GRAHAM CORP — Director's Dealing 2008

Aug 4, 2008

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: GRAHAM CORP (GHM)
CIK: 0000716314
Period of Report: 2008-07-31

Reporting Person: Condame Jennifer R (CAO and Controller)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1253	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$15.952	2016-06-01	Common Stock (1875)		Direct
Stock Option (Right to Buy)	$13.80	2017-05-31	Common Stock (3316)		Direct
Stock Option (Right to Buy)	$61.75	2018-05-29	Common Stock (288)		Direct

Footnotes

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

F2: This option was granted under the 2000 Graham Corporation Incentive Plan to Increase Shareholder Value and is exercisable pro rata on the first, second, third and fourth anniversaries of the 6/01/06 grant date.

F3: This option was granted under the Amended and Restated 2000 Graham Corporation Incentive Plan to Increase Shareholder Value and is exercisable pro rata on the first, second, third and fourth anniversaries of the 5/31/07 grant date.

F4: This option was granted under the Amended and Restated 2000 Graham Corporation Incentive Plan to Increase Shareholder Value and is exercisable pro rata on the first, second, third and fourth anniversaries of the 5/29/08 grant date.