8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 27, 2015

PARKER-HANNIFIN CORPORATION

(Exact Name of Registrant as Specified in Charter)

Ohio	34-0451060
(State or other jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
6035 Parkland Boulevard, Cleveland, Ohio	44124-4141
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (216) 896-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

• Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

• Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

• Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

• Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On January 27, 2015, Parker-Hannifin Corporation issued a press release and presented a Webcast announcing results of operatings for the quarter ended December 31, 2014. A copy of the press release is furnished as Exhibit 99.1 to this report. A copy of the Webcast presentation is furnished as Exhibit 99.2 to this report.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits:

99.1    Press release issued by Parker-Hannifin Corporation, dated January 27, 2015.

99.2    Webcast presentation by Parker-Hannifin Corporation, dated January 27, 2015.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

	PARKER-HANNIFIN CORPORATION
	By: /s/ Jon P. Marten
	Jon P. Marten
	Executive Vice President - Finance &
	Administration and Chief Financial Officer
Date: January 27, 2015

EX-99.1

Exhibit 99.1    

For Release:    Immediately                    

Contact:	Media -
	Aidan Gormley -Director, Global Communications and Branding	216-896-3258
	aidan.gormley@parker.com
	Financial Analysts -
	Robin J. Davenport, Vice President, Corporate Finance	216-896-2265
	rjdavenport@parker.com
Stock symbol:	PH - NYSE

Parker Reports Record Fiscal 2015 Second Quarter Sales and Earnings per Share

• Record second quarter sales increased 1% to $3.13 billion; organic sales increased 4%

• Record earnings per share of $1.80 increased 8%

• Segment operating margins increased 150 basis points to 13.7%

• Positive order growth continues

• Company increases fiscal 2015 full year guidance

CLEVELAND, January 27, 2015 -- Parker Hannifin Corporation (NYSE: PH), the global leader in motion and control technologies, today reported results for the fiscal 2015 second quarter ended December 31, 2014. Fiscal 2015 second quarter sales were $3.13 billion, a second quarter record, compared with $3.11 billion in the prior year quarter. Net income was $267.3 million, a 6 percent increase compared with $253.4 million in the second quarter of fiscal 2014. Fiscal 2015 second quarter earnings per share were $1.80, a second quarter record and an increase of 8 percent, compared with $1.66 in the prior year quarter. Adjusted earnings per share for the second quarter of fiscal 2015 were $1.84, compared with $1.30 in the prior year quarter. A reconciliation of reported to adjusted earnings per share is included with the financial tables accompanying this news release. Cash flow from operations was $538.5 million or 8.4 percent of sales for the first six months of fiscal 2015 compared with $540.1 million in the prior year period.

“This was a record quarter for Parker as we continue to execute very well in fiscal 2015,” said Chairman, CEO and President, Don Washkewicz. “While currency headwinds were significant, this was offset by solid organic growth of 4%. Our year-over-year segment operating margins improved by 150 basis points, primarily reflecting strength in our Diversified Industrial North America businesses and improvement in our Aerospace Systems segment.”

Segment Results

Diversified Industrial Segment: North American second quarter sales increased 5 percent to $1.4 billion, and operating income was $226.9 million compared with $200.6 million in the same period a year ago. International second quarter sales decreased 7 percent to $1.2 billion, and operating income was $136.5 million compared with $134.2 million in the same period a year ago.

Aerospace Systems Segment: Second quarter sales increased 11 percent to $558.4 million, and operating income was $66.8 million compared with $45.0 million in the same period a year ago.

Orders

Parker reported an increase of 4 percent in orders for the quarter ending December 31, 2014, compared with the same quarter a year ago. The company reported the following orders by business:

• Orders increased 4 percent in the Diversified Industrial North America businesses compared with the same quarter a year ago.

• Orders increased 1 percent in the Diversified Industrial International businesses compared with the same quarter a year ago.

• Orders increased 9 percent in the Aerospace Systems segment on a rolling 12-month average basis.

Share Repurchases

During the second quarter of fiscal year 2015, the company completed share repurchases of $817 million.

