FORM 11-K
Table of Contents

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE,
SAVINGS AND SIMILAR PLANS
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2008
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number: 1-6747
THE GORMAN-RUPP COMPANY 401(k) PLAN
(Full title of the plan)
         
The Gorman-Rupp Company   305 Bowman Street   Mansfield, Ohio 44903
 
(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)
***********
The Exhibit Index is located on Page 18
 
 

 


Table of Contents

REQUIRED INFORMATION
Audited plan financial statements and schedules prepared in accordance with the financial reporting requirements of the Employee Retirement Income Security Act of 1974, as amended, are filed herewith in lieu of the requirements of audited statements of financial condition and audited statements of income and changes in plan equity.
Financial Statements and Exhibits
  A)   The following financial statements and schedules (including the report of Ernst & Young LLP) are filed as part of this annual report:
  1)   Statements of Net Assets Available for Benefits-December 31, 2008 and 2007
 
  2)   Statement of Changes in Net Assets Available for Benefits-Year ended December 31, 2008
 
  3)   Schedule of Assets (Held at End of Year)
 
  4)   Schedule of Reportable Transactions
  B)   The following exhibit is filed as part of this annual report:
  (23)   Consent of Independent Registered Public Accounting Firm

 


 

The Gorman-Rupp Company 401(k) Plan
Audited Financial Statements
and Supplemental Schedules
December 31, 2008 and 2007, and
Year Ended December 31, 2008
Contents
         
    1  
 
       
Audited Financial Statements
       
 
       
Statements of Net Assets Available for Benefits
    2  
Statement of Changes in Net Assets Available for Benefits
    3  
    4  
 
       
Supplemental Schedules
       
 
       
Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
    14  
Schedule H, Line 4j — Schedule of Reportable Transactions
    16  
 
       
EX-23.1
       
 EX-23

 


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Report of Independent Registered Public Accounting Firm
The Plan Administrator
The Gorman-Rupp Company 401(k) Plan
We have audited the accompanying statements of net assets available for benefits of The Gorman-Rupp Company 401(k) Plan as of December 31, 2008 and 2007, and the related statement of changes in net assets available for benefits for the year ended December 31, 2008. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2008 and 2007, and the changes in its net assets available for benefits for the year ended December 31, 2008, in conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets (held at end of year) as of December 31, 2008, and reportable transactions for the year then ended, are presented for purposes of additional analysis and are not a required part of the financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP
June 26, 2009
Cleveland, Ohio

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The Gorman-Rupp Company 401(k) Plan
Statements of Net Assets Available for Benefits
                 
    December 31
    2008   2007
     
Assets
               
Net assets available for benefits, at fair value
  $ 34,459,684     $ 40,668,450  
 
               
Adjustment from fair value to contract value for fully benefit-responsive investment contract
    586,578       20,923  
     
Net assets available for benefits
  $ 35,046,262     $ 40,689,373  
     
See accompanying notes to financial statements.

2


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The Gorman-Rupp Company 401(k) Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2008
         
Additions
       
Investment income:
       
Net depreciation in fair value of investments
  $ (7,950,821 )
Interest and dividends
    1,121,058  
 
     
 
    (6,829,763 )
 
       
Contributions:
       
Participants
    2,817,407  
Employer
    697,276  
Rollovers
    100,221  
 
     
Total contributions
    3,614,904  
 
       
 
     
Total additions
    (3,214,859 )
 
       
Deductions
       
Benefits paid to participants
    2,428,252  
 
     
Net decrease
    (5,643,111 )
 
       
Net assets available for benefits:
       
Beginning of year
    40,689,373  
 
     
End of year
  $ 35,046,262  
 
     
See accompanying notes to financial statements.

