Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On and effective as of March 17, 2009, the Board of Directors of CARBO Ceramics
Inc. (the "Company") amended Article II, Section 3 of the Company's Second
Amended and Restated Bylaws (the "Bylaws"). The purpose of the amendment is to
confirm that, in accordance with Section 216 of the General Corporation Law of
the State of Delaware, directors of the Company shall be elected by a plurality
(rather than majority) vote of shares present in person or represented by proxy
at a meeting and entitled to vote on the election of directors.
The summary of changes to the Company's Bylaws set forth above is qualified in
its entirety by reference to the full text the Bylaws, as amended, a copy of
which is included as an exhibit to this Form 8-K and incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
3.1 Second Amended and Restated Bylaws of CARBO Ceramics Inc., as further
amended effective as of March 17, 2009.