BADGER METER INC — Director's Dealing 2012

May 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2012-04-30

Reporting Person: SMITH STEVEN J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-30	Common Stock	A	1285	$36.94	Acquired	25003	Direct

Footnotes

F1: Shares granted pursuant to the 2011 Omnibus Incentive Plan as approved by shareholders on April 29, 2011. Non-employee directors are given an annual grant of Badger Meter Common Stock on the first business day following the Company's annual meeting equal to $47,500 as rounded down to the nearest whole share based on the closing price of the Company's Common Stock on that day.

F2: Price of Badger Meter, Inc. Common Stock on 4/30/2012, the date of grant.