##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2006
Commission File No 001-32440
 READY MIX, INC.
  Nevada
    
    86-0830443(State or other Jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 3430 East Flamingo Road, Suite 100
Las Vegas, Nevada 89121
(702) 433-2090
 þ o
 
 o o þ
 o þ
  Common Stock, $.001 par value
3,807,500 shares




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##### 



READY MIX, INC.
INDEX
REPORT ON FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 2006
 PART I. FINANCIAL INFORMATIONItem 1. Financial StatementsCondensed Balance Sheets  As of June 30, 2006 (Unaudited) and December 31, 2005
    
    
    3Condensed Statements of Operations (Unaudited)  Six months and three months ended June 30, 2006 and 2005 and Statement of Changes in Stockholders Equity (Unaudited)
    
    
    4Condensed Statements of Cash Flows (Unaudited)  Six months ended June 30, 2006 and 2005
    
    
    5Notes to Condensed Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 3. Quantitative and Qualitative Disclosure About Market Risk
    
    
    23Item 4. Controls and Procedures
    
    
    24PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    24Item 1A. Risk Factors
    
    
    24Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    24Item 3. Defaults Upon Senior Securities
    
    
    24Item 4. Submission of Matters to a Vote of Security Holders
    
    
    25Item 5. Other Information
    
    
    25Item 6. Exhibits
    
    
    25EX-3.2EX-31.1EX-31.2EX-32.1
  2




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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 READY MIX, INC.
 
 CONDENSED BALANCE SHEETS
 June 30,
    
    
    December 31,2006
    
    
    2005(Unaudited)Assets:Current assets:Cash and cash equivalents
    
    $
    10,690,720
    
    
    $
    12,110,417Accounts receivable, net
    
    
    11,314,035
    
    
    
    8,502,504Inventory
    
    
    1,102,484
    
    
    
    604,906Prepaid expenses
    
    
    921,976
    
    
    
    1,114,001Deferred tax asset
    
    
    189,690
    
    
    
    184,591Total current assets
    
    
    24,218,905
    
    
    
    22,516,419Property and equipment, net
    
    
    24,644,776
    
    
    
    17,049,210Refundable deposits
    
    
    193,830
    
    
    
    341,165Total assets
    
    $
    49,057,511
    
    
    $
    39,906,794Liabilities and stockholders equity:Current liabilities:Accounts payable
    
    $
    5,842,240
    
    
    $
    4,146,636Accrued liabilities
    
    
    1,915,362
    
    
    
    1,735,287Notes payable
    
    
    2,310,239
    
    
    
    1,670,643Obligations under capital leases
    
    
    476,234
    
    
    
    468,972Due to affiliate
    
    
    367,686
    
    
    
    84,810Income tax payable
    
    
    1,058,968
    
    
    
    224,514Total current liabilities
    
    
    11,970,729
    
    
    
    8,330,862Notes payable, less current portion
    
    
    9,234,583
    
    
    
    5,625,360Obligations under capital leases, less current portion
    
    
    16,821
    
    
    
    254,946Deferred tax liability
    
    
    1,729,472
    
    
    
    1,729,472Total liabilities
    
    
    22,951,605
    
    
    
    15,940,640Commitments and contingenciesStockholders equity:Preferred stock  $.001 par value; 5,000,000 shares authorized,
none issued and outstanding
    
    
    
    
    
    
    Common stock  $.001 par value; 15,000,000 shares authorized,
3,807,500 issued and outstanding
    
    
    3,808
    
    
    
    3,808Additional paid-in capital
    
    
    17,713,179
    
    
    
    17,632,465Retained earnings
    
    
    8,388,919
    
    
    
    6,329,881Total stockholders equity
    
    
    26,105,906
    
    
    
    23,966,154Total liabilities and stockholders equity
    
    $
    49,057,511
    
    
    $
    39,906,794
  3




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READY MIX, INC.
 
