8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 19, 2006 (July 19, 2006)

Commercial Metals Company

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-4304	75-0725338
(Commission File Number)	(IRS Employer Identification No.)

6565 N. MacArthur Blvd. Irving, Texas	75039
(Address of Principal Executive Offices)	(Zip Code)

(214) 689-4300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

     On July 19, 2006, Commercial Metals Company (the “Company”) issued a press release (the “Press Release”) announcing that its board of directors has authorized the purchase of up to 5,000,000 shares of the Company’s common stock. During June and July 2006, the Company purchased a total of 1,811,000 shares in open market transactions for a total price of approximately $41,740,277 or an average of $23.05 per share. These purchases completed a stock repurchase program last increased in May, 2005. At present there are approximately 119,110,187 shares of the Company’s common stock issued and outstanding.

     A copy of the Press Release is attached hereto as Exhibit 99.1. The Press Release is incorporated by reference into this Item 8.01, and the foregoing description of the Press Release is qualified in its entirety by reference to this exhibit.

Item 9.01. Financial Statements and Exhibits.

     (d) Exhibits

     The following exhibit is filed with this Form 8-K.

99.1 Press Release, dated July 19, 2006.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

COMMERCIAL METALS COMPANY
 

Date: July 19, 2006

By:	/s/William B. Larson
	Name:	William B. Larson
	Title:	Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description of Exhibit
99.1	Press Release dated July 19, 2006.

EX-99.1

EXHIBIT 99.1

Commercial Metals’ Board Approves Five Million Share Purchase Authority;
Company Purchased 1.8 Million Shares Ending Previous Program

     Irving, TX — July 19, 2006 — The board of directors of Commercial Metals Company (NYSE: CMC) has authorized the purchase of up to 5,000,000 shares of the Company’s common stock. During June and July 2006, CMC purchased a total of 1,811,000 shares in open market transactions for a total price of approximately $41,740,277 or an average of $23.05 per share. These purchases completed a stock repurchase program last increased in May 2005. At present there are approximately 119,110,187 shares of Commercial Metals Company’s common stock issued and outstanding.

     CMC Chairman and Chief Executive Officer Stanley A. Rabin said, “Our view is that the stock is undervalued. This action will continue to add value for our stockholders.”

     The purchases will be made from time to time in the open market or in privately negotiated transactions at prevailing market prices. The shares will be used for general corporate purposes including various employee benefit plans and acquisitions.

     Paragraphs two and three of this news release contain forward-looking statements regarding the outlook for the Company’s financial results and stock valuation. No assurance can be given that the Company’s expectations will be realized, and actual results may differ materially from current expectations.

     Commercial Metals Company and subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network including steel minimills, steel fabrication and processing plants, construction-related product warehouses, a copper tube mill, metal recycling facilities and marketing and distribution offices in the United States and in strategic overseas markets.

-(END)-

Contact:	Debbie Okle
	Director, Public Relations
	214.689.4354

2006-19