EXHIBIT 23.2




                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
                    -----------------------------------------



To Griffon Corporation:


As independent  public  accountants,  we hereby consent to the  incorporation by
reference in this  registration  statement of our report dated  November 5, 1998
included in Griffon  Corporation's  Form 10-K for the year ended  September  30,
1998 and to all references to our Firm included in this registration statement.


                              /s/ Arthur Andersen LLP
                              ARTHUR ANDERSEN LLP


August 2, 1999
Roseland, New Jersey