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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 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*
WEINBERG STEPHEN M
(Last) (First) (Middle)
2728 N. HARWOOD
(Street)
DALLAS TX 75201
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CENTEX DEVELOPMENT CO LP [ CTX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
10/03/2003
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)
Code V Amount (A) or (D) Price
Warrants to Purchase Units(1)(2)(3) 10/03/2003 M 0.11 A $50.4 0 D
Warrants to Purchase Units(1)(2)(3) 10/03/2003 S 0.11 D $82.5 0 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (Right to Buy) $50.4 10/03/2003 M 0.11 04/03/2002(4) 04/01/2009 Common Stock 0.11 $0 0.11 D
Explanation of Responses:
1. Centex Development Company, L.P. trades in tandem with Centex Corporation "CTX" The reporting person's titles are those for 3333 Development Corporation, the general partner of CDC Pursuant to a Nominee Agreement dated November 30, 1987 (as amended, the "Nominee Agreement"), each person who is the beneficial owner of shares of Centex Corporation "Centex" common stock is also the beneficial owner of an undivided interest in 900 warrants (the "Warrants") to purchase Class B units of limited partnership interest in Centex Development Company, L.P. "CDC" at an exercise price of $500 per Class B unit, which Warrants are held of record by a nominee. Each beneficial owner's proportionate interest in the Warrants is equal to the number of shares of Centex common stock that he owns divided by the total number of shares of Centex common stock.
2. The exercise price for the Warrants will be determined at the time they become exercisable based on the number of Warrants that are then exercisable, the manner in which the Warrants are subdivided are the discretion of the general partner of CDC and the number of shares of Centex common stock outstanding at that time. The Warrants will be exercisable for a 90-day period commencing on a date to be specified after their detachment. Unless sooner detached, the Warrants will be detached on November 30, 2007, unless such date is extended by a vote of the Centex shareholders. Until the Nominee Agreement is terminated with respect to the Warrants and certificates evidencing the Warrants are issued in the name of the beneficial owners thereof, Stephen M. Weinberg has no right to obtain a certificate evidencing his beneficial interest in the Warrrants or to dispose of the Warrants separate from Centex common stock.
3. Computations set forth in this form have been made using 61,615,861 shares of Centex common stock outstanding as of the close of business on October 6, 2003. All price per share information is quoted as price per share of Centex common stock.
4. Options vest over three years with 25% vesting on the date of grant and 25% on each of the first three anniversaries of the date of grant.
Remarks:
See attached footnote page.
/s/ Stephen M. Weinberg 10/07/2003
** 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).
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.