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Table of Contents

The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements
December 31, 2008 and 2007, and
Year Ended December 31, 2008
1. Description of the Plan
The following description of The Gorman-Rupp Company 401(k) Plan (Plan) provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan’s provisions.
General
The Plan is a defined contribution plan covering substantially all employees of the Corporate, Mansfield, and Industries Divisions of The Gorman-Rupp Company (Company and Plan Administrator) and Patterson Pump Company, a subsidiary of the Company. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Contributions
Each year, participants may contribute up to 40% of pretax annual compensation (15% for highly compensated employees), as defined in the Plan. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Effective January 1, 2008, the Company contributes 40% of the first 4% of compensation that a participant contributes to the Plan provided such participant was hired prior to January 1, 2008. For employees hired on or after January 1, 2008, the Company contributes 50% of the first 6% of compensation that a participant contributes to the Plan. The Company also contributes a percentage of the employee’s income based on the age of the employee and the years of service with the Company for employees hired on or after January 1, 2008.
Upon enrollment, a participant may direct employee contributions in whole increments to any of the investment fund options offered by the Plan. Employees may elect to transfer all or a portion (in 1% increments) of their account balance to any fund offered by the Plan (including the employer contributions which are invested in The Gorman-Rupp Stock Fund), based on the value of their account on the immediately preceding valuation date. Effective January 1, 2008, employees have the option to transfer all investments out of The Gorman-Rupp Company Common Stock Fund.
Participant Accounts
Each participant’s account is credited with the participant’s contributions and allocations of (a) the Company’s contributions and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s account.

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Vesting
Participants are immediately vested in their contributions plus actual earnings thereon. Participants are also fully vested in the Company contribution portion of their accounts plus actual earnings thereon. Vesting in the Company age and service contribution is based on years of continuous service; a participant is 100% vested after three years of service.
Participant Loans
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. The term of the loan shall not exceed 5 years, or 20 years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at the prime rate, as quoted in The Wall Street Journal. Principal and interest are paid ratably through payroll deductions.
Payment of Benefits
Upon retirement or termination of employment, a participant may receive a lump-sum amount equal to the vested value of his or her account. A lump-sum payment is required at a participant’s death.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies
New Accounting Pronouncements
In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) 157, Fair Value Measurements. This standard clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value, and requires additional disclosures about the use of fair value measurements. SFAS 157 is effective for financial statements issued for a fiscal year beginning after November 15, 2007. Additionally, in October 2008, the FASB issued FASB Staff Position 157-3, Determining the Fair Value of a Financial Asset When the Market for That Asset is Not Active (FSP 157-3). FSP 157-3 clarifies the application of SFAS 157 in markets that are not active and provides an example to illustrate key considerations in determining the fair value of a financial asset when the market for an asset is not active. The guidance in FSP 157-3 was effective upon issuance, including prior periods for which financial statements had not been issued. The Plan adopted SFAS 157 effective January 1, 2008.
In April 2009, the FASB issued FASB Staff Position 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly (FSP 157-4). FSP 157-4 supersedes FSP 157-3 and amends SFAS 157 to provide additional guidance on estimating fair value when the volume and level of activity for an asset or liability have significantly decreased in relation to normal market activity for the asset or liability. FSP 157-4 also provides additional guidance on circumstances that may indicate that a transaction is not orderly and on defining major categories of debt and equity securities in meeting the disclosure requirements of SFAS 157. FSP 157-4 is effective for reporting periods ending after June 15, 2009. The Company is currently evaluating the effect, if any, that the provisions of FSP 157-4 will have on the Plan’s financial statements.
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting.

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. The shares of registered investment companies are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. The Company stock is valued at its quoted market price as of the last business day of the Plan’s year. The participant loans are valued at their outstanding balances, which approximate fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
As described in Financial Accounting Standards Board Staff Position (FSP) AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health & Welfare and Pension Plans (the FSP), investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully-benefit responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under terms of the Plan.
The New York Life Insurance Anchor Account I (NYL Anchor) comprises 100% of The Gorman-Rupp Stable Value Fund. The NYL Anchor is a pooled separate account made available to participating plans through a group annuity contract offered to the plans’ trustees. The group annuity contract is an investment contract that is benefit-responsive. The investment contract is recorded at contract value (i.e., book value), which represents contributions and reinvested income, less any withdrawals plus accrued interest. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. However, withdrawals influenced by Company-initiated events, such as in connection with the sale of a business, may result in a distribution other than contract value.
The contract value of the investment contract at December 31, 2008 and 2007, was $4,370,921 and $3,076,917, respectively. There are no reserves against contract values for credit risk of the contract issuer.

