MDU RESOURCES GROUP INC — Director's Dealing 2003

Jul 2, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDU RESOURCES GROUP INC (MDU)
CIK: 0000067716
Period of Report: 2003-06-30

Reporting Person: PEARCE HARRY J (Director)

Footnotes

F1: 1 for 1

F2: Phantom Stock units include units that were accrued through dividends under the Deferred Compensation Plan for Directors.

F3: Units are to be settled in cash after reporting person's retirement. These units do not have either an exercise date or an expiration date. The dates used are at the direction of the SEC because the SEC electronic filing system will not accept this form with these two date fields blank.

F4: The SEC electronic filing system does not show current status of stock ownership in Table I or Table II. The information which would be included if the SEC electronic filing system allowed it would be:
Table I: Mr. Pearce owns 44,295 shares of common stock (direct).
Table II: Mr. Pearce 3,000 stock options at a price of $29.315 with an expiration date of 5/16/2012 and 3,000 stock options at a price of $38.55 with an expiration date of 5/17/2011.