sep-05
Highway Use/Excess Weight
State of Oklahoma (Public Safety)
$10,000.00
14-026-856
O
Shawnee Division
Shawnee
20-May-06
Highway Use/Excess Weight
State of Oklahoma (Public Safety)
$5,000.00
14-026-104
O
APAC-Texas, Inc.
Brashear
18-Feb-06
Highway Use/Excess Weight
State of Oklahoma (Public Safety)
$5,000.00
14-025-929
O
McClinton-Anchor
Fayett-AR
08-Sep-05
Highway Use/Excess Weight
State of Oklahoma (Public Safety)
$5,000.00
14-026-211
O
Wilkerson-Maxwell
KS City
31-Jan-06
Highway Use/Excess Weight
State of Oklahoma (Public Safety)
$5,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed  Classification Obligee Bond Amount 
14-000-005-1626
O
APAC-Tennessee, Inc.
Memphis
30-Oct-02
Notary Public
State of Tennessee
$10,000.00
14-028-385
O
APAC-Tennessee, Inc.
Alcoa
01-Sep-04
Notary Public
State of Tennessee
$10,000.00
14-026-622
O
APAC-Tennessee, Inc.
Knoxville
04-May-05
Notary Public
State of Tennessee
$10,000.00
14-029-166
O
APAC-Mississippi, Inc.
Columbus
10-Jun-04
Notary Public
State of Tennessee
$10,000.00
14-028-375
O
APAC-Tennessee, Inc.
Alcoa
13-Jun-04
Notary Public
State of Tennessee
$10,000.00
14-026-614
O
APAC-Tennessee, Inc.
Knoxville
24-May-04
Notary Public
State of Tennessee
$10,000.00
14-000-005-2912
O
APAC-Tennessee, Inc.
Knoxville
30-Sep-02
Notary Public
State of Tennessee
$10,000.00
14-000-005-1628
O
APAC-Tennessee, Inc.
Memphis
26-Nov-02
Notary Public
State of Tennessee
$10,000.00
14-000-005-1627
O
APAC-Tennessee, Inc.
Memphis
06-Nov-02
Notary Public
State of Tennessee
$10,000.00
14-029-059
O
APAC-Tennessee, Inc.
Memphis
15-May-06
Weighmaster's Bond
State of Tennessee
$5,000.00
14-029-055
O
APAC-Tennessee, Inc.
Memphis
03-Feb-06
Notary Public
State of Tennessee, Secretary of State (Notary)
$10,000.00
14-026-630
O
APAC-Tennessee, Inc.
Knoxville
03-May-06
Notary Public
State of Tennessee, Secretary of State (Notary)
$10,000.00
14-029-054
O
APAC-Tennessee, Inc.
Memphis
03-Feb-06
Notary Public
State of Tennessee, Secretary of State (Notary)
$10,000.00
14-030-575
O
APAC-Southeast, Inc.
Medley
22-Nov-05
New Construction
Stiles Construction Company
$831,387.00
14-037-525
O
APAC-Missouri, Inc.
Springfld
24-Apr-06
Resurfacing
Stone County Commission, Missouri
$300,000.00
14-037-391
O
APAC-Atlantic, Inc.
Asheville
19-May-06
New Construction
Summers-Taylor, Inc.
$1,758,971.10
14-037-340
O
Shears Division, APAC-Kansas
Hutchinsn
01-Mar-06
New Construction
Sumner County Commissioners, Kansas
$2,560,794.27
14-030-179
O
APAC-Mississippi, Inc.
Jackson
06-Jun-06
Resurfacing
Sunflower County Supervisors, Mississippi
$1,237,564.34
14-030-632
O
APAC-Southeast, Inc.
Wtr Haven
19-Apr-06
Utility Deposit
Tampa Electric Company
$24,000.00
14-028-595
O
APAC-Southeast, Inc.
Tampa
18-Sep-05
Utility Deposit
Tampa Electric Company
$22,700.00
14-030-595
O
APAC-Southeast, Inc.
Tampa
18-Jul-06
Utility Deposit
Tampa Electric Company
$16,950.00
14-028-596
O
APAC-Southeast, Inc.
Tampa
18-Sep-05
Utility Deposit
Tampa Electric Company
$15,650.00
14-037-401
O
APAC-Atlantic, Inc.
