AMETEK INC/ — Director's Dealing 2012

Apr 25, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMETEK INC/ (AME)
CIK: 0001037868
Period of Report: 2012-04-23

Reporting Person: EGINTON WILLIAM D (SENIOR VP-CORP. DEVELOPMENT)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-23	Common Stock	F	1157	$48.36	Disposed	57070	Direct
2012-04-23	401k Plan	J	1	—	Acquired	3218	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock/deferred Compensation	5352	Direct
Common Stock/serp	10882	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$24.2933	2014-04-23	Common Stock (12687)	12687	Direct
Stock Option	$32.40	2015-04-22	Common Stock (14194)	14194	Direct
Stock Option	$21.8067	2016-04-22	Common Stock (24780)	24780	Direct
Stock Option	$29.38	2017-04-28	Common Stock (17457)	17457	Direct
Stock Option	$44.74	2018-05-02	Common Stock (9732)	9732	Direct

Footnotes

F1: Represents withholding of shares to pay withholding taxes incurred in connection with cliff vesting of restricted stock issued on April 23, 2008.

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

F3: The stock options will become exercisable in four equal installments beginning on April 24, 2008.

F4: The stock options will become exercisable in four equal installments beginning on April 23, 2009.

F5: The stock options will become exercisable in four equal annual installments beginning on April 23, 2010.

F6: The stock options will become exercisable in four equal annual installments beginning on April 29, 2011.

F7: The stock options will become exercisable in four equal installments beginning on May 3, 2012.