FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
ZIMMERMAN JAMES M
  2. Issuer Name and Ticker or Trading Symbol
FEDERATED DEPARTMENT STORES INC /DE/ [FD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman
(Last)
(First)
(Middle)
C/O FEDERATED DEPARTMENT STORES, INC., 7 WEST SEVENTH STREET
3. Date of Earliest Transaction (Month/Day/Year)
11/21/2003
(Street)

CINCINNATI, OH 45202
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 11/21/2003   M   42,000 A $ 23.625 177,914 D  
Common Stock 11/21/2003   S   42,000 D $ 49.15 135,914 D  
Common Stock 11/21/2003   M   40,000 A $ 23.625 175,914 D  
Common Stock 11/21/2003   S   40,000 D $ 49 135,914 D  
Common Stock 11/21/2003   S   27,100 D $ 49 108,814 D  
Common Stock 11/24/2003   S   37,458 D $ 49.13 71,356 D  
Common Stock 11/24/2003   M   175,000 A $ 18.625 246,356 D  
Common Stock 11/24/2003   S   175,000 D $ 49 71,356 D  
Common Stock 11/24/2003   M   225,000 A $ 34.375 296,356 D  
Common Stock 11/24/2003   S   225,000 D $ 49 71,356 D  
Common Stock               1,067 (1) I By 401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Option to Purchase Common Stock $ 23.625 11/21/2003   M     42,000 03/18/1995(2) 03/18/2004 Common Stock 42,000 $ 23.625 0 D  
Option to Purchase Common Stock $ 23.625 11/21/2003   M     40,000 03/18/1997(3) 03/18/2004 Common Stock 40,000 $ 23.625 0 D  
Option to Purchase Common Stock $ 18.625 11/24/2003   M     175,000 12/09/1997(4) 12/09/2004 Common Stock 175,000 $ 18.625 0 D  
Option to Purchase Common Stock $ 34.375 11/24/2003   M     225,000 03/28/1998(5) 03/28/2007 Common Stock 225,000 $ 34.375 225,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ZIMMERMAN JAMES M
C/O FEDERATED DEPARTMENT STORES, INC.
7 WEST SEVENTH STREET
CINCINNATI, OH 45202
  X     Chairman  

Signatures

 /s/Padma Tatta Cariappa, as attorney-in-fact for James M. Zimmerman pursuant to a Power of Attorney   11/25/2003
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Reflects matching contributions under the Issuer's 401(k) plan, derived by dividing the value of the undivided interest of the reporting person in the applicable investment fund as of November 21, 2003 by $48.95, the stock price of such date.
(2) The options became exercisable as follows: 21,000 on March 18, 1995 and 21,000 on March 18, 1996.
(3) The options became exercisable as follows: 13,333 on March 18, 1997, 13,333 on March 18, 1998 and 13,334 on March 18, 1999.
(4) The options became exercisable as follows: 25,000 on December 9, 1997 and 150,000 on December 9, 1998.
(5) The options became exercisable as follows: 100,000 on March 28, 1998, 100,000 on March 28, 1999 and 25,000 on March 28, 2000.

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