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

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^*

BAUM HERBERT M

(Last)

(First)

(Middle)

15501 NORTH DIAL BOULEVARD

SUITE 2212

(Street)

SCOTTSDALE

85260-1619

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DIAL CORP /NEW/ [ DL ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/29/2004

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)
The Dial Corporation Common Stock								4,889	D
The Dial Corporation Common Stock (401(k))	03/30/2004		I	V	66.7	A	⁽¹⁾	1,714.71	I	By 401(k) Savings Plan
The Dial Corporation Common Stock (ESPP)								3,693.96	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)
Options-Right to Buy	$16.5313	03/29/2004		J			5,500	03/29/2004⁽²⁾	08/08/2007	The Dial Corporation Common Stock	5,500	$16.5313	0⁽²⁾	D
Options-Right to Buy	$14.375	03/29/2004		J			9,400	03/29/2004⁽²⁾	01/27/2007	The Dial Corporation Common Stock	9,400	$14.375	0⁽²⁾	D
Options-Right to Buy	$23.1563	03/29/2004		J			3,900	03/29/2004⁽²⁾	08/20/2008	The Dial Corporation Common Stock	3,900	$23.1563	0⁽²⁾	D
Options-Right to Buy	$27	03/29/2004		J			3,300	03/29/2004⁽²⁾	08/19/2009	The Dial Corporation Common Stock	3,300	$27	0⁽²⁾	D
Phantom Stock Units	⁽³⁾	03/29/2004		J			2,664.4	⁽⁴⁾	⁽⁴⁾	The Dial Corporation Common Stock	2,664.4	$28.75	0⁽⁴⁾	D
Options-Right to Buy	$13.5	03/29/2004		J			225,000	03/29/2004⁽²⁾	01/26/2011	The Dial Corporation Common Stock	225,000	$13.5	0⁽²⁾	D
Options-Right to Buy	$11.875	03/29/2004		J			375,000	03/29/2004⁽²⁾	08/08/2010	The Dial Corporation Common Stock	375,000	$11.875	0⁽²⁾	D
Options-Right to Buy	$17.77	03/29/2004		J			225,000	03/29/2004⁽²⁾	03/12/2010	The Dial Corporation Common Stock	225,000	$17.77	0⁽²⁾	D
Phantom Stock Units	⁽³⁾	03/24/2004		J			21,616.94	⁽⁵⁾	⁽⁵⁾	The Dial Corporation Common Stock	21,616.94	⁽⁵⁾	0	D
Phantom Stock Units	⁽³⁾	03/24/2004		J		21,616.94		⁽⁶⁾	⁽⁶⁾	The Dial Corporation Common Stock	21,616.94	⁽⁶⁾	116,409.5	D
Phantom Stock Units	⁽³⁾	03/29/2004		J			116,409.5	⁽⁷⁾	⁽⁷⁾	The Dial Corporation Common Stock	116,409.5	$28.75	0⁽⁷⁾	D

Explanation of Responses:

1. Between January 24 and March 29, 2004, the reporting person acquired 66.70 shares of The Dial Corporation's Common Stock under The Dial Corporation 401(k) Savings Plan.

2. Granted pursuant to the 1996 Stock Incentive Plan. Each option contains a Change in Control Cash-Out whereby, in the event of a change in control, the participant may elect to surrender all or part of the stock option to the Corporation and to receive cash in an amount equal to the amount by which the Change in Control Price per share of stock shall exceed the exercisable price per share of stock under the stock option multiplied by the number of shares of stock granted under the stock option. All outstanding stock options vested as a result of the March 29, 2004 merger by and among The Dial Corporation, Henkel KGaA and Henkel Merger Corporation and such stock options were surrendered for cash in the amount equal to the difference between $28.75 per share and the grant price.

3. Security converts to common stock on a one-for-one basis.

4. Represents the March 29, 2004 reallocation of phantom stock units held by the reporting person to a cash account under the Corporation's Directors Deferred Compensation Plan.

5. Represents the March 24, 2004 vesting of discount phantom stock units the reporting person acquired under the Corporation's Management Deferred Compensation Plan. All units vested as a result of the merger by and among The Dial Corporation, Henkel KGaA and Henkel Merger Corporation.

6. Phantom stock units held under the Corporation's Management Deferred Compensation Plan.

7. Represents the March 29, 2004 cash payout of phantom stock units the reporting person acquired under the Corporation's Mangement Deferred Compensation Plan. All units were surrendered for cash in the amount of $28.75 per share as a result of the merger by and among The Dial Corporation, Henkel KGaA and Henkel Merger Corporation.

Remarks:

	Dianne B. Stoehr, Attorney-in-Fact	03/31/2004
	** 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).
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.