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BADGER METER INC Director's Dealing 2005

May 11, 2005

30998_dirs_2005-05-11_b3337012-f425-4c66-beaa-d4b9e7b858d6.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: 2005-05-09

Reporting Person: GRAS HORST (VP-International)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-05-09 Common Stock A 600 Acquired 600 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-05-09 Stock Options $36.65 J 1800 Acquired 2015-05-19 Common Stock (1800) Direct

Footnotes

F1: Restricted Stock granted pursuant to the 2005 Restricted Stock Plan approved by shareholders on April 29, 2005.

F2: The value of the award will be determined at the closing price on May 9, 2008, the date of vesting.

F3: In addition to the Restricted Stock granted to Mr. Gras, he also owns 11,860 shares in the Badger Meter Officers' Voting Trust and 4,650 shares directly.

F4: Stock options granted pursuant to the Company's 1997, 1999 and 2003 Stock Option Plans approved by shareholders.

F5: Stock Options are granted on a one-for-one basis.

F6: In addition to the 1800 stock options granted 5/9/05, the reporting person has options to acquire 27,350 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period.