PENTAIR plc — Director's Dealing 2004

Feb 26, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2004-02-25

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-25	Common Stock	A	281	—	Acquired	56277.406	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	760.842	Indirect
Common Stock - ESPP	2573.856	Direct
Common Stock - ESOP	1821.0579	Indirect

Footnotes

F1: Restricted stock granted pursuant to the Pentair, Inc. Omnibus Stock Incentive Plan. Shares remain subject to a vesting condition under the stock incentive plan.