BADGER METER INC — Director's Dealing 2007

May 8, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2007-05-04

Reporting Person: MEEUSEN RICHARD A (Director, Chairman, President & CEO, Co-trustee, Officers Voting Tr)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-04	Common Stock	A	2100	—	Acquired	10900	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-05-04	Stock Options	$24.94	A	6300	Acquired	2017-05-04	BMI Common Stock (6300)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3319.3634	Indirect
Common Stock	107064	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$5.7475	2012-01-29	BMI Common Stock (40000)	40000	Direct
Stock Options	$7.00	2013-05-02	BMI Common Stock (34000)	34000	Direct
Stock Options	$7.00	2013-05-02	BMI Common Stock (12800)	12800	Direct
Stock Options	$7.125	2011-05-18	BMI Common Stock (10000)	10000	Direct
Stock Options	$18.325	2015-05-09	BMI Common Stock (6600)	6600	Direct
Stock Options	$31.41	2016-05-05	BMI Common Stock (5400)	5400	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 4, 2010, the date of vesting.

F3: Non-qualified stock option granted pursuant to the Company's 1997, 1999 and 2003 Stock Option Plans approved by shareholders. Option vests at a rate of 20 percent/year and expires 10 years from the date of grant.

F4: Stock Options are granted on a one-for-one basis.