8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): May 1, 2007 (May 1, 2007) 

ROCK OF AGES CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation) 0-29464
(Commission File Number) 03-0153200(I.R.S. Employer
Identification Number)

772 Graniteville Road, Graniteville Vermont   05654
    (Address of principal executive offices)    (Zip Code)   

(802) 476-3121
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

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))

ROCK OF AGES CORPORATION 

FORM 8-K

Item 2.02	Results of Operations and Financial Condition
	The following information is being furnished by Rock of Ages as required by this Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
	On May 1, 2007, Rock of Ages issued a press release regarding its results of operations for the quarter ended March 31, 2007. A copy of the press release is furnished (not filed) as Exhibit 99.1 to this report.

Item 9.01	Financial Statements and Exhibits
	Exhibit Number	Description
	99.1	Press Release dated May 1, 2007.

2

ROCK OF AGES CORPORATION 

FORM 8-K

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

	ROCK OF AGES CORPORATION
Dated: May 1, 2007	By: /s/Michael B. Tule        Michael B. Tule        Senior Vice President/General Counsel

3

Exhibit Index

Number	Description
99.1	Press Release dated May 1, 2007

4

EX-99

EXHIBIT 99.1

Rock of Ages FOR IMMEDIATE RELEASE Investor Contact:
Neil G Berkman
Berkman Associates
(310) 826-5051
info@BerkmanAssociates.com Company Contact:
Kurt Swenson
Chairman & CEO
(603) 225-8397
www.RockofAges.com  

Rock of Ages Reports First Quarter Results

    CONCORD, NEW HAMPSHIRE,May 1, 2007 . . . Rock of Ages Corporation (NASDAQ:ROAC) today announced a smaller net loss for the first quarter of 2007 compared to the first quarter of 2006, and reiterated its expectation of a profitable year for 2007 as a whole compared to a net loss from continuing operations of $6.0 million for 2006.

First Quarter Results

    For the three months ended March 31, 2007, revenue declined 10.6% to $10,379,000 from $11,612,000 for the first quarter of 2006, as modestly higher quarry and manufacturing revenue was more than offset by lower retail revenue.
    "The pronounced seasonal slowdown we always experience in retail in the first quarter was exacerbated this year by severe weather late in the period that made it impossible for many cemeteries to resume pouring the concrete foundations required to set memorials as they usually do in March, resulting in a delay in the resumption of normal activity in our retail business. We are confident that most of this revenue was simply deferred and not lost, however, as suggested by the $1.1 million increase in retail backlog to $8.5 million at March 31, 2007 compared to $7.4 million at the end of the first quarter in 2006. We expect a significant rebound in retail performance beginning in the current quarter," said Chairman and CEO Kurt Swenson.
    SG&A expense declined 22.6% to $5,197,000 for the first quarter of 2007 compared to $6,716,000 for the first quarter of 2006, reflecting an 18.9% decline in quarry, a 24.6% decline in manufacturing and a 22.8% decline in retail.
    The divisional operating loss decreased to $4,657,000 for this year's first quarter compared to a loss of $5,151,000 for the same period of the prior year, reflecting decreased operating losses in manufacturing and retail and an increase in operating loss in the quarries.
    "We made the decision to continue drilling in our Bethel properties throughout the first quarter, even though no blocks could be quarried, to facilitate increased production beginning in the current quarter to meet strong demand we are continuing to experience for our granites. We also pulled most of the large blocks required for the Old Man in the Mountain project from our Barre quarries and repositioned a derrick there. These activities resulted in additional costs we did not incur last year, as reflected in the increased quarry loss for the quarter, but we expect them to enhance quarry performance in subsequent quarters," Swenson said.
    Unallocated corporate overhead was $1,352,000 for the first quarter of 2007 versus $1,312,000 for the same period of 2006.
    Loss from continuing operations for the first quarter of 2007 was $6,552,000, or $0.89 per share. This compares to loss from continuing operations for the first quarter of 2006 of $7,019,000, or $0.95 per share.
    "Despite the impact of bad weather in March on our retail operations and stepped-up expenses in the quarries, the net loss for this year's first quarter was smaller than the net loss for the first quarter of 2006, primarily due to the lower SG&A structure we put in place in 2006. We continue to expect improved results in each of our business segments for the year as a whole compared to 2006, and Rock of Ages to be profitable for 2007 versus a substantial loss last year," Swenson said.

(more)

Rock of Ages Reports First Quarter Results
May 1, 2007
Page Two

Balance Sheet Item

    The Company's credit facility with the CIT Group is scheduled to expire on October 27, 2007 and, accordingly, the entire amount due under the credit facility has been classified as a current liability as of March 31, 2007 and December 31, 2006. The Company plans to begin discussions with CIT on the renewal of the facility during the current quarter.

