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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 
(Mark One)

   x
Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934
(No fee required, effective October 7, 1996)

 
For the fiscal year ended
December 31, 2009

Or

   o
Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934
(No fee required)

 
For the transition period from ____________________ to _______________________

 
Commission file number
1-14946


 
A.  Full title of the plan and the address of the plan, if different from that of the issuer named below:

 
CEMEX, Inc. Savings Plan
 
920 Memorial City Way
 
Suite 100
 
Houston, Texas 77024


 
B.  Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 
CEMEX, S.A.B. de C.V.
 
Av. Ricardo Margáin Zozaya #325
 
Colonia Valle del Campestre
 
Garza García, Nuevo León
 
México 66265


 
 
 
 
 
CEMEX, INC. SAVINGS PLAN

Financial Statements and
Supplemental Schedule

December 31, 2009 and 2008
(With Report of Independent Registered Public Accounting Firm)


 
 
 

CEMEX, INC. SAVINGS PLAN


Table of Contents

 
Page
   
Report of Independent Registered Public Accounting Firm
1
   
Financial Statements:
  
   
Statements of Net Assets Available for Benefits -
  
December 31, 2009 and 2008
2
   
Statement of Changes in Net Assets Available for Benefits -
  
Year Ended December 31, 2009
3
   
Notes to Financial Statements
4
   
Supplemental Schedule - Schedule H, Line 4(i) - Schedule of Assets
  
(Held at End of Year) - December 31, 2009
14
   
   
The following schedules required by the Department of Labor's Rules and Regulations are omitted because of the absence of conditions under which they are required:
  
   
Schedule G, Part I - Schedule of Loans or Fixed Income Obligations in Default or Classified as Uncollectible
  
   
Schedule G, Part II - Schedule of Leases in Default or Classified as Uncollectible
  
   
Schedule G, Part III - Nonexempt Transactions
  
   
Schedule H, Line 4(a) - Delinquent Employee Contributions and Loan Repayments
  
   
Schedule H, Line 4(i) - Schedule of Assets (Acquired and Disposed of Within the Plan Year)
  
   
Schedule H, Line 4(j) - Schedule of Reportable Transactions
  

 

 
 
 

 
REPORT ON INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Participants and Administrator of
CEMEX, Inc. Savings Plan:

We have audited the accompanying statements of net assets available for benefits of the CEMEX, Inc. Savings Plan (the Plan) as of December 31, 2009 and 2008, and the related statements of changes in net assets available for benefits for the year ended December 31, 2009.  These financial statements are the responsibility of the Plan's management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting.  Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and the changes in net assets available for benefits for the year ended December 31, 2009, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental schedule is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  This supplemental schedule is the responsibility of the Plan’s management.  The supplemental schedule has been subjected to the auditing procedures applied in the audit of the 2009 basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.


 
/s/ MFR, P.C.                             

Houston, Texas
June 18, 2010
 

 
1
 
 

CEMEX, INC. SAVINGS PLAN
 
Statements of Net Assets Available for Benefits
December 31, 2009 and 2008

Assets
  
2009
    
2008
  
             
Investments, at fair value:
            
Plan interest in CEMEX, Inc. Savings Plan Trust
   $ 552,972,831       481,827,486  
Participant loans
     32,331,133       34,470,222  
                 
Total investments
     585,303,964       516,297,708  
                 
Cash and cash equivalents
     157,263       1,869,594  
Employee contributions receivable
     633,514       769,014  
Employer contributions receivable
     249,596       731,413  
Investment trades and other receivables
     663,137       640,952  
                 
Total assets
     587,007,474       520,308,681  
                 
Liabilities
                
                 
Excess contribution refunds
     326,091          
Investment trades and other payables
     48,123       882,913  
                 
Total liabilities
     374,214       882,913  
                 
Net assets available for benefits at fair value
     586,633,260       519,425,768  
                 
Adjustment from fair value to contract value for interest in
                
CEMEX, Inc. Savings Plan Trust relating to benefit-responsive
                
investment contracts
     (3,062,281 )     7,406,159  
                 
Net assets available for benefits
   $ 583,570,979       526,831,927  
                 
                 
                 
                 
See accompanying notes to financial statements.
                

