Schedule 13D

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U5XdIjiNBbCRAyjnaLNCSoPWfqxesOI9X46jbX99FsDTYizyRias/zVxyzkMvn/H H0+D4ca2JPSMDK4qF3f0zA== 0001140361-04-002595.txt : 20040421 0001140361-04-002595.hdr.sgml : 20040421 20040421141021 ACCESSION NUMBER: 0001140361-04-002595 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040421 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DOW JONES & CO INC CENTRAL INDEX KEY: 0000029924 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 135034940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12530 FILM NUMBER: 04745069 BUSINESS ADDRESS: STREET 1: 200 LIBERTY ST CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 2124162000 MAIL ADDRESS: STREET 1: 200 LIBERTY ST CITY: NEW YORK STATE: NY ZIP: 10281 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ELEFANTE MICHAEL B CENTRAL INDEX KEY: 0001053912 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O HEMENWAY & BARNES STREET 2: 60 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172277940 MAIL ADDRESS: STREET 1: C/O HEMENWAY & BARNES STREET 2: 60 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 SC 13D/A 1 doc1.htm Schedule 13D

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

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 4 )*

Dow Jones & Company, Inc.

(Name of Issuer)

Class B Common Stock

(Title of Class of Securities)

260561204

(CUSIP Number)

Dennis R. Delaney
Hemenway & Barnes
60 State Street
Boston, MA 02109
617 557-9722

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

April 12, 2004

(Date of Event which Requires Filling of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ·· 240.13d-1(e), 240.13d-1 (f) or 240.13d-1(g), check the following box. ( )

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See · 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D
CUSIP No. 260561204

	1.	Names of Reporting Persons. Michael B. Elefante I.R.S. Identification No.

	2.	Check the Appropriate Box if a Member of a Group* (a.) ( ) (b.) ( )

	3.	SEC USE ONLY

	4.	Source of Funds* OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to items 2(d) or 2(e) ( )

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With		7.	Sole Voting Power

		8.	Shared Voting Power 5,284,252 shares

		9.	Sole Dispositive Power

		10.	Shared Dispositive Power 5,284,252 shares

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person See item 8 above.

	12.	Check if the Aggregate Amount Represented by Amount in Row (11) Excludes Certain Shares (See Instructions) ( )

	13.	Percent of Class Represented by Amount in Row (11) 25.58%

	14.	Type of Reporting Person OO
Note to Line 4: Source of funds is OO - not applicable, as ownership was acquired by appointment as trustee of trusts. Note to Line 14: OO - Co-trustee for shares reported in Lines 8 and 10.
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Item 1. Security and Issuer Class B Common Stock, Dow Jones & Company, Inc., 200 Liberty Street, New York, New York, 10281

Item 2. Identity and Background.

(a)	Name: Michael B. Elefante, Esq.

(b)	Residence or business address: c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109

(c)	Present Principal Occupation or Employment: Attorney and professional fiduciary at Hemenway & Barnes, 60 State Street, Boston, MA 02109

(d)	Criminal Conviction: No such conviction

(e)	Court or Administrative Proceedings: Not a party to any such proceeding

(f)	Citizenship: United States

Item 3. Source and Amount of Funds or Other Consideration: Securities were not purchased. The undersigned acquired the shares in his capacity as co-trustee upon being appointed a co-trustee for trusts holding the shares.

Item 4. Purpose of Transaction State the purpose or purposes of the acquisition of securities of the issuer. Describe any plans or proposals which the reporting persons may have which relate to or would result in:
The undersigned was appointed to fill vacancies in trusteeships with no objective other than to carry out the terms of the respective trusts. There are no plans or proposals as described in (a)-(j) of the instructions to Item 4. Securities of the issuer may from time to time be acquired or disposed of in the ordinary course of carrying out the terms of the several trusts.
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(a)	The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer;

(b)	An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;

(c)	A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;

(d)	Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(e)	Any material change in the present capitalization or dividend policy of the issuer;

(f)	Any other material change in the issuer's business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940;

(g)	Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;

(h)	Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(i)	A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

(j)	Any action similar to any of those enumerated above.


Item 5. Interest in Securities of the Issuer.

(a)	See items 11 and 13 of the cover page.

