BADGER METER INC — Director's Dealing 2011

Feb 1, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2011-01-31

Reporting Person: Zahn Kristie J (VP-Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-31	Common Stock	A	288.0072	$44.22	Acquired	650.319	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1600	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$38.69	2019-05-01	BMI Common Stock (7000)	7000	Direct
Stock Options	$38.41	2020-05-07	BMI Common Stock (1200)	1200	Direct

Footnotes

F1: Represents shares of Badger Meter, Inc. Common Stock acquired pursuant to the Badger Meter Employee Savings and Stock Ownership Plan (ESSOP). The shares include the Company's annual year-end 401(k) match for 2010.

F2: Price of Badger Meter, Inc. Common Stock at 12/31/2010.