SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Stroup John S

(Last)

(First)

(Middle)

7733 FORSYTH BOULEVARD, SUITE 800

(Street)

ST. LOUIS

63105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BELDEN INC. [ BDC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2012

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/09/2012		G⁽¹⁾	V	90,000	D	$0.00	81,002	D
Common Stock	11/09/2012		G	V	90,000	A	$0.00	90,000	I	By Spouse
Common Stock	11/21/2012		G⁽²⁾	V	86,555	D	$0.00	3,445	I	By Spouse
Common Stock	11/21/2012		G	V	86,555	A	$0.00	86,555	I	By Family Trust
Common Stock	12/10/2012		G⁽³⁾	V	2,540	D	$0.00	78,462	D
Common Stock	12/11/2012		G⁽⁴⁾	V	7,198	D	$0.00	71,264	D
Common Stock	12/11/2012		G⁽⁵⁾	V	3,445	D	$0.00	0	I	By Spouse
Common Stock	12/31/2012		M⁽⁶⁾		6,489	A	$19.93	77,753	D
Common Stock	12/31/2012		S⁽⁷⁾		6,489	D	$45	71,264	D
Common Stock	01/02/2013		M⁽⁶⁾		143,511	A	$19.93	214,775	D
Common Stock	01/02/2013		S⁽⁷⁾		143,511	D	$45	71,264	D
Common Stock								4,063	I	By Irrevocable Trust for Children

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Rights	$25.805	12/05/2012		G⁽⁸⁾	V		113,600	⁽⁹⁾	02/22/2016	Common Stock	113,600	$0.00	0	D
Stock Appreciation Rights	$25.805	12/05/2012		G	V	113,600		⁽⁹⁾	02/22/2016	Common Stock	113,600	$0.00	113,600	I	By Barry-Wehmiller Trust
Stock Appreciation Rights	$47.705	12/05/2012		G⁽¹⁰⁾	V		107,400	⁽¹¹⁾	02/21/2017	Common Stock	107,400	$0.00	0	D
Stock Appreciation Rights	$47.705	12/05/2012		G	V	107,400		⁽¹¹⁾	02/21/2017	Common Stock	107,400	$0.00	107,400	I	By Barry-Wehmiller Trust
Stock Appreciation Rights	$35.79	12/05/2012		G⁽¹²⁾	V		92,500	⁽¹³⁾	03/02/2021	Common Stock	92,500	$0.00	47,870	D
Stock Appreciation Rights	$35.79	12/05/2012		G	V	92,500		⁽¹³⁾	03/02/2021	Common Stock	92,500	$0.00	92,500	I	By Barry-Wehmiller Trust
Stock Options	$19.93	12/31/2012		M⁽⁶⁾			6,489	⁽¹⁴⁾	10/31/2015	Common Stock	6,489	$0.00	295,091	D
Stock Options	$19.93	01/02/2013		M⁽⁶⁾			143,511	⁽¹⁴⁾	10/31/2015	Common Stock	143,511	$0.00	151,580	D

Explanation of Responses:

1. In order to update the public record, several bona-fide gift transactions performed for charitable and estate planning purposes are being voluntarily reported. As indicated by this line and the next line, on November 9, 2012, Mr. Stroup gifted 90,000 shares to his spouse.

2. As indicated by this line and the next line, on November 21, 2012, Mr. Stroup's spouse gifted 86,555 to a family trust. Mr. Stroup remains the beneficial owner of these shares.

3. On December 10, 2012, Mr. Stroup gifted 2,540 shares to a charitable organization.

4. On December 11, 2012, Mr. Stroup gifted 7,198 shares to a charitable organization.

5. On December 11, 2012, Mr. Stroup's spouse gifted 3,445 shares to a charitable organization.

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

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

8. As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 113,600 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.

9. 37,867 SARs became exercisable on February 22, 2007, 37,867 SARs became exercisable on February 22, 2008 and 37,866 SARs became exercisable on February 22, 2009.

10. As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 107,400 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.

11. 35,800 SARs became exercisable on February 21, 2008, 35,800 SARs became exercisable on February 21, 2009 and 35,800 SARs became exercisable on February 21, 2010.

12. As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 92,500 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.

13. Of the original grant of 140,370 SARs, 46,790 SARs became exercisable on March 2, 2012. 46,790 SARs will become exercisable on March 2, 2013 and 46,790 SARs will become exercisable on March 2, 2014. The 92,500 SARs gifted are composed of the 46,790 SARs that became exercisable on March 2, 2012 and 45,710 of the SARs that will become exercisable on March 2, 2013.

14. 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.

Remarks:

	/s/ Brian E. Anderson, attorney-in-fact for John Stroup	01/02/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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