Asheville
28-Jun-06
Resurfacing
Taylor & Murphy Construction Company, Inc.
$10,714,764.00
14-037-491
O
APAC-Tennessee, Inc.
Knoxville
05-Jun-06
New Construction
Tennessee Board of Regents
$584,181.00
14-029-045
O
APAC-Tennessee, Inc.
Memphis
17-Aug-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-188
O
APAC-Mississippi, Inc.
Jackson
14-Jul-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-185
O
APAC-Tennessee, Inc.
Knoxville
30-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-186
O
APAC-Tennessee, Inc.
Knoxville
30-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-863
O
APAC-Tennessee, Inc.
Alcoa
12-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-160
O
APAC-Tennessee, Inc.
Memphis
30-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-161
O
APAC-Tennessee, Inc.
Memphis
30-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-184
O
APAC-Tennessee, Inc.
Knoxville
30-Jun-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-177
O
APAC-Tennessee, Inc.
Memphis
18-Feb-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-029-049
O
APAC-Tennessee, Inc.
Memphis
28-Mar-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-159
O
APAC-Tennessee, Inc.
Memphis
24-Apr-06
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-028-389
O
APAC-Tennessee, Inc.
Alcoa
07-Oct-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-165
O
APAC-Tennessee, Inc.
Memphis
06-Sep-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-195
O
APAC-Mississippi, Inc.
Columbus
22-Sep-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-028-383
O
APAC-Tennessee, Inc.
Alcoa
24-Aug-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-028-384
O
APAC-Tennessee, Inc.
Alcoa
24-Aug-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-028-388
O
APAC-Tennessee, Inc.
Alcoa
07-Oct-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-963
O
Harrison Construction Company
Alcoa
09-Aug-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-964
O
Harrison Construction Company
Alcoa
09-Aug-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-970
O
APAC-Tennessee, Inc.
Alcoa
10-Sep-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-962
O
APAC-Tennessee, Inc.
Alcoa
25-Jul-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-959
O
APAC-Tennessee, Inc.
Alcoa
23-Jul-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-960
O
APAC-Tennessee, Inc.
Alcoa
23-Jul-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-961
O
APAC-Tennessee, Inc.
Alcoa
25-Jul-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-396
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-403
O
Harrison Construction Company
Alcoa
30-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-404
O
Harrison Construction Company
Alcoa
30-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-393
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-394
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-395
O
Harrison Construction Company
Alcoa
21-Jun-04
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-388
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-389
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-392
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-385
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-386
O
Harrison Construction Company
Alcoa
05-Jun-04
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-026-387
O
Harrison Construction Company
Alcoa
21-Jun-05
Weighmaster's Bond
Tennessee Department of Agriculture
$5,000.00
14-029-167
O
APAC-Tennessee, Inc.
Memphis
20-Jul-04
Resurfacing
Tennessee DOT
$1,915,860.50
14-030-262
O
APAC-Tennessee, Inc.
Alcoa
31-Mar-06
Resurfacing
Tennessee DOT
$1,542,500.86
14-029-793
O
APAC-Tennessee, Inc.
Knoxville
01-Mar-05
Resurfacing
Tennessee DOT
$1,265,257.65
14-030-261
O
APAC-Tennessee, Inc.
Alcoa
08-Mar-06
Resurfacing
Tennessee DOT
$1,147,548.84
14-037-416
O
APAC-Tennessee, Inc.
Alcoa
17-May-06
Resurfacing
Tennessee DOT
$1,080,022.75
14-037-418
O
APAC-Tennessee, Inc.
Alcoa
26-Jun-06
Resurfacing
Tennessee DOT
$872,905.49
14-029-062
O
APAC-Tennessee, Inc.
Memphis
27-Jun-06
New Construction
Tennessee DOT
$808,119.00
14-029-056
O
APAC-Tennessee, Inc.
Memphis
03-Apr-06
Resurfacing
Tennessee DOT
$750,632.63
14-030-259
O
APAC-Tennessee, Inc.
Alcoa
20-Feb-06
New Construction
Tennessee DOT
$283,085.75
14-030-263
O
APAC-Tennessee, Inc.
Alcoa
31-Mar-06
Resurfacing
Tennessee DOT
$247,987.47
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-026-196
O
APAC-Tennessee, Inc.
