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                                                                  EXHIBIT 10.138

Equipment Schedule No. 2

Dated as of 8-22-00

To Master Lease Agreement dated 6-20-00

                                                         Acceptance Date 8/25/00

                                                      Commencement Date  9/25/00


Equipment Schedule to MASTER LEASE AGREEMENT dated as of 8-22-00 between

THE CIT GROUP/EQUIPMENT FINANCING, INC., as Lessor

and Ready Mix, Inc. as Lessee.

This Equipment Schedule incorporates the terms and conditions of the above-
referenced Master Lease Agreement.

This is Originally Executed Copy No 1 of 1 originally executed copies. Only
transfer of possession by Lessor of Originally Executed Copy No. 1 shall be
effective for purposes of perfecting an interest in this Schedule by possession.

1.  EQUIPMENT DESCRIPTION:

<TABLE>
<CAPTION>
Quantity       Manufacturer        Model/Feature         Serial Number       Description         Cost Per Unit
--------       ------------        -------------         -------------       -----------         -------------
<S>            <C>                 <C>                   <C>                 <C>                 <C>
One            Besser              M-12                  4022-329187         Mobile     Batch       569,039.00
                                                                             Plant
Two            Tyco                R & R UL              N/A                 142 Tanks               52,762.50
One            Southwestern        7560+60               002020-002021       Scale                   50,851.00
</TABLE>

All of the above to include additions, substitutions, attachments, replacements
and accessions thereof, plus the proceeds of the foregoing.


2.  LESSOR'S AGGREGATE COST OF EQUIPMENT. $672,652.50

3.  EQUIPMENT LOCATION. 3730 E. Flamingo Rd., ste 100 North Las Vegas, NV 89032

4.  ACCEPTANCE: Lessee confirms that (a) the Equipment described herein has been
    delivered to it in good working order and condition, and has been inspected
    and accepted by Lessee as of the Acceptance Date set forth above, (b) no
    Event of Default exists, (c) no Event of Default will be caused by the
    execution of this Schedule, (d) all Lessee's representations and warranties
    are true and correct, and (e) the terms and provisions of the Master Lease
    are hereby incorporated by reference and reaffirmed.

5.  LEASE TERM.

    a. Interim Lease Term. The interim term of the lease of the Equipment shall
    commence on the Acceptance Date and shall continue until the commencement of
    the Primary Lease Term defined below.
    b. Primary Lease Term. The primary term of the lease of Equipment shall
    commence on the Commencement Date and shall continue for a term of 72 months
    from such Commencement Date.

6.  RENT PAYMENTS.

    a. Interim Rent. The rent for each item of Equipment during the Interim
    Lease Term shall be an amount equal to 1/30th of the Primary Rent (defined
    below) multiplied by the number of days from and including the Acceptance
    Date to the Commencement Date which amount shall be payable on the
    Commencement Date.
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     b. Primary Rent. The rent for each item of Equipment during the Primary
     Lease Term shall consist of 72 payments of $10,836.61, payable monthly
     commencing on the Commencement Date and a like sum on the same day of each
     month thereafter.

7.   STIPULATED LOSS VALUES. The Stipulated Loss Values, expressed as a
     percentage of Lessor's cost of the Equipment, are set forth in Exhibit A
     attached hereto. The Stipulated Loss Value with respect to any item of
     Equipment as of any rent payment date shall be an amount determined by
     multiplying Lessor's cost of the item by the applicable percentage set
     forth on Exhibit A. Any Stipulated Loss Value determined as of a date after
     the final rent payment date will be determined by using the percentage for
     the final rent payment date.

8.   RETURN, OPERATION, MAINTENANCE, ADDITIONS. The return, operation,
     maintenance and additions provisions applicable to the Equipment are set
     forth in Rider A attached hereto.

9.   DEPRECIATION TAX ASSUMPTIONS. Equipment has a recovery period of 5 years.

10.  NONREFUNDABLE PROCESSING/ORIGINATION FEE payable to The CIT Group/Equipment
     Financing, Inc.

     $ 0

11.  ADDITIONAL PROVISIONS:

Year 2000. The Lessee shall take all action necessary to assure that its
computer-based systems are able to effectively process data including dates and
date sensitive functions. The Lessee represents and warrants that the Year 2000
problem (that is, the inability of certain computer applications to recognize
and correctly perform properly date-sensitive functions involving certain dates
prior to and after December 31, 1999) will not result in a material adverse
effect on the Lessee's business condition or ability to perform hereunder. Upon
request, the Lessee shall provide assurance acceptable to the Lessor that the
Lessee's computer systems and software are or will be Year 2000 compliant on a
timely basis. The Lessee shall immediately advise Lessor in writing of any
material changes in the Lessee's Year 2000 plan, timetable or budget.

See Rider "B" consisting of one page attached hereto and made a part hereof.


IN WITNESS WHEREOF, this Equipment Schedule has been signed as of the date set
forth above.

Lessee:

Ready Mix, Inc.
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By /s/ Kenneth D. Nelson    Title  Vice President
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KENNETH D. NELSON
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Print or Type Name


Lessor:

THE CIT GROUP/EQUIPMENT FINANCING, INC.

By /s/ [ILLEGIBLE]^^        Title  Manager
   -----------------------        ------------------

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Print or Type Name