Conference Call

    Rock of Ages has scheduled a conference call at 11:00 a.m. EDT today. A live webcast may be accessed from the Audio Presentations link at www.RockofAges.com/investor. A replay will be available after 1:00 p.m. EDT at this same Internet addresses, or at (800) 633-8284, reservation #21336437.

About Rock of Ages

    Rock of Ages (www.RockofAges.com) is the largest integrated granite quarrier, manufacturer and retailer of finished granite memorials and granite blocks for memorial use in North America.

Forward-Looking Statements

    This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections about our business or expected events based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual events, results or outcomes may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including the following: our ability to successfully execute staff productivity improvements and sales and marketing programs; our ability to form and maintain relationships with funeral directors and other death care professionals; our ability to maintain compliance with our covenants in our credit facility; our ability to maintain and expand our relationships with independent retailers; changes in demand for our products; the timing of customer orders and deliveries; the impact of competitive products and pricing; the success of our branding programs; the excess or shortage of production capacity; weather conditions; and other risks discussed from time to time in the Company's Securities and Exchange Commission filings and reports including, but not limited to, the risks discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2006. In addition, such statements could be affected by general industry and market conditions and growth rates, and general domestic and international economic conditions. Such forward-looking statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

(tables attached)

#4338

ROCK OF AGES CORPORATION
Consolidated Statements of Operations
(in thousands, except per share data)(Unaudited)

				Three Months Ended
				March 31,			April 1,
				2007			2006
Net revenue:
	Quarry		$	3,989		$	3,756
	Manufacturing			3,958			3,920
	Retail			2,432			3,936
		Total net revenue		10,379			11,612
Gross profit (loss):
	Quarry			(1,110	)		(662	)
	Manufacturing			732			634
	Retail			918			1,593
		Total gross profit		540			1,565
Selling, general and administrative expenses
	Quarry			726			895
	Manufacturing			928			1,231
	Retail			3,543			4,590
		Total SG&A expenses		5,197			6,716
Divisional operating loss
	Quarry			(1,836	)		(1,557	)
	Manufacturing			(196	)		(597	)
	Retail			(2,625	)		(2,997	)
		Total divisional operating loss		(4,657	)		(5,151	)
Corporate overhead				1,352			1,312
Other income, net				65			50
Loss from continuing operations before interest and taxes				(5,944	)		(6,413	)
Interest expense, net				620			641
Loss from continuing operations before income taxes				(6,564	)		(7,054	)
Benefit for income taxes				(12	)		(35	)
Loss from continuing operations				(6,552	)		(7,019	)
Discontinued operations				—			(29	)
		Net loss	$	(6,552	)	$	(7,048	)
Net income per share - basic and diluted:
	Income from continuing operations		$	(0.89	)	$	(0.95	)
	Discontinued operations			0.00			0.00
			$	(0.89	)	$	(0.95	)
Weighted average common shares outstanding - basic and diluted				7,399			7,399

ROCK OF AGES CORPORATION
Consolidated Balance Sheets
(in thousands, except per share amounts)(Unaudited)

				Mar 31,			Dec 31,
				2007			2006
Assets
Current assets:
	Cash and cash equivalents		$	2,220		$	3,345
	Restricted cash			953			945
	Trade receivables, net			10,289			13,962
	Inventories			25,642			24,932
	Other current assets			2,402			2,035
		Total current assets		41,506			45,219
Property, plant and equipment, net				45,590			46,263
Cash surrender value of life insurance				168			168
Intangibles, net				473			498
Goodwill				387			387
Long term investments				646			704
Other				1,210			1,149
		Total assets	$	89,980		$	94,388
Liabilities and Stockholders' Equity
Current liabilities:
	Borrowings under line of credit		$	14,442		$	13,218
	Current installments of long-term debt			19,667			20,726
	Current installments of retirement benefits			567			567
	Trade payables			2,110			2,425
	Accrued expenses			1,998			3,193
	Customer deposits			10,052			6,866
		Total current liabilities		48,836			46,995
Long‑term debt, excluding current installments				248			251
Salary continuation				5,808			5,818
Accrued pension cost				5,753			5,545
Deferred tax liability				56			56
Other				3,287			3,222
		Total liabilities		63,988			61,887
Stockholders' equity:
	Preferred stock - 0.01 par value. Authorized
	2,500,000 shares; issued and outstanding no shares			—			—
	Common stock - Class A, 0.01 par value. Authorized
	30,000,000 shares; 4,660,800 issued and outstanding
	as of March 31, 2007 and December 31, 2006			47			47
	Common stock - Class B, 0.01 par value. Authorized
	15,000,000 shares; 2,738,596 issued and outstanding
	as of March 31, 2007 and December 31, 2006			27			27
	Additional paid‑in capital			65,551			65,551
	Accumulated deficit			(33,348	)		(26,796	)
	Accumulated other comprehensive loss			(6,285	)		(6,328	)
		Total stockholders' equity		25,992			32,501
		Total liabilities and stockholders' equity	$	89,980		$	94,388