Outlook

For the fiscal year ending June 30, 2015, the company has increased guidance for earnings from continuing operations to the range of $7.70 to $8.10 per share, or $7.90 to $8.30 per share on an adjusted basis. Fiscal year 2015 guidance is adjusted for expected restructuring expenses of approximately $0.20 per share.

Washkewicz added, “We are increasing our fiscal 2015 full year guidance to primarily reflect strong first half performance and the impact of our share repurchase program. We expect currency headwinds into the future. Despite these conditions, Parker remains on track to deliver a record year.”

NOTICE OF CONFERENCE CALL: Parker Hannifin's conference call and slide presentation to discuss its fiscal 2015 second quarter results are available to all interested parties via live webcast today at 11:00 a.m. ET, on the company's investor information web site at www.phstock.com. To access the call, click on the "Live Webcast" link. From this link, users also may complete a pre-call system test and register for e-mail notification of future events and information available from Parker. A replay of the conference call will also be available at www.phstock.com for one year after the call.

With annual sales exceeding $13 billion in fiscal year 2014, Parker Hannifin is the world's leading diversified manufacturer of motion and control technologies and systems, providing precision-engineered solutions for a wide variety of mobile, industrial and aerospace markets. The company employs approximately 57,500 people in 50 countries around the world. Parker has increased its annual dividends paid to shareholders for 58 consecutive fiscal years, among the top five longest-running dividend-increase records in the S&P 500 index. For more information, visit the company's website at www.parker.com, or its investor information website at www.phstock.com.

Note on Orders

Orders provide near-term perspective on the company's outlook, particularly when viewed in the context of prior and future quarterly order rates. However, orders are not in themselves an indication of future performance. All comparisons are at constant currency exchange rates, with the prior year restated to the current-year rates. All exclude acquisitions until they can be reflected in both the numerator and denominator. Aerospace comparisons are rolling 12-month average computations. The total Parker orders number is derived from a weighted average of the

year-over-year quarterly percent change in orders for Diversified Industrial North America and Diversified Industrial International, and the year-over-year 12-month rolling average of orders for the Aerospace Systems segment.

Note on Non-GAAP Numbers

This press release contains references to (a) earnings per diluted share without the effect of restructuring expenses, the effects of a joint venture and the effects of asset write downs; and (b) the effect of restructuring expenses on forecasted earnings from continuing operations per diluted share. The effects of restructuring expenses, the effects of a joint venture and the effects of asset write downs are removed to allow investors and the company to meaningfully evaluate changes in earnings per diluted share and segment operating margins on a comparable basis from period to period.

Forward-Looking Statements

Forward-looking statements contained in this and other written and oral reports are made based on known events and circumstances at the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. All statements regarding future performance, earnings projections, events or developments are forward-looking statements. It is possible that the future performance and earnings projections of the company, including its individual segments, may differ materially from current expectations, depending on economic conditions within its mobile, industrial and aerospace markets, and the company's ability to maintain and achieve anticipated benefits associated with announced realignment activities, strategic initiatives to improve operating margins, actions taken to combat the effects of the current economic environment, and growth, innovation and global diversification initiatives. A change in the economic conditions in individual markets may have a particularly volatile effect on segment performance. Among other factors which may affect future performance are: changes in business relationships with and purchases by or from major customers, suppliers or distributors, including delays or cancellations in shipments, disputes regarding contract terms or significant changes in financial condition, changes in contract cost and revenue estimates for new development programs and changes in product mix; ability to identify acceptable strategic acquisition targets; uncertainties surrounding timing, successful completion or integration of acquisitions and similar transactions; the ability to successfully divest businesses planned for divestiture and realize the anticipated benefits of such divestitures; the determination to undertake business realignment activities and the expected costs thereof and, if undertaken, the ability to complete such activities and realize the anticipated cost savings from such activities; ability to implement successfully the Company’s capital allocation initiatives, including timing, price and execution of share repurchases; threats associated with and efforts to combat terrorism; uncertainties surrounding the ultimate resolution of outstanding legal proceedings, including the outcome of any appeals; competitive market conditions and resulting effects on sales and pricing; increases in raw material costs that cannot be recovered in product pricing; the company's ability to manage costs related to insurance and employee retirement and health care benefits; and global economic factors, including manufacturing activity, air travel trends, currency exchange rates, difficulties entering new markets and general economic conditions such as inflation, deflation, interest rates and credit availability. The company makes these statements as of the date of this disclosure, and undertakes no obligation to update them unless otherwise required by law.

