THIS EMPLOYMENT AGREEMENT, effective as of the______ day of May, 2003 (the "Agreement"), by and
between UNITED STATES LIME & MINERALS, INC., a Texas corporation (herein, together with its
successors and permitted assigns, "Employer") and TIMOTHY W. BYRNE ("Employee").
WHEREAS, Employee has been employed by Employer pursuant to an agreement dated as of December 8,
WHEREAS, Employer and Employee have agreed to amend and restate their agreement as set forth herein; and
WHEREAS, Employer desires to continue to employ Employee, and Employee desires to continue to be so
employed, on the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, Employer
and Employee hereby agree as follows:
(a) Employer hereby employs Employee to serve, subject to the supervision and control of Employer's Board of
Directors (the "Board"), as Employer's President and Chief Executive Officer ("CEO"), and to undertake and
discharge, in accordance with the terms and conditions of this Agreement, such duties, functions, and
responsibilities for Employer and its subsidiaries as are from time to time assigned to Employee by the Board.
(b) Employer hereby agrees to use its best efforts to cause the Board to nominate, and the shareholders of
Employer to elect, Employee as a director of Employer ("Director") at each successive annual meeting of
shareholders of Employer for so long as Employee serves as CEO. Employer hereby also agrees to use its best
efforts to cause the Board to name Employee to the Executive Committee of the Board for so long as Employee
serves as a Director and CEO.
2. Term; Termination of Employment.
(a) Employee's employment under this Agreement shall commence as of May_____, 2003, and shall continue
until December 31, 2008, and for successive one-year periods thereafter (the "Employment Term"), unless either
Employee or Employer gives at least