EXHIBIT (99.3)

                               BADGER METER, INC.

                CODE OF BUSINESS ETHICS FOR FINANCIAL EXECUTIVES

         I acknowledge that I have received a copy of the Badger Meter, Inc.
Code of Business Conduct and that I have been given a chance to inquire about
any provisions that required further explanation.

         I have read and understand the provisions of the Code of Business
Conduct, and I acknowledge and accept that my continued employment is dependent
upon my compliance with the Company's rules and policies as set forth in the
Code of Business Conduct.

         As a financial executive of Badger Meter, Inc., I acknowledge that my
continued employment is also dependent on my compliance with the following
specific duties imposed upon me and I hereby agree that I will:

         o        Act with honesty and integrity, avoiding actual or apparent
                  conflicts of interest in personal and professional
                  relationships and promptly disclosing to the chairman of the
                  Audit Committee any transaction or relationship that might
                  give rise to such a conflict

         o        Provide constituents, including the SEC and the public, with
                  information that is accurate, complete, objective, relevant,
                  timely and understandable

         o        Comply with rules and regulations of federal, state,
                  provincial and local governments, and other applicable private
                  and public regulatory agencies

         o        Act in good faith, responsibly, with due care, competence and
                  diligence, without misrepresenting material facts or allowing
                  my independent judgment to be subordinated

         o        Respect the confidentiality of information acquired in the
                  course of my work except when authorized or otherwise legally
                  obligated to disclose such information and not to use such
                  information for personal advantage

         o        Share knowledge and maintain skills important and relevant to
                  my constituents' needs

         o        Proactively promote ethical behavior in my interactions among
                  peers, in the work environment and the community

         o        Achieve responsible use of and control over all assets and
                  resources employed or entrusted to me by Badger Meter, Inc.

         o        Promptly report any material violations of this Code or
                  Badger's Code of Business Conduct to the chairman of the Audit
                  Committee.


/s/ Richard A. Meeusen
----------------------
Richard A. Meeusen
President and Chief Executive Officer
April 24, 2003

/s/ Richard E. Johnson
----------------------
Richard E. Johnson
VP - Finance, Chief Financial Officer and Treasurer
April 24, 2003

/s/ Beverly L.P. Smiley
-----------------------
Beverly L.P. Smiley
VP - Corporate Controller
April 24, 2003