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Griffon Corporation Announces Fourth Quarter Operating Results and 2008 Fiscal Year Results

JERICHO, N.Y., Nov. 20 /PRNewswire-FirstCall/ -- Griffon Corporation (NYSE: GFF) today reported operating results for the fourth quarter and fiscal year ended September 30, 2008.

Fourth Quarter of Fiscal 2008

Net sales from continuing operations for the fourth quarter of fiscal 2008 were $353.7 million, compared to $333.4 million in the fourth quarter of fiscal 2007. In the fourth quarter of fiscal 2008, the Company took a $12.9 million non-cash goodwill write-off of all the goodwill associated with the Garage Doors segment. As a result, the loss from continuing operations for that quarter was $6.7 million, or $.20 per diluted share, compared to income from continuing operations of $10.0 million, or $.31 per diluted share, last year. Loss from discontinued operations for the fourth quarter was $1.3 million, or $.04 per diluted share, compared to $1.1 million, or $.03 per diluted share, last year. Net loss for the quarter was $8.0 million, or $.24 per diluted share, compared to net income of $9.0 million, or $.28 per diluted share, last year.

The Company's non-GAAP, pro forma pre-tax results from continuing operations before the goodwill write-off improved to $10.9 million in the fourth quarter compared to $10.7 million last year. Given the challenging environment in the residential housing market, as well as managing increases in raw material costs, the Company was satisfied with its overall performance for the fourth quarter.

The Company's segment adjusted EBITDA for the fourth quarter of 2008 was $29.5 million compared to $30.9 million in 2007. Segment adjusted EBITDA is defined as operating income excluding allocations of corporate overhead, interest, taxes, depreciation and amortization, restructuring charges and goodwill charges.

The fourth-quarter non-cash goodwill write-off is not tax deductible, resulting in an increase in the Company's effective tax rate from continuing operations for the period. The goodwill write-off does not affect the Company's cash position, cash flow from operating activities, credit availability or liquidity and will not have any affect on the Company's future operations.

In May 2008, the Company's Board of Directors approved a plan to exit all operating activities of the Installation Services segment in 2008. Certain operating units in the Installation Services segment were closed during the second and third quarters, two units were transferred into the Garage Doors segment, others were sold during the third quarter and the remaining operating units inLas Vegas andPhoenix were sold in the fourth quarter of fiscal 2008. Results of operations related to substantially all of the operating units of the Installation Services segment from the beginning of each fiscal period presented through September 30, 2008 have been reflected as discontinued operations in the consolidated statements of operations. Net sales of discontinued operations were $10.0 million and $62.8 million for the three months ended September 30, 2008 and 2007, respectively. Disposal costs related to the Installation Services segment included in its operating results were $7.1 million for the fourth quarter of fiscal 2008, which was less than our previously-disclosed estimate of up to $17 million. The Company is winding down remaining disposal activities in the first half of fiscal 2009 and does not expect to incur significant expenses in the future. Future net cash outflows to satisfy restructuring liabilities that were accrued as of September 30, 2008 are estimated to range between $7 million and $8 million, which is less than our previously-disclosed estimate of up to $10 million. Substantially all of such liabilities are expected to be paid within the next twelve months.

Telephonics Results

For the quarter ended September 30, 2008, Telephonics generated sales of $103.8 million, a 5.9% increase from the fourth quarter of fiscal 2007.

Telephonics' increased sales were primarily the result of increased activities and production in its core business, particularly in certain Radar Systems Division programs. Last year's fourth quarter sales were favorably impacted by contracts with the Syracuse Research Corporation (SRC) contracts that were winding down in the latter part of fiscal 2007. Excluding the prior- period sales related to the SRC contracts, core business sales grew by approximately $24.5 million, or 31%. Operating profit improved $.4 million, or 3.4%, as a result of increased gross margin performance attributable to program mix.

Clopay Garage Doors Results

For the quarter ended September 30, 2008, the Company's Garage Doors segment generated sales of $124.4 million, a 3.6% decrease from the fourth quarter of fiscal 2007. Garage Doors' sales continued to be impacted by weakness in the residential housing and credit markets.

The Garage Doors sales decline was principally due to reduced unit volume, offset partially by higher selling prices to pass through rising material and freight costs, a favorable product mix, and a decrease in customer returns and deductions.

