BELDEN INC. — Director's Dealing 2013

May 17, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2013-05-16

Reporting Person: Stroup John S (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-16	Common Stock	M	26580	$19.93	Acquired	80758	Direct
2013-05-16	Common Stock	S	26580	$55.00	Disposed	54178	Direct
2013-05-16	Common Stock	M	100000	$25.805	Acquired	154178	Indirect
2013-05-16	Common Stock	D	72526	$54.655	Disposed	81652	Indirect
2013-05-17	Common Stock	S	27474	$55.0727	Disposed	54178	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-16	Stock Options	$19.93	M	26580	Disposed	2015-10-31	Common Stock (26580)	Direct
2013-05-16	Stock Appreciation Rights	$25.805	M	100000	Disposed	2016-02-22	Common Stock (100000)	Indirect

Footnotes

F1: The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on August 12, 2011.

F2: The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on August 12, 2011.

F3: This represents the difference between the number of SARs exercised (100,000) and the number of shares issued as a result of the exercise (27,474). 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 ($54.655) and the exercise price ($25.805). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F4: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $54.80 to $55.4095. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F5: One-third of the original grant of 351,580 stock options vested on the first (10/31/2006), second (10/31/2007), and third (10/31/2008) anniversaries of the grant.

F6: From the original grant of 113,600 SARs, 37,867 became exercisable on February 22, 2007, 37,867 became exercisable on February 22, 2008 and 37,866 became exercisable on February 22, 2009.