SEC FORM 3/A

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Honnold Lisa A

(Last)

(First)

(Middle)

4211 W. BOY SCOUT BLVD.

(Street)

TAMPA

33607

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/14/2006

3. Issuer Name and Ticker or Trading Symbol
WALTER INDUSTRIES INC /NEW/ [ WLT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior VP & Controller

5. If Amendment, Date of Original Filed (Month/Day/Year)
03/17/2006

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	17.74⁽¹⁾	D
Common Stock	1,312⁽²⁾	D
Common Stock	540⁽⁴⁾	D

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: 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	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-qualified stock option	⁽³⁾	03/14/2016	Common Stock	1,185	$63.58	D
Non-qualified stock option	⁽⁵⁾	02/22/2016	Common Stock	488	$66.605	D

Explanation of Responses:

1. Includes shares held by Reporting Person under Employee Stock Purchase Plan.

2. Award of Restricted Stock Units which vest in 7 years (03/14/2013) subject to accelerated vesting upon certain conditions.

3. Options vest in 3 equal annual installments beginning 03/14/2007.

4. Award of Restricted Stock Units which vest in 7 years (02/22/2013) subject to accelerated vesting upon certain conditions.

5. Options vest in 3 equal annual installments beginning 02/22/2007.

Remarks:

This amended Form 3 is being filed to report additional holdings of Restricted Stock Units in Table I and Non-Qualified Stock Options in Table II that were not previously reported.

	Catherine C. Bona, by power of attorney	03/22/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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