###

PARKER HANNIFIN CORPORATION - DECEMBER 31, 2014										Exhibit 99.1
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)	Three Months Ended December 31,						Six Months Ended December 31,
(Dollars in thousands except per share amounts)	2014			2013			2014			2013
Net sales	$	3,134,993		$	3,106,006		$	6,404,925		$	6,332,150
Cost of sales	2,401,584			2,419,971			4,861,449			4,896,380
Gross profit	733,409			686,035			1,543,476			1,435,770
Selling, general and administrative expenses	379,804			398,636			780,644			805,566
Goodwill and intangible asset impairment	—			188,870			—			188,870
Interest expense	27,645			20,851			48,606			41,809
Other (income), net	(17,306		)	(417,638		)	(25,675		)	(419,881		)
Income before income taxes	343,266			495,316			739,901			819,406
Income taxes	75,931			241,912			192,395			321,682
Net income	267,335			253,404			547,506			497,724
Less: Noncontrolling interests	83			116			165			120
Net income attributable to common shareholders	$	267,252		$	253,288		$	547,341		$	497,604
Earnings per share attributable to common shareholders:
Basic earnings per share	$	1.84		$	1.70		$	3.72		$	3.34
Diluted earnings per share	$	1.80		$	1.66		$	3.66		$	3.28
Average shares outstanding during period - Basic	145,493,247			149,153,599			147,116,038			149,195,452
Average shares outstanding during period - Diluted	148,182,777			152,151,024			149,463,280			151,743,389
Cash dividends per common share	$	0.63		$	0.45		$	1.11		$	0.90
RECONCILIATION OF NET INCOME AND EARNINGS PER DILUTED SHARE TO ADJUSTED NET INCOME AND EARNINGS PER DILUTED SHARE
Net income	$	267,335		$	253,404		$	547,506		$	497,724
Adjustments:
Restructuring charges	6,450			9,565			11,962			18,134
Asset writedowns	—			192,188			—			192,188
Gain related to joint venture agreement	—			(255,652		)	—			(255,652		)
Adjusted net income	$	273,785		$	199,505		$	559,468		$	452,394
Earnings per diluted share	$	1.80		$	1.66		$	3.66		$	3.28
Adjustments:
Restructuring charges	0.04			0.06			0.08			0.12
Asset writedowns	—			1.26			—			1.26
Gain related to joint venture agreement	—			(1.68		)	—			(1.68		)
Adjusted earnings per diluted share	$	1.84		$	1.30		$	3.74		$	2.98

PARKER HANNIFIN CORPORATION - DECEMBER 31, 2014								Exhibit 99.1
BUSINESS SEGMENT INFORMATION BY INDUSTRY
(Unaudited)	Three Months Ended December 31,					Six Months Ended December 31,
(Dollars in thousands)	2014		2013			2014		2013
Net sales
Diversified Industrial:
North America	$	1,389,207	$	1,325,402		$	2,861,019	$	2,713,277
International	1,187,400		1,276,851			2,450,897		2,547,646
Aerospace Systems	558,386		503,753			1,093,009		1,071,227
Total net sales	$	3,134,993	$	3,106,006		$	6,404,925	$	6,332,150
Segment operating income
Diversified Industrial:
North America	$	226,888	$	200,628		$	491,124	$	434,826
International	136,525		134,198			326,330		307,608
Aerospace Systems	66,817		45,034			132,166		102,332
Total segment operating income	430,230		379,860			949,620		844,766
Corporate general and administrative expenses	51,360		46,819			106,804		94,029
Income before interest expense and other expense	378,870		333,041			842,816		750,737
Interest expense	27,645		20,851			48,606		41,809
Other expense (income)	7,959		(183,126		)	54,309		(110,478		)
Income before income taxes	$	343,266	$	495,316		$	739,901	$	819,406