 
 
2
 
 

CEMEX, INC. SAVINGS PLAN
 
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2009

Additions to net assets:
      
Participant contributions
   $ 26,507,611  
Employer contributions
     16,529,531  
Gain from Plan interest in CEMEX, Inc. Savings Plan Trust
     88,513,110  
Interest from participant loans
     2,229,181  
Transfer in from qualified plan
     4,635,259  
Other Plan income
     69,307  
Total additions to net assets
     138,483,999  
         
Deductions from net assets:
        
Benefits paid to participants
     80,846,198  
Excess contribution refunds
     326,091  
Administrative fees and expenses
     273,840  
Other Plan expenses
     298,818  
Total deductions from net assets
     81,744,947  
         
Net increase in net assets available for benefits
     56,739,052  
         
Net assets available for benefits:
        
Beginning of year
     526,831,927  
End of year
   $ 583,570,979  
         
         
See accompanying notes to financial statements.
        

 
 
3
 

 
CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements
December 31, 2009 and 2008

1.
Plan Description
   
 
General
   
 
The Cemex USA Management, Inc. Savings Plan was adopted effective April 1, 1991 for the benefit of the employees of Cemex Management, Inc. (formerly known as Cemex USA Management, Inc.) and its affiliated companies.  Effective January 1, 2001, CEMEX, Inc. (Sponsor) assumed sponsorship of the Cemex USA Management, Inc. Savings Plan and changed the plan’s name to CEMEX, Inc. Savings Plan (the Plan).  The Plan is intended to qualify under section 401(a) of the Internal Revenue Code (IRC) as a profit sharing plan with a 401(k) feature.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
   
 
Effective May 1, 2008, the Rinker Materials Corporation Profit Sharing 401(k) Plan and the Rinker Materials Corporation 401(k) Retirement Savings Plan were merged into the Plan.  In connection with these mergers, assets of approximately $279,275,000 and $5,079,000, respectively, were transferred into the Plan.
   
 
Effective December 31, 2009, the United Metro/Operating Engineers Local 428/Arizona District Counsel of Laborers 401(k) Savings Plan was merged into the Plan.  In connection with the merger, assets of approximately $4,635,000 were transferred into the Plan.
   
 
The following brief description of the Plan is provided for general information purposes only and is as of December 31, 2009, unless otherwise noted.  The capitalized words and phrases used in the following subsections of this note, shall have the meanings as set forth in the Plan Agreement and are as of December 31, 2009, unless otherwise noted.  Participants should refer to the amended and restated Plan Agreement for a complete description of the Plan's provisions.
   
 
The Plan was amended in 2009 to comply with current regulations.
   
 
Eligibility
   
 
Except as otherwise noted, Employees of CEMEX, Inc. and its affiliated companies (collectively, Employer) that have adopted the Plan are eligible to participate in the Plan on the first day of the calendar quarter following the Employee’s date of hire.  All Employees who are covered by a collective bargaining agreement shall be excluded from participating in the Plan, unless the collective bargaining agreement requires that the Employer include such Employees in this Plan.  Any Employee who is notified that he is eligible to participate in a foreign retirement plan maintained by CEMEX, Inc., or any company in any country operating under the parent company of CEMEX, S.A.B. de C.V., shall be ineligible to participate in this Plan as of the first day of the month following the month he or she is notified of his or her eligibility to participate in such foreign retirement plan.  The employee shall remain ineligible until the first day of the month following the month he or she is notified that he or she is no longer eligible to participate in such foreign retirement plan.  Any employee who is a nonresident alien with no United States source income, working outside the United States, is a leased employee, or an individual contractor, shall be excluded from participating in the Plan.

 
Continued

 
4
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
Contributions
   
 
Employees may make voluntary contributions of up to 40% of eligible compensation on a before-tax basis and an additional 18% of eligible compensation on an after-tax basis.  Participants who are or will attain age 50 years old or older before the close of the Plan’s year, are eligible to make a catch-up contribution in accordance with section 414(v) of the IRC.  Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans.  Participants direct the investment of their participant contributions into various investment options offered by the Plan.
   
 
Effective January 1, 2008, the Employer matching contribution was changed to 150% (or such higher percentage as may be determined by the Employer’s Board of Directors) of the participant’s before-tax contributions, which do not exceed 5% of the participant’s eligible compensation.  Effective January 1, 2008, Victorville Employee means an hourly paid employee of the Employer at its Victorville, California location who is represented by (a) the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial & Service Workers International Union or (b) the International Association of Machinists and Aerospace Workers, and is covered under the Plan pursuant to the provisions of the applicable current collective bargaining agreement with the Employer.  Effective January 1, 2008, wi th regard to a participant that is considered a Victorville Employee, the Employer matching contribution was changed to 75% (or such higher percentage as may be determined by the Employer’s Board of Directors) of the participant’s before-tax contributions, which do not exceed 6% of the participant’s eligible compensation.
   
