BELDEN INC. — Director's Dealing 2012

Mar 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2012-03-09

Reporting Person: Derksen Henk (SVP, Finance, & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-09	Common Stock	M	2865	$11.92	Acquired	13392	Direct
2012-03-09	Common Stock	D	1530	$38.455	Disposed	11862	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-09	Stock Appreciation Rights	$11.92	M	2865	Disposed	2019-02-24	Common Stock (2865)	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (2,865) and the number of shares issued as a result of the exercise (1,335). 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 ($38.455) and the exercise price ($11.92). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F2: 4,734 SARs became exercisable on February 24, 2010, 4,733 SARs became exercisable on February 24, 2011 and 4,733 SARs became exercisable on February 24, 2012.