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^*

VOGEL EMIL

(Last)

(First)

(Middle)

C/O Q E P CO INC

1081 HOLLAND DRIVE

(Street)

BOCA RATON

33487

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
QEP CO INC [ QEPC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2004

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)
Common Stock, $.001 par value	04/13/2004		M		2,500	A	$6.2	2,500	D
Common Stock, $.001 par value	04/13/2004		M		2,500	A	$6	5,000	D
Common Stock, $.001 par value	04/13/2004		M		2,500	A	$6.4	7,500	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)
Stock Option (Right to Buy)	$6.2⁽¹⁾	04/13/2004		M			2,500⁽¹⁾	⁽²⁾	10/30/2008	Common Stock	2,500	$0	0	D
Stock Option (Right to Buy)	$6⁽³⁾	04/13/2004		M			2,500⁽³⁾	⁽⁴⁾	05/07/2009	Common Stock	2,500	$0	0	D
Stock Option (Right to Buy)	$6.4⁽⁵⁾	04/13/2004		M			2,500⁽⁵⁾	⁽⁶⁾	07/16/2009	Common Stock	2,500	$0	0	D

Explanation of Responses:

1. This option was originally granted to cover 2,000 shares at an exercise price of $7.75, but was adjusted to reflect a 5-for-4 stock split on August 1, 2000.

2. The options are exercisable in the following amounts on the following exercise dates: 833 on October 30, 1999 833 on October 30, 2000 834 on October 30, 2001

3. This option was originally granted to cover 2,000 shares at an exercise price of $7.50, but was adjusted to reflect a 5-for-4 stock split on August 1, 2000.

4. The options are exercisable in the following amounts on the following exercise dates: 833 on May 7, 2000 833 on May 7, 2001 834 on May 7, 2002

5. This option was originally granted to cover 2,000 shares at an exercise price of $8.00, but was adjusted to reflect a 5-for-4 stock split on August 1, 2000.

6. The options are exercisable in the following amounts on the following exercise dates: 833 on July 16, 2000 833 on July 16, 2001 834 on July 16, 2002

	Marc Applebaum, Attorney-in-Fact	04/26/2004
	** 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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