PENTAIR plc — Director's Dealing 2008

Aug 22, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2008-08-20

Reporting Person: Meyer Michael G (Vice President, Treasury/Tax)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-20	Common Stock	M	638	$18.1485	Acquired	36973	Direct
2008-08-20	Common Stock	S	4305	$36.91	Disposed	32668	Direct
2008-08-21	Common Stock	G	240	—	Disposed	32428	Direct
2008-08-22	Common Stock	G	40	—	Disposed	32388	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-08-20	Employee Stock Option (right to buy)	$18.1485	M	638	Disposed	2012-01-02	Common Stock (638)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - ESPP	167.212	Direct
Common Stock	1914.834	Indirect
Common Stock - ESOP	9570.1825	Indirect

Footnotes

F1: The reported price for this transaction is the weighted average price, and the range of prices is $36.90 to $36.96.

F2: Upon request by the Commission, the company or a shareholder, the reporting person will provide full details of the information reported regarding the number of shares sold at each separate price.

F5: End-of-period holdings include ESOP allocation and shares acquired under a dividend reinvestment plan in exempt transactions not required to be reported pursuant to Section 16(a).

F4: End-of-period holdings include shares acquired under a dividend reinvestment plan in exempt transaction not required to be reported pursuant to Section 16(a).

F3: End-of-period holdings include monthly purchase(s), since the reporting person's last filed Form, under the Pentair, Inc. Employee Stock Purchase and Bonus Plan (ESPP) in exempt transaction(s) pursuant to Rule 16b-3(c); and shares acquired pursuant to a dividend reinvestment feature of the ESPP.