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 *
  Grizzle Victor
2. Date of Event Requiring Statement (Month/Day/Year)
01/17/2011
3. Issuer Name and Ticker or Trading Symbol
ARMSTRONG WORLD INDUSTRIES INC [AWI]
(Last)
(First)
(Middle)
2500 COLUMBIA AVENUE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Exec VP, Armstrong Bdg Product
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LANCASTER, PA 17603
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)
Common Stock (1) 5,862
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (2)   (2) 01/17/2021 Common Stock 14,385 $ 42.65 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Grizzle Victor
2500 COLUMBIA AVENUE
LANCASTER, PA 17603
      Exec VP, Armstrong Bdg Product  

Signatures

/s/ Mary J. Huwaldt, POA for Victor Grizzle 01/21/2011
**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) Represents restricted stock units granted under 2006 Long-Term Incentive Plan. The restrictions will lapse and the units will vest in three installments as follows: 1,954 shares on January 16, 2012; 1,954 shares on January 16, 2013; and 1,954 shares on January 16, 2014 (contingent upon the officer's employment on the scheduled vesting dates). Each restricted stock unit represents the right to receive one share of common stock; however, the Management Development and Compensation Committee of the Company may settle the restricted stock units in cash if insufficient shares are available at the end of the restriction periods.
(2) The options are non-qualified and have a ten-year term starting January 17, 2011. The options will vest in four equal installments as follows: 4,795 shares on January 17, 2011; 4,795 shares on January 17, 2012; 4,795 shares on January 17, 2013; and 4,795 shares on January 17, 2014. Each stock option entitles the holder to purchase one share of AWI common stock at an exercise price equal to $42.65, which may be paid in cash or by delivering shares of AWI stock the holder has owned for at least six months.

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