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 Exchange Act of 1934

Date of Report (Date of earliest event reported):

February 19, 2009

Eagle Materials Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-12984	75-2520779
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3811 Turtle Creek Blvd., Suite 1100, Dallas, Texas	75219
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number including area code: (214) 432-2000

Not Applicable

(Former name or former address if changed from 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:

¨ 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 7.01 Regulation FD Disclosure

Eagle Materials Inc., a Delaware corporation (“Eagle”), has prepared a presentation that will be made to investors on February 19, 2009 and from time to time thereafter. A copy of the presentation is being furnished with this report as Exhibit 99.1 and is incorporated herein by reference. Pursuant to the rules of the Securities and Exchange Commission, the information contained in this report (including the exhibits) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing by Eagle under such Act or the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

Exhibit Number	Description
99.1	Investor Presentation

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.

EAGLE MATERIALS INC.
By:	/s/    James H. Graass
	James H. Graass
	Executive Vice President, General Counsel and Secretary

Date: February 19, 2009

EXHIBIT INDEX

Exhibit Number	Description
99.1	Investor Presentation

EX-99.1

Longbow Research

Construction Materials Conference

February 19, 2009

Exhibit 99.1

Forward Looking Statement

This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities

Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.  Forward-looking statements may be identified by the context of the

statement

and

generally

arise

when

the

Company

is

discussing

its

beliefs,

estimates

or

expectations.

These

statements

are

not

historical

facts

or

guarantees of future performance but instead represent only the Company’s beliefs at the time the statements were made regarding future events which

are subject to significant risks, uncertainties and other factors many of which are outside the Company’s control.  Actual results and outcomes may differ

materially from what is expressed or forecast in such forward-looking statements.  The principal risks and uncertainties that may affect the Company’s

actual performance include the following: the cyclical and seasonal nature of the Company’s business; public infrastructure expenditures; adverse

weather conditions; restrictive covenants contained in our debt agreements; availability of raw materials; changes in energy costs including, without

limitation, increases in natural gas and oil; changes in the cost and availability of transportation; unexpected operational difficulties, equipment failures

and catastrophic events; inability to timely execute announced capacity expansions; governmental regulation and changes in governmental and public

policy (including climate change regulation); changes in economic conditions specific to any one or more of the Company’s markets; competition;

announced increases in capacity in the gypsum wallboard and cement industries; changes in demand for residential housing construction or commercial

construction; environmental liabilities; general economic conditions (including the possibility of the deepening of the current economic recession); and

interest rates.  For example, increases in interest rates, decreases in demand for construction materials or increases in the cost of energy (including

natural gas and oil) could affect the revenues and operating earnings of our operations.  In addition, changes in national and regional economic

conditions and levels of infrastructure and construction spending could also adversely affect the Company’s results of operations.  These and other

factors are described in the Annual Report on Form 10-K for the Company for the fiscal year ended March 31, 2008 and in its quarterly report on Form

10-Q for the fiscal quarter ended December 31, 2008.  These reports

are filed with the Securities and Exchange Commission and may be obtained free

of charge through the website maintained by the SEC at www.sec.gov.  All forward-looking statements made in this presentation are made as of the date

hereof, and the risk that actual results will differ materially from expectations expressed in this presentation will increase with the passage of time.  The

Company undertakes no duty to update any forward-looking statement to reflect future events or changes in the Company’s expectations.

3

1.

Current Business Environment

2.

Industry Outlook

3.

Eagle at a Glance

4

New residential construction continues to weaken

Non-residential construction’s near term outlook is weak

Public construction varies from state to state

Eagle Materials’

Response

Intense focus on quality and customer service

Minimize capital spending but maintain plants in like new condition

Reduce/Eliminate low margin purchased cement sales

Minimize waste and delay at our wallboard plants

Minimize outside contract maintenance and overtime

Find and implement lower cost energy and raw materials sources

Improve financial flexibility by purchasing fixed-rate senior notes and replacing with variable-

rate revolving credit facility

Current Business Environment

5

1.

Current Business Environment

2.

Industry Outlook

3.

Eagle at a Glance

6

7

U.S. Cement Industry Update

Current Supply/Demand Dynamics

Demand anticipated to decline approximately 15% in calendar

2009

Due to the decline in demand, several plant closures have been

announced

Announced delays of expansion projects

Landed cost of imported cement has been dramatically reduced

Imports of foreign cement have been dramatically reduced

Cost of imported cement (through September 2008)

Source: Portland Cement Association; Company estimates

Current landed price –

Mid-$50’s/ton

8

Asian Financial Crisis

$0

$10

$20

$30

$40

$50

$60

$70

$80

$90

$100

Landed price of Asian imports to U.S.

Handymax

-

Southeast Asia to U.S. Gulf

$0

$10

$20

$30

$40

$50

$60

$70

$80

$90

$100

9

Source: PCA Data and Company estimates

U.S. Cement Industry –

Consumption

30%

imports

7%

imports

0

20

40

60

80

100

120

140

160

Calendar Year

Imports

10

Public Construction

Spending –

Value Put in Place

Source:  Portland Cement Association (Projection from Fall 2008).