			Exhibit 99.1
PARKER HANNIFIN CORPORATION - DECEMBER 31, 2014
CONSOLIDATED BALANCE SHEET
(Unaudited)	December 31,		June 30,		December 31,
(Dollars in thousands)	2014		2014		2013
Assets
Current assets:
Cash and cash equivalents	$	1,075,307	$	1,613,555	$	2,139,522
Marketable securities and other investments	886,879		573,701		—
Trade accounts receivable, net	1,572,864		1,858,176		1,625,782
Non-trade and notes receivable	428,090		388,437		236,067
Inventories	1,453,996		1,371,681		1,448,628
Prepaid expenses	160,335		129,837		169,262
Deferred income taxes	150,301		136,193		125,612
Total current assets	5,727,772		6,071,580		5,744,873
Plant and equipment, net	1,716,489		1,824,294		1,820,312
Goodwill	3,011,894		3,171,425		3,161,699
Intangible assets, net	1,090,972		1,188,282		1,220,547
Other assets	1,021,272		1,018,781		916,505
Total assets	$	12,568,399	$	13,274,362	$	12,863,936
Liabilities and equity
Current liabilities:
Notes payable	$	242,043	$	816,622	$	1,217,292
Accounts payable	1,145,202		1,252,040		1,074,512
Accrued liabilities	817,152		960,523		839,095
Accrued domestic and foreign taxes	134,754		223,611		172,204
Total current liabilities	2,339,151		3,252,796		3,303,103
Long-term debt	2,725,510		1,508,142		1,507,019
Pensions and other postretirement benefits	1,309,477		1,346,224		1,303,527
Deferred income taxes	86,606		94,819		112,561
Other liabilities	347,514		409,573		339,440
Shareholders' equity	5,756,749		6,659,428		6,295,226
Noncontrolling interests	3,392		3,380		3,060
Total liabilities and equity	$	12,568,399	$	13,274,362	$	12,863,936

				Exhibit 99.1
PARKER HANNIFIN CORPORATION - DECEMBER 31, 2014
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)	Six Months Ended December 31,
(Dollars in thousands)	2014			2013
Cash flows from operating activities:
Net income	$	547,506		$	497,724
Depreciation and amortization	160,625			170,090
Stock incentive plan compensation	52,217			75,370
Goodwill and intangible asset impairment	—			188,870
Gain on sale of deconsolidation of subsidiary	—			(412,612		)
Gain on sale of businesses	(5,791		)	—
Net change in receivables, inventories, and trade payables	2,205			53,841
Net change in other assets and liabilities	(167,918		)	(80,362		)
Other, net	(50,347		)	47,188
Net cash provided by operating activities	538,497			540,109
Cash flows from investing activities:
Acquisitions (net of cash of $3,979 in 2014)	(18,640		)	728
Capital expenditures	(109,781		)	(111,847		)
Proceeds from sale of plant and equipment	3,902			8,790
Proceeds from sale of businesses	22,779			—
Proceeds from deconsolidation of subsidiary	—			202,498
Purchases of marketable securities and other investments	(971,606		)	—
Maturities and sales of marketable securities and other investments	475,851			—
Other, net	(43,239		)	(728		)
Net cash (used in) provided by investing activities	(640,734		)	99,441
Cash flows from financing activities:
Net payments for common stock activity	(852,524		)	(81,784		)
Net proceeds from (payments for) debt	669,975			(116,834		)
Dividends	(164,758		)	(134,718		)
Net cash (used in) financing activities	(347,307		)	(333,336		)
Effect of exchange rate changes on cash	(88,704		)	51,896
Net (decrease) increase in cash and cash equivalents	(538,248		)	358,110
Cash and cash equivalents at beginning of period	1,613,555			1,781,412
Cash and cash equivalents at end of period	$	1,075,307		$	2,139,522

		Exhibit 99.1
PARKER HANNIFIN CORPORATION
RECONCILIATION OF FORECASTED EARNINGS PER DILUTED SHARE TO ADJUSTED FORECASTED EARNINGS PER DILUTED SHARE
(Unaudited)
(Amounts in dollars)
	Fiscal Year 2015
Forecasted earnings per diluted share	$7.70 to $8.10
Adjustments:
Restructuring	0.20
Adjusted forecasted earnings per diluted share	$7.90 to $8.30

EX-99.2

2nd Quarter Fiscal Year 2015 Earnings Release Parker Hannifin Corporation January 27, 2015 Exhibit 99.2

