BELDEN INC. — Director's Dealing 2013

Mar 6, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2013-03-04

Reporting Person: Norman John S (VP, Controller & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-04	Common Stock	A	1579	$0.00	Acquired	17282	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-04	Stock Appreciation Rights	$50.01	A	2518	Acquired	2023-03-04	Common Stock (2518)	Direct

Footnotes

F1: Represents a grant of restricted stock units (RSUs) granted by the Company's Compensation Committee on March 4, 2013. The RSUs will vest on March 4, 2016. Additional terms apply in the event of the holder's termination, death, disability or retirement.

F2: The Stock Appreciation Rights (SARs) were issued at the closing price of the Company's stock on March 4, 2013 ($50.01). They will vest in equal amounts over three years and will expire ten years after the grant date. Upon exercise, the holder will receive in Belden stock the excess of fair market value per share at the time of exercise over the exercise price, times the number of SARs being exercised. Additional terms apply in the event of the holder's termination, death, disability or retirement.