TWIN DISC INC — Director's Dealing 2012

Jul 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TWIN DISC INC (TWIN)
CIK: 0000100378
Period of Report: 2012-07-02

Reporting Person: BATTEN MICHAEL E (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-02	Common Stock	M	32000	$3.6125	Acquired	459172	Direct
2012-07-02	Common Stock	S	17000	$18.525	Disposed	442172	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-02	Stock Options	$3.6125	M	32000	Disposed	2012-08-02	Common Stock (32000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1092.2133	Indirect
Common Stock	605954	Indirect
Common Stock	10400	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.40 to $18.70. The reporting person undertakes to provide to Twin Disc, Incorporated, any security holder of Twin Disc, Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

F2: As Trustee for Trusts for members of immediate family; Reporting person is also Trustee for Trusts of non-immediate family members holding 1,531,786 shares of common stock, for which Section 16 reporting is not required.

F3: Stock owned by spouse, Gloria S. Batten