Forward-Looking Statements and Non-GAAP Financial Measures Safe Harbor Forward-looking statements contained in this and other written and oral reports are made based on known events and circumstances at the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. All statements regarding future performance, earnings projections, events or developments are forward-looking statements. It is possible that the future performance and earnings projections of the company, including its individual segments, may differ materially from current expectations, depending on economic conditions within its mobile, industrial and aerospace markets, and the company's ability to maintain and achieve anticipated benefits associated with announced realignment activities, strategic initiatives to improve operating margins, actions taken to combat the effects of the current economic environment, and growth, innovation and global diversification initiatives. A change in the economic conditions in individual markets may have a particularly volatile effect on segment performance. Among other factors which may affect future performance are: changes in business relationships with and purchases by or from major customers, suppliers or distributors, including delays or cancellations in shipments, disputes regarding contract terms or significant changes in financial condition, changes in contract cost and revenue estimates for new development programs and changes in product mix; ability to identify acceptable strategic acquisition targets; uncertainties surrounding timing, successful completion or integration of acquisitions and similar transactions; the ability to successfully divest businesses planned for divestiture and realize the anticipated benefits of such divestitures; the determination to undertake business realignment activities and the expected costs thereof and, if undertaken, the ability to complete such activities and realize the anticipated cost savings from such activities, the ability to implement successfully the Company's capital allocation initiatives, including the timing, price and execution of share repurchases; threats associated with and efforts to combat terrorism; uncertainties surrounding the ultimate resolution of outstanding legal proceedings, including the outcome of any appeals; competitive market conditions and resulting effects on sales and pricing; increases in raw material costs that cannot be recovered in product pricing; the company's ability to manage costs related to insurance and employee retirement and health care benefits; and global economic factors, including manufacturing activity, air travel trends, currency exchange rates, difficulties entering new markets and general economic conditions such as inflation, deflation, interest rates and credit availability. The company makes these statements as of the date of this disclosure, and undertakes no obligation to update them unless otherwise required by law. This presentation reconciles (a) sales amounts reported in accordance with U.S. GAAP to sales amounts adjusted to remove the effects of acquisitions and the effects of currency exchange rates, (b) cash flow from operating activities and cash flow from operating activities as a percent of sales in accordance with U.S. GAAP to cash flow from operating activities and cash flow from operating activities as a percent of sales without the effect of a discretionary pension plan contribution, (c) operating margins reported in accordance with U.S. GAAP to operating margins without the effect of restructuring expenses and, (d) net income and earnings per diluted share reported in accordance with U.S. GAAP to net income & earnings per diluted share without the effect of restructuring expenses, asset write downs & the effect of a joint venture. The effects of acquisitions, divestitures, currency exchange rates, the discretionary pension plan contributions, restructuring expenses, asset write downs and the effect of a joint venture are removed to allow investors and the company to meaningfully evaluate changes in sales, and cash flow from operating activities as a percent of sales, operating margins, net income and earnings per diluted share on a comparable basis from period to period. Please visit www.PHstock.com for more information 2

Agenda 3 • Chairman and CEO Comments • Key Performance Measures & Outlook • Chairman Closing Comments • Questions and Answers

Highlights 2nd Quarter FY2015 • Record Second Quarter Sales of $3.1B • Record As Reported Earnings per Share of $1.80 • Record Adjusted Earnings per Share of $1.84 • Organic Growth of 4.2% • Orders increased 4% and Positive Across all Segments • Segment Operating Margins 13.7% • 150 basis point increase YOY • Adjusted Segment Operating Margins 14.0% • Restructuring on Track • Share Repurchase Program Update 4

Leadership Transition Tom Williams Chief Executive Officer Lee Banks, President & Chief Operating Officer

Diluted Earnings Per Share 2nd Quarter FY2015 6 * FY 15 EPS Adjusted for Restructuring Activities * FY 14 EPS Adjusted for Restructuring Activities, Gain on JV with GE Aviation and Asset Write Downs $1.80 $1.66 FY15 Q2 FY14 Q2 As Reported EPS $1.84 $1.30 FY15 Q2* FY14 Q2** Adjusted EPS* *

