X0201 4 2004-03-19 0001024787 MODEM MEDIA INC MMPT 0001171715 OCONNELL GERALD MOORE 230 EAST AVENUE NORWALK CT 06855 1 0 0 0 Common Stock 2004-03-19 2004-03-19 4 S 0 800 7.07 D 1703474 D Common Stock 2004-03-19 2004-03-19 4 S 0 1000 7.06 D 1702474 D Common Stock 2004-03-19 2004-03-19 4 S 0 3000 7.05 D 1699474 D Common Stock 2004-03-19 2004-03-19 4 S 0 4000 7.04 D 1695474 D Common Stock 2004-03-19 2004-03-19 4 S 0 2000 7.03 D 1693474 D Common Stock 2004-03-19 2004-03-19 4 S 0 2000 7.02 D 1691474 D Common Stock 2004-03-19 2004-03-19 4 S 0 2000 7.00 D 1689474 D The Reporting Person's shares were sold pursuant to a sales plan agreement entered into by the Reporting Person and Morgan Stanley & Co. made effective as of March 20, 2001, as amended on March 2, 2002, March 10, 2003 and November 24, 2003 which complies with the requirements of Rule 10b-5-1(c)(1) under the Securites and Exchange Act of 1934, as amended. Sloane Levy, Attorney-in-Fact 2004-03-22