BELDEN INC. — Director's Dealing 2012

Mar 20, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2012-03-16

Reporting Person: Kumra Naresh (EVP, Asia Pacific Ops.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-16	Common Stock	M	38000	$11.92	Acquired	60844	Direct
2012-03-16	Common Stock	D	11396	$39.75	Disposed	49448	Direct
2012-03-19	Common Stock	M	12663	$21.70	Acquired	62111	Direct
2012-03-19	Common Stock	D	6874	$39.975	Disposed	55237	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-16	Stock Appreciation Rights	$11.92	M	38000	Disposed	2019-02-24	Common Stock (38000)	Direct
2012-03-19	Stock Appreciation Rights	$21.70	M	12663	Disposed	2020-02-22	Common Stock (12663)	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (38,000) and the number of shares issued as a result of the exercise (26,604). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($39.75) and the exercise price ($11.92).

F2: This represents the difference between the number of SARs exercised (12,663) and the number of shares issued as a result of the exercise (5,789). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($39.975) and the exercise price ($21.70).

F3: 12,667 SARs became exercisable on February 24, 2010 and 12,667 SARs became exercisable on February 24, 2011 and 12,666 SARs became exercisable on February 24, 2012.

F4: 13,832 SARs became exercisable on February 22, 2011 and 13,831 SARs became exercisable on February 22, 2012. The remaining 13,831 SARs are scheduled to become exercisable on February 22, 2013.