PENTAIR plc — Director's Dealing 2003

Sep 15, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2003-09-12

Reporting Person: CATHCART RICHARD J (President, COO Water Tech.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-09-12	Common Stock - ESPP	A	23.131	$40.5309	Acquired	2447.94	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	47625.256	Direct
Common Stock	759.156	Indirect
Common Stock - ESOP	1812.8444	Indirect

Footnotes

F1: Purchase of shares under the Pentair, Inc. Employee Stock Purchase Plan in exempt transaction pursuant to Rule 16b-3(c).

F2: Shares acquired under this Plan are purchased over a three-day trading period. The price shown is the average purchase price over the trading period.

F3: Includes shares acquired under the Pentair, Inc. Dividend Reinvestment Plan in exempt transaction not required to be reported pursuant to Section 16(a).