FRANKLIN ELECTRIC CO INC — Director's Dealing 2011

May 10, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2011-05-06

Reporting Person: BRADY JEROME D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-06	common stock	A	1976	$43	Acquired	36152	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
option	$24.9756	2012-04-19	common stock (20000)	20000	Direct
option	$25.225	2013-04-25	common stock (8000)	28000	Direct
option	$32.51	2014-05-05	common stock (8000)	36000	Direct
stock units	$		common stock (0)	5494.12	Direct

Footnotes

F1: Shares vest immediately upon grant.

F2: The options become exercisable in three equal installments of 1/3 each year, beginning on the first anniversary of the grant date.

F3: Pursuant to terms of the Nonemployee Directors' Deferred Compensation planh, Mr. Brady has a total of 5494.12 stock units