UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2008

Meadow Valley Corporation

(Exact name of registrant as specified in charter)

Nevada
(State or other jurisdiction of incorporation)

0-25428		88-0328443
(Commission File Number)		(IRS Employer Identification Number)
4602 E. Thomas Road, Phoenix, AZ		85018
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (602) 437-5400

Not applicable
(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:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

þ		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Explanatory Note

     On November 13, 2008, Meadow Valley Corporation (the “Company”) filed a current report on Form 8-K reporting the issuance of a press release with respect to its financial results for the third quarter and nine months ended September 30, 2008, but inadvertently failed to check the box on the cover page of the Form 8-K to indicate that the filing was soliciting material pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended. This Amendment No. 1 on Form 8-K/A is being filed to correct the foregoing.

Item 2.02		Results of Operations and Financial Condition.

     On November 12, 2008, the Company issued a press release with respect to its financial results for the third quarter and nine months ended September 30, 2008, a copy of which is attached as Exhibit 99.01.

     The information set forth herein, including Exhibit 99.01, is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section nor shall the information be deemed incorporated by reference in any filing of the Company, except as shall be expressly set forth by specific reference in such filing.

Item 8.01		Other Events.

     The disclosure contained in Item 2.02 above is incorporated by reference.

Item 9.01		Financial Statements and Exhibits.

(d)

Exhibits. The following exhibit is attached hereto and furnished herewith:

Exhibit
Number				Exhibit Description
	99.01			Press Release of Meadow Valley Corporation, dated November 13, 2008

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.