 
Effective January 1, 2009, the Plan was amended so that the Employer contributions will be made in cash and then invested in accordance with the participant’s existing investment elections.  The Employer contributions formerly were in the form of American Depository Shares representing common stock of CEMEX, S.A.B. de C.V. (CEMEX stock) and a participant was allowed, at any time after the CEMEX stock was credited to his or her account, to make a diversification election and exercise investment discretion with respect to the Employer matching contribution.
   
 
Effective May 1, 2009, the Employer matching contribution was changed to 60% (or such higher percentage as may be determined by the Employer’s Board of Directors) of the participant’s before-tax contributions, which do not exceed 5% of the participant’s eligible compensation, unless otherwise specified by a collective bargaining agreement.
   
 
Participant accounts
   
 
Separate accounts are maintained for each participant.  Participant accounts are credited with the participant's contribution and allocations of the Employer’s contributions and Plan earnings.  Allocations are based on each participant's earnings or account balance, as defined in the Plan Agreement.  Each participant is entitled to the benefit that can be provided from the participant's vested account.
   
 
Vesting
   
 
Participants are immediately vested in their employee and rollover contributions plus actual earnings thereon.  Vesting in the Employers’ matching and discretionary minimum contribution portion of their accounts plus earnings thereon is based on years of Active Service, among other things, and is further defined in the Plan Agreement.  The maximum years of Active Service required for 100% vesting is five years.


Continued

 
5
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
Forfeitures
   
 
Forfeited amounts are first used to restore forfeited amounts for participants who have previously terminated but qualify for restoration under the terms of the Plan Agreement.  If any amount remains after that allocation, it may be used to reduce the Employer matching contribution for that year.  At December 31, 2009 and 2008, forfeited non-vested accounts totaled $1,573,625 and $964,665, respectively.  During fiscal year 2009, Employer contributions were reduced by $266,152 from forfeited non-vested accounts.
   
 
Benefit payments
   
 
Benefits are payable from participant account balances, subject to certain restrictions, upon termination of employment, retirement, reaching the age of 59½ , or by incurring a death, disability or financial hardship, as defined in the Plan Agreement.  Participants elect the method of distribution which may be either in the form of a direct rollover to an eligible retirement plan, lump sum payment or, if in excess of $5,000, payment over a period of time not to exceed the shorter of 10 years or certain life expectancies as defined in the Plan Agreement.  Participants may elect that their portion of account balances invested in full shares of CEMEX stock or Crane Company common stock be distributed in-kind.
   
 
Unless timely election is made, participants with a vested account balance less than or equal to $1,000 will automatically receive a lump sum cash distribution and participants with a vested account balance less than or equal to $5,000 but larger than $1,000 will automatically receive a direct rollover to an IRA designated by the Benefits Committee.
   
 
Participant loans
   
 
A participant may obtain a loan from his or her separate account balance.  Each loan is evidenced by a promissory note and may not be less than $1,000.  The loans are secured by the balance in the participant’s account and bear interest at a rate commensurate with commercial prevailing rates as determined by the Administrator.  Provisions of the Plan require the aggregate of each loan outstanding not to exceed the lesser of $50,000 or 50% of the participant's vested account balance. Repayment terms for loans are not to exceed five years and principal and interest is paid ratably through monthly payroll deductions.  A participant may only have two loans outstanding at the same time.
   
 
Plan termination
   
 
Although no interest has been expressed, the Sponsor has the right under the Plan to terminate the Plan subject to the provisions of ERISA.  In the event of Plan termination, participants become 100% vested in their Employer contributions account.  Participant contributions are always 100% vested.

 
Continued

 
6
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


2.
Significant Accounting Policies
   
 
Basis of accounting and use of estimates
   
 
The financial statements have been prepared on an accrual basis and present the net assets available for benefits and changes in those net assets in accordance with U.S. generally accepted accounting principles.  The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities.  Accordingly, actual results could differ from those estimates.
   
