BADGER METER INC — Director's Dealing 2005

May 19, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2005-05-17

Reporting Person: ZANDRON DANIEL D (VP-Business Development)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-05-17	Common Stock	M	800	$11.495	Acquired	23894	Direct
2005-05-17	Common Stock	S	800	$37.455	Disposed	23094	Direct
2005-05-18	Common Stock	M	3200	$11.495	Acquired	26294	Direct
2005-05-18	Common Stock	S	3200	$37.4492	Disposed	23094	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-05-17	Stock Options (Right to Buy)	$11.495	M	800	Disposed	2012-01-29	Common Stock (800)	Direct
2005-05-17	Stock Options (Right to Buy)	$11.495	M	3200	Disposed	2012-01-29	Common Stock (3200)	Direct

Footnotes

F1: In addition to the 23,094 shares held directly by Mr. Zandron, the reporting person owns 7,000 shares in the Badger Meter Officers' Voting Trust, 600 shares of Restricted Stock and 4,769 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 1/29/02 grant, the reporting person has options to acquire 30,042 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period.