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PRO DEX INC Director's Dealing 2005

May 17, 2005

34130_dirs_2005-05-17_1223120c-df3a-4acc-9fd4-9a52ac34e8d3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRO DEX INC (pdex)
CIK: 0000788920
Period of Report: 2005-05-17

Reporting Person: RITCHEY JEFFREY J (Chief Financial Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-05-17 Stock Option $2.9 A 20000 Acquired 2015-05-16 Pro-Dex Common Stock (20000) Direct

Footnotes

F1: 5000 shares are exercisable this date and remaining 15,000 are exercisable 5000 per year commencing 05/17/2006