MIDDLEBY Corp — Director's Dealing 2007

May 8, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MIDDLEBY CORP (MIDD)
CIK: 0000769520
Period of Report: 2007-05-01

Reporting Person: BASSOUL SELIM A (Director, CEO, Chairman, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-01	Common Stock	M	47500	—	Acquired	373856	Direct
2007-05-03	common stock	A	60500	—	Acquired	434356	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-05-01	Common Stock	$5.90	M	47500	Disposed	2012-02-26	common stock (47500)	Direct

Footnotes

F1: Exercise of 47500 shares of common stock. Part of an option grant of 200,000 shares that took place on Feb 26, 2002 at an exercise price of $5.90, the market price of Middleby cfommon stock on the date of grant.

F2: On May 3, 2007 60,500 shares of restricted stock were granted to the reporting person. The grant vests in five equal installments as follows: - After January 1, 2008, 20% vests if the 30 day avg price of Middleby common stock is greater or equal to $150/ share. - After January 1, 2009, 20% vests if the 30 day avg price of Middleby common stock is greater or equal to $160/ share. - After January 1, 2010, 20% vests if the 30 day avg price of Middleby common stock is greater or equal to $170/ share. - After January 1, 2011, 20% vests if the 30 day avg price of Middleby common stock is greater or equal to $185/ share. - After January 1, 2012, 20% vests if the 30 day avg price of Middleby common stock is greater or equal to $200/ share.