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
As required by the FSP, the statement of net assets available for benefits presents the fair value of the investment in the NYL Anchor in the net assets available for benefits as well as the adjustment from fair value to contract value for fully benefit-responsive investment contracts. The fair value of the Plan’s interest in the NYL Anchor is based on information reported by the issuer of the pooled separate account at year-end. The fair value of the investment contract at December 31, 2008 and 2007, was $3,784,343 and $3,055,995, respectively. The net average yield was approximately 4.60% and 4.77% in 2008 and 2007, respectively. The crediting interest rate for these investment contracts is based on a formula agreed upon with the issuer and is reset daily by the issuer, but cannot be less than zero and was approximately 4.48% and 5.24% at December 31, 2008 and 2007, respectively.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
3. Investments
During 2008, the fair value of the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated (depreciated) as determined by quoted market prices as follows:
         
    Net Appreciation  
    (Depreciation)  
    in Fair Value of  
    Investments  
 
       
Common stock
  $ 276,870  
Shares of registered investment companies
    (8,227,691 )
 
     
 
  $ 7,950,821  
 
     

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
3. Investments (continued)
The fair value of individual investments that represent 5% or more of the Plan’s net assets are as follows:
                 
    2008   2007
     
 
               
The Gorman-Rupp Company Common Stock
  $ 14,352,624     $ 13,755,589 *
NYL Insurance Anchor Account I
    3,784,343       3,055,995  
 
*   Non-participant-directed
Unrealized depreciation of investments was $7,785,169 for the year ended December 31, 2008 and $513,634 for the year ended December 31, 2007.
4. Fair Value Measurements
The Plan adopted SFAS 157, Fair Value Measurements, effective January 1, 2008. In addition, the Plan adopted FSP 157-3, Determining the Fair Value of a Financial Asset When the Market for That Asset Is Not Active, upon its issuance in October 2008.
SFAS 157 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). SFAS 157 includes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under SFAS 157 are described below:
Level 1 — Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities.
Level 2 — Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following:
  Quoted prices for similar assets or liabilities in active markets

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
4. Fair Value Measurement (continued)
  Quoted prices for identical or similar assets or liabilities in inactive markets
 
  Observable inputs other than quoted prices that are used in the valuation of the asset or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals)
 
  Inputs that are derived from or corroborated by observable market data by correlation or other means
Level 3 — Unobservable inputs for the asset or liability (i.e., supported by little or no market activity). Level 3 inputs include management’s own assumption about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).
The level in the fair value hierarchy within which the fair value measurement is classified is determined based on the lowest level input that is significant to the fair value measure in its entirety.
The following is a description of the valuation methodologies used for assets measured at fair value.
Fair value for Level 1 is based upon quoted market prices of common stock and mutual funds. Fair value for Level 2 is based on the contract price of the guaranteed investment contracts and any changes in observable assumptions of the underlying investments. Inputs are obtained from various sources including market participants, dealers, and brokers. The fund in the Plan which is classified within Level 3 of the hierarchy is participant loans as these loans are valued at amortized costs, which approximate fair value.
                                 
    Assets at Fair Value as of December 31, 2008
    Level 1   Level 2   Level 3   Total
     
 
                               
Common stock
  $ 14,352,624     $     $     $ 14,352,624  
Mutual funds
    15,514,231                   15,514,231  
NYL Anchor account
          3,784,343             3,784,343  
Participant loans
                808,486       808,486  
     
Total assets at fair value
  $ 29,866,855     $ 3,784,343     $ 808,486     $ 34,459,684  
     

10


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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
4. Fair Value Measurement (continued)
The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2008.
         
