X0202 4 2004-09-23 0 0001286131 STONEMOR PARTNERS LP STON 0001137151 MDC MANAGEMENT CO IV LLC 525 MIDDLEFIELD ROAD SUITE 210 MENLO PARK CA 94025 0 0 1 0 0001302434 De Leeuw David 525 MIDDLEFIELD ROAD SUITE 210 MENLO PARK CA 94025 0 0 1 0 0001301531 Delta Fund, LLC 525 MIDDLEFIELD ROAD SUITE 210 MENLO PARK CA 94025 0 0 1 0 0001289124 McCown De Leeuw & Co. IV Associates, L.P. 525 MIDDLEFIELD ROAD SUITE 210 MENLO PARK CA 94025 0 0 1 0 0001289123 McCown De Leeuw & Co. IV, L.P. 525 MIDDLEFIELD ROAD SUITE 210 MENLO PARK CA 94025 0 0 1 0 0001288347 CORNERSTONE FAMILY SERVICES LLC 155 RITTENHOUSE CIRCLE BRISTOL PA 19007 0 0 1 0 0001302507 Cornerstone Family Services, Inc. 155 RITTENHOUSE CIRCLE BRISTOL PA 19007 0 0 1 0 Common Units representing limited partnership interests 2004-09-23 4 D 0 551250 9.53 D 13532 I See footnotes In connection with the initial public offering of common units of the Issuer, the underwriters have exercised their over-allotment option to purchase an additional 551,250 common units from the Issuer (the "Over-Allotment Purchase") which closed on September 23, 2004. Pursuant to the terms of the Issuer's First Amended and Restated Agreement of Limited Partnership, 50% of the proceeds from the Over-Allotment Purchase were used to redeem 551,250 common units owned by CFSI LLC, a Delaware limited liability company ("CFSI"). The securities reported on this Form 4 are held directly by CFSI. McCown De Leeuw & Co. IV, L.P., a California limited partnership ("MDCIV"), McCown De Leeuw & Co. IV Associates, L.P., a California limited partnership ("MDCIVA") and Delta Fund LLC, a California limited liability company ("Delta" and, collectively with MDCIV and MDCIVA, the "MDC Funds") collectively control CFSI. The MDC Funds also collectively control Cornerstone Family Services LLC, a Delaware limited liability company ("CFS") that has an equity interest in CFSI. MDC Management Company IV, LLC, a California limited liability company ("MDC Management"), is the general partner of MDCIV and MDCIVA and, as such, controls MDCIV and MDCIVA. George E. McCown, Robert B. Hellman, Jr. and David E. De Leeuw are managing directors of MDC Management and, as such, collectively control MDC Management. Messrs. Hellman and McCown file Section 16 reports separately from the Reporting Persons. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. MDC Management Co. IV, LLC, by Robert B. Hellman, Jr., Managing Member 2004-09-23 David E. De Leeuw, by Pamela Swain, Attorney-In-Fact 2004-09-23 Delta Fund LLC, by Robert B. Hellman, Jr., Member 2004-09-23 McCown De Leeuw & Co. IV Associates, L.P., by MDC Management Co. IV, LLC, by Robert B. Hellman, Jr., Managing Member 2004-09-23 McCown De Leeuw & Co. IV, L.P., by MDC Management Co. IV, LLC, by Robert B. Hellman, Jr., Managing Member 2004-09-23 William R. Shane, Executive Vice President 2004-09-23 William R. Shane, Exec. Vice President 2004-09-23