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BADGER METER INC Director's Dealing 2005

Feb 2, 2005

30998_dirs_2005-02-02_80d76236-a098-4622-afe1-133da42554ba.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: 2005-01-31

Reporting Person: GRAS HORST (VP-International)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-01-31 Common Stock M 1250 $20.13 Acquired 4650 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-01-31 Stock Options $20.13 M 1250 Disposed 2009-07-16 Common Stock (1250) Direct

Footnotes

F1: In addition to the shares held directly by Mr. Gras, he also owns 11,860 shares in the Badger Meter Officers' Voting Trust. Share amounts have been adjusted to reflect the Company's 2-for-1 stock split as of December 10, 2004.

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

F3: In addition to the 3,750 stock options remaining in the July 16, 1999 grant, the reporting person has options to acquire 23,600 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period. All share amounts have been adjusted to reflect the Company's 2-for-1 stock split as of December 10, 2004.