    Participant  
    Loans  
 
       
Balance, beginning of year
  $ 671,684  
Realized and unrealized gains/(losses)
     
Purchases, sales, issuances, and settlements (net)
    136,802  
 
     
Balance, end of year
  $ 808,486  
 
     
5. Non-Participant-Directed Investments
Prior to January 1, 2008, The Gorman-Rupp Company Common Stock Fund contained participant account balances that were both participant-directed and non-participant-directed. Because the fund contains balances that are non-participant-directed, the entire fund is considered non-participant-directed for disclosure purposes. Although the Company match is directed to purchase common shares in stock of The Gorman-Rupp Company, employees are free to move this investment at any time. Effective January 1, 2008, employees have the option to transfer all investments out of The Gorman-Rupp Company Common Stock Fund.
Information about the net assets related to non-participant-directed investments is as follows:
         
    December 31,
    2007
Net assets:
       
Investments, at fair value:
       
The Gorman-Rupp Company Common Stock
  $ 13,755,589  
6. Administrative Costs
Fees for legal, accounting, and other services rendered to the Plan are paid by the Company.

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
7. Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of the investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
8. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service dated May 14, 2004, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (Code) and, therefore, the related trust is exempt from taxation. Subsequent to this determination by the Internal Revenue Service, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax exempt.
9. Reconciliation of Financial Statements to the Form 5500
The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2008 to the Form 5500:
         
    December 31,  
    2008  
 
       
Net assets available for benefits per the financial statements
  $ 35,046,262  
Adjustment from fair value to contract value for fully benefit-responsive investment contract
    (586,578 )
 
     
Net assets available for benefits per Form 5500
  $ 34,459,684  
 
     

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The Gorman-Rupp Company 401(k) Plan
Notes to Financial Statements (continued)
9. Reconciliation of Financial Statements to the Form 5500 (continued)
The following is a reconciliation of net loss from investments:
         
    Year Ended  
    December 31,  
    2008  
Interest and dividends from investments
  $ 1,121,058  
Net realized/unrealized depreciation from investment accounts
    (7,950,821 )
 
     
Net investment loss from investments as reported in the financial statements
    (6,829,763 )
Adjustment from fair value to contract value for fully benefit-responsive investment contract
    (586,578 )
 
     
Net investment loss from investments as reported in the Form 5500
  $ (7,416,341 )
 
     

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The Gorman-Rupp Company 401(k) Plan
EIN #34-0253990      Plan #005
Schedule H, Line 4i — Schedule of Assets
(Held at End of Year)
December 31, 2008
                         
    Description of            
    Investment Including            
    Maturity Date, Rate            
Identity of Issuer, Borrower,   of Interest, Par,           Current
Lessor, or Similar Party   or Maturity Value   Cost   Value
 
 
The Gorman-Rupp Company Common Stock*
  455,105.000   shares  7,884,573     $ 14,352,624  
NYL Insurance Achor Account 1
                    3,784,343  
American Cap World Bond R3
  29,083.310   shares            547,639  
Fid Advisor Infat Prot Bond A
  100,025.438   shares            1,047,266  
MainStay High Yield Corp Bond A
  63,869.992   shares            276,557  
PIMCO Total Return Fund (A)
  90,245.799   shares            915,092  
Templeton Global Bond Fund Adv
  2,119.114   shares            23,670  
Barclay LifePath Retire Fund I
  23,180.049   shares            218,356  
Barclays LifePath 2010 Fund I
  47,135.987   shares            494,928  
Barclays LifePath 2020 Fund I
  110,939.172   shares            1,366,771  
Barclays LifePath 2030 Fund I
  57,955.742   shares            632,877  
Barclays LifePath 2040 Fund I
  18,931.491   shares            243,838  
American Wash Mutual Inv Fund R3
  37,248.084   shares            793,384  
Fid Advisor Real Estate Fund A
  13,106.188   shares            127,130  
Franklin Income Fund A
  803,826.167   shares            1,342,390  
Lord Abbet Affiliated Fund A
  3,868.216   shares            33,305  
Franklin Mutual Shares Class A
  37,057.162   shares            564,010  
T Rowe Price Capital Appreciation Fund
  13,952.193   shares            194,633  
American Cap Income Builder R4
  428.223   shares            17,784  
Columbia Small Cap Val Fund A
  9,854.010   shares            287,244  
Davis New York Venture Fund (A)
  22,860.098   shares            539,956  
Fid Advisor Leveraged Co Stk A
  26,691.189   shares            465,227  
Fid Advisor New Insights A
  32,931.524   shares            439,965  
Fid Advisor Small Cap Fund A
  36,998.423   shares            637,853  
Fid Advisor Value Strategies A
  12,230.674   shares            153,006  
Lord Abbett Mid Cap Value A
  33,383.405   shares            348,189  
Lord Abbett Small Cap Blend A
  23,717.282   shares            256,858  
Oppenheimer Value Fund A
  66,832.654   shares            972,415  
Royce Value Fund (Serv)
  32,459.240   shares            227,215  