Operating profit of the Garage Doors segment decreased by approximately $12.5 million compared to last year, primarily as a result of a goodwill write-off of $12.9 million in 2008. The 2007 period was affected by restructuring charges of approximately $2.4 million.

Clopay Specialty Plastic Films Results

For the quarter ended September 30, 2008, the Company's Specialty Plastic Films segment generated sales of $125.5 million, an 18.0% increase from the fourth quarter of fiscal 2007.

Specialty Plastic Films achieved higher sales resulting primarily from a favorable product mix inNorth America, the partial pass-through of higher selling prices due to increased resin costs, and the impact of foreign exchange, partially offset by lower selling prices to a major customer and lower unit volumes. Operating profit decreased by $.4 million as gross margin was unfavorably impacted by reduced unit volumes and increased resin costs, as well as costs associated with building our European management team.

Fiscal Year 2008 Results

Net sales from continuing operations for the fiscal year ended September 30, 2008 were $1.27 billion, compared to $1.37 billion in fiscal 2007. Income from continuing operations, which was significantly impacted by a non-cash goodwill write-off taken in the fourth quarter of fiscal 2008 of $12.9 million, was $.1 million, or nil per diluted share, for the year compared to $28.2 million, or $.84 per diluted share, last year. Loss from discontinued operations for fiscal 2008 was $40.6 million, or $1.24 per diluted share, compared to $6.1 million, or $.19 per diluted share, last year. Net loss for fiscal 2008 was $40.5 million, or $1.24 per diluted share, compared to net income of $22.1 million, or $.65 per diluted share, last year.

The fourth-quarter non-cash goodwill write-off is not tax deductible, resulting in an increase in the Company's effective tax rate from continuing operations for the fiscal year.

The Company's segment adjusted EBITDA for fiscal 2008 was $92.9 million compared to $110.6 million in 2007.

With respect to the discontinued operations of the Installation Services segment, net sales of these operating units were $109.4 million and $250.9 million for the years ended September 30, 2008 and 2007, respectively. Disposal costs related to the Installation Services segment included in its operating results were $43.1 million for fiscal 2008, which was below previously-disclosed estimates.

Telephonics Results

For the fiscal year ended September 30, 2008, Telephonics generated sales of $366.3 million, a 22.5% decrease from fiscal year 2007.

The operating results declined, as anticipated, by $13.2 million as a result of the wind down in late fiscal 2007 of substantial contracts with SRC. Excluding the impact of the SRC contracts in the respective fiscal year periods, core business sales grew by approximately $66.4 million, or 24%.

Clopay Garage Doors Results

For the fiscal year ended September 30, 2008, the Company's Garage Doors segment generated sales of $435.3 million, a 10.5% decrease from fiscal year 2007.

The Company's Garage Doors segment results were clearly impacted by the sustained downturn in the residential housing and credit markets. The decline in units sales of Garage Doors was partially offset by higher selling prices to pass through rising material and freight costs, a favorable product mix, and a decrease in customer returns and deductions.

Operating profit of the Garage Doors segment decreased by approximately $24.6 million compared to last year, which ended the current fiscal year with a $17.4 million operating loss, primarily as a result of the goodwill write- off of $12.9 million, as well as certain non-recurring SG&A expenses and the impact of the overall sales decline.

The segment's management has focused on cost reduction programs including, but not limited to, reductions in force, reducing or eliminating certain sales and marketing programs and consolidating facilities where possible.

Clopay Specialty Plastic Films Results

For the fiscal year ended September 30, 2008, the Company's Specialty Plastic Films segment generated sales of $467.7 million, a 15.0% increase from fiscal year 2007.

Specialty Plastic Films achieved higher sales resulting primarily from a favorable product mix inNorth America, the partial pass-through of higher selling prices from rising resin costs, and the impact of foreign exchange, partially offset by lower selling prices to a major customer and lower unit volumes. Operating profit increased by $3.4 million, or 19.6%, as a result of a favorable product mix, particularly inNorth America, and improved manufacturing efficiencies inEurope andBrazil, partially offset by increased resin costs and competitive price pressures.

Balance Sheet and Capital Expenditures

In September 2008, the Company received $241.3 million of gross proceeds from the first closing of its rights offering and the closing of the related investments by GS Direct, L.L.C. (an affiliate of Goldman Sachs), and by Ronald Kramer, Griffon's Chief Executive Officer. An additional $5.3 million of rights offering proceeds were received in October 2008 in connection with the second and final closing of the rights offering, after which the rights offering was terminated. The Company intends to use the proceeds for general corporate purposes and to fund future growth.

