GRAHAM CORP — Director's Dealing 2005

Aug 12, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAHAM CORP (GHM)
CIK: 0000716314
Period of Report: 2005-08-10

Reporting Person: NORTHRUP STEPHEN P (VP & Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-08-10	Common Stock	M	200	$21.4375	Acquired	8200	Direct
2005-08-10	Common Stock	S	200	$35.50	Disposed	8000	Direct
2005-08-12	Common Stock	M	4000	$21.4375	Acquired	12000	Direct
2005-08-12	Common Stock	M	3000	$11.00	Acquired	15000	Direct
2005-08-12	Common Stock	M	3000	$11.70	Acquired	18000	Direct
2005-08-12	Common Stock	M	3000	$8.80	Acquired	21000	Direct
2005-08-12	Common Stock	M	3000	$12.50	Acquired	24000	Direct
2005-08-12	Common Stock	S	16000	$35.50	Disposed	8000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-08-10	Option (Right to Buy)	$21.4375	M	200	Disposed	2007-10-23	Common Stock (4200)	Direct
2005-08-12	Option (Right to Buy)	$21.4375	M	4000	Disposed	2007-10-23	Common Stock (4000)	Direct
2005-08-12	Option (Right to Buy)	$11.00	M	3000	Disposed	2010-11-02	Common Stock (3000)	Direct
2005-08-12	Option (Right to Buy)	$11.70	M	3000	Disposed	2011-07-26	Common Stock (3000)	Direct
2005-08-12	Option (Right to Buy)	$8.80	M	3000	Disposed	2013-10-24	Common Stock (3000)	Direct
2005-08-12	Option (Right to Buy)	$12.50	M	3000	Disposed	2014-10-28	Common Stock (3000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1355	Indirect

Footnotes

F1: Shares held by the trustee of the Employee Stock Ownership Plan of Graham Corporation and allocated to Mr. Northrup's account, as to which Mr. Northrup has sole voting power but no dispositive power, except in limited circumstances.

F2: This option was previously reported by Mr. Northrup.