SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

DONNELLEY JAMES R

(Last)

(First)

(Middle)

360 N. MICHIGAN AVENUE

SUITE 1009

(Street)

CHICAGO

60601

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DONNELLEY R R & SONS CO [ DNY ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2003

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 at end of Issuer's Fiscal Year (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)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	01/06/2003		G	7,767	D	⁽⁵⁾	187,155	D
Common Stock⁽¹⁾	01/13/2003		G	1,000	D	⁽⁵⁾	186,155	D
Common Stock⁽¹⁾	05/20/2003		G	335	D	⁽⁵⁾	185,820	D
Common Stock⁽¹⁾	07/16/2003		G	1,000	D	⁽⁵⁾	184,820	D
Common Stock⁽¹⁾	09/25/2003		G	1,100	D	⁽⁵⁾	183,720	D
Common Stock⁽¹⁾	10/15/2003		G	2,972	D	⁽⁵⁾	180,748	D
Common Stock⁽¹⁾	11/10/2003		G	3,180	D	⁽⁵⁾	177,568	D
Common Stock⁽¹⁾	11/14/2003		G	720	D	⁽⁵⁾	176,848	D
Common Stock⁽¹⁾	12/03/2003		G	1,075	D	⁽⁵⁾	175,773	D
Common Stock⁽¹⁾	12/26/2003		G	200	D	⁽⁵⁾	175,573	D
Common Stock⁽¹⁾	01/13/2003		G	1,000	A	⁽⁵⁾	47,945	I	By Spouse
Common Stock⁽¹⁾	10/07/2003		W	7,750	A	⁽⁵⁾	55,695	I	By Spouse
Common Stock⁽¹⁾	11/10/2003		G	3,000	A	⁽⁵⁾	58,695	I	By Spouse
Common Stock⁽¹⁾	01/07/2003		G	1,726	A	⁽⁵⁾	959,441	I	See Note⁽²⁾
Common Stock⁽¹⁾	01/21/2003		G	1,912	D	⁽⁵⁾	957,529	I	See Note⁽²⁾
Common Stock⁽¹⁾	03/19/2003		G	3,672	D	⁽⁵⁾	953,857	I	See Note⁽²⁾
Common Stock⁽¹⁾	07/31/2003		G	104,264	D	⁽⁵⁾	849,593	I	See Note⁽²⁾
Common Stock⁽¹⁾	09/17/2003		G	242	D	⁽⁵⁾	849,351	I	See Note⁽²⁾
Common Stock⁽¹⁾	10/01/2003		J⁽³⁾	8,585	A	⁽³⁾	857,936	I	See Note⁽²⁾
Common Stock⁽¹⁾	10/15/2003		G	1,486	D	⁽⁵⁾	856,450	I	See Note⁽²⁾
Common Stock⁽¹⁾	11/05/2003		G	399	D	⁽⁵⁾	856,051	I	See Note⁽²⁾
Common Stock⁽¹⁾	11/07/2003		G	80	A	⁽⁵⁾	856,131	I	See Note⁽²⁾
Common Stock⁽¹⁾	11/07/2003		G	228	D	⁽⁵⁾	855,903	I	See Note⁽²⁾
Common Stock⁽¹⁾	12/08/2003		G	80	A	⁽⁵⁾	855,983	I	See Note⁽²⁾
Common Stock⁽¹⁾							187,297	I	See Note⁽⁴⁾

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)	4. Transaction Code (Instr. 8)	(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)

Explanation of Responses:

1. Common Stock, par value $1.25 per share with right to purchase Series A Junior Participating Preferred Stock attached thereto.

2. Proportionate ownership of family trusts of which Reporting Person is Co-Trustee.

3. Acquisition in satisfaction of Annuity Payment from Nicole C. Power GRAT #1.

4. Trustee and Life Beneficiary

5. Shares disposed of/acquired as bona fide, completed gift or by inheritance

	James R. Donnelley	02/12/2004
	** 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.
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