 CONDENSED STATEMENTS OF OPERATIONS AND
 CHANGES IN STOCKHOLDERS EQUITY
 (Unaudited)
 Six months ended
    
    
    Three months endedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Revenue:Revenue
    
    $
    43,930,234
    
    
    $
    31,257,566
    
    
    $
    22,905,646
    
    
    $
    17,283,715Revenue  related parties
    
    
    198,904
    
    
    
    559,872
    
    
    
    91,968
    
    
    
    202,226Total revenue
    
    
    44,129,138
    
    
    
    31,817,438
    
    
    
    22,997,614
    
    
    
    17,485,941Cost of revenue
    
    
    38,615,605
    
    
    
    28,666,170
    
    
    
    20,157,039
    
    
    
    15,416,723Gross profit
    
    
    5,513,533
    
    
    
    3,151,268
    
    
    
    2,840,575
    
    
    
    2,069,218General and administrative expenses
    
    
    2,389,236
    
    
    
    1,582,267
    
    
    
    1,252,565
    
    
    
    869,406Income from operations
    
    
    3,124,297
    
    
    
    1,569,001
    
    
    
    1,588,010
    
    
    
    1,199,812Other income (expense):Interest income
    
    
    180,038
    
    
    
    14,250
    
    
    
    87,140
    
    
    
    7,891Interest expense
    
    
    (63,914
    )
    
    
    (130,870
    )
    
    
    (34,628
    )
    
    
    (62,784
    )Other income
    
    
    13,824
    
    
    
    12,289
    
    
    
    8,023
    
    
    
    9,449129,948
    
    
    
    (104,331
    )
    
    
    60,535
    
    
    
    (45,444
    )Income before income taxes
    
    
    3,254,245
    
    
    
    1,464,670
    
    
    
    1,648,545
    
    
    
    1,154,368Income tax expense
    
    
    1,195,207
    
    
    
    527,281
    
    
    
    605,219
    
    
    
    415,572Net income
    
    $
    2,059,038
    
    
    $
    937,389
    
    
    $
    1,043,326
    
    
    $
    738,796Basic net income per common share
    
    $
    0.54
    
    
    $
    0.46
    
    
    $
    0.27
    
    
    $
    0.36Diluted net income per common share
    
    $
    0.53
    
    
    $
    0.46
    
    
    $
    0.27
    
    
    $
    0.36Basic weighted average common
shares outstanding
    
    
    3,807,500
    
    
    
    2,025,000
    
    
    
    3,807,500
    
    
    
    2,025,000Diluted weighted average common
shares outstanding
    
    
    3,859,660
    
    
    
    2,025,000
    
    
    
    3,852,732
    
    
    
    2,025,000
 Common StockNumber of
    
    
    
    
    
    
    AdditionalShares
    
    
    
    
    
    
    Paid-in
    
    
    RetainedOutstanding
    
    
    Amount
    
    
    Capital
    
    
    EarningsBalance at January 1, 2006
    
    
    3,807,500
    
    
    $
    3,808
    
    
    $
    17,632,465
    
    
    $
    6,329,881Stock based compensation
expense
    
    
    
    
    
    
    
    
    
    
    80,714Net income for the six months
ended June 30, 2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,059,038Balance at June 30, 2006
    
    
    3,807,500
    
    
    $
    3,808
    
    
    $
    17,713,179
    
    
    $
    8,388,919
  4




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READY MIX, INC.
 
 CONDENSED STATEMENTS OF CASH FLOWS
 (Unaudited)
 Six months endedJune 30,2006
    
    
    2005Increase (decrease) in cash and cash equivalents:Cash flows from operating activities:Cash received from customers
    
    $
    41,300,076
    
    
    $
    31,348,467Cash paid to suppliers and employees
    
    
    (37,513,339
    )
    
    
    (29,524,052
    )Taxes paid
    
    
    (365,852
    )
    
    
    Interest received
    
    
    180,038
    
    
    
    14,250Interest paid
    
    
    (63,914
    )
    
    
    (130,870
    )Net cash provided by operating activities
    
    
    3,537,009
    
    
    
    1,707,795Cash flows from investing activities:Purchase of property and equipment
    
    
    (6,580,190
    )
    
    
    (816,907
    )Net cash used in investing activities
    
    
    (6,580,190
    )
    