Nashville
05-Nov-05
Right-of-Way or Encroachment
Tennessee DOT
$15,000.00
14-029-792
O
Harrison Div., APAC-Tennessee
Alcoa
20-Jan-05
New Construction
Tennessee National LLC
$2,151,632.19
14-030-253
O
APAC-Tennessee, Inc.
Alcoa
01-Aug-05
New Construction
Tennessee National LLC
$2,015,542.14
14-029-791
O
Harrison Div., APAC-Tennessee
Alcoa
20-Jan-05
New Construction
Tennessee National LLC
$1,937,587.00
14-030-254
O
APAC-Tennessee, Inc.
Alcoa
14-Sep-05
New Construction
Tennessee National LLC
$1,436,923.03
14-030-264
O
APAC-Tennessee, Inc.
Alcoa
17-Apr-06
New Construction
Tennessee National LLC
$650,093.73
14-029-072
O
APAC-Texas, Inc.
Dallas
20-Sep-04
Weighmaster's Bond
Texas Department of Agriculture
$2,500.00
14-029-073
O
APAC-Texas, Inc.
Dallas
22-Sep-04
Weighmaster's Bond
Texas Department of Agriculture
$2,500.00
14-029-074
O
APAC-Texas, Inc.
Dallas
22-Sep-04
Weighmaster's Bond
Texas Department of Agriculture
$2,500.00
14-026-488
O
APAC-Texas, Inc.
Beaumont
21-Nov-03
New Construction
Texas DOT
$24,780,295.50
14-028-893
O
APAC-Texas, Inc.
Brashear
20-Apr-04
New Construction
Texas DOT
$17,025,108.36
14-029-665
O
APAC-Texas, Inc.
Brashear
21-Feb-06
New Construction
Texas DOT
$15,508,323.26
14-026-500
O
APAC-Texas, Inc.
Beaumont
09-Feb-05
Resurfacing
Texas DOT
$11,643,744.88
14-029-660
O
APAC-Texas, Inc.
Brashear
13-Jul-05
New Construction
Texas DOT
$9,549,633.68
14-029-948
O
APAC-Texas, Inc.
Beaumont
13-Sep-05
New Construction
Texas DOT
$8,379,064.30
14-029-085
O
APAC-Texas, Inc.
Dallas
01-Jul-05
Resurfacing
Texas DOT
$7,870,575.92
14-029-949
O
APAC-Texas, Inc.
Beaumont
01-Dec-05
Resurfacing
Texas DOT
$5,906,499.26
14-029-945
O
APAC-Texas, Inc.
Beaumont
11-Aug-05
Resurfacing
Texas DOT
$5,590,403.55
14-029-645
O
APAC-Texas, Inc.
Brashear
05-Nov-04
New Construction
Texas DOT
$4,936,808.77
14-029-082
O
APAC-Texas, Inc.
Dallas
04-Jun-05
New Construction
Texas DOT
$4,734,356.63
14-029-942
O
APAC-Texas, Inc.
Beaumont
01-Jun-05
Resurfacing
Texas DOT
$4,455,462.54
14-026-509
O
APAC-Texas, Inc.
Dallas
05-Jun-03
Resurfacing
Texas DOT
$3,880,412.80
14-030-518
O
APAC-Texas, Inc.
Dallas
06-Apr-06
Resurfacing
Texas DOT
$3,821,629.86
14-030-517
O
APAC-Texas, Inc.
Dallas
06-Apr-06
Resurfacing
Texas DOT
$3,821,387.20
14-029-641
O
APAC-Texas, Inc.
Brashear
05-Nov-04
New Construction
Texas DOT
$3,261,100.45
14-030-526
O
APAC-Texas, Inc.
Dallas
07-Jun-06
Resurfacing
Texas DOT
$2,934,426.55
14-029-081
O
APAC-Texas, Inc.
Dallas
15-Apr-05
Resurfacing
Texas DOT
$2,885,038.80
14-029-078
O
APAC-Texas, Inc.
Dallas
07-Apr-05
Resurfacing
Texas DOT
$2,791,796.98
14-029-076
O
APAC-Texas, Inc.
Dallas
23-Dec-04
New Construction & Maintenance
Texas DOT
$2,676,159.23
14-030-524
O
APAC-Texas, Inc.