The Company's total cash and cash equivalents balance at September 30, 2008 was $311.9 million. Total debt outstanding at the end of fiscal 2008 was $233.2 million, including $130 million of convertible notes. Capital expenditures were $4.0 million during the fourth quarter of fiscal 2008 and were $53.1 million for fiscal year 2008.

In October 2008, the Company purchased $35.5 million face value of its outstanding 4% convertible notes from certain note holders for $28.4 million. This will result in a pre-tax gain from the early extinguishment of debt of $7.1 million in the first quarter of fiscal 2009.

Conference Call Information

The Company will hold a conference call to discuss its results today, November 20, 2008, at 4:30 PM EST. The conference call can be accessed by dialing 1-800-322-9079 (U.S. participants) or 1-973-582-2717 (International participants). Callers should ask to be connected to Griffon Corporation's fourth quarter and fiscal year 2008 teleconference and provide the conference ID number 71563444. A replay of the call will be available from November 20, 2008 at 7:30 PM EST by dialing 1-800-642-1687 (U.S.) or 1-706-645-9291 (International). The replay access code is 71563444. The replay will be available through December 4, 2008.

Forward-looking Statements

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: All statements other than statements of historical fact included in this release, including without limitation statements regarding the Company's financial position, business strategy and the plans and objectives of the Company's management for future operations, are forward-looking statements. When used in this release, words such as "anticipate", "believe", "estimate", "expect", "intend", and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors, including but not limited to, business, financial market and economic conditions, including, but not limited to, the credit market, the housing market, results of integrating acquired businesses into existing operations, the results of the Company's restructuring and disposal efforts, competitive factors and pricing pressures for resin and steel, and capacity and supply constraints. Such statements reflect the views of the Company with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to the operations, results of operations, growth strategy and liquidity of the Company as previously disclosed in the Company's SEC filings. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company does not undertake to release publicly any revisions to these forward- looking statements to reflect future events or circumstances or to reflect the occurrence of unanticipated events.

About Griffon Corporation

Griffon Corporation, headquartered inJericho, New York, is a diversified holding Company consisting of three distinct business segments: Electronic Information and Communication Systems, through Telephonics Corporation; Garage Doors, through Clopay Building Products Company; and Specialty Plastic Films, through Clopay Plastic Products Company. Telephonics Corporation's high- technology engineering and manufacturing capabilities provide integrated information, communication and sensor system solutions to military and commercial markets worldwide. Clopay Building Products Company is a leading manufacturer and marketer of residential garage doors to professional installing dealers and major home center retail chains. Clopay Plastic Products is an international leader in the development and production of embossed, laminated and printed specialty plastic films used in a variety of hygienic, health-care and industrial markets. For more information on the Company and its operating subsidiaries, please see the Company's website at www.griffoncorp.com.

    Contact: Patrick L. Alesia
             Chief Financial Officer
             (516) 938-5544



                      GRIFFON CORPORATION AND SUBSIDIARIES
                              OPERATING HIGHLIGHTS

                                   (Unaudited)

                                       For the Three         For the Year
                                       Months Ended              Ended
                                       September 30,          September 30,

     PRELIMINARY (in thousands)        2008      2007         2008      2007

     Net Sales:
       Electronic Information and
        Communication Systems      $103,780   $97,982     $366,288   $472,549
       Garage Doors                 124,409   129,087      435,321    486,606
       Specialty Plastic Films      125,476   106,341      467,696    406,574
                                   $353,665  $333,410   $1,269,305 $1,365,729


     Operating Income (Loss):
       Electronic Information and
        Communication Systems       $10,942   $10,586      $32,737    $45,888
       Garage Doors                  (9,376)    3,090      (17,444)     7,117
       Specialty Plastic Films        4,765     5,127       20,620     17,263
         Segment operating income     6,331    18,803       35,913     70,268
       Unallocated amounts           (5,655)   (5,316)     (21,969)   (18,721)
       Interest, net                 (2,718)   (2,798)      (9,562)   (10,111)
         Income from continuing
          operations before
          income taxes              $(2,042)  $10,689       $4,382    $41,436



                      GRIFFON CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)

                                            THREE MONTHS ENDED SEPTEMBER 30,
     PRELIMINARY (in thousands, except per
      share data)                                       2008            2007

