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* HERRICK NORTON (Last) (First) (Middle) C/O THE HERRICK COMPANY, INC. 2 RIDGEDALE AVENUE (Street) CEDAR KNOLLS NJ 07927 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MEDIABAY INC [ MBAY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/31/2002
	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

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
Convertible Senior Note Due September 30, 2002	$0.56	03/31/2002		D(1)			$2,500,000	05/14/2001	09/30/2002	Common Stock	4,464,285	$2,500,000	0	I	By Huntingdon
Convertible Senior Note Due January 15, 2003	$0.56	03/31/2002		A(1)		$2,500,000		03/31/2002	01/15/2003	Common Stock	4,464,285	$2,500,000	$2,500,000	I	By Huntingdon
Convertible Senior Note Due December 31, 2002	$0.56	03/31/2002		D(1)			$800,000	05/14/2001	12/31/2002	Common Stock	1,428,571	$800,000	0	I	By Huntingdon
Convertible Senior Note Due April 15, 2003	$0.56	03/31/2002		A(1)		$800,000		03/31/2002	04/15/2003	Common Stock	1,428,571	$800,000	$800,000	I	By Huntingdon

Explanation of Responses:

1. On March 31, 2002, Huntingdon Corporation (Huntingdon) , a company wholly owned by the Reporting Person, and the Issuer entered into a letter agreement pursuant to which they agreed to extend the maturity dates of two promissory notes of the Issuer. The maturity date of the $2,500,000 principal amount Convertible Senior Promissory Note Due September 30, 2002, which is described in note 5 to the Reporting Person's amended Form 4 for May 2001, was extended to January 15, 2003, and the maturity date of the $800,000 principal amount Convertible Senior Subordinated Promissory Note due December 31, 2002, which is described in note 5 to the Reporting Person's amended Form 4 for May 2001, was extended to April 15, 2003.

Remarks:

	Norton Herrick	09/05/2003
	** 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.