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

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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^*

RADIA SUKU V

(Last)

(First)

(Middle)

1716 LOCUST STREET

(Street)

DES MOINES

50309-3023

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MEREDITH CORP [ MDP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP - Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2004

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)
Common Stock (Restricted) ($1 par value)⁽¹⁾	02/02/2004		A		1,633	A	$50.37	3,863	D
Common Stock ($1 par value)⁽²⁾								5,126	D
Common Stock ($1 par value)								1,387	I	by Managed Account

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)
Non-Qualified Stock Option (right to buy)⁽³⁾	$28.0625							08/09/2008	08/08/2010	Common Stock ($1 par value)	12,000		12,000	D
Non-Qualified Stock Option (right to buy)⁽⁴⁾	$28.0625							08/09/2001	08/09/2010	Common Stock ($1 par value)	18,000		18,000	D
Non-Qualified Stock Option (right to buy)⁽⁴⁾	$28.4375							03/01/2001	03/01/2010	Common Stock ($1 par value)	18,000		18,000	D
Non-Qualified Stock Option (right to buy)⁽⁴⁾	$34.8							08/08/2002	08/08/2011	Common Stock ($1 par value)	22,500		22,500	D
Non-Qualified Stock Option (right to buy)⁽⁴⁾	$39.05							08/13/2003	08/13/2012	Common Stock ($1 par value)	25,000		25,000	D
Non-Qualified Stock Option (right to buy)⁽⁵⁾	$46.165							08/12/2006	08/12/2013	Common Stock ($1 par value)	30,000		30,000	D
Non-Qualified Stock Option (right to buy)⁽⁶⁾	$46.165							08/12/2011	08/13/2013	Common Stock ($1 par value)	30,000		30,000	D
Restricted stock units	$0							08/08/1988	08/08/1988	Common Stock ($1 par value)⁽⁷⁾	3,031		3,031	D
Stock equivalent units	$0							08/08/1988	08/08/1988	Common Stock ($1 par value)⁽⁸⁾	9,811		9,811	D

Explanation of Responses:

1. Shares were awarded pursuant to the 1996 Meredith Corporation Stock Incentive Plan. The shares are subject to forfeiture and are nontransferable until five years after the date of grant.

2. Shares held by the reporting person in street name.

3. This option was granted pursuant to the '96 Meredith Corp. Stock Incentive Plan and will become exercisable in full August 9, 2008. Graduated percentages of the option, however, will become exercisable August 13, 2003, if specified EPS growth targets set forth in Exhibit A to the Nonqualified Stock Option Award agreement are met.

4. This option was granted pursuant to the '96 Meredith Corp. Stock Incentive Plan and becomes exercisable in three equal annual installments, commencing on the first anniversary of the date of grant.

5. This option was granted pursuant to the '96 Meredith Corp. Stock Incentive Plan and becomes exercisable in its entirety on the third anniversary of the date of grant.

6. This option was granted pursuant to the '96 Meredith Corp. Stock Incentive Plan and will become exercisable in full on August 12, 2011. Graduated percentages of the option, however, will become exercisable on August 12, 2006, if specified EPS growth targets set forth in Exhibit A to the Nonqualified Stock Option Award agreement are met.

7. Restricted stock units issued at fair market value (the average of the high and low selling price of Meredith Common Stock on the issue date), pursuant to Meredith Corp.'s deferred compensation plan which will be converted to Common Stock ($1 par value) on a one-for-one basis upon the reporting person's retirement from or termination of Meredith Corp. employment. Quarterly dividends are accrued in the form of additional restricted stock units. Data in this footnote would normally appear in the Title, Exercisable Date, and Price columns.

8. Stock equivalents issued at fair market value (the average of the high and low selling price of Meredith Common Stock on the issue date), pursuant to Meredith Corp.'s deferred compensation plan which will be converted to Common Stock ($1 par value) on a one-for-one basis upon the reporting person's retirement from or termination of Meredith Corp. employment. Quarterly dividends are accrued in the form of additional stock equivalents. Data in this footnote would normally appear in the Title, Exercisable Date, and Price columns.

	By: Teresa T. Rinker, Sr. Legal Assistant For: Suku V. Radia	02/03/2004
	** 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).
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