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): April 25, 2007

DOVER CORPORATION

(Exact Name of Registrant as Specified in Charter)

STATE OF DELAWARE (State or other Jurisdiction of Incorporation )		1-4018 (Commission File Number)		53-0257888 (I.R.S. Employer Identification No.)

280 Park Avenue, New York, NY (Address of Principal Executive Offices)		10017 (Zip Code)

(212) 922-1640
(Registrant’s telephone number, including area code)

(Former Name or Former address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		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 April 25, 2007, Dover Corporation issued the press release attached hereto as Exhibit 99.1 announcing its results of operations for its quarter ended March 31, 2007.

The information in this Current Report on Form 8-K, including Exhibits, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be incorporated by reference into any of Dover’s filings with the SEC under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits.

(a)		Financial statements of businesses acquired. Not applicable.
(b)		Pro forma financial information. Not applicable.
(c)		Shell company transactions. Not applicable.
(d)		Exhibits. The following exhibit is furnished as part of this report:

99.1		Press Release of Dover Corporation, dated April 25, 2007.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX

Number		Exhibit
99.1		Press Release of Dover Corporation, dated April 25, 2007

		Exhibit 99.1

CONTACT:		READ IT ON THE WEB
Paul Goldberg		www.dovercorporation.com
Treasurer and Director of Investor Relations
(212) 922-1640		April 25, 2007

DOVER REPORTS RECORD FIRST QUARTER 2007 RESULTS

New York, New York, April 25, 2007 — Dover Corporation (NYSE: DOV) announced that for the first quarter ended March 31, 2007, it had earnings from continuing operations of $138.8 million or $0.67 diluted earnings per share (“EPS”), compared to $131.3 million or $0.64 EPS from continuing operations in the prior-year period, representing increases of 6% and 5%, respectively. Revenue for the first quarter of 2007 was $1,780.2 million, an increase of 18% over the prior-year period.

Commenting on the first quarter results, Dover’s President and Chief Executive Officer, Ronald L. Hoffman, stated: “We are pleased to report that Dover delivered its best ever first quarter results with earnings of $0.67 per share, up 5% over the prior year. Revenue for the quarter was a record $1.8 billion, up 18% from the prior year with bookings setting an all time high of $1.9 billion, up 14% over last year.

“As expected, the quarter got off to a slow start and built sequentially into our best first quarter on record” said Hoffman. “All six segments posted revenue gains and four segments, Diversified, Electronics, Industries and Resources all showed double-digit earnings improvement. Diversified, Electronics and Industries recorded strong gains in operating leverage. These positive gains were partially offset by the expected slowdown in the Automation & Measurement group, ERP implementation costs coupled with new product development issues in the Product ID businesses and short term margin weakness in the Food Equipment group. Incoming order rates reflect continued strength in the Process Equipment, Mobile Equipment, Food Equipment, Packaging Equipment and Oil and Gas Equipment markets.

“As anticipated in our 2006 year-end call, acquisitions had a negative impact ($0.03 cents EPS) based on normal purchase accounting charges related to the Markem acquisition and softness in the construction markets impacting Paladin. We are very pleased with the initial progress being made at both Markem and Paladin to identify cost reduction and synergy opportunities to optimize their operations and we expect to show significant improvements during the year. As a whole, we are very satisfied that our industrial companies are performing well in this environment and they continue to benefit from our “PerformanceCOUNTS” initiatives.

“Looking forward to the second quarter and the remainder of the year, we expect our industrial businesses to show increased strength, particularly the Product Identification, Mobile Equipment and Oil and Gas Equipment groups. Our A & M group is also expected to improve sequentially, but will still reflect the impact of reduced demand compared to the prior year. In line with our normal seasonal trends and assuming the global economy remains healthy, we expect the second quarter to be significantly improved over this year’s first quarter and up over the second quarter of last year. We also anticipate full-year revenue and earnings will once again be record-setting, underscoring the strength and global engagement of our market-leading companies. In closing, I sincerely thank the

dedicated employees of Dover, who continue to work tirelessly on our shareholders behalf by consistently delivering world-class performance.”

