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Filing Details

Accession Number:: 0001181431-11-044271
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-08-05 20:40:29
Reporting Period:: 2011-08-03

Filing Date:: 2011-08-05
Accepted Time:: 2011-08-05 20:40:29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
916076	Martin Marietta Materials Inc	MLM	Mining & Quarrying Of Nonmetallic Minerals (No Fuels) (1400)	561848578

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
919468	Spo Advisory Corp	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
948279	Sf Advisory Partners Lp	591 Redwood Highway , Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1046206	Spo Partners Ii Lp	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1202553	H John Scully	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1218663	E William Oberndorf	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1252456	Spo Advisory Partners Lp	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1252458	San Francisco Partners Lp	591 Redwood Highway, Suite 3215 Mill Valley CA 94941	No	No	Yes	No
1252464	H Edward Mcdermott	591 Redwood Highway , Suite 3215 Mill Valley CA 94941	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2011-08-03	372,000	$70.32	5,009,635	No	4	S	Indirect	See footnotes
Common Stock	Disposition	2011-08-04	87,000	$70.33	4,922,735	No	4	S	Indirect	See footnotes
Common Stock	Disposition	2011-08-05	213,200	$68.12	4,709,835	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes
No	4	S	Indirect	See footnotes
No	4	S	Indirect	See footnotes

Footnotes

The entities disposing of the shares in this filing are SPO Partners II, L.P. ("SPO Partners"), which sold 648,100 shares of the Issuer's common stock, San Francisco Partners, L.P. ("SF Partners"), which sold 23,300 shares of the Issuer's common stock, John H. Scully ("JHS"), who sold 200 shares of the Issuer's common stock, and William E. Oberndorf ("WEO"), who sold 600 shares of the Issuer's common stock. As reported on Line 1 above, 372,000 shares of the Issuer's common stock were sold, ranging in price from $70.10-$70.93. As reported on Line 2 above, 87,000 shares of the Issuer's common stock were sold, ranging in price from $69.97-$70.53. As reported on Line 3 above, 213,200 shares of the Issuer's common stock were sold, ranging in price from $67.70-$68.97.
As a result of the transactions causing this filing, 4,546,335 shares of the Issuer's common stock are owned directly by SPO Partners, and may be deemed to to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) JHS, WEO and Edward H. McDermott ("EHM"), the three controlling persons of SPO Corp. Additionally, 163,500 shares of the Issuer's common stock are owned directly by SF Partners, and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners, L.P. ("SF Advisory"), the sole general partner of SF Partners, (ii) SPO Corp., the sole general partner of SF Advisory, and (iii) JHS, WEO and EHM, the three controlling persons of SPO Corp.
Additionally, JHS owns 1,200 shares of the Issuer's common stock in his IRAs, which are self directed, WEO owns 4,100 shares in his IRA, which is self-directed, and EHM owns 100 shares in his IRA, which is self-directed.