X0202 4 2004-10-15 1 0001024787 MODEM MEDIA INC MMPT 0001202476 SEELEY DONALD L 230 EAST AVENUE NORWALK CT 06855 1 0 0 0 Common Stock 2004-10-15 4 D 0 22500 D 0 D Stock Option (Right to Buy) 3.20 2004-10-15 4 D 0 17500 D 2013-05-06 Common Stock 17500 0 D Stock Option (Right to Buy) 5.50 2004-10-15 4 D 0 5000 D 2013-05-06 Common Stock 5000 0 D The shares of the Reporting Person were disposed pursuant to a merger agreement between issuer and Digitas, Inc. ("Digitas") in exchange for 15,750 shares of Digitas common stock having a market value of $8.37 per share on the effective date of the merger. This option is fully vested and was assumed by Digitas in the merger and replaced with an option to purchase 12,250 shares of Digitas common stock for $4.5714 per share. This option is fully vested and was assumed by Digitas in the merger and replaced with an option to purchase 3,500 shares of Digitas common stock for $7.8571 per share. Andrew Reiskind, Attorney-in Fact 2004-10-18