Influences on Adjusted Earnings Per Share 2nd Quarter FY2015 vs. 2nd Quarter FY2014 7 * FY 15 EPS Adjusted for Restructuring Activities * FY 14 EPS Adjusted for Restructuring Activities, Gain on JV with GE Aviation and Asset Write Downs

Sales & Segment Operating Margin Total Parker 8 $ in millions 2nd Quarter FY2015 % Change FY2014 Sales As Reported 3,135$ 0.9 % 3,106$ Acquisitions 6 0.2 % Currency (108) (3.5)% Organic Sales 3,237$ 4.2 % FY2015 % of Sales FY2014 % of Sales Segment Operating Margin As Reported 430$ 13.7 % 380$ 12.2 % Restructuring 9 13 Adjusted 439$ 14.0 % 393$ 12.7 %

Sales & Segment Operating Margin Diversified Industrial North America 9 $ in millions 2nd Quarter FY2015 % Change FY2014 Sales As Reported 1,389$ 4.8 % 1,325$ Acquisitions 4 0.3 % Currency (10) (0.7)% Organic Sales 1,395$ 5.2 % FY2015 % of Sales FY2014 % of Sales Segment Operating Margin As Reported 227$ 16.3 % 201$ 15.1 % Restructuring 0 0 Adjusted 227$ 16.3 % 201$ 15.1 %

Sales & Segment Operating Margin Diversified Industrial International 10 $ in millions 2nd Quarter FY2015 % Change FY2014 Sales As Reported 1,188$ (7.0)% 1,277$ Acquisitions 2 0.2 % Currency (96) (7.5)% Organic Sales 1,282$ 0.3 % FY2015 % of Sales FY2014 % of Sales Segment Operating Margin As Reported 137$ 11.5 % 134$ 10.5 % Restructuring 9 13 Adjusted 146$ 12.3 % 147$ 11.5 %

Sales & Segment Operating Margin Aerospace Systems 11 $ in millions 2nd Quarter FY2015 % Change FY2014 Sales As Reported 558$ 10.8 % 504$ Acquisitions - - % Currency (2) (0.4)% Organic Sales 560$ 11.2 % FY2015 % of Sales FY2014 % of Sales Segment Operating Margin As Reported 67$ 12.0 % 45$ 8.9 % Restructuring - - Adjusted 67$ 12.0 % 45$ 8.9 %

Order Rates 12 Excludes Acquisitions, Divestitures & Currency 3-month year-over-year comparisons of total dollars, except Aerospace Systems Aerospace Systems is calculated using a 12-month rolling average Dec 2014 Sept 2014 Dec 2013 Sept 2013 Total Parker 4 %+ 5 %+ 5 %+ 5 %+ Diversified Industrial North America 4 %+ 6 %+ 3 %+ 3 %+ Diversified Industrial International 1 %+ 2 %+ 6 %+ 5 %+ Aerospace Systems 9 %+ 12 %+ 7 %+ 11 %+

Cash Flow from Operating Activities FY2015 YTD 13 FY 2015 % of Sales FY 2014 % of Sales As Reported Cash Flow From Operating Activities 538 8.4% 540 8.5% Discreti nary Pension Plan Contribution 75 Adjusted Cash Flow From Operating Activities 538 8.4% 61 9.7% $538 $615 FY15 FY14

FY2015 Guidance Adjusted EPS Increased to $8.10 Midpoint 14 FY15 Adjusted Sales Growth %’s calculated from FY14 Sales adjusted for JV with GE Aviation FY15 Adjusted Segment Operating Margins exclude FY15 Restructuring expenses Adjusted Sales Growth vs. Prior Year Diversified Industrial North America 3% - 6% Diversified Industrial International (8%) - (6%) Aerospace Systems 4% - 5% Total Parker (1%) - 1% Adjusted Segment Operating Margins Diversified Industrial North America 16.9% - 17.3% Diversified Industrial International 14.9% - 15.1% Aerospace Systems 13.4% - 13.8% Total Parker 15.6% - 15.9% Below the Line Items Corporate General & Administrative Expense, Interest and Other $455 M Tax Rate Full Year 27.0% Shares Diluted Shares Outstanding 145.8 M Earnings Per Share As Reported Range $7.70 - $8.10 Adjusted Range $7.90 - $8.30

