ITRON, INC. — Director's Dealing 2011

Feb 28, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITRON INC /WA/ (ITRI)
CIK: 0000780571
Period of Report: 2011-02-24

Reporting Person: Serff Jared P (VP, Competitive Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-24	Common Stock	A	7320	$61.56	Acquired	15907.189	Direct
2011-02-24	Common Stock	A	1980	$56.65	Acquired	17887.189	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-24	Stock Option (Right to Buy)	$56.65	A	4660	Acquired	2021-02-24	Common Stock (4660)	Direct

Footnotes

F1: 33 1/3% of the option vests on each of February 24, 2012, February 24, 2013, and February 24, 2014.