Edgar Filing: TANSKY BURTON M

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

OMB APPROVAL

OMB Number:

3235-0287

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

TANSKY BURTON M

2. Issuer Name and Ticker or Trading Symbol
NEIMAN MARCUS GROUP INC [NMGA]

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)

THE NEIMAN MARCUS GROUP, INC., 1618 MAIN STREET

3. Date of Earliest Transaction (Month/Day/Year)
10/29/2004

(Street)

DALLAS, TX 75201

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)
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, Class A ⁽¹⁾	10/29/2004	10/29/2004	A		29,590	A	$ 0	29,590	D
Common Stock, Class A ⁽²⁾	10/29/2004	10/29/2004	A		29,590	A	$ 60.83	29,590	D
Common Stock, Class A ⁽³⁾	10/29/2004	10/29/2004	A		14,795	A	$ 0	14,795	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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 control number.		SEC 1474 (9-02)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
TANSKY BURTON M THE NEIMAN MARCUS GROUP, INC. 1618 MAIN STREET DALLAS, TX 75201	X		President and CEO

Signatures

Burton M. Tansky		11/10/2004
^**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)	The Class A Common Stock reported herein as acquired represents shares issuable in the future in respect of matching restricted stock units ("MRSUs") acquired in a transaction exempt from Section 16(b) under Rule 16b-3 pursuant to The Neiman Marcus Group, Inc. 1997 Incentive Plan (the "Plan"), which includes tax withholding rights.
(2)	On the same date the MRSUs were awarded, the reporting person agreed to purchase from the Company pursuant to the Plan, in a transaction exempt from Section 16(b) under Rule 16b-3, a number of shares of Class A Common Stock of the Company equal to the number of MRSUs noted above (the "Matched Common Stock"). The Company will hold the certificate representing the Matched Common Stock. If the reporting person requests and receives delivery of certificates representing any or all of the Matched Common Stock prior to the vesting of the award of the MRSUs, the reporting person will immediately forfeit a proportionate number of MRSUs.
(3)	The Class A Common Stock reported herein as acquired represents shares issuable in the future in respect of restricted stock units acquired in a transaction exempt from Section 16(b) under Rule 16b-3 pursuant to the Plan, which includes tax withholding rights.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.