-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CQzNkohaxYiL5gcwTMfEy4JPWVT1RR7ecwzwtlkTBB0wBN9494Jc22B6Zs1IRSyu g45llU7TTEtHCkzJXV62/Q== 0000909518-08-000009.txt : 20080104 0000909518-08-000009.hdr.sgml : 20080104 20080104165653 ACCESSION NUMBER: 0000909518-08-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071231 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080104 DATE AS OF CHANGE: 20080104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BUILDING MATERIALS MANUFACTURING CORP CENTRAL INDEX KEY: 0001078706 STANDARD INDUSTRIAL CLASSIFICATION: ASPHALT PAVING & ROOFING MATERIALS [2950] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-69749-01 FILM NUMBER: 08512421 BUSINESS ADDRESS: STREET 1: 1361 ALPS ROAD CITY: WAYNE STATE: NJ ZIP: 07470 BUSINESS PHONE: 9736283000 MAIL ADDRESS: STREET 1: 1361 ALPS ROAD CITY: WAYNE STATE: NJ ZIP: 07470 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BUILDING MATERIALS CORP OF AMERICA CENTRAL INDEX KEY: 0000927314 STANDARD INDUSTRIAL CLASSIFICATION: ASPHALT PAVING & ROOFING MATERIALS [2950] IRS NUMBER: 223276290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-81808 FILM NUMBER: 08512422 BUSINESS ADDRESS: STREET 1: 1361 ALPS RD CITY: WAYNE STATE: NJ ZIP: 07470 BUSINESS PHONE: 2016283000 MAIL ADDRESS: STREET 1: 1361 ALPS ROAD CITY: WAYNE STATE: NJ ZIP: 07470 8-K 1 mv1-4_8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) DECEMBER 31, 2007 -------------------------- BUILDING MATERIALS CORPORATION OF AMERICA - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) DELAWARE - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 33-81808 22-3276290 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 1361 ALPS ROAD WAYNE, NEW JERSEY 07470 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (973) 628-3000 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE - -------------------------------------------------------------------------------- (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. 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)) ADDITIONAL REGISTRANTS
Address, including zip code and telephone State or other Registration number, including area jurisdiction of No./I.R.S. code, of registrant's Exact name of registrant incorporation or Employer principal as specified in its charter organization Identification No. executive offices - --------------------------- ------------ ------------------ ----------------- Building Materials Delaware 333-69749-01/ 1361 Alps Road Manufacturing Corporation 22-3626208 Wayne, NJ 07470 (973) 628-3000
2 ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. (E) On December 31, 2007, Building Materials Corporation of America amended its 2001 Long-Term Incentive Plan (the "Plan") to extend the term of the Plan through December 31, 2009. The Plan was originally scheduled to terminate on December 31, 2005 and was then extended through December 31, 2007. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (D) EXHIBITS 10.1 Second Amendment to the Building Materials Corporation of America 2001 Long-Term Incentive Plan. 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. BUILDING MATERIALS CORPORATION OF AMERICA BUILDING MATERIALS MANUFACTURING CORPORATION Dated: January 4, 2008 By: /s/ James T. Esposito ----------------------------------------- Name: James T. Esposito Title: Vice President and Controller 4 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ----------- 10.1 Second Amendment to the Building Materials Corporation of America 2001 Long-Term Incentive Plan. 5 EX-10 2 mv1-4ex10_1.txt Exhibit 10.1 SECOND AMENDMENT TO THE BUILDING MATERIALS CORPORATION OF AMERICA 2001 LONG-TERM INCENTIVE PLAN ---------------------- WHEREAS, Building Materials Corporation of America, a Delaware corporation (the "Company") maintains the Building Materials Corporation of America 2001 Long-Term Incentive Plan (the "Plan"); WHEREAS, the Plan by its terms is scheduled to terminate on December 31, 2007; and WHEREAS, Section VI of the Plan reserves to the Board the right to amend the Plan at any time; and the Company desires to amend the Plan to extend the term of the Plan through December 31, 2009. NOW THEREFORE, effective as of December 20, 2007, the second paragraph of the INTRODUCTION section of the Plan is hereby amended in its entirety to read as follows: "The Plan shall become effective on December 31, 2000 (the `Effective Date'), pursuant to the approval by the Board (as hereafter defined) by action taken by the Board at a meeting duly called and held on March 1, 2001. This Plan shall terminate on December 31, 2009 (unless sooner terminated by the Board)." * * * IN WITNESS WHEREOF, the Company has caused this instrument to be executed by its duly authorized officer this 31st day of December, 2007. BUILDING MATERIALS CORPORATION OF AMERICA By: /s/ Jan Jerger-Stevens --------------------------------------- Jan Jerger-Stevens Vice President - Human Resources -----END PRIVACY-ENHANCED MESSAGE-----