Dallas
07-Jun-06
New Construction
Texas DOT
$2,622,637.70
14-030-519
O
APAC-Texas, Inc.
Dallas
10-Apr-06
New Construction
Texas DOT
$2,439,943.72
14-028-909
O
APAC-Texas, Inc.
Brashear
26-Jul-04
New Construction
Texas DOT
$2,212,467.06
14-029-089
O
APAC-Texas, Inc.
Dallas
09-Sep-05
New Construction
Texas DOT
$2,151,212.06
14-029-071
O
APAC-Texas, Inc.
Dallas
14-Sep-04
Resurfacing & Maintenance
Texas DOT
$1,662,820.53
14-026-095
O
APAC-Texas, Inc.
Brashear
03-Oct-03
New Construction
Texas DOT
$1,562,683.74
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number  Open/Final Principal Location Executed Classification Obligee
Bond Amount 
14-030-522
O
APAC-Texas, Inc.
Dallas
06-May-06
Resurfacing
Texas DOT
$1,560,919.93
14-030-516
O
APAC-Texas, Inc.
Dallas
27-Feb-06
New Construction & Maintenance
Texas DOT
$1,546,444.72
14-028-901
O
APAC-Texas, Inc.
Brashear
16-Jun-04
New Construction
Texas DOT
$1,525,558.19
14-029-944
O
APAC-Texas, Inc.
Beaumont
10-Aug-05
New Construction
Texas DOT
$1,505,379.97
14-030-528
O
APAC-Texas, Inc.
Dallas
10-May-06
Resurfacing
Texas DOT
$1,349,365.50
14-029-642
O
APAC-Texas, Inc.
Brashear
05-Nov-04
New Construction
Texas DOT
$1,265,704.42
14-029-090
O
APAC-Texas, Inc.
Dallas
12-Oct-05
Resurfacing
Texas DOT
$1,162,307.50
14-029-947
O
APAC-Texas, Inc.
Beaumont
09-Sep-05
New Construction
Texas DOT
$1,060,328.75
14-026-495
O
APAC-Texas, Inc.
Beaumont
09-Jun-04
Resurfacing
Texas DOT
$871,241.53
14-026-491
O
APAC-Texas, Inc.
Beaumont
07-Apr-04
Resurfacing
Texas DOT
$777,195.65
14-029-950
O
APAC-Texas, Inc.
Beaumont
08-May-06
New Construction
Texas DOT
$776,757.22
14-026-494
O
APAC-Texas, Inc.
Beaumont
10-May-04
Resurfacing
Texas DOT
$767,606.00
14-026-101
O
APAC-Texas, Inc.
Brashear
19-Feb-04
New Construction
Texas DOT
$529,518.98
14-029-951
O
APAC-Texas, Inc.
Beaumont
10-May-06
Resurfacing
Texas DOT
$450,794.35
14-030-527
O
APAC-Texas, Inc.
Dallas
07-Jun-06
Financial Guaranty
Texas DOT
$293,442.66
14-028-894
O
APAC-Texas, Inc.
Brashear
27-Apr-04
New Construction
Texas DOT
$283,066.35
14-026-489
O
APAC-Texas, Inc.
Beaumont
04-Mar-04
Resurfacing
Texas DOT
$264,376.02
14-030-525
O
APAC-Texas, Inc.
Dallas
07-Jun-06
Financial Guaranty
Texas DOT
$262,263.77
14-029-661
O
APAC-Texas, Inc.
Brashear
17-Aug-05
New Construction
Texas DOT
$250,853.00
14-030-523
O
APAC-Texas, Inc.
Dallas
06-May-06
Financial Guaranty
Texas DOT
$156,092.00
14-029-087
O
APAC-Texas, Inc.
Ft Worth
24-Aug-05
Resurfacing & Maintenance
Texas DOT
$144,157.38
14-030-529
O
APAC-Texas, Inc.
Dallas
10-Jun-06
Financial Guaranty
Texas DOT
$134,936.55
14-029-952
O
APAC-Texas, Inc.
Beaumont
10-May-06
Release of Retainage
Texas DOT
$45,076.43
14-029-662
O
APAC-Texas, Inc.
Brashear
01-Sep-05
Highway Use/Excess Weight
Texas DOT
$9,000.00
14-028-408
O
APAC-Atlantic, Inc.
