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, 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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(Print or Type Responses)

1. Name and Address of Reporting Person * GREENBERG DAVID I   2. Issuer Name and Ticker or Trading Symbol ALTRIA GROUP INC [MO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP and Chief Compliance Off. (Last) (First) (Middle) 120 PARK AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 09/12/2005 (Street) NEW YORK, NY 10017 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 09/12/2005   M   26,080 A $ 43.875 95,014 D   Common Stock 09/12/2005   F   20,855 D $ 72.685 74,159 D   Common Stock 09/12/2005   M   26,620 A $ 49.04 100,779 D   Common Stock 09/12/2005   F   22,244 D $ 72.685 78,535 (1) D   Common Stock               8,418 (2) I DPS

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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 (Right to Buy)

$ 43.875

09/12/2005

M

26,080

06/24/1998

06/22/2007

Common Stock

26,080

$ 43.875

0

D

Option (Right to Buy)

$ 49.04

09/12/2005

M

26,620

01/31/2003

06/12/2011

Common Stock

26,620

$ 49.04

0

D

Option (Right to Buy)

$ 72.685

09/12/2005

A

20,855

03/12/2006

06/22/2007

Common Stock

20,855

$ 72.685

20,855

D

Option (Right to Buy)

$ 72.685

09/12/2005

A

22,244

03/12/2006

06/12/2011

Common Stock

22,244

$ 72.685

22,244

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GREENBERG DAVID I 120 PARK AVENUE NEW YORK, NY 10017			SVP and Chief Compliance Off.

Signatures

G. Penn Holsenbeck for David I Greenberg		09/14/2005
**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)	Includes 33,790 shares of Restricted Stock and 12,120 shares held jointly with spouse.
(2)	Shares held in the Altria Deferred Profit Sharing Plan as of August 31, 2005.

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