GRIFFON CORP — Director's Dealing 2005

May 18, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2005-05-17

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-05-17	Common Stock	P	3000	$18.47	Acquired	38809	Indirect
2005-05-17	Common Stock	P	4700	$18.45	Acquired	43509	Indirect
2005-05-17	Common Stock	P	300	$18.65	Acquired	43809	Indirect
2005-05-17	Common Stock	P	10000	$18.75	Acquired	53809	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	679135	Direct