FRANKLIN ELECTRIC CO INC — Director's Dealing 2011

Aug 25, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2011-08-23

Reporting Person: STONE ROBERT J (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-23	common stock	M	19062	$19.21	Acquired	55962	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-08-23	option	$17.34	M	15862	Disposed	2019-03-05	common stock (15862)	Direct
2011-08-23	option	$28.82	M	3200	Disposed	2020-02-22	common stock (9600)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common stock	11754.278	Indirect
common stock	4000	Direct
common stock	3311	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
option	$29.95	2014-02-12	common stock (7200)	7200	Direct
option	$40.93	2015-02-10	common stock (5450)	12650	Direct
option	$45.9	2016-02-17	common stock (3900)	16550	Direct
option	$48.87	2017-02-09	common stock (3600)	20150	Direct
option	$32.19	2018-02-28	common stock (15300)	35450	Direct
option	$43.43	2021-03-02	common stock (10519)	71431	Direct

Footnotes

F1: Holdings within the Franklin Electric Co., Inc. Directed Investment Salary Plan Trust. The information reported herein is based on a plan statement as of December 31, 2010.

F2: The shares vest at the end of four years.

F3: 15862 shares exercised at $17.34 and 3200 shares exercised at $28.82.

F4: The options become exercisable in five equal installments of 1/5 each year, beginning on the first anniversary of the grant date.

F5: The options become exercisable in four equal installments of 1/4 each year, beginning on the first anniversary of the grant date.