MDU RESOURCES GROUP INC — Director's Dealing 2009

May 20, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDU RESOURCES GROUP INC (MDU)
CIK: 0000067716
Period of Report: 2009-05-18

Reporting Person: PEARCE HARRY J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-05-18	Common Stock	A	4050	$17.147	Acquired	145350	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (42844.125)	42844.125	Direct
Stock Options (Right to Buy)	$17.1334	2011-05-17	Common Stock (6750)	6750	Direct
Stock Options (Right to Buy)	$13.0289	2012-05-16	Common Stock (6750)	6750	Direct

Footnotes

F1: 1 for 1

F2: Units are to be settled in cash after reporting person's retirement.