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^*

Kerin Andrew Charles

(Last)

(First)

(Middle)

C/O ARAMARK CORPORATION

1101 MARKET STREET

(Street)

PHILADELPHIA

19107

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ARAMARK CORP/DE [ RMK ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2004

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)
Class B Common Stock	12/09/2004		A		8	A	⁽²⁾	940⁽⁵⁾	D

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)
Class A Common Stock	⁽³⁾	12/10/2004		A		4,299⁽⁶⁾		08/08/1988⁽¹⁾	08/08/1988⁽²⁾	Class B Common Stock	4,299	$26.75	0⁽¹⁰⁾	D
Class A Common Stock	⁽³⁾	12/10/2004		A		4,299⁽⁸⁾		08/08/1988⁽⁹⁾	08/08/1988⁽²⁾	Class B Common Stock	4,299	⁽²⁾	0⁽¹⁰⁾	D
Class A Common Stock	⁽³⁾	12/10/2004		A		34⁽¹¹⁾		08/08/1988⁽¹⁾	08/08/1988⁽²⁾	Class B Common Stock	34	⁽²⁾	28,365⁽⁴⁾⁽⁷⁾	D

Explanation of Responses:

1. The shares are convertible immediately.

2. Not applicable.

3. 1-for-1.

4. This number includes (i) 25,168 Restricted Stock Units ("RSUs"), which represent the right to receive an equal number of shares of Class A Common Stock issued pursuant to the ARAMARK Corporation 2001 Equity Incentive Plan, and (ii) 3,197 Deferred Stock Units, which represent the right to receive an equal number of Class A shares issued pursuant to the ARAMARK Corporation Stock Unit Retirement Plan.

5. Constitutes Deferred Stock Units issued pursuant to the ARAMARK 2001 Stock Unit Retirement Plan.

6. Represents RSUs received as a result of the deferral of $115,000 into the Management Stock Purchase Program ("MSPP"), which RSUs are immediately vested and granted under the ARAMARK Corporation 2001 Equity Incentive Plan. The RSUs represent the right to receive an equal number of shares of Class A Common Stock issued pursuant to the ARAMARK Corporation 2001 Equity Incentive Plan. Upon payout, the RSUs convert into shares of Class A Common Stock on a 1-for-1 basis unless the reporting person is not an employee of ARAMARK Corporation, in which case, the RSUs convert into shares of Class B Common Stock.

7. Each share of Class A Common Stock is convertible into one share of Class B Common Stock of ARAMARK Corporation. In addition, subject to certain exceptions set forth in ARAMARK Corporation's Amended and Restated Certificate of Incorporation, a transfer of Class A Common Stock will result in the automatic conversion of Class A Common Stock into Class B Common Stock.

8. Represents RSUs received as a result of the match by ARAMARK Corporation of amounts deferred into the MSPP, which RSUs vest in equal annual increments on the first four anniversaries of the date of grant. The RSUs are granted under the ARAMARK Corporation 2001 Equity Incentive Plan and represent the right to receive an equal number of shares of Class A Common Stock issued pursuant to the ARAMARK Corporation 2001 Equity Incentive Plan. Upon payout, the RSUs convert into shares of Class A Common Stock on a 1-for-1 basis unless the reporting person is not an employee of ARAMARK Corporation, in which case, the RSUs convert into shares of Class B Common Stock.

9. The matching RSUs vest in equal annual increments on the first four anniversaries of the date of grant.

10. The aggregate number of shares owned directly by the reporting person following the reported transaction is shown in row 3 on Table II.

11. Represents dividends of additional RSUs allocated with respect to RSUs granted under the ARAMARK Corporation 2001 Equity Incentive Plan. The RSUs represent the right to receive an equal number of shares of Class A Common Stock, issued pursuant to the ARAMARK Corporation 2001 Equity Incentive Plan. Upon payout, the RSUs convert into shares of Class A Common Stock on a 1-for-1 basis unless the reporting person is not an employee of ARAMARK Corporation, in which case, the RSUs convert into shares of Class B Common Stock.

	Megan C. Timmins, attorney-in-fact for Andrew Charles Kerin	12/13/2004
	** 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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