    
    (816,907
    )Cash flows from financing activities:Received from due to affiliate
    
    
    282,876
    
    
    
    384,721Proceeds from notes payable
    
    
    3,083,540
    
    
    
    Repayment of notes payable
    
    
    (1,512,069
    )
    
    
    (1,318,489
    )Repayment of capital lease obligations
    
    
    (230,863
    )
    
    
    (217,027
    )Net cash provided by (used in) financing activities
    
    
    1,623,484
    
    
    
    (1,150,795
    )Net decrease in cash and cash equivalents
    
    
    (1,419,697
    )
    
    
    (259,907
    )Cash and cash equivalents at beginning of period
    
    
    12,110,417
    
    
    
    1,424,629Cash and cash equivalents at end of period
    
    $
    10,690,720
    
    
    $
    1,164,722Reconciliation of net income to net cash provided by
operating activities:Net income
    
    $
    2,059,038
    
    
    $
    937,389Adjustments
to reconcile net income to net cash provided by operating activities:Depreciation and amortization
    
    
    1,655,581
    
    
    
    1,151,423Loss on sale of equipment
    
    
    6,391
    
    
    
    Deferred taxes, net
    
    
    (5,099
    )
    
    
    527,281Stock-based compensation expense
    
    
    80,714
    
    
    
    Provision for doubtful accounts
    
    
    37,746
    
    
    
    85,814Changes in operating assets and liabilities:Accounts receivable
    
    
    (2,849,277
    )
    
    
    (481,260
    )Prepaid expenses
    
    
    192,025
    
    
    
    (284,691
    )Inventory
    
    
    (497,578
    )
    
    
    (136,864
    )Refundable deposits
    
    
    147,335
    
    
    
    (26,776
    )Accounts payable
    
    
    1,695,604
    
    
    
    (247,740
    )Accrued liabilities
    
    
    180,075
    
    
    
    183,219Income tax payable
    
    
    834,454
    
    
    
    Net cash provided by operating activities
    
    $
    3,537,009
    
    
    $
    1,707,795
  5




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READY MIX, INC.
 
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 1. Summary of Significant Accounting Policies and Use of Estimates:
 Presentation of Interim Information:
  Seasonal Variations:
  Nature of Corporation:
  Reclassifications
  Revenue Recognition:
  Earnings per Share:
  Stock-Based Compensation:
  6




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 1. Summary of Significant Accounting Policies and Use of Estimates (Continued):
 Stock-Based Compensation (Continued):
  
    
    Expected term is determined using a weighted average of the contractual term and vesting
period of the award;
    
    Expected volatility is measured using the weighted average of historical daily changes
in the market price of the Companys peer groups common stock over the expected term of
the award. The peer group is used since the Company does not have sufficient historical
daily changes in its common stock over the expected term of the award;
    
    Risk-free interest rate is equivalent to the implied yield on zero-coupon U.S. Treasury
bonds with a remaining maturity equal to the expected term of the awards; and,
    
    Forfeitures are based on the history of cancellations of similar awards granted by the
Company and managements analysis of potential forfeitures.
   Six monthsended June 30,2005Net income, as reported
    
    $
    937,389Add: Stock-based employee compensation expense included in reported
income, net of related tax effects
    
    
    Deduct: Total stock-based employee compensation expense determined
under fair value based methods for all awards, net of related tax effects
    
    
    48,438Pro forma net income
    
    $
    888,951Basic net income per common shareAs reported
    
    $
    0.46Pro forma
    
    
    0.44Diluted net income per common shareAs reported
    
    $
    0.46Pro forma
    
    
    0.44
 7




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 1. Summary of Significant Accounting Policies and Use of Estimates (Continued):
 New Accounting Pronouncements:
     2. Stock-Based Compensation:
   8




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 2. Stock-Based Compensation (Continued):
   Equity Incentive Plan
    Awards prior toJanuary 1, 2006Dividend yield
    
    
    0
    %Expected volatility
    
    
    21.4% - 23.3
    %Weighted-average volatility
    
    
    21.55
    %Risk-free interest rate
    
    
    5.00
    %Expected life of options (in years)
    
