Enpro Inc. — Director's Dealing 2012

Apr 30, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ENPRO INDUSTRIES, INC (NPO)
CIK: 0001164863
Period of Report: 2012-04-24

Reporting Person: Herold Dale A (division president)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8407.0000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (4171.0000)		Direct
Restricted Stock Units	$		Common Stock (1016.0000)		Direct
Restricted Stock Units	$		Common Stock (859.0000)		Direct
Restricted Stock Units	$		Common Stock (1428.0000)		Direct

Footnotes

F1: One half of the restricted stock units vest on April 29, 2012 and the remaining one half vest on April 29, 2013.

F2: Restricted stock units awarded under the Amended and Restated 2002 Equity Compensation Plan. Each restricted stock unit represents a contingent right to receive one share of NPO common stock and cash payment equal to dividends paid on a share of common stock since the date of grant.

F3: The restricted stock units will vest on the third anniversary of the grant date.