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The Gorman-Rupp Company 401(k) Plan
EIN #34-0253990      Plan #005
Schedule H, Line 4i — Schedule of Assets
(Held at End of Year) (continued)
                         
    Description of            
    Investment Including            
    Maturity Date, Rate            
Identity of Issuer, Borrower,   of Interest, Par,           Current
Lessor, or Similar Party   or Maturity Value   Cost   Value
 
 
RS Partners Fund
  15,800.917   shares            284,417  
T Rowe Price New Era Fund
  9,109.305   shares            269,453  
American EuroPacific Growth R3
  22,767.153   shares            627,463  
Fid Advisor Diversified Intl A
  29,533.471   shares            360,308  
Fid Advisor Intl Sm Cap Opp A
  27,526.378   shares            163,782  
Oppenheimer Global Fund (A)
  8,587.631   shares            328,735  
Templeton Foreign Fund
  70,386.182   shares            312,515  
Loan Fund*
 
At interest rates ranging from 3.25% to 8.25% with maturity date through 2016
            808,486  
 
                       
 
                  $ 34,459,684  
 
                       
 
*   Indicates party in interest to the Plan.

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The Gorman-Rupp Company 401(k) Plan
EIN #34-0253990      Plan #005
Schedule H, Line 4j — Schedule of Reportable Transactions
Year Ended December 31, 2008
                                             
                                Current    
                                Value of    
                                Asset on    
Identity of   Description   Purchase   Selling   Cost of   Transaction   Net
Party Involved   of Asset   Price   Price   Asset   Date   Gain
 
 
                                           
Category (iii) — Series of transactions in excess of 5% of plan assets                
 
                                           
NYLIM
  Gorman-Rupp Stock Fund   $ 3,594,027             $ 3,594,027     $ 3,594,027     $  
 
  Gorman-Rupp Stock Fund           $ 2,467,572       2,361,847       2,467,572       105,725  
 
  NYL Insurance Anchor Account I     3,868,342               3,868,342                
 
  NYL Insurance Anchor Account I             2,741,886       2,741,886       2,741,886        
There were no category (i), (ii), or (iv) reportable transactions during the year ended December 31, 2008

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SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
             
    THE GORMAN-RUPP COMPANY 401(k) PLAN    
 
           
    By: The Gorman-Rupp Company, as Plan Administrator    
 
           
Date: June 26, 2009
  By:   /s/ Jeffrey S. Gorman    
 
           
 
      Jeffrey S. Gorman, Committee Member    
 
           
Date: June 26, 2009
  By:   /s/ Wayne L. Knabel    
 
           
 
      Wayne L. Knabel, Committee Member    
 
           
Date: June 26, 2009
  By:   /s/ Judith L. Sovine    
 
           
 
      Judith L. Sovine, Committee Member    
 
           
Date: June 26, 2009
  By:   /s/ David P. Emmens    
 
           
 
      David P. Emmens, Committee Member    
 
           
Date: June 26, 2009
  By:   /s/ Lee A. Wilkins    
 
           
 
      Lee A. Wilkins, Committee Member    
 
           
Date: June 26, 2009
  By:   /s/ Ronald D. Pittenger    
 
           
 
      Ronald D. Pittenger, Committee Member    

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EXHIBIT INDEX
         
Exhibit       Pagination by Sequential
Number   Description   Numbering System
 
 
       
23
  Consent of Independent Registered Public Accounting Firm   19

18