    Net sales                                       $353,665        $333,410
    Cost of sales                                    276,256         254,599
       Gross profit                                   77,409          78,811

    Selling, general and administrative expenses      63,970          63,500
    Impairment of goodwill                            12,913               -
    Restructuring and other related charges               38           2,422
       Total operating expenses                       76,921          65,922
       Income from operations                            488          12,889

    Other income (expense):
       Interest expense                               (2,932)         (3,288)
       Interest income                                   214             491
       Other, net                                        188             597
                                                      (2,530)         (2,200)
    Income (loss) from continuing operations
       before income taxes                            (2,042)         10,689
    Provision for income taxes                         4,619             646
    Income (loss) from continuing operations
     before discontinued operations                   (6,661)         10,043
    Discontinued operations:
      Loss from operations of the discontinued
       Installation Services business (including a
        loss on disposal of $7,077 for the
        three-month period ended September 30, 2008) (10,111)         (1,512)
      Income tax benefit                              (8,793)           (431)
    Loss from discontinued operations                 (1,318)         (1,081)
    Net income                                       $(7,979)         $8,962

    Basic earnings (loss) per share:
      Continuing operations                            $(.20)           $.31
      Discontinued operations                           (.04)           (.03)
                                                       $(.24)           $.28
    Diluted earnings (loss) per share:
      Continuing operations                            $(.20)           $.31
      Discontinued operations                           (.04)           (.03)
                                                       $(.24)           $.28

    Weighted-average shares outstanding - basic       33,215          32,483
    Weighted-average shares outstanding - diluted     33,373          32,902



                      GRIFFON CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)

                                                   YEARS ENDED SEPTEMBER 30,
     PRELIMINARY (in thousands, except per
      share data)                                       2008            2007

    Net sales                                     $1,269,305      $1,365,729
    Cost of sales                                    996,308       1,071,173
       Gross profit                                  272,997         294,556

    Selling, general and administrative expenses     246,243         243,400
    Impairment of goodwill                            12,913               -
    Restructuring and other related charges            2,610           2,501
       Total operating expenses                      261,766         245,901
       Income from operations                         11,231          48,655

    Other income (expense):
       Interest expense                              (11,532)        (12,508)
       Interest income                                 1,970           2,397
       Other, net                                      2,713           2,892
                                                      (6,849)         (7,219)
    Income from continuing operations
       before income taxes                             4,382          41,436
    Provision for income taxes                         4,294          13,271
    Income from continuing operations before
       discontinued operations                            88          28,165
    Discontinued operations:
      Loss from operations of the discontinued
       Installation
        Services business (including a loss on       (62,447)         (9,804)
         disposal of $43,093 for the year ended
         September 30, 2008)
      Income tax benefit                             (21,856)         (3,718)
    Loss from discontinued operations                (40,591)         (6,086)
    Net income (loss)                               $(40,503)        $22,079

    Basic earnings (loss) per share:
      Continuing operations                             $.00            $.87
      Discontinued operations                          (1.24)           (.19)
                                                      $(1.24)           $.68
    Diluted earnings (loss) per share:
      Continuing operations                             $.00            $.84
      Discontinued operations                          (1.24)           (.19)
                                                      $(1.24)           $.65

    Weighted-average shares outstanding - basic       32,667          32,405
    Weighted-average shares outstanding - diluted     32,836          33,357



                      GRIFFON CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                   (Unaudited)


     PRELIMINARY (in thousands)                            SEPTEMBER 30,
                                                       2008             2007
     ASSETS

     Current Assets:
        Cash and cash equivalents                  $311,921          $44,747
        Accounts receivable, net                    163,586          172,333
        Contract costs and recognized income
         not yet billed                              69,001           77,184
        Inventories                                 167,158          143,962
        Prepaid expenses and other current
         assets                                      52,430           44,525
        Assets of discontinued operations             9,495           66,042
           Total current assets                     773,591          548,793
     Property, plant and equipment, at cost net
      of depreciation and amortization              239,003          230,232
     Costs in excess of fair value of net
      assets of businesses acquired, net             93,782          108,417
    Intangible and other assets                      56,844           55,838
    Assets of discontinued operations                 8,436           16,578
                                                 $1,171,566         $959,858

