AMETEK INC/ — Director's Dealing 2010

Apr 27, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMETEK INC/ (AME)
CIK: 0001037868
Period of Report: 2010-04-26

Reporting Person: Hardin John Wesley (PRES. - ELECTRONIC INSTRUMENTS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-26	Common Stock	F	1070	$43.25	Disposed	30705	Direct
2010-04-26	401k Plan	J	1	—	Acquired	215	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock/serp	4007	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$20.27	2011-09-21	Common Stock (5876)	5876	Direct
Stock Option	$25.2867	2012-04-26	Common Stock (3203)	3203	Direct
Stock Option	$33.2667	2013-04-25	Common Stock (6099)	6099	Direct
Stock Option	$36.44	2014-04-23	Common Stock (7415)	7415	Direct
Stock Option	$48.60	2015-04-22	Common Stock (9712)	9712	Direct
Stock Option	$32.71	2016-04-22	Common Stock (29760)	29760	Direct

Footnotes

F1: Represents withholding of shares to pay withholding taxes incurred in connection with cliff vesting of restricted stock issued on April 26, 2006.

F2: Represents dividend reinvestment under the Company's 401(k) Plan.

F3: The stock options will become exercisable in four equal installments beginning on September 22, 2005.

F4: The stock options will become exercisable in four equal installments beginning on April 27, 2006.

F5: The stock options will become exercisable in four equal installments beginning on April 26, 2007.

F6: The stock options will become exercisable in four equal installments beginning on April 24, 2008.

F7: The stock options will become exercisable in four equal installments beginning on April 23, 2009.

F8: The stock options will become exercisable in four equal annual installments beginning on April 23, 2010.