UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 2, 2004

Commission File Number: 1-11008

CATALINA MARKETING CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware
(State or Other Jurisdiction of
Incorporation or Organization)

200 Carillon Parkway, St. Petersburg, Florida
(Address of Principal Executive Offices) 33-0499007
(I.R.S. Employer
Identification Number)

33716-2325
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (727) 579-5000

TABLE OF CONTENTS

Ex-99.1 February 2, 2004 Press Release

Item 7. Financial Statements and Exhibits

      (c) Exhibit 99.1 – Press Release

Item 9. Regulation FD Disclosure

      As further described in a press release issued on February 2, 2004, as attached hereto as Exhibit 99.1, Catalina Marketing Corporation announced plans for a reduction in the company’s domestic workforce and the related charge to earnings expected as a result of this workforce reduction.

SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly authorized and caused the undersigned to sign this report on the registrant’s behalf.

February 3, 2004	CATALINA MARKETING CORPORATION (Registrant)
	/s/ Christopher W. Wolf Christopher W. Wolf Executive Vice President and Chief Financial Officer (Authorized officer of Registrant and principal financial officer)

Exhibit Index

Exhibit Number	Description
99.1	Press Release