DOVER Corp — Director's Dealing 2010

Feb 16, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOVER CORP (DOV)
CIK: 0000029905
Period of Report: 2010-02-11

Reporting Person: Goldberg Paul (Treasurer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-11	Stock Appreciation Right	$42.88	A	10261	Acquired	2020-02-11	Common Stock (10261)	Direct
2010-02-11	Performance Shares	$	A	700	Acquired		Common Stock (700)	Direct

Footnotes

F1: Each performance share represents a contingent right to receive shares of Dover common stock, based on Dover's relative total shareholder return versus that of Dover's peer group over the three-year performance period ending 12/31/2012.

F2: Represents target grant amount. The actual number of shares that will be paid in respect of the performance share award may range from 0% to 200% of the target grant.