BENNETT DOUGLAS 4

4 · NATIONAL LAMPOON INC · Filed Dec 23, 2004

Form 4

Period: 2004-06-17

Executive VP

Transactions

Award
Common Stock Options
2004-06-17+200,000→ 200,000 total
Exercise: $1.60Exp: 2011-06-16→ Common Stock (200,000 underlying)
Gift
Series C Convertible Preferred Stock
2004-10-25+1,090→ 1,090 total
From: 2004-10-25→ Common Stock (21,800 underlying)
Gift
Warrant for Common Stock
2004-10-25+1,090→ 1,090 total
Exercise: $1.77From: 2004-10-25→ Common Stock (10,900 underlying)
Award
Common Stock Options
2004-06-17+100,000→ 100,000 total
Exercise: $1.60Exp: 2011-06-16→ Common Stock (100,000 underlying)

Footnotes (4)

[F1]The options were issued pursuant to Mr. Bennett's employment agreement and vest ratably, on a monthly basis, over the two and one-half year period beginning on the date of grant. Mr. Bennett's grant was for 50,000 shares of common stock at an exercise price of $3.20 per share. As a result of the Company's two for one stock split on September 15, 2004, the number of shares underlying the grant was doubled to 100,000 and the exercise price was halved to $1.60.
[F2]The options vest ratably, on a monthly basis, over the three year period beginning on the date of grant. Mr. Bennett's grant was for 100,000 shares of common stock at an exercise price of $3.20 per share. As a result of the Company's two for one stock split on September 15, 2004, the number of shares underlying the grant was doubled to 200,000 and the exercise price was halved to $1.60.
[F3]On October 25, 2004, the Reporting Person was gifted 1,090 shares of Series C Convertible Preferred Stock. Each share of Series C Convertible Preferred Stock is convertible into 20 shares of common stock, and one warrant to purchase 10 shares of commmon stock at $1.775 per share.
[F4]N/A

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