     LIABILITIES AND SHAREHOLDERS' EQUITY

     Current Liabilities:
        Notes payable and current portion of
         long-term debt                              $2,258           $3,392
        Accounts payable                            129,823           99,007
        Accrued liabilities                          62,643           60,764
        Income taxes                                  1,807           14,153
        Liabilities of discontinued operations       14,917           17,287
           Total current liabilities                211,448          194,603
     Long-term debt                                 230,930          229,438
     Other liabilities and deferred credits          59,460           62,429
     Liabilities of discontinued operations          10,048            6,449
     Shareholders' equity                           659,680          466,939
                                                 $1,171,566         $959,858



                      GRIFFON CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)
                                                    YEARS ENDED SEPTEMBER 30,
     PRELIMINARY (in thousands)                            2008         2007
    CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING
     OPERATIONS:
    Net income (loss)                                  $(40,503)     $22,079
      Loss from discontinued operations - net of taxes   40,591        6,086
      Adjustments to reconcile net income (loss) to
       net cash provided by operating activities of
       continuing operations:
        Depreciation and amortization                    43,735       40,356
        Impairment of goodwill                           12,913            -
        Stock-based compensation                          3,327        2,412
        Provision for losses on accounts receivable       1,089          649
        Write-off of unamortized deferred financing
         costs                                              495            -
        Deferred income taxes                             3,446      (10,004)
      Change in assets and liabilities:
        Decrease in accounts receivable and contract
         costs and recognized income not yet billed      13,585       20,174
        (Increase) decrease in inventories              (23,500)       3,651
        Increase in prepaid expenses and other assets    (9,065)        (141)
        Increase (decrease) in accounts payable,
         accrued liabilities and income taxes payable    46,185      (29,563)
        Other changes, net                               (6,344)       3,999
                                                        126,457       37,619
         Net cash provided by operating activities -
          continuing operations                          85,954       59,698
    CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING
     OPERATIONS:
      Acquisition of property, plant and equipment      (53,116)     (29,737)
      Acquisition of business                            (1,829)        (818)
      Proceeds from sale of investment                    1,000            -
      Decrease (increase) in equipment lease deposits     4,593       (6,092)
      Funds restricted for capital projects                   -       (4,521)
         Net cash used in investing activities -
          continuing operations                         (49,352)     (41,168)
    CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING
     OPERATIONS:
      Proceeds from the issuance of common stock from
       Rights Offering                                  241,344            -
      Purchase of shares for treasury                      (579)      (4,355)
      Proceeds from issuance of long-term debt           89,235       47,891
      Payments of long-term debt                        (87,785)     (27,650)
      Decrease in short-term borrowings                    (924)      (5,834)
      Financing costs                                    (9,932)           -
      Exercise of stock options                               -        2,588
      Tax benefit from exercise of stock options              3        1,346
      Other, net                                            139          271
         Net cash provided by financing activities -
          continuing operations                         231,501       14,257
    CASH FLOWS FROM DISCONTINUED OPERATIONS:
      Net cash provided by (used in) operating
       activities                                        (5,410)       5,963
      Net cash provided by (used in) investing
       activities                                         5,496      (17,184)
         Net cash provided by discontinued operations        86      (11,221)
    Effect of exchange rate changes on cash and cash
     equivalents                                         (1,015)         792

    NET INCREASE IN CASH AND CASH EQUIVALENTS           267,174       22,358
    CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD     44,747       22,389
    CASH AND CASH EQUIVALENTS AT END OF PERIOD         $311,921      $44,747



                      GRIFFON CORPORATION AND SUBSIDIARIES
                       RECONCILIATION OF NON-GAAP MEASURES
                NET INCOME (LOSS) TO PRO FORMA NET INCOME (LOSS)
                                   (Unaudited)

     PRELIMINARY (in thousands, except per   Three Months Ended   Year Ended
      share data)                                September 30,   September 30,
                                                     2008            2008

    Income (loss) from continuing operations
       before income taxes - as reported             $(2,042)         $4,382
      Goodwill impairment                             12,913          12,913
    Income from continuing operations before
       taxes - pro forma                              10,871          17,295
    Provision for income taxes                         4,619           4,294
    Income (loss) from continuing operations
     before discontinued operations - pro forma        6,252          13,001

    Discontinued operations:
      Loss from operations of the discontinued
        Installation                                 (10,111)        (62,447)
        Services business
      Income tax benefit                              (8,793)        (21,856)
    Loss from discontinued operations                 (1,318)        (40,591)
    Net income - pro forma                            $4,934        $(27,590)

