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FRANKLIN ELECTRIC CO INC Director's Dealing 2009

Mar 9, 2009

31143_dirs_2009-03-09_2cf044c8-83ea-4306-a5d2-162a25196237.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: MASKE PETER C (Sr. Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2009-03-05 common stock A 9127 Acquired 85127 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2009-03-05 option $17.34 A 26226 Acquired 2019-03-05 common stock (26226) Direct

Holdings (Non-Derivative)

Security Shares Ownership
common stock 3700 Direct
common stock 540.957 Indirect
common stock 1866.749 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
option $29.95 2014-02-12 common stock (9600) 9600 Direct
option $40.93 2015-02-10 common stock (6750) 16350 Direct
option $45.9 2016-02-17 common stock (3900) 20250 Direct
option $48.87 2017-02-09 common stock (3600) 23850 Direct
option $32.19 2018-02-28 common stock (15300) 39150 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: 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.

F3: 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.

F4: Pursuant to the Long Term Strategic Incentive Bonus Program, Mr. Maske was awarded 9,127 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.