Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
ZANDRON DANIEL D
  2. Issuer Name and Ticker or Trading Symbol
BADGER METER INC [BMI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP-Business Development
(Last)
(First)
(Middle)
4545 W. BROWN DEER ROAD, P.O. BOX 245036
3. Date of Earliest Transaction (Month/Day/Year)
05/17/2005
(Street)

MILWAUKEE, WI 53224-9536
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/17/2005   M   800 A $ 11.495 23,894 (1) D  
Common Stock 05/17/2005   S   800 D $ 37.455 23,094 (1) D  
Common Stock 05/18/2005   M   3,200 A $ 11.495 26,294 (1) D  
Common Stock 05/18/2005   S   3,200 D $ 37.4492 23,094 (1) D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) $ 11.495 05/17/2005   M     800 01/29/2003 01/29/2012 Common Stock 800 (2) 9,200 (3) D  
Stock Options (Right to Buy) $ 11.495 05/17/2005   M     3,200 01/29/2003 01/29/2012 Common Stock 3,200 (2) 6,000 (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ZANDRON DANIEL D
4545 W. BROWN DEER ROAD
P.O. BOX 245036
MILWAUKEE, WI 53224-9536
      VP-Business Development  

Signatures

 Daniel D. Zandron   05/19/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) In addition to the 23,094 shares held directly by Mr. Zandron, the reporting person owns 7,000 shares in the Badger Meter Officers' Voting Trust, 600 shares of Restricted Stock and 4,769 shares in the Company's ESSOP.
(2) Stock Options are granted on a one-for-one basis.
(3) In addition to the stock options remaining in the 1/29/02 grant, the reporting person has options to acquire 30,042 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period.

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