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                                                                   EXHIBIT 3.1.c

                            CERTIFICATE OF CORRECTION

                                       OF

                          CERTIFICATE OF INCORPORATION

                                       OF

                        GRANITE CONSTRUCTION INCORPORATED


        Granite Construction Incorporated (the "Company"), a Delaware
corporation, pursuant to Section 103(f) of the Delaware General Corporation Law
of the State of Delaware, hereby certifies:

        FIRST: That the Certificate of Incorporation of the Company was filed
with the Secretary of State of the State of Delaware on January 24, 1990 (the
"Certificate of Incorporation") was an inaccurate record of the corporate action
therein referred to.

        SECOND: That the Certificate of Incorporation was inaccurate in that
paragraph (4) of Article Eighth purported to exclude from the term "Business
Combination" any transaction contemplated pursuant to a Credit Agreement and
Business Loan Agreement, both dated as of February 27, 1985, between the Company
and Bank of America N.T. & S.A., or any renewals, extensions or refundings
thereof, rather than the Credit Agreement and Business Loan Agreement, both
dated as of February 27, 1985, between Granite Construction Company, a
California corporation wholly owned by the Company, and Bank of America N.T. &
S.A., or any renewals, extensions or refundings thereof.

        THIRD: Paragraph (4) of Article Eighth, of the Certificate of
Incorporation in correct form should read as follows:

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        (4) any agreement, contract or other agreement providing for any of the
        transactions described in this definition of Business Combination.
        Anything in the foregoing to the contrary notwithstanding, the term
        "Business Combination" shall not be deemed to include any of the
        transactions contemplated by that certain Credit Agreement or that
        certain Business Loan Agreement, both dated as of February 27, 1985
        between Granite Construction Company, a California corporation, and Bank
        of America N.T. & S.A., or any renewals, extensions or refundings
        thereof; or

        IN WITNESS WHEREOF, the Company has caused this Certificate of
Correction to be executed by Michael Futch, Secretary, this 30th day of January,
2001.


                                                 By:  __________________________
                                                       Michael Futch
                                                       Secretary