BADGER METER INC — Director's Dealing 2004

Aug 5, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2004-08-05

Reporting Person: WEBB DENNIS J (VP-Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-05	Common Stock	M	500	$11.125	Acquired	12253	Direct
2004-08-05	Common Stock	S	500	$44.60	Disposed	11753	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-08-05	Stock Options	$11.125	M	500	Disposed	2005-02-16	Common Stock (500)	Direct

Footnotes

F1: In addition to the shares held directly by Mr. Webb, he also owns 6,503 shares in the Badger Meter Officers' Voting Trust, and 3,270.17 shares in the Company's ESSOP.

F2: Stock Options are granted on a one-for-one basis.

F3: In addition to the stock options remaining in the February 16, 1995 grant, the reporting person has options to acquire 19,102 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period.