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): November 20, 2003

Commission file number 1-11625

Pentair, Inc.

(Exact name of Registrant as specified in its charter)

Minnesota	41-0907434
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification number)
5500 Wayzata Blvd, Suite 800, Golden Valley, Minnesota	55416
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (763) 545-1730

ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE

On September 11, 2003, the Company announced the appointment of David A. Jones to the Pentair, Inc. Board of Directors. Jones is chairman and chief executive officer of Rayovac Corporation, one of the world’s leading battery and lighting device companies. Jones will stand for election by shareholders at the Company’s 2004 shareholders’ meeting.

A press release on this subject was issued on September 11, 2003, and is attached hereto as Exhibit 99.1.

On November 20, 2003, the Company announced the appointment of Gylnis Bryan to the Pentair, Inc. Board of Directors. Bryan is chief financial officer of APL Logistics, the supply-chain management arm of Singapore-based NOL Group. Bryan will stand for election by shareholders at the Company’s 2004 shareholders’ meeting.

A press release on this subject was issued on November 20, 2003, and is attached hereto as Exhibit 99.2.

On November 20, 2003, William H. Hernandez, a member of the Pentair, Inc. Board of Directors, tendered his resignation as a director. The resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, and practices and Mr. Hernandez has not requested any matter be disclosed.

A press release on this subject was issued on November 20, 2003, and is attached hereto as Exhibit 99.2.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c) Exhibits – The following exhibit is provided as part of the information furnished under Item 5 of this Current Report on Form 8-K:

Exhibit	Description
99.1	Pentair, Inc. press release dated September 11, 2003 announcing the appointment of David A. Jones to the Board of Directors of the Company.
99.2	Pentair, Inc. press release dated November 20, 2003 announcing the appointment of Glynis Bryan to the Board of Directors of the Company and resignation of William H. Hernandez from the Board of Directors of the Company.

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, thereunto duly authorized, on November 24, 2003.

PENTAIR, INC.
Registrant
By	/s/ David D. Harrison
	David D. Harrison
	Executive Vice President and Chief Financial Officer
	(Chief Accounting Officer)

EX-99.1

Exhibit 99.1

Pentair, Inc.

5500 Wayzata Blvd., Suite 800

Golden Valley, MN 55416

763 545 1730 Tel

763 656 5400 Fax

News Release [Logo of Pentair, Inc.]

For immediate release

Contact: Mark Cain (763) 656-5278

David A. Jones, Chairman and CEO of Rayovac, Named to Pentair Board of Directors

Golden Valley, Minn. – September 11, 2003 – Pentair (NYSE: PNR) today announced it has named David A. Jones to a seat on the Pentair board of directors. Jones, 53, is chairman and chief executive officer of Rayovac Corporation (NYSE: ROV), one of the world’s leading battery and lighting device companies. Jones, who will stand for election by shareholders at Pentair’s 2004 shareholders’ meeting, brings the number of Pentair board members to nine.

Jones has served as the chairman of the board of directors and CEO of Rayovac since September 1996. From 1996 to April 1998, he also served the company as president. From 1995 to 1996, Jones was chief operating officer, chief executive officer, and chairman of the board of directors of Thermoscan, Inc. From 1989 to 1994, he served as president and chief executive officer of The Regina Company. He joined the Electrolux Corporation in 1984 as a plant manager, was promoted to vice president of manufacturing in 1985 and, in 1987, was named senior vice president of operations. His career also includes 15 years with General Electric where he held a series of progressively responsible positions in manufacturing operations. He holds a Bachelor’s degree in Business Administration from Spalding University in Louisville, Kentucky.

“Dave has over 30 years of experience working in the consumer products industry, principally in management of operations, marketing, and strategy,” said Randall J. Hogan, Pentair chairman and CEO. “He brings to Pentair’s board a broad understanding of brand management and strategy, and solid knowledge of manufacturing operations. We are very pleased to add Dave’s talent to our board.”

Pentair (http://www.pentair.com) is a Minnesota-based manufacturer whose core businesses compete in tools, water technologies, and enclosures markets. The company employs 12,000 people in more than 50 locations around the world.

EX-99.2

Exhibit 99.2

Pentair, Inc.

5500 Wayzata Blvd., Suite 800

Golden Valley, MN 55416

763 545 1730 Tel

763 656 5400 Fax

News Release [Logo of Pentair, Inc.]

For immediate release

Contact: Mark Cain (763) 656-5278

Glynis Bryan, CFO of APL Logistics, Named to Pentair Board of Directors

Golden Valley, Minn. – November 20, 2003 – Pentair (NYSE: PNR) today announced it has named Glynis Bryan to a seat on the Pentair board of directors. Bryan, 45, is chief financial officer (CFO) of APL Logistics, the supply-chain management arm of Singapore-based NOL Group, a $4.7 billion logistics and global transportation business. Bryan will stand for election by shareholders at Pentair’s 2004 shareholders’ meeting.

Bryan succeeds William H. Hernandez, 55, senior vice president of Finance and CFO of Pittsburgh, Pennsylvania-based PPG Industries, Inc., who has resigned from Pentair’s board effective today. Hernandez decided to leave the Pentair board due to his work load and his recent appointment to the board of Eastman Kodak Company. Hernandez joined Pentair’s board in 2001.

Prior to joining APL Logistics as CFO in 2001, Bryan spent 16 years with Ryder System, Inc., where she held series of progressively responsible positions in Finance. In her last assignment, Bryan was senior vice president of Ryder Capital Services, where she led the development of the firm’s capital services business. In 1999 and 2000, Bryan served as senior vice president and CFO of Ryder Transportation Services. From 1997 to 1999, she was Ryder’s vice president and treasurer and, in 1996 and 1997, she served as vice president, International, within Ryder’s Integrated Logistics unit. Other positions Bryan held at Ryder include assistant treasurer; senior planning and analysis manager; and manager of the Leasing and Services division. Bryan earned a Master’s of Science degree in Finance from Florida International University, and holds a Bachelor’s degree in Psychology from York University in Toronto, Ontario, Canada.

“Bill Hernandez has played a valuable role on our board during the last three years, bringing his deep financial experience to bear as a resource in helping guide the business,” said Randall J. Hogan, Pentair chairman and CEO. “With the addition of Glynis Bryan, we will continue to benefit from a board that is well-versed in financial matters.”

Pentair (http://www.pentair.com) is a Minnesota-based manufacturer whose core businesses compete in tools, water technologies, and enclosures markets. The company employs 12,500 people in more than 53 locations around the world.