SEC FORM 4

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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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^*

NOZKO HENRY W JR

(Last)

(First)

(Middle)

124 STONER DRIVE

(Street)

WEST HARTFORD

06107

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ACMAT CORP [ ACMTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
President

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/17/2004		M		50,000	A	$10.75	229,099	D
Class A Stock	09/17/2004		M		15,000	A	$7.25	125,374	D
Common Stock	09/17/2004		D		50,000	D	$14.25	179,099	D
Class A Stock	09/17/2004		D		15,000	D	$12.9	110,374	D
Class A Stock								400	I	** Spouse ^{( 2 )}
Common Stock								9,100	I	** Spouse ^{( 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option right to buy	$7.25	09/17/2004		M			15,000	12/29/1995	09/23/2004	ACMTA	15,000	$12.9	0	D
Option right to buy	$10.75	09/17/2004		M			50,000	12/29/1997	09/23/2004	ACMT.OB	50,000	$14.25	0	D
Option right to buy	$7.25							12/26/1997	07/22/2006	ACMTA	26,000		26,000	D
Option right to buy	$7.25							06/14/2001	12/14/2010	ACMTA	10,000		10,000	D
Option right to buy	$9							12/20/2002	06/20/2012	ACMTA	65,500 ^{( 1 )}		65,500 ^{( 1 )}	D
Option right to buy	$12.22							09/15/2004	03/15/2014	ACMTA	7,000		7,000	D
Option right to buy	$11.4							09/15/2004	03/15/2014	ACMT.OB	20,000 ^{( 3 )}		20,000 ^{( 3 )}	D

Explanation of Responses:

1. 50,000 of these options vest at the rate of 5,000 per year

2. I disclaim beneficial ownership of shares held by my spouse.

3. These options vest at the rate of 4,000 per year.

Remarks:

	HENRY W. NOZKO, JR.	09/21/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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