X0202 4 2004-07-01 0000720896 MEMRY CORP MRY 0001098536 KRUSEN W ANDREW JR C/O DFG MANAGEMENT, INC. 712 SOUTH OREGON AVE, STE 200 TAMPA FL 33606 1 0 0 0 Common Stock 2004-07-01 4 A 0 1807 1.66 A 108301 D Common Stock 545700 I * Stock Option (Right to Buy) 1.66 2004-07-01 4 A 0 2710 1.66 A 2014-07-01 Common Stock 2710 2710 D These options become exercisable in three equal installments beginning on the first anniversary of the grant date specified in column 3. WIT Ventures Ltd. ("WIT") is the direct owner of these securities. Mr. Krusen is the President and approximately 50% shareholder of JAWIT ("JAWIT"). JAWIT is the Managing General Partner of WIT. W. Andrew Krusen, Jr. is the chairman of the Executive Committee of Dominion Financial Group International LLC ("DFGI LLC"). In addition, Mr. Krusen indirectly beneficially owns certain outstanding securities of DFGI LLC through WIT Ventures, Ltd. ("WIT") and through DFG Management Inc., which has a carried interest in DFGI LLC and of which Mr. Krusen is President and 100% ecconomic owner. JAWIT Corporation of which Mr. Krusen is President and approximately 50% shareholder is the Managing General Partner of WIT. Dominion Financial Group, Inc., ("DFG Inc"), of which Mr. Krusen is President and an approximately 50% shareholder, is an investor in WIT. The aggregate amount of securities reported as being indirectly beneficially owned includes 242,500 shares of Common Stock directly owned by WIT, 8,000 shares of Common Stock directly owned by Krusen-Vogt & Co. ("KVC"), 270,000 shares of Common Stock directly owned by DFGI LLC, and 25,000 shares directly owned by Dominion Capital Management ("DCM"). Mr. Krusen is a General Partner of KVC. DFG Inc. is the Managing General Partner of DCM. Marcy Macdonald attorney-in-fact 2004-07-01