    Basic earnings (loss) per share - as reported:
      Continuing operations                            $(.20)           $.00
      Discontinued operations                           (.04)          (1.24)
                                                       $(.24)         $(1.24)
    Basic earnings (loss) per share - pro forma:
      Continuing operations                             $.19            $.40
      Discontinued operations                           (.04)          (1.24)
                                                        $.15           $(.84)
    Diluted earnings (loss) per share - as reported:
      Continuing operations                            $(.20)           $.00
      Discontinued operations                           (.04)          (1.24)
                                                       $(.24)         $(1.24)
    Diluted earnings (loss) per share - pro forma:
      Continuing operations                             $.19            $.40
      Discontinued operations                           (.04)          (1.24)
                                                        $.15           $(.84)

    Weighted-average shares outstanding - basic       33,215          32,667
    Weighted-average shares outstanding - diluted     33,373          32,836



                     GRIFFON CORPORATION AND SUBSIDIARIES
                     RECONCILIATION OF NON-GAAP MEASURES
             SEGMENT OPERATING INCOME AND SEGMENT ADJUSTED EBITDA

                                   (Unaudited)

    The following is a reconciliation of operating income, which is a GAAP
    measure of our operating results, to segment operating income and
    segment adjusted EBITDA. Management believes that the presentation of
    segment operating income and segment adjusted EBITDA is appropriate to
    provide additional information about the Company's reportable segments.
    Segment operating income and segment adjusted EBITDA are not presentations
    made in accordance with GAAP, are not measures of financial performance or
    condition, liquidity or profitability of the Company, and should not be
    considered as an alternative to (1) net income, operating income or any
    other performance measures determined in accordance with GAAP or (2)
    operating cash flows determined in accordance with GAAP. Additionally,
    segment operating income and segment adjusted EBITDA are not intended to
    be measures of free cash flow for management's discretionary use, as they
    do not consider certain cash requirements such as interest payments, tax
    payments and debt service requirements.



                                    For the Three Months     For the Year
                                          Ended                 Ended
                                       September 30,         September 30,

     PRELIMINARY (in thousands)        2008      2007         2008      2007

    Operating income - as reported     $488   $12,889      $11,231   $48,655
      Corporate and related charges   5,655     5,317       21,969    18,721
      Other income                      188       597        2,713     2,892
      Segment operating income        6,331    18,803       35,913    70,268
        Depreciation and
         amortization                10,179     9,666       41,460    37,827
        Goodwill impairment
         write-off                   12,913         -       12,913         -
        Restructuring charges            38     2,422        2,610     2,501
      Segment adjusted EBITDA       $29,461   $30,891      $92,896  $110,596



                      GRIFFON CORPORATION AND SUBSIDIARIES
                 SEGMENT ADJUSTED EBITDA - BY REPORTABLE SEGMENT

                                   (Unaudited)

                                     For the Three Months    For the Year
                                          Ended                 Ended
                                       September 30,         September 30,

     PRELIMINARY (in thousands)        2008      2007         2008      2007

    Electronic Information and
     Communication Systems:
      Segment operating income      $10,942   $10,586      $32,737   $45,888
        Depreciation and
         amortization                 1,904     1,598        6,752     5,800
      Segment adjusted EBITDA       $12,846   $12,184      $39,489   $51,688

    Garage Doors:
      Segment operating income      $(9,376)   $3,090     $(17,444)   $7,117
        Depreciation and
         amortization                 2,765     2,760       12,070    11,041
        Goodwill impairment
         write-off                   12,913         -       12,913         -
        Restructuring charges            38     2,422        2,610     2,501
      Segment adjusted EBITDA        $6,340    $8,272      $10,149   $20,659

    Specialty Plastic Films:
      Segment operating income       $4,765    $5,127      $20,620   $17,263
        Depreciation and
         amortization                 5,510     5,308       22,638    20,986
      Segment adjusted EBITDA       $10,275   $10,435      $43,258   $38,249

    All segments:
      Segment operating income       $6,331   $18,803      $35,913   $70,268
        Depreciation and
         amortization                10,179     9,666       41,460    37,827
        Goodwill impairment
         write-off                   12,913         -       12,913         -
        Restructuring charges            38     2,422        2,610     2,501

      Segment adjusted EBITDA       $29,461   $30,891      $92,896  $110,596

SOURCE Griffon Corporation

Tags: ,ARO,ERN,CCA,NY-Griffon-Q408-earns

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