PENTAIR plc — Director's Dealing 2008

May 3, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2008-05-01

Reporting Person: GROGAN BARBARA B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-01	Common Stock	M	30818.127	—	Acquired	39915	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-05-01	Phantom Stock Units - Deferred Compensation	$1	M	30818.127	Disposed		Common Stock (30818.127)	Indirect

Footnotes

F3: Phantom stock units became exercisable on May 1, 2008, in accordance with the reporting person's irrevocable election.

F2: Phantom stock units convert into common stock on a one-for-one basis.

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.