?

$50

$100

$150

$200

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009E

11

Architectural Billings Index (ABI)

Source: American Institute of Architects

As a leading economic indicator of construction activity, the ABI

reflects the approximate nine to twelve month lag between

architectural billings and construction spending.  Any score above 50

indicates an increase in billings. 

20

30

40

50

60

70

80

Commercial/Industrial

Institutional

Mixed Use

12

Private Non-Residential

Construction Spending –

Value Put in Place

$0

$50

$100

$150

$200

$250

$300

$350

Source: U.S. Bureau of the Census; PCA (Projection from Fall 2008)

-23%

13

Wind Farms

14

Wind Farms

15

Our Cement Operations

Eagle Operations Overview

Approximately 3.1 million tons of capacity

3.1% market share (12th in North America)

Low cost producer

Exceptional quality and customer service

Cement Plants

Cement Terminals

Markets Served

16

17

Wallboard Industry Update

Wallboard demand was approximately 25 billion square feet (BSF) in calendar

2008 (down 31% from the 2005 peak)

We expect demand to decline nearly 20% in calendar 2009

New plant capacity increases are operational

All new plants were built in the East

Older plants are closing

Wallboard production capacity currently significantly greater than wallboard

demand causing very low industry capacity utilization

Industry

capacity

utilization

no

longer

proxy

for

pricing

–

too

low

Wallboard margins were the lowest in the industry’s 100-year history last

summer

Pricing has since rebounded approximately 20%

18

Residential Construction

Near Term Outlook

Extreme low pace of new home construction

Overhang of existing homes and foreclosures continues to put downward pressure

on pricing and new housing starts

Access to 30-year fixed-rate traditional mortgages is limited; however, interest

rates are at historical lows

Unemployment on the rise

Additional foreclosures still loom as a risk to add to inventory

•

ARM resets

Home prices continue to decline in bubble markets

•

Very depressed in outlying metropolitan bubble markets

Bottom Line –

Residential real estate has not yet bottomed

However, demand drivers are mixed bag of positives and negatives

19

U.S

Single

Family

Housing

Starts

–

1972-2008

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

2,200

Source: U.S Bureau of the Census; Eagle estimates

Wallboard consumption by type of construction:

-Single Family –

approx. 10,000 sf

-Multi

Family

–

approx.

4,000

sf

20

Home Supply –

1972 -

2008

Source: U.S Bureau of the Census

0

2

4

6

8

10

12

14

0

100

200

300

400

500

600

700

Months Supply of New Unsold Homes (L)

Actual Inventory of New Unsold Homes

21

Home Ownership Rates –

1972 –

2008

Source: U.S. Bureau of the Census

Total occupied homes

111.8 million

Owner occupied

75.5 million

Renter occupied

36.3 million

60.00%

65.00%

70.00%

Home Ownership Rates

Total occupied homes

111.8 million

Owner occupied

75.5 million

Renter occupied

36.3 million

22

Ratio of Median Existing Single Family Home Price

to Median Income –

1975-2008

Source: National Association of Realtors

Average Ratio –

2.9

Ratio in December  -

2.9

3.6

3.9

3.9

3.7

3.3

-

0.5

1.0

1.5

2.0

2.5

3.0

3.5

4.0

4.5

23

30

Year

Mortgage

Rates

–

1977

–

2009

(January)

Source: Freddie Mac

Record low

24

Unemployment

Rate

–

1977

–

2009

(January)

Source: Department of Labor

Current Month

25

New Home

OR                 Existing Home? 

26

U.S. Demand for Gypsum Wallboard (BSF)

Source:  Gypsum Association; Eagle estimates

10.7

13.1

15.4

16.4

16.7

14.1

13.8

13.1

16.8

18.3

19.4

20.4

20.6

20.6

20.9

20.5

18.3

20.2

21.4

23.2

23.1

24.7

25.5

27.0

29.1

28.2

29.3

29.8

31.8

34.0

36.2

35.0

30.2

24.8

20.0

-

5.0

10.0

15.0

20.0

25.0

30.0

35.0

40.0

27

Estimated Capacity

28

Wallboard Industry Capacity Expansions/Closures

INDUSTRY CAPACITY ADDITIONS

CAPACITY CLOSURES

EAGLE PLANTS

Capacity Summary

(in BSF)

1/1/07

37.9

Additions

5.7

Closures

(7.1)

Current

36.5

29

Eagle’s Wallboard Operations

American Gypsum Operations Overview

18-year history

Nearly 4.0 billion square feet of capacity

10% market share (5th in U.S.)

