X0203 3/A 2008-08-11 2008-08-21 0 0000893949 PEDIATRIX MEDICAL GROUP INC PDX 0001443060 MILLER FREDERICK V 1301 CONCORD TERRACE SUNRISE FL 33323-2825 0 1 0 0 President, Pediatrix Division Common Stock 68292 D Stock Options (Right to buy) 15.1 2013-02-10 Common Stock 6800 D Stock Options (Right to buy) 32.63 2014-02-05 Common Stock 26434 D Stock Options (Right to buy) 44.7 2016-06-01 Common Stock 10625 D Stock Options (Right to buy) 55.43 2018-06-02 Common Stock 17500 D Stock Options (Right to buy) 57.09 2017-06-01 Common Stock 12500 D Stock Options granted under Issuer's 2004 Incentive Compensation Plan, 7,083 of which were exercisable in full on June 1, 2008 and the remainder of which become exercisable on June 1, 2009. Consists of 24,354 Shares owned and not subject to any restriction, 4,515 Restricted Shares which will vest on June 1, 2009, 3,333 Restricted Shares which will vest June 1, 2010 and 1,944 Restricted Shares which will vest on June 1, 2011. The Restricted Shares were previously granted under the Issuer's 2004 and 2008 Incentive Compensation Plans. Stock Options granted under Issuer's Amended and Restated Stock Option Plan and were exercisable in full on February 10, 2006. Form 3, as previously amended, inadvertently aggregated securities under "Amount of Securities Benefically Owned" in Table 1. Stock Options granted under Issuer's 2004 Incentive Compensation Plan, 4,167 of which became exercisable on June 1, 2008 and the remainder becomes exercisable in equal installments on June 1, 2009 and June 1, 2010. Stock Options granted under Issuer's Amended and Restated Stock Option Plan and were exercisable in full on February 5, 2007. Stock Options granted under Issuer's 2008 Incentive Compensation Plan which vest in three equal installments on June 1, 2009, 2010 and 2011. FREDERICKVMILLER, M.D. 2008-08-25