On December 31, 2012, Franklin Electric Co., Inc. (the "Company") entered into a Bond Purchase and Loan Agreement. Allen County, Indiana issued a series of Project Bonds entitled "Taxable Economic Development Bonds, Series 2012 (Franklin Electric Co., Inc. Project)." The aggregate principal amount of the Project Bonds that may be issued, authenticated, and outstanding thereunder is limited to Twenty-Five Million Dollars ($25,000,000). The Company shall borrow the proceeds under the Project Bonds through the issuance of Project Notes to finance the cost of acquisition, construction, installation and equipping of the Project. The Series N-1 Notes bear interest at 3.6% per annum. Interest and principal balance of the Project Notes shall be due and payable in aggregate semi-annual installments commencing on July 10, 2013 and concluding on January10, 2033.

A copy of the Agreement is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.

On December 31, 2012, Franklin Electric Co., Inc. (the "Company") and Prudential Insurance Company of America entered into an amendment to the Second Amended and Restated Note Purchase and Private Shelf Agreement (the "Amendment") to extend the effective date to December 31, 2015 (or if such date is not a Business Day, the Business Day next preceding such date).

A copy of the Amendment is filed as Exhibit 10.2 to this Form 8-K and is incorporated herein by reference.

The information set forth under Item 1.01 of this report on Form 8-K is hereby incorporated in Item 2.03 by reference.

(d) Exhibits.

10.1              Bond Purchase and Loan Agreement
                 Amendment No. 5 to Second Amended and Restated Note Purchase
                 and Private Shelf Agreement, dated as of December 31, 2012,
                 among the Company, Prudential Insurance Company of America and
10.2             the purchasers named therein.