PENTAIR plc — Director's Dealing 2005

Jul 27, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2005-07-22

Reporting Person: GROGAN BARBARA B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-07-22	Common Stock	M	4297.284	—	Acquired	9097	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-07-22	Phantom Stock Units - Deferred Compensation	$1	M	4297.284	Disposed		Common Stock (4297.284)	Indirect

Footnotes

F1: Upon exercise of phantom stock units, underlying securities held directly by reporting person. End-of-period holdings include automatic cash-out of fractional share interests pursuant to the terms of a dividend reinvestment plan.

F2: Phantom stock units became exercisable on July 22, 2005, in accordance with the reporting person's irrevocable election.