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FRANKLIN ELECTRIC CO INC Director's Dealing 2009

Mar 9, 2009

31143_dirs_2009-03-09_fff9cba0-559e-44aa-82c9-61a528118271.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2009-03-05

Reporting Person: CROSE DANIEL J (Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2009-03-05 common stock A 5354 Acquired 5354 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2009-03-05 option $17.34 A 15483 Acquired 2019-03-05 common stock (15483) Direct

Holdings (Non-Derivative)

Security Shares Ownership
common stock 2900 Direct
common stock 1396.008 Indirect
common stock 480.61 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
option $19.3975 2011-11-01 common stock (20000) 20000 Direct
option $24.075 2012-12-13 common stock (30000) 50000 Direct
option $29.95 2014-02-12 common stock (7200) 57200 Direct
option $40.93 2015-02-10 common stock (5450) 62650 Direct
option $45.9 2016-02-17 common stock (3300) 65950 Direct
option $48.87 2017-02-09 common stock (2600) 68550 Direct
option $32.19 2018-02-28 common stock (9700) 78250 Direct

Footnotes

F1: The shares vest at the end of four years subject to the performance of certain goals. If these goals are not attained, the shares will be forfeited.

F2: Allocation of shares under the Franklin Electric Co., Inc. Employee Stock Ownership Plan Trust. The information reported herein was provided by the trustee for holdings as of December 31, 2008.

F3: Holdings within the Franklin Electric Directed Investment Salary Plan Trust. The information reported herein is based on a plan statement reporting December 31, 2008 holdings under the Franklin Electric Directed Investment Salary Plan.

F4: Pursuant to the Long Term Strategic Incentive Bonus Program, Mr. Crose was awarded 5,354 stock awards which immediately vested.

F5: The options become exercisable in five equal installments of 1/5 each year, beginning on the first anniversary of the grant date.

F6: The options become exercisable in four equal installments of 1/4 each year, beginning on the first anniversary of the grant date.