AZZ INC — Director's Dealing 2008

Dec 3, 2008

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2008-12-02

Reporting Person: Lincoln John Scott (Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	100	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Appreciation Rights	$		Common Stock (1520)		Direct
Stock Appreciation Rights	$		Common Stock (980)		Direct
Stock Appreciation Rights	$		Common Stock (1890)		Direct

Footnotes

F1: The base price of such SAR, which shall be the average of the closing price of one share of Common Stock on the New York Stock Exchange for those days on which it trades during the period of thirty-calendar days immediately following the Grant Date (the "Base Price").

F2: The SAR shall vest and be exercisable in full on the third anniversary of the Grant Date (the "Normal Vesting Date").