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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * VARET ELIZEBETH R   2. Issuer Name and Ticker or Trading Symbol AMETEK INC/ [AME] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) P.O. BOX 287440 3. Date of Earliest Transaction (Month/Day/Year) 03/12/2012 (Street) NEW YORK, NY 10128-7440 4. If Amendment, Date 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 (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Common Stock 03/12/2012   S   1,000 D $ 48.1 154,207 I By Trust (1) Common Stock               102,257 D   Common Stock               1,300 I By Adult Child (2) Common Stock               45,000 I By Trust (3) Common Stock               2,700 I By Adult Child (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option

$ 22.1778

(5)

04/25/2013

Common Stock

5,467

5,467

D

Stock Option

$ 24.2933

(6)

04/23/2014

Common Stock

6,360

6,360

D

Stock Option

$ 32.4

(7)

04/22/2015

Common Stock

5,445

5,445

D

Stock Option

$ 21.8067

(8)

04/22/2016

Common Stock

5,880

5,880

D

Stock Option

$ 29.38

(9)

04/28/2017

Common Stock

5,055

5,055

D

Stock Option

$ 44.74

(10)

05/02/2018

Common Stock

2,700

2,700

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
VARET ELIZEBETH R P.O. BOX 287440 NEW YORK, NY 10128-7440	X

Signatures

/s/Kathryn E. Sena, attorney-in-fact for Ms. Varet		03/13/2012
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Held by trust of which the reporting person is a co-trustee or co-beneficiary.
(2)	The reporting person is a managing member of the limited liability company which holds the securities for the benefit of the reporting person's adult child. The reporting person disclaims any beneficial ownership of these securities.
(3)	These shares are held in a trust for the benefit of the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities.
(4)	The reporting person has a power of attorney over the securities. The reporting person disclaims beneficial ownership of these securities.
(5)	The stock options will become exercisable in four equal annual installments beginning on April 26, 2007.
(6)	The stock options will become exercisable in four equal annual installments beginning on April 24, 2008.
(7)	The stock options will become exercisable in four equal annual installments beginning on April 23, 2009.
(8)	The stock options will become exercisable in four equal annual installments beginning on April 23, 2010.
(9)	The stock options will become exercisable in four equal annual installments beginning on April 29, 2011.
(10)	The stock options will become exercisable in four equal installments beginning on May 3, 2012.

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