BADGER METER INC — Director's Dealing 2005

May 3, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2005-05-02

Reporting Person: STOLLENWERK JOHN J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-05-02	Common Stock	J	600	$33.95	Acquired	16232	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-04-29	Phantom Stock Units	$0.00	A	56.604	Acquired	1988-08-08	Common Stock (56.604)	Direct

Footnotes

F1: Shares granted annually to directors pursuant to the 2002 Director Stock Grant Plan approved by shareholders.

F2: The phantom stock units convert to Common Stock on a 1-for-1 basis.

F3: In addition to the phantom stock units, Mr. Stollenwerk own 16,232 shares directly and he and members of his family are beneficiaries of the Dorothy Stollenwerk Trust, for which he is a Trustee, which holds 5,082 shares of Badger Meter stock.

F4: The phantom stock units were accrued in Mr. Stollenwerk's Badger Meter, Inc. Director Deferred Compensation Plan account as payment for the $1,500 meeting fee for the 4/29/05 board of directors meeting. The phantom units were computed at the 3/31/05 closing price of the Company's stock at $26.50/share.

F5: When a participant chooses to exit the Plan, all compensation accrued is paid out in cash.