Edgar Filing: PETITTO JOHN A

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â PETITTO JOHN A

2. Date of Event Requiring Statement (Month/Day/Year)
03/12/2009

3. Issuer Name and Ticker or Trading Symbol
AZZ INC [AZZ]

(Last)

(First)

(Middle)

ONE MUSEUM PLACE, SUITE 500,Â 3100 WEST 7TH STREET

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice President

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

FORT WORTH,Â TXÂ 76107

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
INVENTIVE STOCK OPTION	04/02/2003	04/02/2013	COMMON STOCK	1,976	$ 4.215	D	Â
STOCK APPRECIATION RIGHTS	Â ⁽²⁾	Â ⁽²⁾	COMMON STOCK	3,780	$ ⁽¹⁾	D	Â
STOCK APPRECIATION RIGHTS	Â ⁽²⁾	Â ⁽²⁾	COMMON STOCK	2,420	$ ⁽¹⁾	D	Â
STOCK APPRECIATION RIGHTS	Â ⁽²⁾	Â ⁽²⁾	COMMON STOCK	1,890	$ ⁽¹⁾	D	Â
STOCK APPRECIATION RIGHTS	Â ⁽⁴⁾	Â ⁽⁴⁾	COMMON STOCK	4,317	$ ⁽³⁾	D	Â
RESTRICTED STOCK UNITS	Â ⁽⁶⁾	Â ⁽⁶⁾	COMMON STOCK	942	$ ⁽⁵⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PETITTO JOHN A ONE MUSEUM PLACE, SUITE 500 3100 WEST 7TH STREET FORT WORTH,Â TXÂ 76107	Â	Â	Â Vice President	Â

Signatures

DANA PERRY		03/12/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	THE BASE PRICE OF SUCH SAR WHICH SHALL BE THE AVERAGE OF THE CLOSING PRICE OF ONE SHARE OF COMMON STOCK ON THE NEW YORK STOCK EXCHANGE FOR THOSE DAYS ON WHICH IT TRADES DURING THE PERIOD OF THIRTY CALENDAR DAYS IMMEDIATELY FOLLOWING THE GRANT DATE (THE "BASE PRICE").
(2)	THE SAR SHALL VEST AND BE EXERCISABLE IN FULL ON THE THIRD ANNIVERSARY OF THE GRANT DATE (THE "NORMAL VESTING DATE").
(3)	THE BASE PRICE OF SUCH SAR SHALL BE DETERMINED BY THE CLOSING PRICE OF ONE SHARE OF COMMON STOCK ON THE NEW YORK STOCK EXCHANGE FOR THE GRANT DATE OF SUCH AWARDS.
(4)	ON EACH OF THE FIRST THREE ANNIVERSARIES OF THE EFFECTIVE DATE, ONE THIRD (1/3) OF THE STOCK APPRECIATION RIGHTS GRANTED HEREBY SHALL VEST.
(5)	THE BASE PRICE OF SUCH RSU SHALL BE DETERMINED BY THE CLOSING PRICE OF ONE SHARE OF COMMON STOCK ON THE NEW YORK STOCK EXCHANGE FOR THE GRANT DATE OF SUCH AWARDS.
(6)	THE RSU SHALL VEST AND BE EXERCISABLE IN FULL ON THE THIRD ANNIVERSARY OF THE GRANT DATE.

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