EX-2 3 grifa15e.txt Exhibit A April 17, 2007 Mr. Frederick M. Danziger President and Chief Executive Officer Griffin Land & Nurseries, Inc. One Rockefeller Plaza New York, NY 10020 Dear Mike: Trust all is well. I just read your 2006 Annual Report. Enclosed is a grid that shows "the share creep" since '01. We realize it's due to options exercised - but at a minimum you should have bought enough shares back to offset the dilution. More importantly, the value of your enterprise is materially above where your stock is selling so we remain somewhat miffed at the glacial speed of your share repurchase. On another note, I look forward to discussing the notion of harvesting our real estate assets. Trust you understand. Sincerely, Mario J. Gabelli MJG:dm Enclosure GRIF SHARES O/S YEAR SHARES YR CHG CUM CUM PCT 2006 5.132 0.037 0.270 5.6% 2005 5.095 0.133 0.233 4.8% 2004 4.962 0.080 0.100 2.1% 2003 4.882 0.018 0.020 0.4% 2002 4.864 0.002 2001 4.862