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CATO CORP Director's Dealing 2004

Jun 10, 2004

34293_dirs_2004-06-10_4fc55812-7a5d-4528-8adc-c7901f950d1d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CATO CORP (CTR)
CIK: 0000018255
Period of Report: 2004-06-10

Reporting Person: MOORE MICHAEL O (Director, EXEC VICE PRES - CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-06-10	CLASS A COMMON STOCK	M	5600	—	Acquired	5600	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$13.44	2008-08-11	CLASS A COMMON STOCK (35000)	35000	Direct
Stock Option (Right to Buy)	$12.28	2009-11-01	CLASS A COMMON STOCK (4000)	4000	Direct

Footnotes

F1: Shares acquired through Employee Stock Purchase Plan

F2: This option will vest in 5 equal annual increments beginning 08/11/1999.

F3: This option will vest in 5 equal annual increments beginning 11/01/2000.