    
    3Weighted-average grant-date fair value
    
    $
    2.02
   Weighted AverageWeighted Average
    
    
    Remaining
    
    
    Aggregate
    
    
    AggregateExercise Price
    
    
    Contractural
    
    
    Fair
    
    
    IntrinsicShares
    
    
    per Share
    
    
    Term (1)
    
    
    Value
    
    
    Value (2)Outstanding January 1, 2006
    
    
    253,125
    
    
    $
    11.12
    
    
    
    3.89
    
    
    $
    511,616Granted
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Forfeited or expired
    
    
    (2,500
    )
    
    
    11.00
    
    
    
    
    
    
    
    (4,875
    )Outstanding June 30, 2006
    
    
    250,625
    
    
    $
    11.12
    
    
    
    3.64
    
    
    $
    506,741
    
    
    $
    460,850Exercisable June 30, 2006
    
    
    76,791
    
    
    $
    11.00
    
    
    
    3.58
    
    
    $
    149,742
    
    
    $
    150,510
 
 (1)
    
    Remaining contractual term is presented in years.(2)
    
    The aggregate intrinsic value is calculated as the difference between the
exercise price of the underlying awards and the closing price of our common stock as of
June 30, 2006, for those awards that have an exercise price currently below the closing
price as of June 30, 2006. 9




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 2. Stock-Based Compensation (Continued):
  Weighted AverageGrant-DateShares
    
    Fair ValueNonvested stock options at January 1, 2006
    
    
    253,125
    
    
    $
    2.02Granted
    
    
    
    
    
    
    Vested
    
    
    (76,791
    )
    
    
    1.95Forfeited
    
    
    (2,500
    )
    
    
    1.95Nonvested stock options at June 30, 2006
    
    
    173,834
    
    
    $
    2.05
  3. Statement of Cash Flows:
 Non-Cash Investing and Financing Activities:
    10




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 4. Notes Payable:
  June 30,
    
    
    December 31,2006
    
    
    2005Note payable, variable interest rate was 7.75% at March 31,
2006, with monthly principal payments of $4,121, due March 11,
2006, collateralized by equipment
    
    $
    
    
    
    $
    12,3636.65% note payable, with monthly payments of $723, due
July 9, 2006, collateralized by equipment
    
    
    
    
    
    
    4,2555.99% note payable, with monthly payments of $471, due
September 28, 2008, collateralized by a vehicle
    
    
    11,878
    
    
    
    14,307Non-interest bearing note payable, with monthly payments of
$390, due February 12, 2007, collateralized by equipment
    
    
    3,119
    
    
    
    5,4595.31% note payable, with monthly payments of $1,730, due
March 22, 2009, collateralized by vehicles
    
    
    53,018
    
    
    
    61,8555.31% note payable, with monthly payments of $788, due
April 8, 2009, collateralized by a vehicle
    
    
    24,136
    
    
    
    28,1596.21% note payable, with monthly payments of $4,921 and a
principal payment of $443,902, due April 16, 2009, collateralized
by land
    
    
    520,869
    
    
    
    534,0226.34% note payable, with monthly payments of $3,450 and a
principal payment of $309,412, due April 16, 2009, collateralized
by land
    
    
    362,528
    
    
    
    371,6045.90% note payable, with monthly principal payments of $1,905,
plus interest, due May 24, 2007, collateralized by equipment
    
    
    20,952
    
    
    
    32,3805.22% note payable, with monthly payments of $10,398, due
May 25, 2008, collateralized by equipment
    
    
    227,128
    
    
    
    282,7365.75% note payable, with monthly payments of $59,149, due
April 20, 2006, collateralized by equipment
    
    
    
    
    
    
    233,7907.05% note payable, with monthly payments of $2,930 and
a principal payment of $254,742, due August 27, 2009,
collateralized by land
    
    
    300,624
    
    
    
    307,6458.55% note payable, with monthly payments of $22,071, due
February 27, 2006, collateralized by vehicles
    
    
    
    
    
    
    43,6765.90% note payable, with monthly payments of $593, due
December 15, 2009, collateralized by vehicles
    
