PENTAIR plc — Director's Dealing 2003

Aug 12, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2003-08-08

Reporting Person: SCHROCK MICHAEL V (President, COO Enclosures)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-08-08	Common Stock - ESPP	A	23.841	$39.3227	Acquired	1411.89	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	42483.031	Direct
Common Stock - ESOP	381.7539	Indirect

Footnotes

F1: Includes shares acquired under the Pentair, Inc. Dividend Reinvestment Plan in exempt transaction not required to be reported pursuant to Section 16(a).

F2: Purchase of shares under the Pentair, Inc. Employee Stock Purchase Plan in exempt transaction pursuant to Rule 16b-3(c).

F3: 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.