Manassas
11-Feb-04
New Construction
Tidewater Skanska, Inc.
$14,572,926.14
14-026-781
O
APAC-Southeast, Inc.
Greenv'l
29-Jan-04
New Construction
Tidewater Skanska, Inc.
$11,368,420.00
14-029-464
O
APAC-Atlantic, Inc.
Charlot
28-Jan-05
New Construction
Tidewater Skanska, Inc.
$7,402,159.50
14-000-040-1224
O
Barrus Construction Company
Kinston
12-Jul-01
New Construction
Tidewater Skanska, Inc.
$1,569,383.50
14-030-158
O
APAC-Mississippi, Inc.
Jackson
15-Nov-05
Resurfacing
Tishomingo County Supervisors, Mississippi
$427,842.84
14-038-580
O
APAC-Atlantic, Inc.
Danville
23-May-06
Resurfacing
Town of Altavista, Virginia
$177,239.00
14-000-020-1059
O
APAC-Florida, Inc.
Medley
31-Jul-02
Resurfacing
Town of Bay Harbor Islands, Florida
$2,605,288.50
14-037-452
O
APAC-Southeast, Inc.
Huntsvill
28-Feb-06
New Construction
Town of Brilliant, Alabama
$64,999.73
14-037-142
O
Thompson-Arthur Division
Greensbor
14-Oct-05
Resurfacing
Town of Elon College, North Carolina
$216,787.50
14-030-678
O
Coastal Carolina Division
Kinston
26-Oct-05
Resurfacing
Town of Hope Mills, North Carolina
$257,524.50
14-038-579
O
Thompson-Arthur Division
Greensbor
23-May-06
New Construction
Town of Kernersville, North Carolina
$1,173,727.60
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee Bond Amount
14-037-341
O
Coastal Carolina Division
Kinston
22-Mar-06
Resurfacing
Town of Kure Beach, North Carolina
$243,962.10
14-030-313
O
APAC-Atlantic, Inc.
Asheville
11-Apr-06
Resurfacing
Town of Montreat, North Carolina
$65,504.75
14-038-577
O
APAC-Atlantic, Inc.
Greensbor
12-May-06
Resurfacing
Town of Pulaski, Virginia
$302,498.07
14-037-351
O
Coastal Carolina Division
Kinston
08-May-06
Resurfacing
Town of Smithfield, North Carolina
$153,005.60
14-030-421
O
Shears Division, APAC-Kansas
Hays
02-May-06
Resurfacing
Trego County, Kansas
$33,966.00
14-026-780
O
Coastal Carolina Division
Darlingto
02-Jun-04
Resurfacing
U.S. Constructors, Inc.
$1,261,075.40
14-026-206
O
Wilkerson-Maxwell
KS City
31-Dec-05
License & Permit
Unified Government of Wyandotte Co & Kansas City
$5,000.00
14-030-176
O
APAC-Mississippi, Inc.
Jackson
28-Apr-06
Resurfacing
United States Department of Agriculture Forest Svc
$39,143.58
14-025-817
O
MacDougald Construction
Mac Div
25-May-06
Closure Performance
United States Environmental Protection Agency
$2,203,181.55
14-025-816
O
MacDougald Construction
Mac Div
25-May-06
Closure Performance
United States Environmental Protection Agency
$39,616.00
14-029-235
O
APAC-Mississippi, Inc.
Jackson
28-Sep-04
New Construction
United States of America (Camp Shelby)
$7,850,396.50
14-027-080
O
Coastal Carolina Division
Kinston
09-Jan-04
Resurfacing
United States of America (Cherry Point)
$3,182,929.00
14-029-277
O
Coastal Carolina Division
Kinston
13-Aug-04
Resurfacing
United States of America (Fort Bragg)
$1,844,100.00
14-030-671
O
Coastal Carolina Division
Kinston
22-Aug-05
Resurfacing
United States of America (Fort Bragg)
$1,040,944.43
14-037-355
O
Coastal Carolina Division
Kinston
02-Jun-06
Resurfacing
United States of America (Fort Bragg)
$552,457.13
14-030-676
O
Coastal Carolina Division
Kinston
03-Oct-05
Resurfacing
United States of America (Fort Bragg)
$275,478.49
14-030-566
O
APAC-Southeast, Inc.
