8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 29, 2004

UNITED STATES LIME & MINERALS, INC.

(Exact Name of Registrant as Specified in Charter)

TEXAS (State or other jurisdiction of incorporation or organization)	0-4197 (Commission File Number)	75-0789226 (I.R.S. Employer Identification No.)
13800 MONTFORT DRIVE, SUITE 330, DALLAS, TEXAS		75240
(Address of principal executive offices)		(Zip Code)

(972) 991-8400
(Registrant’s Telephone Number, Including Area Code)

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

TABLE OF CONTENTS

	ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
	ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
SIGNATURES
EXHIBIT INDEX
Press Release

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

     (c) Exhibits

Exhibit
Number	Exhibit
99.1	News Release of United States Lime & Minerals, Inc. dated July 29, 2004

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

     On July 29, 2004, United States Lime & Minerals, Inc. issued a News Release announcing the financial results for the quarter and six months ended June 30, 2004. A copy of the News Release is attached hereto as Exhibit 99.1.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, United States Lime & Minerals, Inc. has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: July 30, 2004	UNITED STATES LIME & MINERALS, INC.
	By:	/s/ M. Michael Owens
		M. Michael Owens, Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number	Exhibit
99.1	News Release of United States Lime & Minerals, Inc. dated July 29, 2004

EX-99.1

Exhibit 99.1

United States Lime & Minerals, Inc. — News Release

FOR IMMEDIATE RELEASE Contact: Timothy W. Byrne
(972) 991-8400

UNITED STATES LIME & MINERALS REPORTS
SECOND QUARTER 2004 RESULTS

     Dallas, Texas, July 29, 2004 — United States Lime & Minerals, Inc. (NASDAQ: USLM) today reported second quarter 2004 results: Revenues increased to $14,752,000 from $11,529,000 in the prior year quarter, an increase of $3,223,000, or 28.0%. For the six months ended June 30, 2004, revenues increased to $26,827,000 from $21,085,000 for the same period 2003, an increase of $5,742,000, or 27.2%. The Company reported net income of $2,452,000 ($0.42 per share) in the second quarter compared to net income of $1,813,000 ($0.31 per share) in the second quarter 2003, an increase of 35.2%. Second quarter 2004 net income included $954,000 ($0.16 per share), net of income taxes ($1,192,000 gross), for a lease bonus payment received for the lease of the Company’s oil and gas rights on its Cleburne, Texas property, while the second quarter 2003 net income included $691,000 ($0.12 per share), net of income taxes ($813,000 gross), for embezzlement-related recoveries. For the six months ended June 30, 2004, the Company reported net income of $3,282,000 ($0.56 per share), compared to net income of $1,541,000 ($0.27 per share) for the first half 2003, an increase of $1,741,000, or 113.0%.

     The Company’s gross profit was $4,605,000 for the second quarter 2004, compared to $3,459,000 for the 2003 quarter, an increase of 33.1%. For the first half 2004, gross profit was $8,020,000, compared to $5,208,000 for the comparable 2003 period, an increase of 54.0%. The revenue and gross profit increases were primarily due to increased lime sales resulting from lime production from the new kiln at the Company’s Arkansas plant which came on line in late February 2004.

     “We are pleased to see the positive results from our capital investments and to have the additional lime production capacity to sell into a strong lime market,” said Timothy W. Byrne, President and Chief Executive Officer. “We achieved our increased second quarter 2004 revenues in spite of near record levels of rainfall in the second quarter that reduced construction demand for our products at our Texas plant,” Mr. Byrne added. “Also, due to our continuing strong cash flow in 2004, we have further reduced our outstanding debt by making a $3,000,000 principal prepayment on our Subordinated Notes today. Including the $3,000,000 prepayment we made in May, we have now reduced the outstanding principal balance on the Subordinated Notes from $14,000,000 to $8,000,000.”

     United States Lime & Minerals, Inc. is a Nasdaq-listed public company with headquarters in Dallas, Texas, supplying lime and limestone products primarily to the steel, paper, agriculture, environmental protection and construction industries from plants situated in Texas, Arkansas and Colorado.

     Any statements contained in this news release that are not statements of historical fact are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. The Company undertakes no obligation to publicly update or revise any forward-looking statements, and investors are cautioned that such statements involve risks and uncertainties that could cause actual results to differ materially from expectations, including without limitation those risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.

(Tables Follow)

United States Lime & Minerals, Inc.
Condensed Consolidated Financial Data
(In thousands, except per share amounts)
(Unaudited)

	Quarter Ended						Six Months Ended
	June 30,						June 30,
INCOME STATEMENTS	2004			2003			2004			2003
Revenues	$	14,752			11,529			26,827			21,085
Gross profit	$	4,605			3,459			8,020			5,208
Operating profit	$	3,391			2,472			5,618			3,161
Interest expense		1,579			1,038			2,786			2,059
Other (income), net		(1,252	)		(699	)		(1,270	)		(711	)
Income tax expense		612			320			820			272
Net income	$	2,452			1,813			3,282			1,541
Net income per share of common stock:
Basic	$	0.42			0.31			0.56			0.27
Diluted	$	0.42			0.31			0.56			0.27
Weighted average shares outstanding:
Basic		5,828			5,800			5,823			5,800
Diluted		5,903			5,801			5,897			5,800

	June 30,		December 31,
BALANCE SHEETS	2004		2003
Assets:
Current assets	$	14,810		18,664
Property, plant and equipment, net		80,230		77,267
Deferred tax assets, net		1,131		1,899
Other assets		1,392		1,670
Total assets	$	97,563		99,500
Liabilities and Stockholders’ Equity:
Current liabilities	$	7,690		8,755
Debt, excluding current installments		43,303		47,886
Other liabilities		1,272		899
Stockholders’ equity		45,298		41,960
Total liabilities and stockholders’ equity	$	97,563		99,500

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