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) May 2, 2005

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
(Address of principal executive offices) 75240
(Zip Code)

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

(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.):

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 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

Exhibit
Number	Exhibit
99.1	News Release of United States Lime & Minerals, Inc. dated May 2, 2005

      ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

      On May 2, 2005, United States Lime & Minerals, Inc. issued a News Release announcing the financial results for the quarter ended March 31, 2005. 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: May 3, 2005	UNITED STATES LIME & MINERALS, INC.
	By:	/s/ M. Michael Owens
		M. Michael Owens, Vice President and
		Chief Financial Officer

2

EXHIBIT INDEX

Exhibit
Number	Exhibit
99.1	News Release of United States Lime & Minerals, Inc. dated May 2, 2005

3

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
RECORD FIRST QUARTER 2005 RESULTS

      Dallas, Texas, May 2, 2005 — United States Lime & Minerals, Inc. (NASDAQ: USLM) today reported record first quarter 2005 results: Revenues in the first quarter 2005 increased to $15,466,000 from $12,075,000 in the first quarter 2004, an increase of $3,391,000, or 28.1%.

      The Company reported net income of $1,495,000 ($0.25 per share) in the first quarter 2005, compared to net income of $830,000 ($0.14 per share) in the first quarter 2004, an increase of $665,000, or 80.1%.

      The Company’s gross profit was $4,389,000 for the first quarter 2005, compared to $3,415,000 for the comparable 2004 quarter, an increase of $974,000, or 28.5%. 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, and an 8.5%, on average, increase in product prices compared to the 2004 quarter. The Company historically has lower gross profit margins in the first quarter due to winter maintenance programs at its Arkansas and Texas plants as well as reduced construction related demand for lime and limestone products.

      Interest expense in the first quarter 2005 decreased $69,000, or 5.7%, to $1,138,000, compared to $1,207,000 in the first quarter 2004. The decrease, which is principally attributable to the Company’s August 2004 debt refinancing and $7,300,000 of net debt repayments over the last 12 months, would have been greater except for the fact that $303,000 of interest was capitalized in the 2004 quarter as part of the Company’s Arkansas expansion project. Also, due to an increase of approximately 50% in the per share average closing price for the last 30 trading days ending on March 31, 2005, compared to the last 30 trading days ending on December 31, 2004, the first quarter 2005 included a $347,000 non-cash charge to interest for a mark-to-market adjustment on the Company’s warrant share put liability, compared to a $31,000 charge in the comparable 2004 quarter.

      “The market for our products, particularly for steel-related uses, remained strong in the first quarter,” said Timothy W. Byrne, President and Chief Executive Officer. “Although our energy costs have increased, we are pleased that increases in our sales volumes and product prices allowed us to report the highest first quarter revenues and net income in the Company’s history.”

      United States Lime & Minerals, Inc. is a Nasdaq-listed public company with headquarters in Dallas, Texas, supplying lime and limestone products primarily to the construction, steel, municipal sanitation and water treatment, paper, chemical, roof shingle, agriculture and glass industries from plants and facilities situated in Texas, Arkansas, Colorado and Louisiana.

      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
	March 31,
INCOME STATEMENTS	2005			2004
Revenues	$	15,466			12,075
Gross profit	$	4,389			3,415
Operating profit	$	2,989			2,227
Interest expense		1,138			1,207
Other (income), net		(18	)		(18	)
Income tax expense		374			208
Net income	$	1,495			830
Income per share of common stock:
Basic	$	0.26			0.14
Diluted	$	0.25			0.14
Weighted average shares outstanding:
Basic		5,861			5,818
Diluted		5,984			5,979

	March 31,		December 31,
	2005		2004
BALANCE SHEETS
Assets:
Current assets	$	16,261		15,802
Property, plant and equipment, net		84,592		83,541
Other assets, net		1,595		996
Total assets	$	102,448		100,339
Liabilities and Stockholders’ Equity:
Current liabilities	$	9,896		9,669
Long-term debt, excluding current installments		40,764		41,390
Other liabilities		1,332		1,057
Stockholders’ equity		50,456		48,223
Total liabilities and stockholders’ equity	$	102,448		100,339

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