AMETEK INC/ — Director's Dealing 2010

Apr 30, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMETEK INC/ (AME)
CIK: 0001037868
Period of Report: 2010-04-29

Reporting Person: VARET ELIZEBETH R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-29	Common Stock	A	1240	$44.07	Acquired	81805	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-04-29	Stock Option	$44.07	A	3370	Acquired	2017-04-28	Common Stock (3370)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	300157	Indirect
Common Stock	1800	Indirect
Common Stock	30000	Indirect
Common Stock	1800	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$21.094	2011-07-21	Common Stock (5250)	5250	Direct
Stock Option	$25.28	2012-04-26	Common Stock (3900)	3900	Direct
Stock Option	$33.26	2013-04-25	Common Stock (3645)	3645	Direct
Stock Option	$36.44	2014-04-23	Common Stock (4240)	4240	Direct
Stock Option	$48.60	2015-04-22	Common Stock (3630)	3630	Direct
Stock Option	$32.71	2016-04-22	Common Stock (3920)	3920	Direct

Footnotes

F1: The stock options will become exercisable in four equal annual installments beginning on April 29, 2011.

F2: Constitutes restricted stock issued under the 2007 Omnibus Incentive Compensation Plan.

F3: Held by trust of which the reporting person is a co-trustee or co-beneficiary.

F4: The reporting person is a managing member of the limited liability company which holds the securities for the benefit of the reporting person's adult child. The reporting person disclaims any beneficial ownership of these securities.

F5: These shares are held in a trust for the benefit of the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities.

F6: The reporting person has a power of attorney over the securities. The reporting person disclaims beneficial ownership of these securities.

F7: The stock options will become exercisable in four equal annual installments beginning on July 22, 2005.

F8: The stock options will become exercisable in four equal annual installments beginning on April 27, 2006.

F9: The stock options will become exercisable in four equal annual installments beginning on April 26, 2007.

F10: The stock options will become exercisable in four equal annual installments beginning on April 24, 2008.

F11: The stock options will become exercisable in four equal annual installments beginning on April 23, 2009.

F12: The stock options will become exercisable in four equal annual installments beginning on April 23, 2010.