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One Marcus Square
1618 Main Street
Dallas, Texas 75201

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
to be held January 21, 2003

The Annual Meeting of Shareholders of The Neiman Marcus Group, Inc. will be held at 8:30 a.m. Eastern Standard Time, on Tuesday, January 21, 2003, at the Marriott Boston Newton Hotel, 2345 Commonwealth Avenue, Newton, Massachusetts 02466. The Notice of Annual Meeting, proxy statement and proxy card from the Board of Directors are enclosed. The 2002 Annual Report, which is not part of the proxy soliciting material, is also enclosed.

At the Annual Meeting, shareholders are being asked to:

It is important that your shares be represented and voted at the Meeting. If you were a shareholder of record at the close of business on November 22, 2002, you are entitled to vote your shares at the Meeting. You can vote your shares by completing and returning the proxy card enclosed with these materials. Most shareholders can also vote their shares on the Internet or by telephone. If Internet or telephone voting is available to you, voting instructions are printed on your proxy card. Prompt voting of your shares will save the expense of a second mailing.

November 27, 2002

The table below shows the number of shares of Class A Common Stock and Class B Common Stock beneficially owned as of November 8, 2002 by:

Holders of Class A Common Stock have the right to elect up to 18 percent of the Board of Directors and holders of Class B Common Stock have the right to elect at least 82 percent of the Board of Directors. The Class A Common Stock and Class B Common Stock are identical in all other respects.

The Company's Board of Directors is divided into three classes (Class I, Class II and Class III). At each Annual Meeting, only one class of directors is elected for a three-year term. As stated in the Company's Restated Certificate of Incorporation, as amended (the "Certificate of Incorporation"), holders of Class B Common Stock can elect at least 82 percent of the Company's Board of Directors and holders of the Class A Common Stock can elect 18 percent. The Company's Board of Directors currently consists of eleven members. One director is elected by the holders of the Class A Common Stock and ten directors are elected by holders of the Class B Common Stock. To ensure that there will be at least one Class A director at all times, the Company's Board of Directors may not consist of fewer than six members.

At the 2003 Annual Meeting, three Class III Directors are to be elected. Two are to be elected by holders of the Class B Common Stock and one is to be elected by holders of the Class A Common Stock. The persons named as proxies will vote each proxy for the election of the nominees listed below, unless directed otherwise. Each of the nominees is currently a member of the Board of Directors. The Company has no reason to believe that any of the listed nominees will become unavailable for election, but if for any reason that should be the case, the proxies may be voted for substitute nominees. A plurality of the votes cast by the holders of the Class A Common Stock and the Class B Common Stock at the Annual Meeting is required to elect the nominees. Abstentions are not counted for the purpose of the election of directors.

The nominees for director and the directors who will continue to serve after the 2003 Annual Meeting are listed below with their principal occupations for the last five years.

The Board of Directors recommends a vote FOR the election of these nominees as Directors:

Vincent M. O'Reilly, age 65, Director since 1997, Class A Director

John R. Cook, age 61, Director since 1998, Class B Director

Burton M. Tansky, age 64, Director since 2001, Class B Director

Richard A. Smith, age 78, Director since 1987, Class B Director

Robert A. Smith, age 43, Director since 1997, Class B Director

Paula Stern, Ph.D., age 57, Director since 2001, Class B Director

Gary L. Countryman, age 63, Director since 2002, Class B Director

Matina S. Horner, Ph.D., age 63, Director since 1993, Class B Director

Brian J. Knez, age 45, Director since 1998, Class B Director

Walter J. Salmon, Ph.D., age 72, Director since 1987, Class B Director

Carl Sewell, age 59, Director since 2002, Class B Director

Gerald A. Sampson, age 61

Ronald L. Frasch, age 53

Karen Katz, age 45

James E. Skinner, age 49

The Board of Directors consists of a majority of outside directors who are elected by the Company's shareholders, and is the ultimate decision-making body of the Company except with respect to those matters reserved to the shareholders. The Board of Directors acts as an advisor and counselor to senior management and ultimately monitors its performance. These functions of the Board of Directors are fulfilled by the presence of Directors with stature who have a substantive knowledge of the Company's business.