    
    22,461
    
    
    
    25,3096.60% note payable, with monthly payments of $30,812, due
December 15, 2007, collateralized by equipment
    
    
    526,676
    
    
    
    690,9926.60% note payable, with monthly payments of $22,806, due
December 29, 2007, collateralized by equipment
    
    
    389,816
    
    
    
    511,434$
    2,463,205
    
    
    $
    3,159,986
 11




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 4. Notes Payable (Continued):
  June 30,
    
    
    December 31,2006
    
    
    2005Total from previous page
    
    $
    2,463,205
    
    
    $
    3,159,9865.90% notes payable, with combined monthly payments
of $5,322, due dates ranging from January 31, 2010 to
March 11, 2010, collateralized by vehicles
    
    
    207,821
    
    
    
    233,1877.25% note payable, with monthly payments of $4,153, due
May 4, 2009, collateralized by equipment
    
    
    141,218
    
    
    
    166,1397.50% notes payable, with combined monthly principal
payments of $15,100 plus interest, due September 1, 2008,
collateralized by equipment
    
    
    392,599
    
    
    
    483,1986.85% notes payable, with combined monthly payments of
$1,098, due September 28, 2010, collateralized by vehicles
    
    
    48,473
    
    
    
    53,3056.85% note payable, with a monthly payment of $522, due
October 13, 2010, collateralized by a vehicle
    
    
    23,422
    
    
    
    25,705Note payable, variable interest rate was 9.75% at June 30,
2006, with monthly principal payments of $21,429
plus interest, due July 29, 2012, collateralized by
mining water rights
    
    
    1,564,285
    
    
    
    1,692,8577.99% note payable, with monthly principal payments of
$14,362 plus interest, due March 25, 2011, collateralized
by equipment
    
    
    818,628
    
    
    
    8.14% note payable, with monthly principal payments of
$30,470 plus interest, due March 28, 2011, collateralized
by equipment
    
    
    1,736,813
    
    
    
    5.99% note payable, with a monthly payment of $496, due
November 30, 2008, collateralized by a vehicle
    
    
    13,360
    
    
    
    15,893Line of credit, variable interest rate was 8.5% at June 30,
2006, interest only payments until December 31, 2008,
36 equal monthly principal payments plus interest thereafter,
collateralized by all of the Companys assets
    
    
    1,070,263
    
    
    
    1,465,7338.45% notes payable, with combined monthly principal
payments of $26,182 plus interest, due June 28, 2011,
collateralized by equipment
    
    
    1,570,950
    
    
    
    7.46% note payable, with a monthly payment of $13,867, due
May 26, 2021, collateralized by a building and land
    
    
    1,493,785
    
    
    
    11,544,822
    
    
    
    7,296,003Less: current portion
    
    
    (2,310,239
    )
    
    
    (1,670,643
    )$
    9,234,583
    
    
    $
    5,625,360
 12




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 4. Notes Payable (Continued):
  2007
    
    $
    2,310,2392008
    
    
    2,012,2182009
    
    
    2,372,2982010
    
    
    1,922,1042011
    
    
    1,483,400Subsequent to 2011
    
    
    1,444,563$
    11,544,822
 5. Line of Credit:
   6. Commitments:
  2007
    
    $
    1,005,7282008
    
    
    923,4282009
    
    
    923,4282010
    
    
    923,4282011
    
    
    769,523$
    4,545,535
  2007
    
    $
    200,000
 13




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READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 6. Commitments (Continued):
    7. Earnings per Share:
   Six months ended
    
    Three months endedJune 30,
    
    June 30,2006
    
    2005
    
    2006
    
    2005Weighted average common shares
outstanding
    
    
    3,807,500
    
    
    
    2,025,000
    
    
    
    3,807,500
    
    
    
    2,025,000Dilutive effect of:Stock options and warrants
    
    
    52,160
    
    
    
    
    
    
    
    45,232
    
    
    
    Weighted average common shares
outstanding assuming dilution
    
    
    3,859,660
    
    
    
    2,025,000
    
    
    
    3,852,732
    
    
    
