MDU RESOURCES GROUP INC — Director's Dealing 2010

May 24, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDU RESOURCES GROUP INC (MDU)
CIK: 0000067716
Period of Report: 2010-05-21

Reporting Person: PEARCE HARRY J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-05-21	Common Stock	P	15478	$17.98	Acquired	164878	Direct
2010-05-21	Common Stock	P	800	$17.99	Acquired	165678	Direct
2010-05-21	Common Stock	P	300	$17.995	Acquired	165978	Direct
2010-05-21	Common Stock	P	17300	$18.00	Acquired	183278	Direct
2010-05-21	Common Stock	P	3000	$18.01	Acquired	186278	Direct
2010-05-21	Common Stock	P	7322	$18.02	Acquired	193600	Direct
2010-05-21	Common Stock	M	6750	$13.0289	Acquired	200350	Direct
2010-05-21	Common Stock	M	6750	$17.1334	Acquired	207100	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-05-21	Stock Options (Right to Buy)	$13.0289	M	6750	Disposed	2012-05-16	Common Stock (6750)	Direct
2010-05-21	Stock Options (Right to Buy)	$17.1334	M	6750	Disposed	2011-05-17	Common Stock (6750)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (44121.265)	44121.265	Direct

Footnotes

F1: 1 for 1

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