GRIFFON CORP — Director's Dealing 2004

Mar 15, 2004

SEC Form 4/A — Form 4/A

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2002-12-06

Reporting Person: STANSBERRY JAMES W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2002-12-06	Common Stock, par value $.25 per share	G	1400	—	Disposed	10315	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.25 per share	10051	Direct
Common Stock, par value $.25 pre share	1925	Indirect

Footnotes

F1: Transaction has also been reported on a Form 5 for the Issuer's Fiscal Year ended 09/30/03.

F2: Represents shares owned by the Stansberry Associates Money Purchase Plan of which Mr. Stansberry and his wife are the trustees.