    2,025,000
  14




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##### Table of Contents



READY MIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
 7. Earnings per Share (Continued):
  8. Income Taxes:
   15




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Forward-Looking Disclosure
    General
   Overview
  16




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Engineering-News Record rd th
 New Accounting Pronouncements
    17




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Critical Accounting Policies, Estimates and Judgments
      18




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Results of Operations
  Six months ended
    
    
    Three months endedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005(dollars in thousands)
    
    (Unaudited)
    
    
    (Unaudited)Revenue
    
    $
    43,930
    
    
    
    99.6
    %
    
    $
    31,257
    
    
    
    98.2
    %
    
    $
    22,906
    
    
    
    99.6
    %
    
    $
    17,284
    
    
    
    98.8
    %Related party revenue
    
    
    199
    
    
    
    0.4
    %
    
    
    560
    
    
    
    1.8
    %
    
    
    92
    
    
    
    0.4
    %
    
    
    202
    
    
    
    1.2
    %Total revenue
    
    
    44,129
    
    
    
    100.0
    %
    
    
    31,817
    
    
    
    100.0
    %
    
    
    22,998
    
    
    
    100.0
    %
    
    
    17,486
    
    
    
    100.0
    %Gross profit
    
    
    5,513
    
    
    
    12.5
    %
    
    
    3,151
    
    
    
    9.9
    %
    
    
    2,841
    
    
    
    12.4
    %
    
    
    2,069
    
    
    
    11.8
    %General and
administrative expenses
    
    
    2,389
    
    
    
    5.4
    %
    
    
    1,582
    
    
    
    5.0
    %
    
    
    1,253
    
    
    
    5.5
    %
    
    
    869
    
    
    
    5.0
    %Income from operations
    
    
    3,124
    
    
    
    7.1
    %
    
    
    1,569
    
    
    
    4.9
    %
    
    
    1,588
    
    
    
    6.9
    %
    
    
    1,200
    
    
    
    6.8
    %Interest income
    
    
    180
    
    
    
    0.4
    %
    
    
    14
    
    
    
    0.0
    %
    
    
    87
    
    
    
    0.4
    %
    
    
    8
    
    
    
    0.1
    %Interest expense
    
    
    (64
    )
    
    
    -0.1
    %
    
    
    (131
    )
    
    
    -0.4
    %
    
    
    (35
    )
    
    
    -0.2
    %
    
    
    (63
    )
    
    
    -0.4
    %Income tax expense
    
    
    (1,195
    )
    
    
    -2.7
    %
    
    
    (527
    )
    
    
    -1.6
    %
    
    
    (605
    )
    
    
    -2.6
    %
    
    
    (416
    )
    
    
    -2.4
    %Net income
    
    $
    2,059
    
    
    
    4.7
    %
    
    $
    937
    
    
    
    2.9
    %
    
    $
    1,043
    
    
    
    4.5
    %
    
    $
    739
    
    
    
    4.2
    %Depreciation and
amortization
    
    $
    1,656
    
    
    
    3.8
    %
    
    $
    1,151
    
    
    
    3.6
    %
    
    $
    867
    
    
    
    3.8
    %
    
    $
    584
    
    
    
    3.4
    %
 19




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##### Table of Contents



Six Months Ended June 30, 2006 compared to Six Months Ended June 30, 2005
 Revenue
 Gross Profit.
 Depreciation and Amortization.
 General and Administrative Expenses.
 Interest Income and Expense.
 Income Taxes.
 Net Income.
 20




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##### Table of Contents



Three Months Ended June 30, 2006 compared to Three Months Ended June 30, 2005
 Revenue.
 Gross Profit.
 Depreciation and amortization.
 General and Administrative Expenses.
 Interest Income and Expense.
 Income taxes.
 Net income.
 Liquidity and Capital Resources
  21




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##### Table of Contents



Six months endedJune 30,2006
    
    2005(dollars in thousands)
    
    (Unaudited)Cash flows provided by operating activities
    
    $
    3,537
    
    
    $
    1,708Cash flows used in investing activities
    
    
    (6,580
    )
    