FY2015 Guidance Reconciliation to Prior Guidance at Midpoint 15 * FY 15 EPS Adjusted for Restructuring Activities

16

Appendix • Consolidated Statement of Income • Reconciliation of Net Income & EPS • Business Segment Information By Industry • Consolidated Balance Sheet • Consolidated Statement of Cash Flows • Supplemental Sales Information – Global Technology Platforms • Reconciliation of Forecasted EPS

Consolidated Statement of Income 18 (Unaudited) Three Months Ended December 31, Six Months Ended December 31, (Dollars in thousands except per share amounts) 2014 2013 2014 2013 Net sales 3,134,993$ 3,106,006$ 6,404,925$ 6,332,150$ Cost of sales 2,401,584 2,419,971 4,861,449 4,896,380 Gross profit 733,409 686,035 1,543,476 1,435,770 Selling, general and administrative expenses 379,804 398,636 780,644 805,566 Goodw ill and intangible asset impairment - 188,870 - 188,870 Interest expense 27,645 20,851 48,606 41,809 Other (income), net (17,306) (417,638) (25,675) (419,881) Income before income taxes 343,266 495,316 739,901 819,406 Income taxes 75,931 241,912 192,395 321,682 Net income 267,335 253,404 547,506 497,724 Less: Noncontrolling interests 83 116 165 120 Net income attributable to common shareholders 267,252$ 253,288$ 547,341$ 497,604$ Earnings per share attributable to common shareholders: Basic earnings per share 1.84$ 1.70$ 3.72$ 3.34$ Diluted earnings per share 1.80$ 1.66$ 3.66$ 3.28$ Average shares outstanding during period - Basic 145,493,247 149,153,599 147,116,038 149,195,452 Average shares outstanding during period - Diluted 148,182,777 152,151,024 149,463,280 151,743,389 Cash dividends per common share .63$ .45$ 1.11$ .90$

Reconciliation of Net Income & EPS 19 (Unaudited) Three Months Ended December 31, Six Months Ended December 31, (Dollars in thousands except per share amounts) 2014 2013 2014 2013 Net income 267,335$ 253,404$ 547,506$ 497,724$ Adjustments: Restructuring charges 6,450 9,565 11,962 18,134 Asset w ritedow ns - 192,188 - 192,188 Gain related to joint venture agreement - (255,652) - (255,652) Adjusted net income 273,785$ 199,505$ 559,468$ 452,394$ Earnings per diluted share 1.80$ 1.66$ 3.66$ 3.28$ Adjustments: Restructuring charges 0.04 0.06 0.08 0.12 Asset w ritedow ns - 1.26 - 1.26 Gain related to joint venture agreement - (1.68) - (1.68) Adjusted earnings per diluted share 1.84$ 1.30$ 3.74$ 2.98$

Business Segment Information By Industry 20 (Unaudited) Three Months Ended December 31, Six Months Ended December 31, (Dollars in thousands) 2014 2013 2014 2013 Net sales Diversif ied Industrial: North America 1,389,207$ 1,325,402$ 2,861,019$ 2,713,277$ International 1,187,400 1,276,851 2,450,897 2,547,646 Aerospace Systems 558,386 503,753 1,093,009 1,071,227 Total net sales 3,134,993$ 3,106,006$ 6,404,925$ 6,332,150$ Segment operating income Diversif ied Industrial: North America 226,888$ 200,628$ 491,124$ 434,826$ International 136,525 134,198 326,330 307,608 Aerospace Systems 66,817 45,034 132,166 102,332 Total segment operating income 430,230 379,860 949,620 844,766 Corporate general and administrative expenses 51,360 46,819 106,804 94,029 Income before interest and other 378,870 333,041 842,816 750,737 Interest expense 27,645 20,851 48,606 41,809 Other expense (income) 7,959 (183,126) 54,309 (110,478) Income before income taxes 343,266$ 495,316$ 739,901$ 819,406$