(b)	(1) The undersigned is co-trustee over 5,284,252 shares of the issuer's common stock, and as such shares voting and dispositive power over such shares, with the following persons: (A) With Wendy S. Blau, Christopher Blau and Kurt F. Somerville over 2,673 shares of stock; (B) With Richard D. Leggat over 70,500 shares of stock; (C) With Elizabeth Steele and James W. Griffiths over 12,000 shares of stock; (D) With Martha S. Robes and Dana Robes over 16,572 shares of stock; (E) With Wendy S. Blau over 1,825 shares of stock; (F) With Martha S. Robes over 4,333 shares of stock; (G) With Jane B. Meyer, Robert Meyer and Kurt F. Somerville over 1,353 shares of stock; (H) With Kurt F. Somerville over 59,500 shares of stock; (I) With Catherine G. Harrison and Phillip D. Harrison over 8,928 shares of stock; (J) With Catherine G. Harrison over 2,526 shares of stock; (K) With Kurt F. Somerville, Hugh A. Griffiths, Sarah G. Herbert and Wendy S. Blau over 8,500 shares of stock; (L) With Jane Meyer over 819 shares of stock; (M) With Bayne Stevenson over 8,001 shares of stock; (N) With Jane Meyer and Wendy Blau over 1,435 shares of stock; (O) With Roy A. Hammer and U. S. Trust Company, N.A. over 1,302,212 shares of stock; (P) With Jane C. MacElree and Roy A. Hammer over 1,584,195 shares of stock; (Q) With Jane C. MacElree, Roy A. Hammer and U. S. Trust Company, N.A. over 1,440,250 shares; (R) With Kurt F. Somerville and Hugh A. Griffiths over 5,493 shares of stock; (S) With Elizabeth Steele over 375,677 shares of stock; (T) With Sarah G. Herbert over 2,346 shares of stock; (U) With Hugh A. Griffiths and Shana M. Griffiths over 1,966 shares of stock; (V) With Dana R. Robes, Elizabeth Steele and Martha S. Robes over 370,119 shares of stock; and (W) With State Street Bank and Trust Company of New England, N. A. and Bayne Stevenson over 3,029 shares of stock. (2) (A) (i) Wendy S. Blau; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) none; (iv) no such conviction; (v) not a party to any such proceedings; and (vi) United States. (B) (i) Richard D. Leggat, Esq., (ii) c/o Bingham Dana LLP, 150 Federal Street, Boston, MA 02110; (iii) attorney and professional fiduciary; (iv) no such conviction; (v) not a party to any such proceedings; and (vi) United States. (C) (i) Elizabeth Steele; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) real estate developer; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (D) (i) James W. Griffiths; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) retired; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (E) (i) Martha S. Robes; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) former director (now retired), Dow Jones & Company, Inc.; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (F) (i) Catherine G. Harrison; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) elementary school teacher; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (G) (i) Sarah G. Herbert; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) none; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (H) (i) Dana R. Robes; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) owner, Dana Robes Wood Craftsmen, Inc.; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (I) (i) Bayne Stevenson; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) real estate developer; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (J) (i) Jane B. Meyer; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) none; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (K) (i) State Street Bank and Trust Company of New England, N.A., a subsidiary of State Street Bank and Trust Company; (ii) 225 Franklin Street, Boston, MA 02109; (iii) Principal business is trust management; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (L) (i) Jane C. MacElree; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) none; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (M) (i) Roy A. Hammer, Esq. ; (ii) Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) attorney and professional fiduciary; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (N) (i) Christopher D. Blau; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) employed at a publishing company; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (O) (i) Robert S. Meyer; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) employed at a real estate firm; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (P) (i) U. S. Trust Company, N. A. (ii) 225 Franklin Street, Boston, MA 02109; (iii) Principal business is banking and trust management; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (Q) (i) Phillip D. Harrison; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) employed at a real estate firm; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (R) (i) Kurt F. Somerville; (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) attorney and professional fiduciary; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (S) (i) Hugh A. Griffiths (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) self-employed contractor; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States. (T) (i) Shana M. Griffiths (ii) c/o Hemenway & Barnes, 60 State Street, Boston, MA 02109; (iii) none; (iv) no such conviction; (v) not a party to any such proceeding; and (vi) United States.

(c)	No such transactions have taken place.

Transaction Date	Shares or Units Purchased (Sold)	Price per Share or Unit


(d)	The governing instruments of the several trusts direct the trustees as to the payment of income and/or principal to and among certain designated beneficiaries. No beneficiary has a right to receive dividends from or proceeds from the sale of securities except as provided in the applicable governing instrument.

(e)	Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no such contracts, arrangements, understandings or relationships, except for the legal responsibilities of the undersigned and his co-trustees to act together in carrying out the terms of the applicable governing instruments.
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Item 7. Material to be Filed as Exhibits. There are no relevant materials to be filed herewith.

Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 21, 2004
	Michael B. Elefante
	By:	/s/ Dennis R. Delaney Dennis R. Delaney
	Title:		Attorney-in-Fact for Michael B. Elefante


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