CURTISS WRIGHT CORP — Director's Dealing 2009

Jan 16, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CURTISS WRIGHT CORP (CW)
CIK: 0000026324
Period of Report: 2009-01-14

Reporting Person: DENTON MICHAEL J (Vice President and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-01-14	Common Stock	P	68.2093	$27.9013	Acquired	14071.7337	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option to Purchase Common Stock	$27.55	2018-11-20	Common Stock (50937)	67595	Direct

Footnotes

F1: Shares were purchased pursuant to the Company's 2003 Employee Stock Purchase Plan, under which Participant agrees to payroll deductions prior to the commencement of a six month offering period whereby the payroll deductions are accumulated for the purchase of shares at the end of the offering period.

F2: The purchase price is calculated by giving a 15% discount on the average market price of the Company's stock price, as of the lower market price of the two following dates: (i) the first day of the offering period or (ii) the last day of the offering period.

F3: Exercise price is an average exercise price of awards previously granted to participant under the Company's Long Term Incentive Plan.