FRANKLIN ELECTRIC CO INC — Director's Dealing 2011

Nov 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2011-11-04

Reporting Person: BRADY JEROME D (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-04	option	$24.9755	M	3081	Disposed	2012-04-19	common stock (16919)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common stock	36152	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
option	$25.225	2013-04-25	common stock (8000)	24919	Direct
option	$32.51	2014-05-05	common stock (8000)	32919	Direct
stock units	$		common stock (5530.18)	5530.18	Direct

Footnotes

F1: The options become exercisable in three equal installments of 1/3 each year, beginning on the first anniversary of the grant date.

F2: Pursuant to terms of the Nonemployee Directors' Deferred Compensation Plan approved by the board of directors on February 11, 2000 and amended and restated on April 28, 2006, Mr. Brady elected to receive his 2010 stock award in Franklin Electric Co., Inc. common stock, issuance of such shares deferred until he retires or otherwise leaves the board of directors (e.g. Stock Units). At distribution, Mr. Brady may elect pursuant to the terms of the Plan to receive his deferred compensation either in shares of Franklin common stock or in cash.