AZZ INC — Director's Dealing 2004

Jan 9, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2004-01-09

Reporting Person: STRICKLEN JIM (VP Business & Manufacturing Sy)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $1 par value	200	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Incentive Stock Option/Right to Buy	$13.10	2007-11-18	Common Stock (1500)		Direct
Incentive Stock Option/Right to Buy	$8.43	2013-04-02	Common Stock (9885)		Direct

Footnotes

F1: The right to purchase 20% of the shares underlying this option shall vest as of grant date and the right to purchase an additional 20% of the shares underlying this option shall vest on each of the first four anniversaries of the effective date, provided, however, all options shall become immediately vested upon the occurrence of a change in control.