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

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* LANZA LAWRENCE J (Last) (First) (Middle) 1600 TECHNOLOGY WAY PO BOX 231 (Street) LATROBE PA 15650 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/29/2003	3. Issuer Name and Ticker or Trading Symbol KENNAMETAL INC [ kmt ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Corporate Treasurer	5. If Amendment, Date of Original Filed (Month/Day/Year) 08/07/2003
			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)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)(2)	(1)	04/18/2009	Common Stock	3,000	23.9375	D

Explanation of Responses:

1. The option became exercisable on 4/19/1999.

2. This line of information is not new or revised but is being reported again to gain access to the system. This form is being filed solely for the purpose of attaching a Power of Attorney.

Remarks:

Exhibit List Exhibit 24 - Power of Attorney

	s/David W. Greenfield, Attorney-in-fact	08/13/2003
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

                                                      Exhibit 24

                             POWER OF ATTORNEY

I, Lawrence J. Lanza, appoint David W. Greenfield, Kevin G. Nowe
and Tara Breslin Vittone, signing singly, attorney-in-fact to:

(1) Execute on my behalf and in my capacity as a director and/or
    an office of Kennametal Inc., a Pennsylvania corporation (the
    "Company"), Forms 3, 4 and 5 (the "Form" or "Forms") in
    accordance with Section 16(a) of the Securities Exchange Act
    of 1934 (the "Act") and the rules thereunder; and

(2) Perform any and all acts on my behalf which may be necessary
    or desirable to complete and execute any Form and timely file
    such Form with the United States Securities and Exchange
    Commission and any stock exchange or similar authority; and

(3) Take any other action in connection with the foregoing which,
    in the opinion of such attorney-in-fact, may be of benefit to,
    in the best interest of, or legally required by me, it being
    understood that the documents executed by such attorney-in-fact
    on my behalf pursuant to this Power of Attorney shall be in
    such form and shall contain such terms and conditions as such
    attorney-in-fact may approve in his discretion.

I grant to each such attorney-in-fact full power and authority to
do and perform any act necessary or proper to be done in the
exercise of any of the rights and powers herein granted, as fully
to all intents and purposes as I might or could do if personally
present.  I ratify and confirm all that such attorney-in-fact
shall lawfully do by the rights and powers granted by this
Power of Attorney.  Each attorney-in-fact shall have full power
of substitution or revocation.

I acknowledge that the attorneys-in-fact, in serving in such
capacity at my request, are not assuming, nor is the Company
assuming, any of my responsibilities to comply with Section 16
of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until
I am no longer required to file the Forms with respect to my
holdings of and transactions in securities issued by the Company,
unless I earlier revoke it in a signed writing delivered to the
Office of the Secretary of the Company for distribution to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 24th day of July, 2003.

LAWRENCE J. LANZA
LAWRENCE J. LANZA