SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HORNE TIMOTHY P

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WATTS INDUSTRIES INC [ WTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/05/2003		S⁽¹⁾		46,900	D	17.531	279,353⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾⁽¹¹⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares were sold pursuant to a 10b5-1 sales plan effective as of May 19, 2003.

2. The Reporting Person also beneficially owns 1,901,220 shares of Class B Common Stock, directly owned. All shares, except for 200,000, are subject to the Amended and Restated George B. Horne Voting Trust Agreement, 1997 (the "1997 Voting Trust") and represented by Voting Trust Certificates ("1997 Voting Trust Certificates"). The Reporting Person serves as sole trustee of such Voting Trust.

3. The Reporting Person also beneficially owns 1,974,600 shares of Class B Common Stock, indirectly owned. All shares, except for 250,000, are subject to the 1997 Voting Trust and represented by 1997 Voting Trust Certificates. The shares are held for the benefit of George B. Horne under a revocable trust for which Reporting Person serves as co-trustee.

4. The Reporting Person also beneficially owns 1,210,840 shares of Class B Common Stock, indirectly owned. All shares, except for 25,000, are subject to the 1997 Voting Trust and represented by 1997 Voting Trust Certificates held for the benefit of Daniel W. Horne.

5. The Reporting Person also beneficially owns 1,210,840 shares of Class B Common Stock, indirectly owned. All shares, except for 25,000, are subject to the 1997 Voting Trust and represented by 1997 Voting Trust Certificates held for the benefit of Deborah Horne.

6. The Reporting Person also beneficially owns 1,085,840 shares of Class B Common Stock, indirectly owned. All shares are held in the 1997 Voting Trust for the benefit of Peter Horne.

7. The Reporting Person also beneficially owns 30,200 shares of Class B Common Stock, indirectly held. All shares are subject to the 1997 Voting Trust and represented by 1997 Voting Trust Certificates owned by an irrevocable trust for the benefit of Tara V. Horne, for which Reporting Person serves as trustee.

8. The Reporting Person also beneficially owns 22,600 shares of Class B Common Stock, indirectly owned. All shares are subject to the 1997 Voting Trust and represented by 1997 Voting Trust Certificates owned by an irrevocable trust for the benefit of Tiffany R. Horne, for which Reporting Person serves as trustee.

9. The Reporting Person also beneficially owns 95,000 shares of Class A Common Stock, indirectly owned. Shares are held for the benefit of Daniel W. Horne under a trust for which reporting person serves as sole trustee.

10. The Reporting Person also beneficially owns 95,000 shares of Class A Common Stock, indirectly owned. Shares are held for the benefit of Deborah Horne under a trust for which reporting person serves as sole trustee.

11. The Reporting Person also beneficially owns 3,094 options to purchase Class A Common Stock of Watts Industries, Inc. granted under the 2003 Non-Employee Directors' Stock Option Plan. Such options are vested and exercisable upon the date of grant.

	/s/ Ronald W. Gorski, by Power of Attorney	06/06/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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