X0202 4 2005-04-28 0 0000764180 ALTRIA GROUP INC MO 0001180541 NOTO LUCIO A 120 PARK AVENUE NEW YORK NY 10017 1 0 0 0 Common Stock 2005-04-28 4 A 0 1842.00 65.16 A 17729.00 D Common Stock 15935.00 I By Wife Phantom Stock Units 2005-03-31 4 A 0 0.00 0.00 A Common Stock 0.00 15259.00 D Deferred stock awarded under the 2005 Stock Compensation Plan for Non-Employee Directors. Includes (i) 6,782 shares held by reporting person, (ii) 2,243 shares held jointly with spouse, (iii) 1,072 shares held in an IRA , and (iv) 7,632 deferred shares held in the 2005 Stock Compensation Plan for Non-Employee Directors. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Phantom stock units convert to common stock on a 1-for-1 basis. No share equivalents acquired or disposed. These units are to be settled in cash upon the reporting person's termination as a member of the issuer's board of directors. Share equivalents held under the deferred fee program of the Altria 1992 Compensation Plan for Non-Employee Directors. G. Penn Holsenbeck for Lucio A. Noto 2005-05-02