SAR AGREEMENT FOR EMPLOYEE DIRECTORS
TEXAS INDUSTRIES, INC. 2003 SHARE APPRECIATION RIGHTS AGREEMENT
Pursuant to its 2003 Share Appreciation Rights Plan, TEXAS INDUSTRIES, INC. (the “Company”), effective this 1st
day of June, 2004, hereby grants to MEL G. BREKHUS (“Participant”) a SAR with respect to 100,000 shares of the Common
Capital Stock, $1.00 par value, of the Company on the terms and conditions hereinafter set forth.
All defined terms used herein that are not otherwise defined in this Agreement are as defined in the Texas Industries, Inc.
2003 Share Appreciation Rights Plan.
Term of SAR and Exercise
Method of SAR Exercise
Termination of SAR
(a) The term of this SAR shall commence one (1) year from the Effective Date and shall terminate, unless sooner terminated by
the terms of the Plan or of this Agreement, at:
the close of the Company’s business on the day preceding the tenth anniversary of the Effective Date, if the
Company is open for business on such day; or
the close of the Company’s business on the next preceding day that the Company is open for business.
(b) Subject to the terms of the Plan, this SAR may be exercised, at the times and in the amounts set forth on Schedule 1, by
delivery of written notice of exercise as provided in Article III hereof, unless this SAR shall cease to be exercisable at an
earlier date pursuant to Article IV hereof.
(c) The right to exercise SARs is cumulative so that the Grantee may exercise during any of the periods stated above those
quantities of SARs which the Grantee was entitled to exercise but did not exercise during any preceding period.
In order to exercise this SAR, the Grantee must deliver or mail to the Vice President-Accounting and Information Services
of the Company or such person as may be designated by such officer a written notice indicating: (i) the intent to