NATIONAL RESEARCH CORP — Director's Dealing 2004

Dec 28, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATIONAL RESEARCH CORP (NRCI)
CIK: 0000070487
Period of Report: 2004-12-27

Reporting Person: HAYS MICHAEL (Director, CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-27	Common Stock	G	715	—	Disposed	4839465	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$11.00	2013-06-26	Common Stock (38182)	38182	Direct
Employee Stock Option (Right to Buy)	$16.10	2014-01-05	Common Stock (18298)	18298	Direct

Footnotes

F1: This option becomes fully exercisable on June 26, 2008.

F2: This option becomes fully exercisable on January 5, 2009.