 
The financial statements reflect the adoption of Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans.  As required, the statements of net assets available for benefits present investment contracts at fair value as well as an additional line item showing an adjustment of fully benefit-responsive investment contracts from fair value to contract value.  The statement of changes in net assets available for benefits is presented on a contract value basis and is not affected by this reporting requirement.
   
 
Fair value measurements
   
 
Fair Value Measurements establishes a framework for measuring fair value.  That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.  The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).  The three levels of the fair value hierarchy are described below:


 
Level 1:
Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.
     
 
Level 2:
Inputs to the valuation methodology include:
     
   
Ÿ
Quoted prices for similar assets or liabilities in active markets;
   
Ÿ
Quoted prices for identical or similar assets or liabilities in inactive markets;
   
Ÿ
Inputs other than quoted prices that are observable for the asset or liability; and
   
Ÿ
Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
       
   
If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.
     
 
Level 3:
Inputs to the valuation methodology are unobservable and significant to the fair  value measurement.

 
Continued

 
7
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.  Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.  Following is a description of the valuation methodologies used for assets measured at fair value:
   
 
Mutual funds:  Valued at the net asset value (NAV) of shares held by the Plan at year end.
   
 
Common stock: Valued at the closing price reported on the active market on which the individual securities are traded.
   
 
Common collective trust funds: Valued at the fair value of the underlying securities.
   
 
Participant loans:  Valued at amortized cost, which approximates fair value.
   
 
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
   
 
The following table sets forth by level, within the fair value hierarchy, the Plan’s assets measured on a recurring basis at fair value as of December 31, 2009:


     
Level 1
    
Level 2
    
Level 3
    
Total
  
 
Master Trust assets:
                        
 
Mutual funds:
                        
 
Large cap equity
   $ 91,824,094                   91,824,094  
 
Fixed income
     71,533,745                   71,533,745  
 
International equity
     47,472,412                   47,472,412  
 
Small/mid cap equity
     28,829,562                   28,829,562  
 
Real estate
     12,096,656                   12,096.656  
 
Total mutual funds
   $ 251,756,469       -       -       251,756,469  
 
Collective trusts:
                                
 
Fixed income
             164,399,502               164,399,502  
 
Large cap equity
             62,575,903               62,575,903  
 
International equity
             29,774,265               29,774,265  
 
Total collective trusts
   $ -       256,749,670       -       256,749,670  
 
Common stocks
     44,320,720                       44,320,720  
 
Money market funds
     134,903       11,069               145,972  
 
Total Master Trust assets at fair value
   $ 296,212,092       256,760,739               552,972,831  
 
Non-Master Trust assets -
                                
 
Participant loans
                     32,331,133       32,331,133  
 
Total assets at fair value
   $ 296,212,092       256,760,739       32,331,133       585,303,964  


Continued

 
8
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
The following table sets forth by level, within the fair value hierarchy, the Plan’s assets measured on a recurring basis at fair value as of December 31, 2008:

     
Level 1
    
Level 2
    
Level 3
    
Total
  
 
Master Trust assets:
                        
 
Mutual funds
   $ 207,747,108                   207,747,108  
 
Common stocks
     40,106,416                   40,106,416  
 
Common collective trusts
             233,341,647             233,341,647  
 
Money market funds
     364,518       267,797    
 
       632,315  
 
Total Master Trust assets at fair value
   $ 248,218,042       233,609,444    
 
       481,827,486  
 
Non-Master Trust assets -
                              
 
Participant loans
                     34,470,222       34,470,222  
 
Total assets at fair value
   $ 248,218,042       233,609,444       34,470,222       516,297,708  


 
The following table sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2009:

     
Participant
  
     
Loans
  
         
 
Beginning of year
   $ 34,470,222  
 
Purchases, sales, issuances and settlements, net
     (2,139,089 )
 
End of year
   $ 32,331,133  


 
Investment valuation and income recognition
   
 
The Plan’s investments are stated at fair value.  Participant loans are valued at their outstanding balances, which approximate fair value.  The fair value of the Plan’s interest in the CEMEX, Inc. Savings Plan Trust (the Master Trust) is based on the specific interest that each plan has in the underlying participant directed investment options.  The investments held by the Master Trust are valued as follows:
   
   
Investments in mutual funds and money market funds are valued at the closing net asset value of shares held at year-end.  Investments in common stock are valued at fair value based on quoted market prices as of the date of the financial statements.  The investment in the collective trust (stable value fund) is valued at contract value as determined by the issuer based on the cost of the underlying investments plus accrued interest income less amounts withdrawn to pay benefits. The fair value of the stable value fund is based on discounting the related cash flows of the underlying guaranteed investment contracts based on the present value of the contract’s expected cash flows, discounted by current market interest rates for like-duration and like-quality investments.