Organic revenue growth for the quarter was 3.8%, while growth from acquisitions and foreign currency were 12.0% and 2.1% respectively. Net earnings for the first quarter of 2007 were $128.9 million or $0.63 EPS, including a loss from discontinued operations of $9.9 million or $0.05 EPS, compared to net earnings of $203.8 million or $0.99 EPS for the same period of 2006, which included earnings from discontinued operations of $72.5 million or $0.35 EPS.

Dover will host a Webcast of its first quarter 2007 conference call at 8:00 AM Eastern Time on Wednesday, April 25, 2007. The Webcast can be accessed at the Dover Corporation website at www.dovercorporation.com. The conference call will also be made available for replay on the website and additional information on Dover’s first quarter 2007 results and its operating companies can also be found on the Company website and in the Company’s Form 10-Q filed after this release.

Dover Corporation makes information available to the public, orally and in writing, which may use words like “anticipates,” “expects,” “believes,” “indicates,” “suggests,” “will,” “plans” and “should,” which are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements concerning future events and the performance of Dover Corporation that involve inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, failure to achieve expected synergies, the impact of continued events in the Middle East on the worldwide economy, economic conditions, increases in the cost of raw materials, changes in customer demand, increased competition in the markets served by Dover Corporation’s operating companies, the impact of natural disasters, such as hurricanes, and their effect on global energy markets and other risks. Dover Corporation refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause its actual results to differ materially from its current expectations and from the forward-looking statements contained in this press release. Dover Corporation undertakes no obligation to update any forward-looking statement.

TABLES FOLLOW

DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited) (in thousands, except per share figures)

		Three Months Ended March 31,
		2007				2006
Revenue		$	1,780,187			$	1,510,213
Cost of goods and services			1,144,276				962,304
Gross profit			635,911				547,909
Selling and administrative expenses			420,431				335,492
Operating earnings			215,480				212,417
Interest expense, net			21,840				21,485
Other expense (income), net			(284	)			2,830
Total interest/other expense, net			21,556				24,315
Earnings before provision for income taxes and discontinued operations			193,924				188,102
Provision for income taxes			55,080				56,812
Earnings from continuing operations			138,844				131,290
Earnings (loss) from discontinued operations, net of tax			(9,913	)			72,538
Net earnings		$	128,931			$	203,828
Basic earnings per common share:
Earnings from continuing operations		$	0.68			$	0.65
Earnings (loss) from discontinued operations			(0.05	)			0.36
Net earnings			0.63				1.00
Weighted average shares outstanding			204,457				203,316
Diluted earnings per common share:
Earnings from continuing operations		$	0.67			$	0.64
Earnings (loss) from discontinued operations			(0.05	)			0.35
Net earnings			0.63				0.99
Weighted average shares outstanding			206,182				204,960
Dividends paid per common share		$	0.19			$	0.17

The following table is a reconciliation of the share amounts used in computing earnings per share:

		Three Months Ended March 31,
		2007				2006
Weighted average shares outstanding — Basic			204,457				203,316
Dilutive effect of assumed exercise of employee stock options and stock settled appreciation rights			1,725				1,644
Weighted average shares outstanding — Diluted			206,182				204,960
Anti-dilutive shares excluded from diluted EPS computation			3,400				6,193

DOVER CORPORATION
MARKET SEGMENT INFORMATION
(unaudited) (in thousands)