Dothan
23-Sep-05
Resurfacing
United States of America (Fort Rucker)
$1,250,000.00
14-029-091
O
Arkhola Sand & Gravel
Ft Smith
01-May-06
Mining Leases & Misc.
United States of America (Indian Affairs-Muskogee)
$10,000.00
14-029-691
O
APAC-Southeast, Inc.
Mac Div
27-Sep-04
New Construction
United States of America (Louisville)
$4,800,000.00
14-030-492
O
APAC-Southeast, Inc.
Pensacola
27-Feb-06
New Construction
United States of America (NAS Pensacola)
$2,088,184.06
14-030-495
O
APAC-Southeast, Inc.
Pensacola
24-Mar-06
New Construction
United States of America (NAS Pensacola)
$340,403.27
14-029-438
O
APAC-Southeast, Inc.
Pensacola
29-Sep-05
Resurfacing
United States of America (NAS Pensacola)
$194,721.74
14-029-439
O
APAC-Southeast, Inc.
Pensacola
29-Sep-05
Resurfacing
United States of America (NAS Pensacola)
$126,230.00
14-030-499
O
APAC-Southeast, Inc.
Pensacola
25-May-06
Class B - Excavation
United States of America (NAS Pensacola)
$101,905.31
14-030-496
O
APAC-Southeast, Inc.
Pensacola
24-Mar-06
New Construction
United States of America (NAS Pensacola)
$44,827.49
14-030-494
O
APAC-Southeast, Inc.
Pensacola
23-Mar-06
New Construction
United States of America (NAS Pensacola)
$41,121.36
14-030-496
O
APAC-Southeast, Inc.
Pensacola
24-Mar-06
New Construction
United States of America (NAS Pensacola)
$38,536.28
14-030-493
O
APAC-Southeast, Inc.
Pensacola
23-Mar-06
New Construction
United States of America (NAS Pensacola)
$32,759.37
14-030-500
O
APAC-Southeast, Inc.
Pensacola
14-Jun-06
Class B - Excavation
United States of America (NAS Pensacola)
$29,811.01
14-028-617
O
APAC-Southeast, Inc.
Wtr Haven
16-Aug-04
New Construction
United States of America (Patrick AFB)
$1,602,975.22
14-030-608
O
APAC-Southeast, Inc.
Wtr Haven
04-Oct-05
Resurfacing
United States of America (Patrick AFB)
$188,152.23
14-030-609
O
APAC-Southeast, Inc.
Wtr Haven
06-Oct-05
Resurfacing
United States of America (Patrick AFB)
$66,000.00
14-030-303
O
APAC-Tennessee, Inc.
Alcoa
16-Dec-05
Resurfacing
United States of America (Sevierville, TN)
$15,039,853.09
14-030-585
O
APAC-Southeast, Inc.
Huntsvill
12-Jan-06
Class B - Excavation
Universal Construction Company (Alabama)
$5,275,182.00
14-030-554
O
APAC-Southeast, Inc.
Huntsvill
22-Aug-05
New Construction
Universal Construction Company (Alabama)
$2,948,878.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final Principal Location Executed Classification Obligee Bond Amount 
14-000-055-0503
O
Ballenger Paving Co Inc
Greenv'l
06-Jul-00
Resurfacing
Universal Construction Company (Alabama)
$2,015,119.00
14-030-565
O
APAC-Southeast, Inc.
Huntsvill
22-Sep-05
Class B - Excavation
Universal Construction Company (Alabama)
$1,660,252.00
14-037-532
O
APAC-Missouri, Inc.
Columb,MO
24-May-06
Resurfacing
University of Missouri-Columbia
$1,056,880.00
14-038-705
O
APAC-Southeast, Inc.
Atlanta
16-Jun-06
New Construction
University System of Georgia Board of Regents
$83,970.00
14-030-116
O
APAC-Southeast, Inc.
Greenv'l
30-Aug-05
New Construction
US Group, Inc.
$3,778,076.00
14-029-823
O
Coastal Carolina Division
Kinston
28-Oct-05
Resurfacing
US Group, Inc.
$1,036,491.70
14-038-690
O
Shears Division, APAC-Kansas
Hutchinsn
13-Jul-06
New Construction
USD #465, Winfield, Kansas
$613,318.00
14-030-625
O
APAC-Southeast, Inc.
