2014 Regal-Beloit Proxy

Class C Directors—Terms Expiring at the 2017 Annual Meeting of Shareholders

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2004 Corporate financial, accounting and governance consultant since 2002; retired Deputy Managing Partner for the Great Plains Region and Milwaukee office managing partner, Arthur Andersen LLP; director, Badger Meter Inc., Actuant Corporation and Wisconsin Energy Corporation. Among the qualities, skills and attributes desired by our Board, Mr. Fischer has ! Extensive M&A experience; ! Public company board experience; ! Experience in our industry; 2007 President and Chief Executive Officer of Sigma‐Aldrich Corporation (a life science and technology company that develops and sells biochemical and organic chemical products and kits) since November 2010; prior thereto served as Vice President and Chief Financial Officer of Sigma‐Aldrich Corporation since October 2008; prior thereto worked in various positions with ArvinMeritor, Inc. since 1999, including Senior Vice President and President of Asia Pacific from 2007 to October 2008, Senior Vice President‐Strategy and Corporate Development from 2005 to 2007 and Vice President and Corporate Controller/Interim CFO from 2003 to 2005. Among the qualities, skills and attributes desired by our Board, Mr. Sachdev has ! Global experience; ! CEO experience; ! Extensive M&A experience; ! Investment banking and capital markets expertise; ! Corporate governance knowledge; and ! Expertise in matters of public accounting.

Thomas J. Fischer

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Rakesh Sachdev

! Public company board experience; ! Corporate governance knowledge; ! Expertise in matters of public accounting; ! CFO experience; and ! Gender, ethnic or racial diversity.

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