FRANKLIN ELECTRIC CO INC — Director's Dealing 2011

Jan 28, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (fele)
CIK: 0000038725
Period of Report: 2011-01-27

Reporting Person: SENGSTACK GREGG C (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-27	common stock	G	200	$42.28	Disposed	150776	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common stock	14046	Indirect
common stock	2300	Direct
common stock	4000	Direct
common stock	4000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
option	$19.64	2011-12-13	common stock (26000)	26000	Direct
option	$24.08	2012-12-13	common stock (16000)	42000	Direct
option	$29.95	2014-02-12	common stock (16000)	58000	Direct
option	$40.93	2015-02-10	common stock (9000)	67000	Direct
option	$45.9	2016-02-17	common stock (3900)	70900	Direct
option	$48.87	2017-02-19	common stock (3600)	74500	Direct
option	$32.19	2018-02-28	common stock (15300)	89800	Direct
option	$17.34	2019-03-05	common stock (31724)	121524	Direct
option	$28.82	2020-02-22	common stock (12800)	134324	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 subject to the performance of certain goals. If these goals are not attained, the shares will be forfeited.

F3: The shares vest at the end of three years.

F4: The shares vest at the end of four years.

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.