		2006																				2007
		Q1				Q2				Q3				Q4				YTD				Q1
REVENUE
Diversified		$	193,676			$	202,358			$	191,755			$	190,336			$	778,125			$	215,004
Electronics			199,496				222,751				225,469				232,969				880,685				222,418
Industries			218,743				226,072				233,744				242,311				920,870				230,460
Resources			425,162				435,341				463,853				517,135				1,841,491				551,980
Systems			181,285				234,124				217,543				201,902				834,854				205,584
Technologies			294,942				343,367				330,768				344,469				1,313,546				358,538
Intramarket eliminations			(3,091	)			(3,672	)			(3,453	)			(3,356	)			(13,572	)			(3,797	)
Total consolidated revenue		$	1,510,213			$	1,660,341			$	1,659,679			$	1,725,766			$	6,555,999			$	1,780,187
NET EARNINGS
Segment Earnings:
Diversified		$	22,584			$	23,384			$	24,308			$	19,779			$	90,055			$	26,969
Electronics			20,754				29,862				31,618				37,191				119,425				23,838
Industries			27,328				30,208				31,389				35,057				123,982				30,837
Resources			82,797				80,919				76,641				75,971				316,328				93,812
Systems			26,972				38,341				24,920				23,880				114,113				26,576
Technologies			47,712				60,684				52,257				46,075				206,728				29,924
Total segments			228,147				263,398				241,133				237,953				970,631				231,956
Corporate expense/other			(18,559	)			(18,692	)			(16,353	)			(17,174	)			(70,778	)			(16,192	)
Net interest expense			(21,486	)			(19,247	)			(17,183	)			(19,068	)			(76,984	)			(21,840	)
Earnings from continuing operations before provision for income taxes			188,102				225,459				207,597				201,711				822,869				193,924
Provision for income taxes			56,812				66,699				50,454				45,576				219,541				55,080
Earnings from continuing operations			131,290				158,760				157,143				156,135				603,328				138,844
Earnings (loss) from discontinued operations, net			72,538				(86,850	)			10,382				(37,615	)			(41,545	)			(9,913	)
Net earnings		$	203,828			$	71,910			$	167,525			$	118,520			$	561,783			$	128,931
SEGMENT OPERATING MARGIN
Diversified			11.7	%			11.6	%			12.7	%			10.4	%			11.6	%			12.5	%
Electronics			10.4	%			13.4	%			14.0	%			16.0	%			13.6	%			10.7	%
Industries			12.5	%			13.4	%			13.4	%			14.5	%			13.5	%			13.4	%
Resources			19.5	%			18.6	%			16.5	%			14.7	%			17.2	%			17.0	%
Systems			14.9	%			16.4	%			11.5	%			11.8	%			13.7	%			12.9	%
Technologies			16.2	%			17.7	%			15.8	%			13.4	%			15.7	%			8.3	%

QUARTERLY EPS
(unaudited) (in thousands)

		2006																2007
		1 Qtr.				2 Qtr.				3 Qtr.				4 Qtr.				1 Qtr.
Basic earnings (loss) per common share:
Continuing operations		$	0.65			$	0.78			$	0.77			$	0.76			$	0.68
Discontinued operations			0.36				(0.43	)			0.05				(0.18	)			(0.05	)
Net earnings			1.00				0.35				0.82				0.58				0.63
Diluted earnings (loss) per common share:
Continuing operations		$	0.64			$	0.77			$	0.77			$	0.76			$	0.67
Discontinued operations			0.35				(0.42	)			0.05				(0.18	)			(0.05	)
Net earnings			0.99				0.35				0.82				0.58				0.63

DOVER CORPORATION
MARKET SEGMENT INFORMATION
(continued)
(unaudited) (in thousands)

		2006																				2007
																		Q4
		Q1				Q2				Q3				Q4				YTD				Q1
BOOKINGS
Diversified		$	208,245			$	210,061			$	199,207			$	213,243			$	830,756			$	219,406
Electronics			223,559				219,784				231,527				213,374				888,244				218,954
Industries			219,424				232,185				251,017				236,523				939,149				296,526
Resources			454,669				441,761				471,625				505,186				1,873,241				577,533
Systems			231,036				229,633				210,132				171,112				841,913				235,079
Technologies			339,124				325,101				307,885				325,609				1,297,719				361,759
BOOK-TO-BILL
Diversified			1.08				1.04				1.04				1.12				1.07				1.02
Electronics			1.12				0.99				1.03				0.92				1.01				0.98
Industries			1.00				1.03				1.07				0.98				1.02				1.29
Resources			1.07				1.01				1.02				0.98				1.02				1.05
Systems			1.27				0.98				0.97				0.85				1.01				1.14
Technologies			1.15				0.95				0.93				0.95				0.99				1.01
BACKLOG
Diversified		$	317,750			$	323,567			$	334,638			$	358,385				—			$	358,118
Electronics			165,253				163,182				169,151				150,143				—				184,260
Industries			234,174				251,301				282,234				288,835				—				360,037
Resources			196,379				203,757				249,040				237,987				—				262,845
Systems			223,843				218,360				211,939				181,530				—				210,850
Technologies			147,984				141,526				123,416				125,929				—				130,062