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*
GLODT MARITA ODEA
(Last) (First) (Middle)
THE NEIMAN MARCUS GROUP, INC.
1618 MAIN STREET
(Street)
DALLAS TX 75201
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NEIMAN MARCUS GROUP INC [ NMGA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
10/06/2005
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
Common Stock, Class A 10/06/2005 10/06/2005 D 11,625 D $100(1) 0 D
Common Stock, Class A 10/06/2005 10/06/2005 D 8,381 D $100(2) 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
Employee Stock Option (right to buy) $23.125 10/06/2005 10/06/2005 D 600 10/06/2000(3) 10/06/2009 Class A Common Stock 600 $23.125 0 D
Employee Stock Option (right to buy) $23.1875 10/06/2005 10/06/2005 D 3,800 11/03/2000(4) 11/03/2009 Class A Common Stock 3,800 $23.1875 0 D
Employee Stock Option (right to buy) $35.625 10/06/2005 10/06/2005 D 2,400 09/22/2001(5) 09/22/2010 Class A Common Stock 2,400 $35.625 0 D
Employee Stock Option (right to buy) $24.5 10/06/2005 10/06/2005 D 3,000 09/21/2002(6) 09/21/2011 Class A Common Stock 3,000 $24.5 0 D
Employee Stock Option (right to buy) $30.97 10/06/2005 10/06/2005 D 8,500 09/20/2005(7) 09/20/2008 Class A Common Stock 8,500 $30.97 0 D
Employee Stock Option (right to buy) $43.05 10/06/2005 10/06/2005 D 9,500 09/19/2006(8) 09/19/2009 Class A Common Stock 9,500 $43.05 0 D
Employee Stock Option (right to buy) $60.83 10/06/2005 10/06/2005 D 3,642 10/29/2007(9) 10/29/2010 Class A Common Stock 3,642 $60.83 0 D
Explanation of Responses:
1. The Class A Common Stock reported herein represents shares issued to the reporting person as restricted, purchased restricted stock, restricted units or purchased restricted stock units pursuant to certain of The Neiman Marcus Group, Inc.'s incentive plans that were disposed of pursuant to the merger agreement among The Neiman Marcus Group, Inc., Newton Acquisition, Inc. and Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $100.00 per share or unit, as applicable.
2. The Class A Common Stock reported herein represents shares disposed of pursuant to the merger agreement among The Neiman Marcus Group, Inc., Newton Acquisition, Inc. and Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $100.00 per share or unit, as applicable.
3. This option, which provided for vesting in five annual installments beginning 10-6-2000, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $46,125, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
4. This option, which provided for vesting in five annual installments beginning 11-3-2000, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $291,887.50, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
5. This option, which provided for vesting in five annual installments beginning 9-22-2001, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $154,500, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
6. This option, which provided for vesting in five annual installments beginning 9-21-2002, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $226,500, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
7. This option, which provided for vesting beginning 9-20-2005, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $586,755, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
8. This option, which provided for vesting beginning 9-19-2006, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $541,025, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
9. This option, which provided for vesting beginning 10-29-2007, was cancelled in connection with the merger with Newton Acquisition Merger Sub, Inc. in exchange for a cash payment of $142,657.14, representing the difference between the exercise price of the option and the per share merger consideration payable in connection with the merger, i.e. $100.00 per share.
Remarks:
Marita O'Dea Glodt 10/11/2005
** 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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