GRIFFON CORP — Director's Dealing 2005

Nov 22, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2005-11-18

Reporting Person: BLAU HARVEY R (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-11-18	Common Stock	M	275000	$8.068	Acquired	956535	Direct
2005-11-18	Common Stock	F	171291	$25.32	Disposed	785244	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-11-18	1995 Stock Option Plan (Right to Buy)	$8.068	M	275000	Disposed	2006-02-05	Common Stock (275000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	76110	Indirect

Footnotes

F1: Does not include options to purchase 35,200 shares granted under the 1992 Stock Option Plan, options to purchase 882,200 shares granted under the 1997 Stock Option Plan, options to purchase 715,000 shares granted under the 1998 Plan and options to purchase 520,600 shares granted under the 2001 Stock Option Plan.