SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D. C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                                 March 31, 1997
                Date of Report (Date of earliest event reported)



                           GREENFIELD INDUSTRIES, INC.
             (Exact Name of Registrant as Specified in its Charter)

                                    DELAWARE
                 (State or Other Jurisdiction of Incorporation)

         0-21828                                        04-2917072
(Commission File Number)                  (I.R.S. Employment Identification No.)


         2743 PERIMETER PARKWAY
         BUILDING 100, SUITE 100
            AUGUSTA, GEORGIA                               30909
(Address of Principal Executive Offices)                (Zip Code)

                                  706/863-7708
               (Registrant's telephone number including area code)








ITEM 5.   OTHER EVENTS

On  March  31,  1997,  the  Company  acquired  Hanita  Metal  Works,   Ltd.,  an
Israeli-based company and its U. S. subsidiary Hanita Cuttings Tools, Inc., from
Koors  Industries,  Ltd.  for $20.3  million and assumed  indebtedness  of $13.6
million.  Hanita, with manufacturing  operations in Shlomi, Israel and sales and
distribution  facilities in Mountainside,  New Jersey, is a leading manufacturer
of high quality,  high  performance end mills for the  metalworking  industries.
Hanita had annual sales of approximately $27 million for the year ended December
31, 1996.

ITEM 7.  FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS

(a)      Press release of the Company dated March 31, 1997.



                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                                   GREENFIELD INDUSTRIES, INC.

Date:  April 15, 1997                              by /s/ Gary L. Weller
                                                      __________________________
                                                      Gary L. Weller
                                                      Senior Vice President and
                                                      Chief Financial Officer