    
    (817
    )Cash flows provided by (used in) financing activities
    
    
    1,623
    
    
    
    (1,151
    )
    22




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##### Table of Contents



Summary of Contractual Obligations and Commercial Commitments
  Payments Due by PeriodLess than
    
    
    1 - 3
    
    
    4 - 5
    
    
    AfterTotal
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    5 Years(dollars in thousands)Contractual ObligationsLong-term debt
    
    $
    11,545
    
    
    $
    2,310
    
    
    $
    4,385
    
    
    $
    3,406
    
    
    $
    1,444Interest payments on
long-term debt (1)
    
    
    2,737
    
    
    
    726
    
    
    
    1,020
    
    
    
    490
    
    
    
    501Capital lease obligations
    
    
    520
    
    
    
    501
    
    
    
    19
    
    
    
    
    
    
    
    Operating leases
    
    
    9,091
    
    
    
    2,634
    
    
    
    4,303
    
    
    
    2,154
    
    
    
    Purchase obligations
    
    
    4,861
    
    
    
    1,428
    
    
    
    2,488
    
    
    
    945
    
    
    
    Other long
term liabilities (2)
    
    
    1,072
    
    
    
    524
    
    
    
    548
    
    
    
    
    
    
    
    Total contractual obligations
    
    $
    29,826
    
    
    $
    8,123
    
    
    $
    12,763
    
    
    $
    6,995
    
    
    $
    1,945
 
 (1)
    
    Interest payments are based on the individual interest rates of each obligation,
which range from 5.22% to 9.75% per annum. We do not assume an increase in the variable
interest rate. See Note 4Notes payable in the accompanying condensed financial
statements.(2)
    
    Other long-term liabilities include employment contracts with two of our key
executive officers that call for annual salaries of $150,000 and $110,000 through
January 2008, and are to be reviewed annually by our Compensation Committee. In
addition, other long-term liabilities include the administrative services agreement
with Meadow Valley in the amount of $22,000 per month expiring December 31, 2008. Website Access
  
 Item 3. Quantitative and Qualitative Disclosure About Market Risk
    23




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##### Table of Contents



Item 4. Controls and Procedures
  
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  
 Item 3. Defaults Upon Senior Securities
  24




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##### Table of Contents



Item 4. Submission of Matters to a Vote of Security Holders
  Affirmative
    
    Authority
    
    Broker non-Directors
    
    Votes
    
    Withheld
    
    votes/AbstentionsCharles E. Cowan
    
    
    3,738,215
    
    
    
    9,683
    
    
    
    Charles R. Norton
    
    
    3,591,374
    
    
    
    9,524
    
    
    
    Dan H. Stewart
    
    
    3,591,215
    
    
    
    9,683
    
    
    
    Don A. Patterson
    
    
    3,591,215
    
    
    
    9,683
    
    
    
    Bradley E. Larson
    
    
    3,480,781
    
    
    
    120,117
    
    
    
    Robert R. Morris
    
    
    3,480,915
    
    
    
    119,983
    
    
    
    Kenneth D. Nelson
    
    
    3,480,915
    
    
    
    119,983
    
    
    
    
  Affirmative
    
    Against
    
    Authority
    
    Broker non-Votes
    
    Votes
    
    Withheld
    
    votes/Abstentions3,736,835
    
    
    1,997
    
    
    
    9,066
    
    
    
    
 
 Item 5. Other Information
  
 Item 6. Exhibits
  3.2
    
    Amended Bylaws of the Registrant31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certifications of Chief Executive Officer and Chief Financial Officer pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
 25




---



##### Table of Contents



SIGNATURE
  READY MIX, INC.(Registrant)By
    
    /s/ Bradley E. Larson

Bradley E. LarsonChief Executive OfficerAugust 14, 2006By
    
    /s/ Clint Tryon

Clint TryonChief Financial Officer, Secretary and Treasurer(Principal Accounting Officer)August 14, 2006
 26




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##### Table of Contents



Index
to Exhibits
 3.2
    
    Amended Bylaws of the Registrant31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certifications of Chief Executive Officer and Chief Financial Officer pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
 27