FRANKLIN ELECTRIC CO INC — Director's Dealing 2011

Mar 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2011-03-02

Reporting Person: Haines John J (Vice President and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-02	common stock	A	3156	$43.43	Acquired	3156	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-02	option	$43.43	A	10026	Acquired	2021-03-02	common stock (10026)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common stock	1879.401	Indirect
common stock	8000	Direct
common stock	4000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
option	$40.45	2018-05-01	common stock (10000)	10000	Direct
option	$17.34	2019-03-05	common stock (20492)	30492	Direct
option	$28.82	2020-02-22	common stock (12800)	43292	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: The options become exercisable in four equal installments of 1/4 each year, beginning on the first anniversary of the grant date.