ROAC Rock of Ages (VT) (MM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported):

May 26, 2010 (May 25, 2010)

ROCK OF AGES CORPORATION

(Exact name of registrant as specified in its charter)

(State or other jurisdiction of incorporation)

 (Commission File Number)

 (I.R.S. Employer Identification Number)  

 560 Graniteville Road, Graniteville Vermont  

05654

    (Address of principal executive offices)

(Zip Code)

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

£

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

£

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

£

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

£

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

ROCK OF AGES CORPORATION

  FORM 8-K

Item 8.01

Other Events

On May 25, 2010, Rock of Ages Corporation (the "Company") issued a press release announcing that a purported shareholder of the Company has commenced a purported class action lawsuit against the Company, all of the members of its Board of Directors and certain officers, and Swenson Granite Company, LLC ("Swenson"), in connection with the previously announced acquisition proposal submitted by Swenson on May 6, 2010 to the Company's Board of Directors.  A copy of that press release is attached as Exhibit 99.1 and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

Exhibit Number

Description

99.1

Press Release dated May 25, 2010 issued by the Company.

SIGNATURES

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

ROCK OF AGES CORPORATION

Date: May 26, 2010

By:    /s/ Laura Plude                                                    
       Laura Plude, Vice President/CFO

Exhibit Index

Number

Description

99.1

Press Release dated May 25, 2010 issued by the Company.