AZZ INC — Director's Dealing 2008

Mar 12, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2008-03-11

Reporting Person: BERCE DANIEL E (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-03-11	Stock Appreciation Rights	$	A	2310	Acquired		Common Stock (2310)	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").