8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   ----------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

          Date of report (Date of earliest event reported) MAY 10, 2006

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                                MASCO CORPORATION
               (Exact name of Registrant as Specified in Charter)

                                                       
          DELAWARE                       1-5794                   38-1794485
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer
      of Incorporation)                                      Identification No.)



                                                               
  21001 VAN BORN ROAD, TAYLOR, MICHIGAN                             48180
(Address of Principal Executive Offices)                          (Zip Code)



                                 (313) 274-7400
               Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))



ITEM 7.01. REGULATION FD DISCLOSURE.

     Attached and incorporated herein by reference as Exhibit 99 is a copy of a
press release dated May 10, 2006 reporting that Masco Corporation's Board of
Directors has authorized the purchase of up to 50 million shares of Masco
Corporation Common Stock in open market purchases, privately negotiated
transactions or otherwise.

     This information, including the Exhibits attached hereto, shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, or otherwise subject to the liabilities of that section.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

     (d) Exhibits.

     99 Press Release of Masco Corporation dated May 10, 2006 reporting Board
     authorization to purchase up to 50 million shares of its Common Stock.



                                    SIGNATURE

     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 thereunto duly authorized.

                                        MASCO CORPORATION


                                        By: /s/ John R. Leekley
                                            ------------------------------------
                                        Name: John R. Leekley
                                        Title: Senior Vice President
                                               and General Counsel

May 12, 2006



                                  EXHIBIT INDEX

99 Press Release of Masco Corporation dated May 10, 2006 reporting Board
authorization to purchase up to 50 million shares of its Common Stock.

EX-99

                                                                      EXHIBIT 99

FOR IMMEDIATE RELEASE
                                        Contact:
                                        Maria Duey
                                        313-792-5500

                           MASCO CORPORATION ANNOUNCES
           NEW SHARE BUYBACK AUTHORIZATION, AND EXPECTS TO CONTINUE TO
             RETURN $1 BILLION TO SHAREHOLDERS, ON AVERAGE ANNUALLY,
                           OVER THE NEXT SEVERAL YEARS

     Taylor, Michigan (May 10, 2006) - Masco Corporation (NYSE: MAS) today
announced that its Board of Directors has authorized the purchase of up to 50
million shares of its Common Stock in open market purchases, privately
negotiated transactions or otherwise. This authorization replaces the Company's
existing program under which approximately 34 million of the 50 million shares
previously authorized had been repurchased. The Company had approximately 397
million common shares outstanding at May 1, 2006.

     The Company also announced at its recent Annual Investor Day Meeting that
it expects to continue to return a minimum of $1 billion to shareholders, on
average annually, over the next several years through share repurchases and
dividends as part of its ongoing commitment to value creation. From 2003 through
2005, the Company returned approximately $3.6 billion, in aggregate, to
shareholders through share repurchases (97 million shares) and dividends. In the
first quarter of 2006, the Company returned $408 million to shareholders.

     Headquartered in Taylor, Michigan, Masco Corporation is one of the world's
leading manufacturers of home improvement and building products, as well as a
leading provider of services that include the installation of insulation and
other building products.

     Masco Corporation's press releases and other information are available
through the Company's toll free number, 1-888-MAS-NEWS, or under the Investor
Relations section of Masco's website at www.masco.com.

     Statements contained herein may include certain forward-looking statements
regarding Masco's future sales, earnings growth potential and other
developments. Actual results may vary materially because of external factors
such as housing starts, commodity costs, interest rate fluctuations, changes in
consumer spending and other factors over which management has no control. The
Company believes that certain non-GAAP performance measures and ratios, used in
managing the business, may provide users of this financial information with
additional meaningful comparisons between current results and results in prior
periods. Non-GAAP performance measures and ratios should be viewed in addition
to, and not as an alternative for, the Company's reported results under
accounting principles generally accepted in the United States. Additional
information about the Company's products, markets and conditions, which could
affect the Company's future performance, is contained in the Company's filings
with the Securities and Exchange Commission and is available on Masco's website
at www.masco.com. Masco undertakes no obligation to update any forward-looking
statements, whether as a result of new information, future events or otherwise.

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