PENTAIR plc — Director's Dealing 2005

Mar 2, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2005-02-28

Reporting Person: HARRISON DAVID D (Executive Vice President, CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-02-28	Common Stock	M	6988	$16.2735	Acquired	184777.717	Direct
2005-02-28	Common Stock	M	19556	$17.47	Acquired	204333.717	Direct
2005-02-28	Common Stock	M	19377	$18.1485	Acquired	223710.717	Direct
2005-02-28	Common Stock	F	28693	$41.44	Disposed	195017.717	Direct
2005-03-01	Common Stock	S	500	$41.13	Disposed	194517.717	Direct
2005-03-01	Common Stock	S	1000	$41.14	Disposed	193517.717	Direct
2005-03-01	Common Stock	S	400	$41.16	Disposed	193117.717	Direct
2005-03-01	Common Stock	S	1100	$41.17	Disposed	192017.717	Direct
2005-03-01	Common Stock	S	500	$41.18	Disposed	191517.717	Direct
2005-03-01	Common Stock	S	400	$41.19	Disposed	191117.717	Direct
2005-03-01	Common Stock	S	500	$41.2	Disposed	190617.717	Direct
2005-03-01	Common Stock	S	500	$41.21	Disposed	190117.717	Direct
2005-03-01	Common Stock	S	100	$41.22	Disposed	190017.717	Direct
2005-03-01	Common Stock	S	100	$41.25	Disposed	189917.717	Direct
2005-03-01	Common Stock	S	400	$41.26	Disposed	189517.717	Direct
2005-03-01	Common Stock	S	400	$41.27	Disposed	189117.717	Direct
2005-03-01	Common Stock	S	400	$41.28	Disposed	188717.717	Direct
2005-03-01	Common Stock	S	1200	$41.29	Disposed	187517.717	Direct
2005-03-01	Common Stock	S	300	$41.3	Disposed	187217.717	Direct
2005-03-01	Common Stock	S	800	$41.31	Disposed	186417.717	Direct
2005-03-01	Common Stock	S	300	$41.32	Disposed	186117.717	Direct
2005-03-01	Common Stock	S	800	$41.34	Disposed	185317.717	Direct
2005-03-01	Common Stock	S	1200	$41.35	Disposed	184117.717	Direct
2005-03-01	Common Stock	S	300	$41.37	Disposed	183817.717	Direct
2005-03-01	Common Stock	S	1100	$41.38	Disposed	182717.717	Direct
2005-03-01	Common Stock	S	200	$41.39	Disposed	182517.717	Direct
2005-03-01	Common Stock	S	400	$41.4	Disposed	182117.717	Direct
2005-03-01	Common Stock	S	900	$41.43	Disposed	181217.717	Direct
2005-03-01	Common Stock	S	200	$41.44	Disposed	181017.717	Direct
2005-03-01	Common Stock	S	131	$41.45	Disposed	180886.717	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-02-28	Employee Stock Option (right to buy)	$16.2735	M	6988	Disposed	2011-01-02	Common Stock (6988)	Direct
2005-02-28	Employee Stock Option (right to buy)	$17.47	M	19556	Disposed	2013-01-02	Common Stock (19556)	Direct
2005-02-28	Employee Stock Option (right to buy)	$18.1485	M	19377	Disposed	2012-01-02	Common Stock (19377)	Direct
2005-02-28	Employee Stock Option (right to buy)	$41.44	A	8485	Acquired	2012-01-02	Common Stock (8485)	Direct
2005-02-28	Employee Stock Option (right to buy)	$41.44	A	8244	Acquired	2013-01-02	Common Stock (8244)	Direct

Footnotes

F1: On May 17, 2004, Pentair declared a 2-for-1 stock split in the form of a 100 percent stock dividend payable on June 8, 2004, to shareholders of record as of June 1, 2004. This previously reported stock option and exercise price have been adjusted to reflect the stock split.

F2: Employee reload stock option granted pursuant to the Pentair, Inc. Omnibus Stock Incentive Plan.

F3: Reload stock option becomes exercisable upon grant and expires on the same date as the original option grant.