Wtr Haven
27-Dec-05
New Construction & Maintenance
Viera Company & Brevard County Commissioners
$14,539,503.82
14-037-519
O
APAC-Missouri, Inc.
Columb,MO
22-Mar-06
Resurfacing
Village of Renick, Missouri
$109,628.60
14-000-065-0544
O
APAC-Virginia, Inc.
Manassas
18-Jul-02
New Construction
Virginia DOT
$15,186,546.60
14-000-065-0545
O
APAC-Virginia, Inc.
Manassas
18-Jul-02
New Construction
Virginia DOT
$8,085,236.89
14-000-065-0548
O
APAC-Virginia, Inc.
Stephensn
15-Aug-02
New Construction
Virginia DOT
$5,117,261.94
14-030-192
O
APAC-Atlantic, Inc.
Manassas
20-Jun-06
Resurfacing
Virginia DOT
$3,443,296.40
14-037-153
O
APAC-Atlantic, Inc.
Danville
21-Feb-06
Resurfacing
Virginia DOT
$3,093,170.40
14-029-896
O
APAC-Atlantic, Inc.
Manassas
14-Feb-05
Resurfacing
Virginia DOT
$3,074,009.04
14-029-467
O
APAC-Atlantic, Inc.
Danville
23-Feb-05
Resurfacing
Virginia DOT
$2,500,220.69
14-029-895
O
APAC-Atlantic, Inc.
Manassas
14-Feb-05
Resurfacing
Virginia DOT
$2,371,938.68
14-029-899
O
APAC-Atlantic, Inc.
Manassas
14-Feb-05
Resurfacing
Virginia DOT
$2,293,746.37
14-029-898
O
APAC-Atlantic, Inc.
Manassas
14-Feb-05
Resurfacing
Virginia DOT
$1,999,878.43
14-029-471
O
APAC-Atlantic, Inc.
Danville
08-Mar-05
Resurfacing
Virginia DOT
$1,995,831.91
14-029-897
O
APAC-Atlantic, Inc.
Manassas
14-Feb-05
Resurfacing
Virginia DOT
$1,671,110.84
14-029-900
O
APAC-Tennessee, Inc.
Alcoa
23-Feb-05
Resurfacing
Virginia DOT
$1,613,460.95
14-029-915
O
APAC-Atlantic, Inc.
Manassas
28-Feb-06
Resurfacing
Virginia DOT
$1,505,353.98
14-029-470
O
APAC-Atlantic, Inc.
Danville
08-Mar-05
Resurfacing
Virginia DOT
$1,372,724.12
14-038-585
O
APAC-Atlantic, Inc.
Danville
15-Jun-06
Right-of-Way or Encroachment
Virginia DOT
$800,000.00
14-037-156
O
APAC-Atlantic, Inc.
Danville
24-Feb-06
Resurfacing
Virginia DOT
$421,664.80
14-037-155
O
APAC-Atlantic, Inc.
Danville
24-Feb-06
Resurfacing
Virginia DOT
$403,680.89
14-029-914
O
APAC-Atlantic, Inc.
Manassas
28-Feb-06
New Construction
Virginia DOT
$397,630.11
14-028-366
O
APAC-Tennessee, Inc.
Knoxville
03-Feb-06
Weighmaster's Bond
Virginia DOT
$10,000.00
14-029-907
O
APAC-Atlantic, Inc.
Manassas
21-Jun-06
Right-of-Way or Encroachment
Virginia DOT
$10,000.00
14-028-999
O
APAC-Atlantic, Inc.
Midlothia
21-Apr-04
Resurfacing
VMS, Inc.
$2,422,940.79
14-028-964
O
APAC-Atlantic, Inc.
Greensbor
29-Mar-04
Resurfacing
VMS, Inc.
$1,775,685.00
14-000-065-0510
O
APAC-Virginia, Inc.
Manassas
21-Mar-02
New Construction
W.C. English, Inc.
$1,139,874.80
14-030-449
O
APAC-Southeast, Inc.
Atlanta
16-Sep-05
New Construction
W.G. Yates & Sons Construction Co & FedEx Ground
$2,197,003.00
14-030-271
O
APAC-Southeast, Inc.
