X0201 3 2004-03-03 0 0001024787 MODEM MEDIA INC MMPT 0001282950 DE KARE SILVER MICHAEL 230 EAST AVENUE NORWALK CT 06855 0 1 0 0 Managing Director Stock Option ( Right to Buy) 2.00 2012-10-30 Common Stock 76745 D Stock Option ( Right to Buy) 2.00 2012-10-30 Common Stock 23255 D Stock Option ( Right to Buy) 2.00 2007-12-31 2017-12-31 Common Stock 100000 D Stock Option ( Right to Buy) 5.45 2003-11-04 2013-12-31 Common Stock 10000 D Stock Option (Right to Buy) 2.00 2005-12-31 2015-12-31 Common Stock 3206 D Options are subject to the following esting schedule: 25,581 are vested and 25,582 will become exercisable on each of October 30, 2004 and October 30, 2005. The Reporting Person recieved the option pursuant to the Issuer's Modem Media. Poppe Tyson, Inc. 1999 Stock Incentive Plan 2000 UK Approved Rules Sub-Plan. 7,751 are vested and 7,752 will become exercisable on each of October 30, 2004 and October 30, 2005. The Options shall vest October 30, 2007 provided, however, should the Reporting Person achieve certain company goals set by the Issuer by December 31, 2004, the vesting of such Options will fully accelerate and as a result the Options will become exercisable on December 31, 2004. Sloane Levy, Attorney-in-Fact 2004-03-09