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): June 5, 2009

Dayton Superior Corporation
(Exact Name of Registrant as Specified in Charter)

Delaware	1-11781	31-0676346
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

7777 Washington Village Drive, Dayton, Ohio	45459
(Address of Principal Executive Offices)	(Zip Code)

(937) 428-6360
Registrant's telephone number, including area code

Not applicable
(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):

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

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

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

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

Item 1.01 Entry into a Material Definitive Agreement.

On June 5, 2009, Dayton Superior Corporation (the “Company”) entered into a first amendment (the “Amendment”) to its Senior Secured Priming and Superpriority Debtor-in-Possession Revolving Credit Agreement (the “DIP Credit Agreement”), dated April 22, 2009 with General Electric Capital Corporation, as letter of credit issuer, swingline lender and lender and as collateral agent and administrative agent. On June 5, 2009, the United States Bankruptcy Court for the District of Delaware granted its final approval of the Amendment and the DIP Credit Agreement.

The primary effects of the Amendment are:

• To decrease the applicable margin on the interest rate for Eurodollar Rate Loans from 12.00% to 7.50% per annum and for Base Rate Loans from 11.00% to 6.50% per annum.
• To contemplate that holders of the Company’s senior subordinated notes will be entitled to participate in a rights offering as part of the Company’s reorganization.
• To provide additional time for the Company to reach certain key milestones without triggering a Termination Event.
• To reduce the minimum levels of EBITDA that the Company is required to satisfy.
• To reduce the funding fees payable by the Company pursuant to the DIP Credit Agreement.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the text of the Amendment which will be filed in connection the Company’s ongoing chapter 11 bankruptcy case.

Other than the Amendment described above, the DIP Credit Agreement continues in full force and effect in accordance with its terms.  A summary of the DIP Credit Agreement was set forth in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 22, 2009.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 above is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.  The following are furnished as exhibits to this Form 8-K pursuant to Item 601 of Regulation S-K:

99.1 Press Release dated June 5, 2009.

SIGNATURE

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.

Dated:	June 5, 2009
		DAYTON SUPERIOR CORPORATION
		By:	/s/ Edward J. Puisis
			Name:	Edward J. Puisis
			Title:	Executive Vice President and
				Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated June 5, 2009.

EX-99.1

Exhibit 99.1

Dayton Superior Amends DIP Credit Facility as Creditors Resolve Material Differences

DAYTON, Ohio--(BUSINESS WIRE)--June 5, 2009--Dayton Superior Corporation (Pink Sheets: DSUPQ), the leading North American provider of specialized products for the nonresidential concrete construction market, today announced that the U.S. Bankruptcy Court for the District of Delaware in Wilmington has approved an amendment to its $165 million debtor-in-possession (DIP) credit facility provided by GE Capital.

This amendment to the DIP credit facility reduces the interest rate at which the company can borrow money, provides the company additional time to reach key milestones in the chapter 11 process, reduces the required EBITDA milestones and contemplates that holders of the company’s senior subordinated notes will be entitled to participate in a rights offering as part of the company’s reorganization. In connection with this amendment, the holders of the company’s senior subordinated notes and the lenders under the company’s term loan credit facility have withdrawn their objections to the DIP credit facility and have reached an understanding in principle with GE Capital on a plan for the company’s emergence from chapter 11. The company is working quickly to resolve the open issues and hopes to emerge from chapter 11 as soon as possible.

“This amendment to our DIP credit facility and the bondholders’ withdrawal of their objections are critical steps towards smoothly and quickly exiting from chapter 11,” said Rick Zimmerman, Dayton Superior's President and Chief Executive Officer. “We are encouraged that the parties have resolved their material differences and look forward to efficiently finalizing our capital restructuring process.”

As previously announced, Dayton Superior filed a voluntary petition for reorganization under chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware in Wilmington on April 19, 2009. Additional information about the filing for creditors and other parties is available through a link on the Company website, www.daytonsuperior.com.

While the Company is in chapter 11, investments in its securities will be highly speculative. Investors should assume that shares of the Company's common stock have little or no value and will likely be cancelled upon consummation of the Company's reorganization. The outcome of the chapter 11 restructuring case is uncertain and subject to substantial risk. There can be no assurance that the Company will be successful in achieving its financial reorganization.

ABOUT DAYTON SUPERIOR CORPORATION

Dayton Superior is the leading North American provider of specialized products consumed in nonresidential, concrete construction, and we are the largest concrete forming and shoring rental company serving the domestic, nonresidential construction market. Our products can be found on construction sites nationwide and are used in nonresidential construction projects, including: infrastructure projects, such as highways, bridges, airports, power plants and water management projects; institutional projects, such as schools, stadiums, hospitals and government buildings; and commercial projects, such as retail stores, offices and recreational, distribution and manufacturing facilities.

Note: Certain statements made herein concerning anticipated future performance are forward-looking statements. These forward-looking statements are based on estimates, projections, beliefs and assumptions of management and are not guarantees of future performance. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of important factors. Representative examples of these factors include (without limitation):

• Depressed or fluctuating market conditions for the Company's products and services;
• operating restrictions imposed by the Company's existing debt;
• increased raw material costs and operating expenses;
• the ability to increase manufacturing efficiency, leverage purchasing power and broaden the Company's distribution network;
• the competitive nature of the nonresidential construction industry in general, as well as specific market areas;

• the Company's ability to obtain court approval with respect to its motions in the chapter 11 proceedings;
• the ability of the Company to operate pursuant to the terms of the DIP facility;
• the ability of the Company to prosecute, develop and consummate a plan of reorganization with respect to the chapter 11 proceedings;
• risks associated with third-party motions in the chapter 11 proceedings, which may interfere with the Company's ability to develop and consummate a consensual plan of reorganization; and
• the potential adverse effects of the chapter 11 proceedings on the Company's liquidity or results of operations.

This list of factors is not intended to be exhaustive, and additional information concerning relevant risk factors can be found in Dayton Superior's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the Securities and Exchange Commission.

In drawing conclusions set out in our forward-looking statements above, we have assumed, among other things: the ability of the Company to obtain court approval with respect to its motions in the chapter 11 proceedings; the ability of the Company to operate pursuant to the terms of the DIP facility; the ability of the Company to prosecute, develop and consummate a plan of reorganization with respect to the chapter 11 proceedings; that the Company will be able to manage the risks associated with third party motions in the chapter 11 proceedings and they will not interfere with the Company's ability to develop and consummate a plan of reorganization; and the Company will be able to adequately manage any potential adverse effects of the chapter 11 proceedings on the Company's liquidity or results of operations.

CONTACT:
Dayton Superior Corporation
Edward J. Puisis, 937-428-7172
Executive Vice President & CFO
Fax: 937-428-9115