Lowest cost producer

Exceptional customer service

Premium quality

Wallboard Plants

Reload/Distribution Yards

Core Markets Served

30

31

Gypsum Paperboard Industry Update

Nearly 100% vertically integrated

One notable exception –

CertainTeed –

•

40% of Republic Paperboard’s capacity supplies 65% of

CertainTeed’s U.S. paper needs

Wallboard industry’s paperboard capacity is mostly high cost cylinder

machines that produce high basis weight gypsum facing paper

OCC costs are trending down

Energy costs are trending down

32

Eagle’s Gypsum Paperboard Overview

Original design capacity of 220,000 tons has been

increased to 320,000 tons

Republic produces light-weight gypsum paperboard

15% lighter than gypsum industry average

Superior wallboard conversion characteristics

Produces uniform cross-directional strength, weight

and moisture profile

40% of capacity consumed internally, 30% sold through

long-term sales contract with CertainTeed, 30% sold in

spot linerboard market

33

34

Eagle’s Operations Overview

Strong competitive position in                   

local markets

Capacity

•

Aggregates

–

5.5

million

tons

•

Concrete

–

850,000

cubic

yards

Complimentary to Eagle’s Cement     

business

Organic growth opportunities

Vast aggregates reserves of over                    

1 billion tons in Northern California

Exceptional quality and customer service

Our Concrete and Aggregates Operations

35

1.

Current Business Environment

2.

Industry Outlook

3.

Eagle at a Glance

36

New residential construction continues to weaken

Non-residential construction’s near term outlook is weak

Public construction varies from state to state

Eagle Materials’

Response

Intense focus on quality and customer service

Minimize capital spending but maintain plants in like new condition

Reduce/Eliminate low margin purchased cement sales

Minimize waste and delay at our wallboard plants

Minimize outside contract maintenance and overtime

Find and implement lower cost energy and raw materials sources

Improve financial flexibility by purchasing fixed-rate senior notes and replacing with variable-

rate revolving credit facility

Current Business Environment

37

Construction Demand Drivers

•

Public Infrastructure

•

New Residential Construction

•

New Non-Residential Construction

•

Repair and Remodel Construction

Public

Infrastructure

, 58%

New Non-

Residential,

18%

New

Residential,

17%

Other, 6%

American Gypsum’s

Wallboard

Eagle’s                    

Cement

New

Residential,

37%

Repair and

Remodel, 36%

Other, 1%

New Non-

Residential,

26%

38

Our Cement Production and Cost

Total Manufactured Tons Produced (L)

Manufactured Cost per Equivalent Ton (R)

* -

Includes effect of downtime for Illinois Cement start-up

Energy costs up 50%

Since FY04

39

American Gypsum’s Wallboard Production and

Cost

* Before SG&A

** Includes effect from start-up of new plant in Georgetown, South Carolina

40

Financial Highlights

($ in millions)

$429

$503

$617

$860

$922

$750

$610

$0

$200

$400

$600

$800

$1,000

$1,200

2003

2004

2005

2006

2007

2008

2009E

For Fiscal Year Ending March 31

* Before Corporate G&A

Revenues

Operating Earnings *

$102

$115

$172

$264

$330

$184

$105

$0

$100

$200

$300

$400

2003

2004

2005

2006

2007

2008

2009E

41

Dec. 31,

2008

Purchase

of Senior

Notes

After Note

Purchase

Senior Notes

$       400.0

$  (100.0)

$      300.0

Revolver

-

95.0

95.0

Total Debt

$      400.0

$        (5.0)

$      395.0

Cash Balance

$        47.8

$        47.8

Quarterly Interest on Debt

$          5.9

$          4.9

Senior Notes

Revolver

-

No maturities until 2012

-

Committed through June 2011

-

Wtd

average life –

7.7 years

-

Current rate -

LIBOR plus 125 bps

-

Avg. Interest rate –

5.7%

-

Approximately $250 million remains

available after note purchase

Senior Note Purchase

($ in millions)

42

We Continue to Outperform the Group *

-4.1%

3.1%

6.3%

11.2%

13.7%

15.2%

-10.00%

-5.00%

0.00%

5.00%

10.00%

15.00%

20.00%

USG

Cemex

TXI (1)

Vulcan

Eagle

Martin Marietta

EBIT Margins (TTM as of 12/31/08)

•

Based on comparison of EBIT Margins (TTM) for each of the listed

companies

(1)

TTM as of 11/30/08

Mean: 9%

43

Why Eagle Materials likes its position in bad times

and in good times

Premium quality products

Exceptional customer service

Strong long-term customer relationships

Low overhead

Extremely efficient modern, low-cost manufacturing plants

Smart, hard working, technologically proficient employees

Solid balance sheet

Strong cash flow from low-cost operations during difficult times

44

Eagle Materials Inc.

Question

&

Answer

Longbow Research

Construction Materials Conference

February 19, 2009

46

Contact Information

Steve Rowley, President and CEO

Telephone:  214-432-2020

Email:  srowley@eaglematerials.com

Mark Dendle, Executive Vice President and CFO

Telephone:  214-432-2011

Email:  mdendle@eaglematerials.com

Craig Kesler, Vice President -

Investor Relations and Corporate Development

Telephone:  214-432-2013

Email:  ckesler@eaglematerials.com

Eagle Materials Inc.                               NYSE:  EXP  

www.eaglematerials.com