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*
JLL PARTNERS FUND III LP
(Last) (First) (Middle)
C/O JLL PARTNERS, INC.
450 LEXINGTON AVENUE
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ADVANCEPCS [ ADVP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2004
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)
Code V Amount (A) or (D) Price
Class A Common Stock 03/17/2004 S 25,000 D $71.06 11,679,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.76 11,654,234 D
Class A Common Stock 03/17/2004 S 10,000 D $70.61 11,644,234 D
Class A Common Stock 03/17/2004 S 15,000 D $69.94 11,629,234 D
Class A Common Stock 03/17/2004 S 25,000 D $69.7 11,604,234 D
Class A Common Stock 03/17/2004 S 75,000 D $70.06 11,529,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.16 11,504,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.31 11,479,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.36 11,454,234 D
Class A Common Stock 03/17/2004 S 15,000 D $70.71 11,439,234 D
Class A Common Stock 03/17/2004 S 35,000 D $70.66 11,404,234 D
Class A Common Stock 03/17/2004 S 50,000 D $70.74 11,354,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.76 11,329,234 D
Class A Common Stock 03/17/2004 S 50,000 D $70.66 11,279,234 D
Class A Common Stock 03/17/2004 S 75,000 D $70.6 11,204,234 D
Class A Common Stock 03/17/2004 S 50,000 D $70.69 11,154,234 D
Class A Common Stock 03/17/2004 S 50,000 D $70.68 11,104,234 D
Class A Common Stock 03/17/2004 S 50,000 D $70.65 11,054,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.67 11,029,234 D
Class A Common Stock 03/17/2004 S 25,000 D $70.68 11,004,234 D
Class A Common Stock 03/17/2004 S 40,000 D $70.65 10,964,234 D
Class A Common Stock 03/17/2004 S 10,000 D $70.56 10,954,234 D
Class A Common Stock 03/17/2004 S 5,000 D $70.6 10,949,234 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
Explanation of Responses:
Remarks:
JLL Partners Fund III, L.P. ("JLL Fund III") is making this joint filing on Form 4 on its behalf and on the behalf of the persons listed on Annex A hereto in accordance with instructions 4(b)(v) to this Form 4 and has signed this Form 4 on its behalf. The signatures of each of the entities and individuals on whose behalf JLL Fund III is making this joint filing appear on Annex A attached hereto. Issuer's securities directly beneficially owned by JLL Fund III. JLL Associates III, L.L.C. is the general partner of JLL Fund III and as such may be deemed indirect beneficial owner of securities owned of record by JLL Fund III. JLL Associates III, L.L.C. does not directly own any securities of the Issuer. By virtue of their status as managing members of JLL Associates III, L.L.C., Paul S. Levy, Ramsey A. Frank and Jeffrey C. Lightcap may each be deemed direct beneficial owners of securities owned of record by JLL Fund III. Messrs. Levy, Frank and Lightcap disclaim beneficial ownership of such securities, except to the extent of their respective pecuniary interests herein as calculated pursuant to the rules and regulations promulgated under Section 16 of the Securities Act of 1933, as amended.
See Exhibit 99.1 hereto, Annex B 03/18/2004
** 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.