X0101 42003-06-200001007228MATRIA HEALTHCARE INC MATR0000901434PETIT PARKER H 1100Chairman of the BoardCommon Stock2003-06-204J0322416.42A535037DCommon Stock1988-08-084J000A2500IPetit Granto TrustCommon Stock1988-08-084J000A13125ILimited PartnershipCommon Stock2003-06-204J027616.42A3216IBy SpouseOption (right to buy)21.51997-12-154A0125021.5A1998-12-152007-12-15Common Stock12501250DOption (right to buy)211998-02-244A01500021A1999-02-242008-02-24Common Stock1500015000DOption (right to buy)18.241998-05-184A0250018.24A1999-05-182008-05-18Common Stock25002500DOption (right to buy)16.51999-01-194A01500016.5A2000-01-192009-01-19Common Stock1500015000DOption (right to buy)241999-07-234A0250024A2000-07-232009-07-23Common Stock25002500DOption (right to buy)182000-05-184A0250018A2001-05-182010-05-18Common Stock25002500DOption (right to buy)142000-10-044A03875014A2004-10-042010-10-04Common Stock3875038750DOption (right to buy)14.632001-02-164A03875014.63A2005-02-162011-02-16Common Stock3875038750DOption (right to buy)15.852001-05-244A020000015.85A2005-05-242011-05-24Common Stock200000200000DOption (right to buy)18.552002-02-194A02433518.55A2006-02-192012-02-19Common Stock2433524335DOption (right to buy)8.762003-03-134A0460008.76A2008-03-132013-03-13Common Stock4600046000D(1) Acquired pursuant to merger of MRDC Acquisition Corp., a wholly-owned subsidiary of issuer, with and into MarketRing, Inc.(2) No transaction to report.(3) 12,916 shares vested 10/4/01 with remaining shares to vest no later than 10/4/04 or may accelerate on anniversary of grant (10/4) based on Matria's performance.(4) Granted 2/16/01 with full vesting to occur no later than 4 years from 2/16/01 and no sooner than 2 years from 2/16/01 with acceleration based on Matria's performance.(6) Granted 2/19/02 with full vesting to occur no later than 4 years from 2/19/02 and no sooner than 2 years from 2/19/02 with acceleration based on Matria's performance.(7) Granted 3/13/03 and vests 20% per annum thereafter.(5) Granted 5/24/01 with full vesting to occur no later than 4 years from 5/24/01 and no sooner than 2 years from 5/24/01 with acceleration based on Matria's performance.Parker H. Petit2003-06-24