Summary of FRANKLIN ELECTRIC CO INC

Item 5.02. Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

Long Term Bonus Program Payout

On March 5, 2009, the Management Organization and Compensation Committee (the
"Committee") of the Board of Directors of Franklin Electric Co., Inc. (the
"Company") approved the payment of a long-term bonus pursuant to the Company's
Long Term Bonus Program (the "Program"). This bonus was based on the Company's
attainment of certain Company-wide performance goals measured over a five year
period from 2004 through 2008. The specific performance goals were as follows:


Sales:          Compounded annual increase in net sales
                from $370.1M in 2004.


Earnings Per    Compounded annual increase from $1.67 in
Share:          2004.
Return on       Achieve target of 16% by the end of
Assets:         2008.
Customer        Decrease in the percentage of sales to
Concentration:  the top two customers, from 40% in 2004.
Manufacturing   Compounded annual increase in the number
Man-Hours:      of manufacturing man-hours in Mexico,
                Czech Republic, China and South Africa.

The following chart sets forth each performance goal, each goal's portion of the bonus pool, the threshold, target and maximum level of attainment of each goal, actual results, and the amount of the bonus pool earned for each goal:

                                                                  Amount of
 Performance             .5x Pool  1.0x Pool 1.5x Pool   Actual   Bonus Pool
   Measure       Pool    Threshold  Target    Maximum  Attainment  Payable
Sales          $500,000     14%       16%       19%      19.1%     $750,000
Earnings Per   $500,000     12%       15%       17%       4.1%        0
Share
Return on      $500,000     14%       16%       18%      11.5%        0
Assets
Customer       $500,000    < 12%     < 10%     < 9%       8.0%     $750,000
Concentration
Manufacturing  $500,000   1,500M    1,600M    1,700M     2,750     $750,000
Man-Hours
Total         $2,500,000                                          $2,250,000

The bonus amounts paid to each named executive officer, which equaled 90% of the bonus pool and thus 90% of the 2006 base salary rate, are as follows: Mr. Trumbull: $499,500; Mr. Strupp: $207,900; Mr. Sengstack: $247,950; Mr. Maske: $325,250; and Mr. Stone: $231,750. Half of the bonus was paid in cash and half of the bonus was payable in shares of unrestricted stock (the number of shares determined by dividing 50% of the cash value of the bonus by the closing price of the Company's common stock on the date of the award). Mr. Haines did not participate in the Program because he was not hired until April, 2008.

The cash bonus amounts were not included in the Non-Equity Incentive Plan Compensation column of the Summary Compensation Table of the Company's Definitive Proxy Statement for the 2009 Annual Meeting of Shareholders because they had not been approved by the Committee and so were not calculable as of the date of the release of such Proxy Statement for printing and were omitted in reliance on Instruction 1 to Item 402(c)(2)(iii) and (iv) of Regulation S-K. The cash portion of this bonus paid to each named executive officer, and each named executive officer's total compensation, reportable in the Summary Compensation Table are as follows:

                 Non-Equity
   Name and      Incentive
   Principal        Plan       Total
   Position     Compensation    ($)
                    ($)
R. Scott          249,750    2,701,025
Trumbull,
Chairman of the
Board & CEO

John J. Haines,      0        642,010
VP, CFO,
Secretary
Thomas J.         103,950     698,787
Strupp,
President,
Water Transfer
Systems
Peter-Christian   162,265    1,118,116
Maske, Sr. VP,
President
Europa Water
Systems
Gregg C.          123,975     959,649
Sengstack Sr.
VP, President
Int'l Water
Systems &
Fueling Group
Robert J. Stone   115,875     865,373
Sr. VP,
President
Western
Hemisphere
Water Systems

The following shares were awarded to the named executive officers as partial payment of the 50% portion of the bonus paid by an award of unrestricted shares, based on the March 5, 2009 closing price ($17.34):

R. Scott Trumbull                       (14,016 shares valued at $243,037.44)

Thomas J. Strupp                       (5,834 shares valued at $101,161.56)

Peter-Christian Maske                   (9,127 shares valued at $158,262.18)

Gregg C. Sengstack                     (6,959 shares valued at $120,669.06)

Robert J. Stone                          (6,504 shares valued at $112,779.36)

It is expected that an additional award of shares will be made to the named executive officers at a later date as payment of the balance of the bonus, the number of shares awarded to be determined based on the value of the stock at the time of such award. Such later award shall be made by the Committee after the approval of an amendment to the Franklin Electric Co., Inc. Stock Plan increasing the aggregate number of shares for which stock awards may be made thereunder, assuming approval of the amendment at the Company's 2009 Annual Meeting of Shareholders.