Item 8.01 Other Events

At the Rock of Ages Corporation Special Meeting of Stockholders held on October 15, 2009, the proposal to change the state of incorporation of the Company from the State of Delaware to the State of Vermont was approved. In accordance with the proposal, the reincorporation will be effected by a merger of Rock of Ages Corporation with its wholly owned Vermont subsidiary, Rock of Ages Corporation (Vermont). The reincorporation and merger will not result in any change in the business, management, location of the Company's principal executive offices, assets, liabilities, net worth, or accounting practices. The shares of Class A common stock will continue to be publicly traded. The merger will not give rise to any appraisal or dissenters' rights. Each outstanding share of the Company's common stock will be automatically converted into one share of the common stock of the surviving corporation. Upon completion of the Merger, the name of the surviving company will be changed to "Rock of Ages Corporation." A proxy statement for the October 15, 2009 Special Meeting of Stockholders with further details concerning the reincorporation proposal submitted for shareholder approval was filed with the Securities and Exchange Commission and transmitted to all shareholders of record as of August 28, 2009 on or about September 17, 2009.

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