Page 7 - Code of Ethical Business Conduct
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Code of Ethical Business Conduct   5


          Fraud and Waiver of Ethics Code
            All fraud and complaints related to financial matters will be reported to
          the Audit Committee of Martin Marietta’s Board of Directors.
            Any waivers of this Code for directors and executive officers may be
          made only by Martin Marietta’s Board of Directors or a committee to which
          it delegates that authority. Any waivers for directors and executive officers
          and any amendments to this Code will be promptly disclosed to Martin
          Marietta’s shareholders.


          To Whom Does Our Code of Ethical Business Conduct Apply?
            Our Code of Ethical Business Conduct applies to Martin Marietta
          Materials, Inc. and all of its subsidiaries and affiliates, its officers,
          employees and members of the Board of
          Directors, as well as its consultants,   What is Fraud?
          agents, contract and temporary labor or   n  Submitting false expense
          others, wherever located, when they are   reports
          acting for the Company. In addition, we   n  Misappropriating Company
          expect our suppliers, vendors and others   property or assets
          with which Martin Marietta does business   n  Forging or altering checks
          to follow the same high standards of    n  Not recording revenue
          behavior described in our Code.       n  Not accurately and timely
                                                reporting transactions
                                                n  Improperly changing Company
          Application of Code                   records or financial statements
                                                n  Fraud is not a mistake
            This Code sets forth the key guiding
          principles of business conduct that the   Fraud is not only unethical,
                                                it is also illegal.
          Company follows and expects its employ-
          ees to follow. This Code, however, does not
          capture all laws, rules, regulations and Company policies and procedures
          that may be applicable to the Company and its employees and does not
          cover every issue that may arise or every situation in which ethical decisions
          must be made. Therefore, please refer to the Company’s other guidelines
          and policies and procedures for additional information on the topics ad-
          dressed in this Code as well as other matters not addressed in this Code.
            As you read the Code, please keep in mind that none of the provisions are
          intended, nor will be interpreted, to interfere with, restrain or prevent employee
          communications regarding wages, hours or other terms and conditions of em-
          ployment. Employees have the right to engage in, or refrain from, such activities.
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