Item 1.01 Entry into a Material Definitive Agreement.

Effective as of July 11, 2008, U.S. Concrete entered into an amendment to its Amended and Restated Credit Agreement dated June 30, 2006, as previously amended effective March 2, 2007, and November 9, 2007, which provides U.S. Concrete with a revolving credit facility. The principal terms amended were:

· modifying a negative covenant to allow for limited repurchases of U.S.
Concrete's 8 3/8% Senior Subordinated Notes due 2014; and

· increasing the aggregate consideration that may be paid for the repurchase of U.S. Concrete's common stock and 8 3/8% Senior Subordinated Notes due 2014, from $20 million, to an aggregate of $30 million, so long as U.S. Concrete has the available credit under the revolving credit agreement, after giving effect to such repurchase, of at least $50,000,000 (an increase from $40,000,000 before the amendment).

Otherwise, the principal terms of the credit agreement were not amended.

The terms of the amendment to U.S. Concrete's Amended and Restated Credit Agreement, a copy of which is filed as Exhibit 4.1 to this report, are hereby incorporated by reference into this Item 1.01.

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

Please read Item 1.01 for a discussion of U.S. Concrete's entering into an amendment to its Amended and Restated Credit Agreement, which discussion is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits Exhibit No. Exhibit 4.1 Amendment No. 3 to Amended and Restated Credit Agreement, dated as of July 11, 2008, among U.S. Concrete, Inc., Citicorp North America Inc., Bank of America, N.A., JPMorgan Chase Bank and the Lenders and Issuers named therein.

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