GORMAN RUPP CO — Director's Dealing 2008

Feb 11, 2008

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: GORMAN RUPP CO (GRC)
CIK: 0000042682
Period of Report: 2007-12-31

Reporting Person: GORMAN JAMES CARVELL (Director, Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-12-10	Common Stock	J	1250	$30.9786	Acquired	6250	Direct
2007-12-10	Common Stock	J	127103	$30.9786	Acquired	635518	Indirect
2007-09-30	Common Stock	J	41	$33.10	Disposed	2263789	Indirect
2007-12-10	Common Stock	J	530234	$30.9786	Acquired	2794023	Indirect
2007-12-10	Common Stock	L	29	$30.9786	Acquired	2794052	Indirect
2007-12-31	Common Stock	J	22	$31.20	Acquired	2794074	Indirect
2007-11-14	Common Stock (401-K Plan)	J	375	$40.865	Disposed	6498	Indirect
2007-12-10	Common Stock (401-K Plan)	J	1625	$30.9786	Acquired	8123	Indirect
2007-12-31	Common Stock (401-K Plan)	J	38	$31.20	Acquired	8161	Indirect

Footnotes

F1: As of December 10, 2007, the amount of common shares beneficially owned was increased due to a 5-for-4 split of the common shares.

F2: Common shares in the Gorman-Rupp Stock Fund in the Company's 401-K Trust, held by a member of Mr. Gorman's immediate family, are accounted for by applying the unitzied method of accounting. During this reported period, the changes in stock market prices resulted in a net reduction of the unitized number of common shares in that immediate family members account in the 401-K Trust. However, no shares were actually sold or disposed of by the immediate family member.

F3: Includes 452,491 shares owned by the Marjorie N. Gorman Trust (of which Mr. Gorman's wife is sole trustee) and 360,766 shares held in trusts in which Mr. Gorman and members of his family have beneficial interests; also includes 1,450,532 shares benefically owned by members of Mr. Gorman's immediate family. Mr. Gorman disclaims beneficial ownership of all of the shares referred to in this footnote.

F4: Includes 565,613 shares owned by the Marjorie N. Gorman Trust (of which Mr. Gorman's wife is sole trustee) and 450,956 shares held in trusts in which Mr. Gorman and members of his family have beneficial interests; also includes 1,777,454 shares benefically owned by members of Mr. Gorman's immediate family. Mr. Gorman disclaims beneficial ownership of all of the shares referred to in this footnote.

F5: Includes 565,613 shares owned by the Marjorie N. Gorman Trust (of which Mr. Gorman's wife is sole trustee) and 450,956 shares held in trusts in which Mr. Gorman and members of his family have beneficial interests; also includes 1,777,483 shares benefically owned by members of Mr. Gorman's immediate family. Mr. Gorman disclaims beneficial ownership of all of the shares referred to in this footnote.

F6: Includes 565,613 shares owned by the Marjorie N. Gorman Trust (of which Mr. Gorman's wife is sole trustee) and 450,956 shares held in trusts in which Mr. Gorman and members of his family have beneficial interests; also includes 1,777,505 shares benefically owned by members of Mr. Gorman's immediate family. Mr. Gorman disclaims beneficial ownership of all of the shares referred to in this footnote.

F7: Balance reflects distribution of cash equivalent of 375 common shares required to be made by Internal Revenue Code due to reporting person being over age 70 1/2.