X0202 4 2004-07-26 0 0000819539 NEIMAN MARCUS GROUP INC NMG.B 0001298834 Smith Richard A C/O MARK D. BALK, GOULSTON & STORRS, PC 400 ATLANTIC AVENUE BOSTON MA 02110 0 0 0 1 Member of Schedule 13D group Class B Common Stock 2004-07-26 4 J 0 117271 49.69 D 2868392 I See footnotes Class B Common Stock 244206 D Represents a distribution by Richard A. Smith, as trustee of the Susan F Smith Grantor Retained Annuity Trust 5 Years u/d/t dated September 1, 1998, of 39,091 shares to Robert A. Smith and Mark D. Balk, as trustees of the Susan F Smith Grantor Retained Annuity Trust 5 Years u/d/t dated September 1, 1998 f/b/o Robert A. Smith, of 39,090 shares to Amy Smith Berylson and Mark D. Balk, as trustees of the Susan F Smith Grantor Retained Annuity Trust 5 Years u/d/t dated September 1, 1998 f/b/o Amy Smith Berylson, and of 39,090 shares to Debra Smith Knez and Mark D. Balk, as trustees of the Susan F Smith Grantor Retained Annuity Trust 5 Years u/d/t dated September 1, 1998 f/b/o Debra Smith Knez. Reflects shares held directly by the following persons or entities and indirectly by the reporting person: 267,778 shares held directly by the wife of the reporting person, Susan F. Smith; 189,770 shares held by Smith Management Company in which the reporting person has a controlling interest; 86,991 shares held by Marian Realty Company of which the reporting person beneficially owns 50% of the stock; 144,301 shares held by the Susan F. Smith Grantor Retained Annuity Trust 15 Years; 974,134 shares held by the Trust U/W Philip Smith for the benefit of Richard A. Smith; 974,134 shares held by the Trust U/W Philip Smith for the benefit of Nancy L. Marks; 24,104 shares held by the Richard A. Smith 1976 Trust for the benefit of Amy Smith Berylson; 48,208 shares held by the Richard A. Smith 1976 Trust for the benefit of Debra Smith Knez; 48,208 shares held by the Richard A. Smith 1976 Trust for the benefit of Robert A. Smith; 12,052 shares held by the Marian Smith D R A 1976 Trust for the benefit of Amy Smith Berylson; 24,104 shares held by the Marian Smith D R A 1976 Trust for the benefit of Debra Smith Knez; 24,104 shares held by the Marian Smith D R A 1976 Trust for the benefit of Robert A. Smith; 20,058 shares held by the Richard A. Smith Family Trust U/W/O Marian J. Smith for the benefit of Robert A. Smith; and 20,058 shares held by the Richard A. Smith Family Trust U/W/O Marian J. Smith for the benefit of Debra Smith Knez. 10,388 shares owned indirectly by the wife of the reporting person as trustee of the ADR Charitable Foundation and Trust U/D/T Dated 11/1/68. The reporting person disclaims beneficial ownership of 1,617,497 of these shares, 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. Mark D. Balk, Attorney-in-Fact 2004-07-28