 
Continued

 
9
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
Purchases and sales of securities are recorded on a trade-date basis.  Interest income is recorded on the accrual basis.  Dividends are recorded on the ex-dividend date.
   
 
Benefit payments
   
 
Benefits are recorded when paid.
   
 
Administrative expenses
   
 
Expenses incurred in connection with the purchase or sale of securities are charged against the investment funds whose assets are involved in such transactions.  Loan fees are paid by the borrowing participant.  Legal, accounting and certain administrative costs of the Plan are paid by the Employer.
   
3.
Federal Income Tax Status
   
 
The Plan obtained its latest determination letter on April 13, 2009 in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the IRC.
   
4.
Interest in CEMEX, Inc. Savings Plan Trust
   
 
The Plan’s investments, with the exception of the participant loans, are in a Master Trust which was established on August 1, 2005 for the investment of assets of the Plan and other Employer sponsored retirement plans.  Each participating retirement plan has an undivided interest in the Master Trust.  Investment income and administrative expenses relating to the Master Trust are allocated to the individual plans based upon average monthly balances invested by each plan.  At December 31, 2009 and 2008, the Plan was the only participating plan in the Master Trust and as such, had a 100% interest in the Master Trust.

 
Continued

 
10
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
The following table presents the investments for the Master Trust as of December 31:
 
     
2009
    
2008
  
               
 
INVESCO Stable Value Trust
   $ 156,010,917       154,419,772  
 
PIMCO Total Return Fund
     71,533,745       69,131,569  
 
State Street S&P 500 Flagship Series Fund
     62,575,903       52,364,212  
 
Washington Mutual Investors Fund
     52,154,324       45,946,791  
 
CEMEX stock
     44,250,416       40,066,433  
 
Growth Fund of America
     39,669,770       30,369,609  
 
EuroPacific Growth Fund
     26,377,436       20,470,485  
 
Franklin Balance Sheet Investment Fund
     17,857,960       14,945,072  
 
State Street Russell 2000 Index Fund
     16,247,557       12,778,941  
 
State Street Daily EAFE Index Fund
     13,526,708       10,208,884  
 
Franklin Small Mid-Cap Growth Fund
     10,971,602       7,292,123  
 
American Century Real Estate Fund
     12,096,656       7,277,505  
 
MFS International New Discovery Fund
     9,853,715       6,439,704  
 
Lazard Emerging Markets Portfolio Fund
     11,241,261       5,874,251  
 
State Street Passive Bond Market Index Fund
     8,388,585       3,569,837  
 
Vanguard Prime Money Market Fund
     134,903 *     364,414 *
 
Federated Capital Reserve Account
     11,069       267,796  
 
Crane Company common stock
     70,304       39,983  
 
Cash Management Trust of America
             105  
 
Total investments at fair value
     552,972,831       481,827,486  
                   
 
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
     (3,062,281 )     7,406,159  
 
Total investments
   $ 549,910,550       489,233,645  

 
  *This amount represents a non-participant directed investment.
   
 
Investment loss for the Plan’s holdings in the Master Trust is as follows for the year ended    December 31, 2009:


 
Net appreciation in fair value of common stock
   $ 12,746,274  
 
Net appreciation in fair value of mutual funds
     68,075,603  
 
Interest and dividend income
     7,691,233  
           
 
Total investment gain
   $ 88,513,110  


5.
Investments
   
 
The following investments represent 5% or more of the Plan’s net assets as of December 31:


     
2009
    
2008
  
 
Interest in CEMEX, Inc. Savings Plan Trust
   $ 549,910,550       489,233,645  

 
Continued

 
11
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


6.
Concentration of Cash
   
 
During the years ended December 31, 2009 and 2008, the Plan had demand deposits in a banking institution that exceeded the Federal Deposit Insurance Corporation insurance amount.  Management believes that the credit risk exposure to the Plan is mitigated by the financial strength of the banking institution in which the deposits are held.  In monitoring the credit risk, management of the Plan periodically evaluates the stability of the financial institution.
   
