Sec Form 4 Filing - Stroup John S @ BELDEN INC. - 2013-09-06

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 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Stroup John S 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 (Last) (First) (Middle) 7733 FORSYTH BOULEVARD, SUITE 800 3. Date of Earliest Transaction (MM/DD/YY) 09/06/2013 (Street) ST. LOUIS, MO63105 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/30/2013 G( 1 ) V 442 D $ 0 53,736 D Common Stock 08/30/2013 G( 2 ) V 884 D $ 0 52,852 D Common Stock 08/30/2013 G( 3 ) V 2,208 D $ 0 50,644 D Common Stock 09/06/2013 G( 4 ) V 1,669 D $ 0 48,975 D Common Stock 09/06/2013 M( 5 ) 83,600 A $ 40.96 132,575 D Common Stock 09/06/2013 D 69,817 ( 6 ) D $ 59.95 62,758 D Common Stock 09/06/2013 M( 5 ) 50,000 A $ 11.92 112,758 D Common Stock 09/06/2013 D 29,150 ( 7 ) D $ 59.95 83,608 D Common Stock 09/09/2013 S( 8 ) 34,633 D $ 61.1559 ( 9 ) 48,975 D Common Stock 4,063 I By Irrevocable Trust for Children Common Stock 86,555 I By Family Trust

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Appreciation Rights $ 40.96 09/06/2013 M( 5 ) 83,600 ( 10 ) 02/20/2018 Common Stock 83,600 $ 0 0 D Stock Appreciation Rights $ 11.92 09/06/2013 M( 5 ) 50,000 ( 11 ) 02/24/2019 Common Stock 50,000 $ 0 67,800 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Stroup John S 7733 FORSYTH BOULEVARD, SUITE 800 ST. LOUIS, MO63105 X President and CEO Signatures /s/ John S. Stroup 09/10/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 30, 2013, Mr. Stroup gifted 442 shares to a charitable organization. ( 2 )On August 30, 2013, Mr. Stroup gifted 884 shares to a charitable organization. ( 3 )On August 30, 2013, Mr. Stroup gifted 2,208 shares to a charitable organization. ( 4 )On September 6, 2013, Mr. Stroup gifted 1,669 shares to a charitable organization. ( 5 )The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013. ( 6 )This represents the difference between the number of SARs exercised (83,600) and the number of shares issued as a result of the exercise (13,783). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($59.95) and the exercise price ($40.96). Additional shares are then withheld to satisfy the Company's tax withholding obligations. ( 7 )This represents the difference between the number of SARs exercised (50,000) and the number of shares issued as a result of the exercise (20,850). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($59.95) and the exercise price ($11.92). Additional shares are then withheld to satisfy the Company's tax withholding obligations. ( 8 )The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013. ( 9 )This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $60.97 to $61.271. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. ( 10 )27,867 SARs became exercisable on February 20, 2009, 27,867 SARs became exercisable on February 20, 2010 and 27,866 SARs became exercisable on February 20, 2011. ( 11 )55,934 SARs became exercisable on February 24, 2010, 55,933 SARs became exercisable on February 24, 2011 and 55,933 SARs became exercisable on February 24, 2012.

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).

** In tentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.