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 *
GRAS HORST
   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-International
(Last)
(First)
(Middle)
KARLSTRASSE 11		 3. Date of Earliest Transaction (Month/Day/Year)
07/24/2007
(Street)

BEUREN, 2M 72660		 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 07/24/2007   Z(1)   31,720 D (2) 0 I Officers' Voting Trust
Common Stock 07/24/2007   J(1)   31,720 A (2) 43,520 D  
Common Stock 07/24/2007   S   4,300 D $ 35.0135 39,220 D  
Common Stock 07/25/2007   S   2,750 D $ 35.3008 36,470 D  
Common Stock 07/25/2007   S   17,950 D $ 32.9335 18,520 D  
Common Stock               4,800 I Restricted Stock

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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 $ 5.7475             01/29/2003 01/29/2012 BMI Common Stock 4,000   4,000 D  
Stock Options $ 7             05/02/2004 05/02/2013 BMI Common Stock 8,000   8,000 D  
Stock Options $ 7             05/02/2004 05/02/2013 BMI Common Stock 7,200   7,200 D  
Stock Options $ 10.0625             07/16/2000 07/16/2009 BMI Common Stock 5,000   5,000 D  
Stock Options $ 18.325             05/09/2006 05/09/2015 BMI Common Stock 3,600   3,600 D  
Stock Options $ 24.94             05/04/2008 05/04/2017 BMI Common Stock 1,200   1,200 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GRAS HORST
KARLSTRASSE 11
BEUREN, 2M 72660		       VP-International  

Signatures

 Richard E. Johnson attorney-in-fact   07/26/2007
**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) Shares removed from Badger Meter Officers' Voting Trust following paying off loans granted to purchase the shares. In compliance with new regulations, no loans have been made to officers since July 2002.
(2) Shares acquired over a period of several years at various prices.

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