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BADGER METER INC Director's Dealing 2004

Oct 21, 2004

30998_dirs_2004-10-21_a301efeb-04cf-4bad-a23b-fdba14ae3063.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2004-10-19

Reporting Person: DIX RONALD H (Sr. VP-Admin, HR & Secretary, Co-trustee Officers' Voting Tr)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2004-10-19 Common Stock M 200 $11.125 Acquired 21152 Direct
2004-10-19 Common Stock G 150 Disposed 21002 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2004-10-19 Stock Options - Right to Buy $11.125 M 200 Disposed 2005-02-16 BMI Common Stock (200) Direct

Footnotes

F1: In addition to the 21,002 shares held jointly by Mr. Dix and his wife, he owns 4,700 shares individually, 10,200 shares in the Badger Meter Officers' Voting Trust and 3,200.37 shares in the Company's ESSOP.

F2: Shares gifted to adult daughters. Mr. Dix disclaims beneficial interest in the shares.

F3: Stock Options are granted on a one-for-one basis.

F4: In addition to the 1600 stock options remaining in the 1995 grant, the reporting person has options to acquire 27,148 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period.