SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* NBC Universal, Inc. (Last) (First) (Middle) 30 ROCKEFELLER PLAZA (Street) NEW YORK NY 10112 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol VALUEVISION MEDIA INC [ VVTV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 04/07/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/07/2004		X(3)		200,000	A	$8.288	200,000	D(1)
Common Stock	04/07/2004		S(3)		98,491	D	$16.83	101,509	D(1)
Common Stock								10,674,418	I	FN(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Distributor Warrant (right to buy)	$8.288	04/07/2004		X			200,000	(4)	(4)	Common Stock	200,000	(5)	1,250,000	D(1)

1. Name and Address of Reporting Person* NBC Universal, Inc. (Last) (First) (Middle) 30 ROCKEFELLER PLAZA (Street) NEW YORK NY 10112 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* National Broadcasting CO Holding, Inc. (Last) (First) (Middle) 30 ROCKEFELLER PLAZA (Street) NEW YORK NY 10012 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See (1) to Joint Filer Info

1. Name and Address of Reporting Person* GE CAPITAL EQUITY INVESTMENTS INC (Last) (First) (Middle) 120 LONG RIDGE RD (Street) STAMFORD CT 06927 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL CORP (Last) (First) (Middle) 260 LONG RIDGE RD (Street) STAMFORD CT 06927 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL SERVICES INC/CT (Last) (First) (Middle) 260 LONG RIDGE RD (Street) STAMFORD CT 06927 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See (1) to Joint Filer Info

1. Name and Address of Reporting Person* GENERAL ELECTRIC CO (Last) (First) (Middle) 3135 EASTON TURNPIKE W3M (Street) FAIRFIELD CT 06828 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See (1) to Joint Filer Info

Explanation of Responses:

1. Directly owned by NBC Universal, Inc. ("NBC").

2. Directly owned by GE Capital Equity Investments, Inc. ("GECEI"). Indirectly owned by General Electric Capital Corporation ("GE Capital") because, among other things, GECEI is a wholly-owned subsidiary of GE Capital. Also indirectly owned by NBC because of an agreement between GECEI and NBC regarding allocation of investment proceeds. GECEI, GE Capital and NBC disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest. See Exhibit 99.1, incorporated by reference herein.

3. Partial exercise of the Distributor Warrant in a cashless manner with Issuer.

4. Vests in three tranches: 4/22/99 - 200,000 shares; 4/22/00 - an additional 125,000 shares; and 11/16/00 - an additional 1,125,000 shares. Expiration date as to: first tranche - 4/22/04; second tranche - 4/22/05; and third tranche - 11/16/05.

5. Not applicable.

Remarks:

See Exhibits 24.1, 24.2 , 24.3 and 99.1 incorporated herein by reference.

	/s/ Elizabeth A. Newell, Assistant Secretary	08/30/2004
	** Signature of Reporting Person	Date
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