UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) FEBRUARY 20, 2007
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BUILDING MATERIALS CORPORATION OF AMERICA
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(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
33-81808 22-3276290
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(Commission File Number) (IRS Employer Identification No.)
1361 ALPS ROAD
WAYNE, NEW JERSEY 07470
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(Address of Principal Executive Offices) (Zip Code)
(973) 628-3000
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(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ADDITIONAL REGISTRANTS
Address, including zip
code and telephone
State or other Registration number, including area
jurisdiction of No./I.R.S. code, of registrant's
Exact name of registrant incorporation or Employer principal
as specified in its charter organization Identification No. executive offices
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Building Materials Delaware 333-69749-01/ 1361 Alps Road
Manufacturing Corporation 22-3626208 Wayne, NJ 07470
(973) 628-3000
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ITEM 8.01. OTHER EVENTS
On February 20, 2007, the Company issued the press release attached as Exhibit
99.1.
On February 22, 2007, the Company issued three press releases attached as
Exhibits 99.2, 99.3 and 99.4.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
99.1 News release issued February 20, 2007 regarding Purchase Price for
Cash Tender Offer and Consent Solicitation for Notes Due in 2007 and
2008.
99.2 News release issued February 22, 2007 regarding New Senior Secured
Credit Facilities and Completion of Bond Tender Offers.
99.3 News release issued February 22, 2007 regarding Extension of
Expiration of Consent Date for BMCA Acquisition Sub Inc.'s Consent
Solicitations for ElkCorp Senior Notes.
99.4 News release issued February 22, 2007 regarding BMCA Acquisition Sub
Inc.'s Acceptance of 90.7% of ElkCorp Shares.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
BUILDING MATERIALS CORPORATION OF AMERICA
BUILDING MATERIALS MANUFACTURING CORPORATION
Dated: February 23, 2007 By: /s/ James T. Esposito
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Name: James T. Esposito
Title: Vice President and Controller
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EXHIBIT INDEX
Exhibit Number Description
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99.1 News release issued February 20, 2007 regarding Purchase
Price for Cash Tender Offer and Consent Solicitation for
Notes Due in 2007 and 2008.
99.2 News release issued February 22, 2007 regarding New
Senior Secured Credit Facilities and Completion of Bond
Tender Offers.
99.3 News release issued February 22, 2007 regarding
Extension of Expiration of Consent Date for BMCA
Acquisition Sub Inc.'s Consent Solicitations for ElkCorp
Senior Notes.
99.4 News release issued February 22, 2007 regarding BMCA
Acquisition Sub Inc.'s Acceptance of 90.7% of ElkCorp
Shares.
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