7.
Risks and Uncertainties
   
 
The Plan provides for investment in a various investment securities.  Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility risks.  Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
   
8.
Reconciliation of Financial Statements to Form 5500
   
 
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:

 
     
2009
    
2008
  
 
Net assets available for benefits per the financial statements
   $ 583,570,979       526,831,927  
 
Benefits payable
             (1,643,576 )
 
Adjustment to contract value
     3,062,281       (7,406,159 )
 
Net assets available for benefits per the Form 5500
   $ 586,633,260       517,782,192  


 
The following is a reconciliation of the net increase in assets available for benefits per the financial statements to the Form 5500:


 
Net increase in net assets available for benefits per the financial statements
   $ 56,739,052  
 
Add:  Benefits payable at December 31, 2008
     1,643,576  
 
Less: Adjustment to contract value, December 31, 2009
     3,062,281  
 
Add: Adjustment to contract value, December 31, 2008
     7,406,159  
 
Net increase in net assets available for benefits per the Form 5500
   $ 68,851,068  

 
Continued

 
12
 

CEMEX, INC. SAVINGS PLAN

Notes to Financial Statements, Continued


 
The following is a reconciliation of benefits paid to participants per the 2009 financial statements to the Form 5500:


 
Benefits paid to participants per the financial statements
   $ 80,846,198  
 
Less: Benefits payable at December 31, 2008
     (1,643,576 )
 
Benefits paid to participants per the Form 5500
   $ 79,202,622  


9.
Party-in-Interest Transactions
   
 
Certain Plan investments are American Depository Shares representing common stock of CEMEX, S.A.B. de C.V.  The Plan’s transactions involving the CEMEX stock qualify as party-in-interest transactions.  However, these transactions are covered by an exemption from the prohibited transaction provisions of ERISA and the IRC.
   
10.
Contingencies
   
 
The Plan is subject to annual testing required by the IRC.  As of the date of this report, this testing has not been completed.  Management does not expect the Plan to pass this testing.  However, management does not believe this will have a material effect on the Plan.
   
11.
Subsequent Events
   
 
Subsequent events have been evaluated through June 18, 2010, which is the date the financial statements were issued.
 

 
13
 


Supplemental Schedule H, Line 4(i)
Plan Sponsor No. 72-0296500
Plan No. 001
 
CEMEX, INC. SAVINGS PLAN
 
Schedule of Assets (Held at End of Year)
December 31, 2009
       
       
(a)
(b)
  
(c)
    
(e)
 
Identity of issue, borrower, lessor,
  
Description of investment including maturity date,
    
Current
 
or similar party
  
rate of interest, collateral, par or maturity value
    
value
             
*
Plan interest in CEMEX, Inc. Savings Plan Trust
  
Master trust
  
$
552,972,831
*
Participant loans
  
4.29% to 10.5%; 1-5 year term; payable monthly
    
32,331,133
             
         
$
585,303,964
*
Party-in-interest
          

 
14
 

 
SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized.


 
CEMEX, INC. SAVINGS PLAN
       
       
       
 
By:
/s/ Andrew M. Miller
   
Name:
Andrew M. Miller
   
Title:
Chairman of Administrative Committee
       
       
 
Date:  June 18, 2010



 
 
 

EXHIBIT INDEX
 
Exhibit
  
   No.  
Description
   
   1.
Consent of MFR, P.C. to the incorporation by reference into the Registration Statement (File No. 333-83962) on Form S-8 of CEMEX, S.A.B. de C.V. of its report, dated June 18, 2010, with respect to the audited financial statements of the CEMEX, Inc. Savings Plan as of December 31, 2009 and 2008.

 

 
 
 
 
 
Exhibit 1

 
 
 

 
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


We consent to the incorporation by reference in the Registration Statement (No. 333-83962) on Form S-8 of CEMEX, S.A.B. de C.V. of our report dated June 18, 2010, with respect to the statements of net assets available for benefits of CEMEX, Inc. Savings Plan as of December 31, 2009 and 2008, the related statement of changes in net assets available for benefits for the year ended December 31, 2009, and the related supplemental schedule which report appears in the December 31, 2009 annual report on Form
11-K of CEMEX, Inc. Savings Plan.

 

/s/ MFR, P.C.                           

Houston, Texas
June 18, 2010
 

 
 
 

END OF FILING