Consolidated Balance Sheet 21 (Unaudited) December 31, June 30, December 31, (Dollars in thousands) 2014 2014 2013 Assets Current assets: Cash and cash equivalents 1,075,307$ 1,613,555$ 2,139,522$ Marketable securities and other investments 886,879 573,701 - Trade accounts receivable, net 1,572,864 1,858,176 1,625,782 Non-trade and notes receivable 428,090 388,437 236,067 Inventories 1,453,996 1,371,681 1,448,628 Prepaid expenses 160,335 129,837 169,262 Deferred income taxes 150,301 136,193 125,612 Total current assets 5,727,772 6,071,580 5,744,873 Plant and equipment, net 1,716,489 1,824,294 1,820,312 Goodw ill 3,011,894 3,171,425 3,161,699 Intangible assets, net 1,090,972 1,188,282 1,220,547 Other assets 1,021,272 1,018,781 916,505 Total assets 12,568,399$ 13,274,362$ 12,863,936$ Liabilities and equity Current liabilities: Notes payable 242,043$ 816,622$ 1,217,292$ Accounts payable 1,145,202 1,252,040 1,074,512 Accrued liabilities 817,152 960,523 839,095 Accrued domestic and foreign taxes 134,754 223,611 172,204 Total current liabilities 2,339,151 3,252,796 3,303,103 Long-term debt 2,725,510 1,508,142 1,507,019 Pensions and other postretirement benefits 1,309,477 1,346,224 1,303,527 Deferred income taxes 86,606 94,819 112,561 Other liabilities 347,514 409,573 339,440 Shareholders' equity 5,756,749 6,659,428 6,295,226 Noncontrolling interests 3,392 3,380 3,060 Total liabilities and equity 12,568,399$ 13,274,362$ 12,863,936$

Consolidated Statement of Cash Flows 22 (Unaudited) Six Months Ended December 31, (Dollars in thousands) 2014 2013 Cash flows from operating activities: Net income 547,506$ 497,724$ Depreciation and amortization 160,625 170,090 Stock incentive plan compensation 52,217 75,370 Goodw ill and intangible asset impairment - 188,870 Gain on deconsolidation of subsidiary - (412,612) Gain on sale of businesses (5,791) - Net change in receivables, inventories, and trade payables 2,205 53,841 Net change in other assets and liabilities (167,918) (80,362) Other, net (50,347) 47,188 Net cash provided by operating activities 538,497 540,109 Cash flows from investing activities: Acquisitions (net of cash of $3,979 in 2014) (18,640) 728 Capital expenditures (109,781) (111,847) Proceeds from sale of plant and equipment 3,902 8,790 Proceeds from sale of businesses 22,779 - Proceeds from deconsolidation of subsidiary - 202,498 Purchase of marketable securities and other investments (971,606) - Maturities and sales of marketable securities and other investments 475,851 - Other, net (43,239) (728) Net cash (used in) provided by investing activities (640,734) 99,441 Cash flows from financing activities: Net payments for common stock activity (852,524) (81,784) Net proceeds from (payments for) debt 669,975 (116,834) Dividends (164,758) (134,718) Net cash (used in) financing activities (347,307) (333,336) Effect of exchange rate changes on cash (88,704) 51,896 Net (decrease) increase in cash and cash equivalents (538,248) 358,110 Cash and cash equivalents at beginning of period 1,613,555 1,781,412 Cash and cash equivalents at end of period 1,075,307$ 2,139,522$

Reconciliation of Forecasted EPS 23 (Unaudited) Fiscal Year (Amounts in dollars) 2015 Forecasted earnings per diluted share $7.70 to $8.10 Adjustments: Restructuring .20 Adjusted forecasted earnings per diluted share $7.90 to $8.30

Supplemental Sales Information Global Technology Platforms 24 (Unaudited) Three Months Ended Dec 31, Six Months Ended Dec 31, (Dollars in thousands) 2014 2013 2014 2013 Net sales Diversif ied Industrial: Motion Systems 895,661$ 928,466$ 1,842,925$ 1,862,654$ Flow and Process Control 985,012 1,001,366 2,040,897 2,027,055 Filtration and Engineered Materials 695,934 672,421 1,428,094 1,371,214 Aerospace Systems 558,386 503,753 1,093,009 1,071,227 Total 3,134,993$ 3,106,006$ 6,404,925$ 6,332,150$