DOVER Corp — Director's Dealing 2004

Feb 2, 2004

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: DOVER CORP (DOV)
CIK: 0000029905
Period of Report: 2003-12-31

Reporting Person: STUBBS MICHAEL B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-12-01	Common Stock	G	1900	—	Disposed	87002	Direct
2003-12-16	Common Stock	J	50000	—	Disposed	37002	Direct
2003-12-16	Common Stock	J	50000	—	Acquired	50000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	34701	Indirect
Common Stock	82972	Indirect
Common Stock	1113240	Indirect
Common Stock	17500	Indirect
Common Stock	500	Indirect
Common Stock	1255488	Indirect
Common Stock	49280	Indirect
Common Stock	550	Indirect
Common Stock	49280	Indirect
Common Stock	550	Indirect

Footnotes

F1: By gift

F2: Represents a transfer to the Michael B. Stubbs 2003 Grantor Retained Annuity Trust, of which the Reporting Person is the beneficiary, of shares of common stock previously reported as directly owned.

F3: Shares held by the Michael B. Stubbs 2002 Grantor Retained Annuity Trust of which the Reporting Person is the beneficiary.

F4: Shares held by Trust f/b/o Jill S. Bradburn of which a member of the Reporting Person's immediate family is the beneficiary, the Reporting Person is a co-trustee and a contingent beneficiary.

F5: Shares held by the Gretchen B. Stubbs Residuary Trust of which the Reporting Person, his spouse and his descendants are beneficiaries.

F6: The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities (except to the extent of his pecuniary interest therein) for purposes of Section 16 or for any other purpose.

F7: Shares held by the Michael B. Stubbs 1998 Descendants' Trust of which the Reporting Person's children are beneficiaries.

F8: The Reporting Person disclaims beneficial ownership of the reported securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F9: Shares held by the 1993 Stubbs Family Trust of which the Reporting Person, his spouse and his descendants are beneficiaries.

F10: Shares held by Trust #1 f/b/o Abigail M. Stubbs of which the Reporting Person is a co-trustee and a member of his immediate family is the beneficiary.

F11: Shares held by Trust #2 f/b/o Abigail M. Stubbs of which the Reporting Person is a co-trustee and a member of his immediate family is the beneficiary.

F12: Shares held by Trust #1 f/b/o A. Merrill Stubbs of which the Reporting Person is a co-trustee and a member of his immediate family is the beneficiary.

F13: Shares held by Trust #2 f/b/o A. Merrill Stubbs of which the Reporting Person is a co-trustee and a member of his immediate family is the beneficiary.