Augusta
19-Jun-06
New Construction
W.H. Bass, Inc.
$757,320.00
 
 
ALL OPEN APAC SURETY BONDS
AS OF AUGUST 16, 2006
Bond Number Open/Final  Principal Location Executed Classification Obligee Bond Amount 
14-037-393
O
APAC-Atlantic, Inc.
Asheville
26-May-06
Resurfacing
Wal-Mart Stores, Inc. (North Carolina)
$1,413,011.47
14-000-025-0152
O
MacDougald Warren
GA Div.
24-Jan-97
Maintenance
Wal-Mrt Stores, Inc.
$30,000.00
14-029-423
O
APAC-Southeast, Inc.
Pensacola
22-Oct-04
New Construction
Walton County Commissioners, Florida
$1,714,862.75
14-030-498
O
Gulf Coast Division, APAC-SE
Pensacola
31-Mar-06
Resurfacing
Walton County Commissioners, Florida
$502,879.80
14-030-186
O
APAC-Mississippi, Inc.
Vicksburg
14-Jul-06
Resurfacing
Warren County Supervisors, Mississippi
$663,512.15
14-026-603
O
APAC-Atlantic, Inc.
Manassas
03-Sep-06
Financial Guaranty
West Virginia Division of Labor
$265,000.00
14-000-077-0023
O
APAC-Virginia, Inc.
Stephensn
06-Oct-00
New Construction
West Virginia DOT, Division of Highways
$7,753,885.20
14-000-077-0019
O
APAC-Virginia, Inc.
Stephensn
25-Oct-99
New Construction
West Virginia DOT, Division of Highways
$5,918,956.99
14-000-077-0021
O
APAC-Virginia, Inc.
Stephensn
17-Mar-00
New Construction
West Virginia DOT, Division of Highways
$5,194,129.09
14-028-396
O
APAC-Atlantic, Inc.
Stephensn
01-Jan-06
Highway Use/Excess Weight
West Virginia DOT, Division of Highways
$4,000.00
14-037-459
O
APAC-Southeast, Inc.
Jacksonvl
24-Mar-06
Resurfacing
Westfield Insurance Company
$6,681,637.83
14-029-908
O
APAC-Atlantic, Inc.
Manassas
16-Jun-05
New Construction
Whiting Turner Contracting Company
$2,522,523.30
14-038-680
O
Shears Division, APAC-Kansas
Hutchinsn
14-Jun-06
New Construction
Wild West World, LLC & City of Park City, Kansas
$651,815.90
14-030-392
O
APAC-Southeast, Inc.
Birminghm
13-Oct-05
New Construction
Winston Contracting, LLC
$320,751.16
14-026-726
O
APAC-Southeast, Inc.
Tampa
17-May-06
Utility Deposit
Withlacoochee River Electric Cooperative
$3,800.00
14-037-312
O
APAC-Oklahoma, Inc.
Tulsa
05-Jan-06
Resurfacing
Wittwer Construction Company, Inc.
$4,017,045.28
14-029-679
O
Harrison Div., APAC-Tennessee
Alcoa
21-Apr-05
Resurfacing
Wright Bros Construction Company, Inc.
$3,021,425.00
14-025-880
O
APAC-Mississippi, Inc.
Jackson
21-Aug-05
Utility Deposit
Yazoo City Public Service Commission
$16,000.00
14-030-183
O
APAC-Mississippi, Inc.
Vicksburg
28-Jun-06
Resurfacing
Yazoo County Supervisors
$258,150.00
14-028-445
O
APAC-Mississippi, Inc.
Green, MS
26-Feb-06
Utility Deposit
Yazoo Valley Electric Power Association, MS
$13,000.00
14-029-943
O
 APAC-Texas, Inc. Beaumont 02-Jun-05 Resurfacing Zachry Construction Corporation $183,765.00
14-028-741
O
APAC-Southeast, Inc.
Tampa
24-Mar-05
Maintenance
ZEP Construction, Inc.
$1,111,611.00
 


 
Certain Contracts
 

1)
See the contracts listed under Category 3 of Schedule 3.17(b).
 
2)
See the contracts listed under Category 2 of Schedule 3.17(b).
 
 

 
No Use of the Ashland Name
 

Ashland Paving And Construction, Inc.
 
Ashland Construction Communications Company