Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HICKEY ADAM R
  2. Issuer Name and Ticker or Trading Symbol
COMMERCIAL METALS CO [CMC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VICE PRESIDENT & CONTROLLER
(Last)
(First)
(Middle)
6565 N. MACARTHUR BLVD., SUITE 800
3. Date of Earliest Transaction (Month/Day/Year)
10/27/2014
(Street)

IRVING, TX 75039
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/27/2014   A   6,768 (1) A $ 0 (2) 15,555 D  
Common Stock 10/27/2014   A   12,277 (3) A $ 0 (2) 27,832 D  
Common Stock 09/21/2014   G V 20 A $ 0 160 (4) I Custodial Minor
Common Stock 09/21/2014   G V 20 D $ 0 8,360 I by Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Shares $ 0 (5) 10/27/2014   A   6,768     (5) 08/31/2017 Common Stock 6,768 $ 0 6,768 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HICKEY ADAM R
6565 N. MACARTHUR BLVD.
SUITE 800
IRVING, TX 75039
      VICE PRESIDENT & CONTROLLER  

Signatures

 By: Danna K Cary For: Adam R. Hickey   10/29/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) An Award of restricted stock units (the "Award") issued under the 2013 Long-Term Equity Incentive Plan. The Award vests and becomes payable as follows: (i) one-third of the Award on the first anniversary of the date of grant; (ii) one-third of the Award on the second anniversary of the date of grant; and (iii) one-third of the Award on the third anniversary of the date of grant.
(2) Each restricted stock unit represents a contingent right to receive one share of CMC common stock.
(3) An Award of restricted stock units (the "Award") issued under the 2013 Long-Term Equity Incentive Plan. The Award vests and becomes payable as follows: (i) one-third of the Award on the second anniversary of the date of grant; and (ii) two-thirds of the Award on the third anniversary of the date of grant.
(4) Represents the transfer of 10 shares each to individual accounts for his son and daughter, in which Mr. Hickey is custodian, under the Uniform Transfer to Minors Act. There are now 90 shares in his son's account and 70 shares in his daughter's account.
(5) The PSU award will vest at 75% if certain financial criteria are met. The remaining 25% will vest relative to Total Shareholder Return measured over a three-year performance period for the Company against its Performance Peer Group.

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