During the fiscal year ended August 3, 2002, the Board of Directors held six meetings and acted by unanimous written consent on nine other occasions. During fiscal 2002, each director of the Company attended at least 75% of the aggregate number of Board meetings and meetings held by committees of which he or she is a member.

It is the general policy of the Company that all major decisions be considered by the Board of Directors as a whole. As a consequence, the committee structure of the Board of Directors is limited to those committees required for the operation of a publicly owned company. Currently these committees are the Executive Committee, Audit Committee, Nominating Committee and the Compensation Committee. The Audit Committee and the Compensation committees consist only of independent Directors.

Set forth below are descriptions of the functions of the committees and the names of their current members.

The Audit Committee, which met seven times during fiscal 2002, consists of Vincent M. O'Reilly (Chairman), Gary L. Countryman and Carl Sewell. The Audit Committee's functions include:

The Board of Directors has determined that each of the members of the Audit Committee are "independent" and financially literate as defined by the listing standards of the New York Stock Exchange and that the Chairman possesses financial expertise. The Audit Committee met seven times during fiscal 2002.

The members of the Compensation Committee met three times during fiscal 2002 and acted by unanimous written consent two times. The members of the Compensation Committee are Dr. Salmon (Chairman), Dr. Stern and Dr. Horner. All members are "independent" as defined by the listing standards of the New York Stock Exchange. The Compensation Committee is responsible for establishing annual and long-term performance goals for our elected officers. This responsibility includes establishing the compensation and evaluating the performance of the President and CEO and other elected officers. In addition, the Committee:

The Nominating Committee will consider nominees for election as directors recommended by shareholders. Shareholders wishing to recommend nominees for election as directors should submit such recommendation, together with any relevant information that they wish the Nominating Committee to consider, to the Company no later than October 22, 2003.

Members of the Executive Committee, which did not meet during fiscal 2002, are Richard Smith (Chairman), Robert Smith, Brian Knez and Walter Salmon. The Bylaws of the Company give the Executive Committee the authority to manage the affairs of the Company as necessary between meetings of the Board of Directors. Corporate actions that may not be authorized by the Executive Committee include declaring a dividend, amending the Certificate of Incorporation or the Bylaws, adopting an agreement of merger or consolidation or imposing a lien on substantially all of the assets of the Company. In practice, the Executive Committee meets infrequently and does not act except on matters that must be dealt with prior to the next scheduled Board of Directors meeting.

Gary L. Countryman, a director of the Company, is Chairman Emeritus of the Liberty Mutual Group. Liberty Mutual Company, a subsdiary of Liberty Mutal Group, underwrites some of the Company's insurance policies. These insurance policies contain terms which, in the judgment of management, are no less favorable than could be obtained from other insurance companies. During fiscal 2002, the Company paid Liberty Mutual Company an aggregate of $11 million in premiums and administrative fees.

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(1)  Other than restricted stock, stock options and other equity-based awards that may be granted under the 1997 Incentive Plan, the Company does not have a long-term compensation program for its executive officers that includes long-term incentive payouts.

(2)  Bonus payments are reported with respect to the year in which the related services were performed.

(3)  No disclosure regarding items included in this category is required since no amounts in any of the fiscal years reported for any of the Named Executive Officers exceed the lesser of $50,000 or 10 percent of their annual salary and bonus.

(4)  No awards of restricted stock were granted in fiscal 2002. For all shares of restricted stock granted in fiscal 1999 and certain shares of restricted stock granted in fiscal 2000, the restrictions lapse upon the achievement of specified performance targets or, if the specified targets are not reached within five years of the date of grant, then the restrictions lapse eight years from the date of grant. The specified performance targets have not been attained. For the remaining shares of restricted stock granted in fiscal 2000, twenty percent of each award is freed from the restrictions each year, commencing one year after the date of grant, provided that the recipient continues to be employed by the Company on the anniversary date of the grant. Holders of restricted stock are entitled to vote their restricted shares and receive all dividends which may be paid with respect to such shares. In the event of termination of employment for any reason, other than death or permanent disability, restricted shares are forfeited by the holders and revert to the Company. Only shares representing Class A Common Stock is granted or awarded under the 1997 Incentive Plan. At the end of fiscal 2002, the Named Executive Officers' restricted stock holdings and market values (based on the NYSE closing price of $26.00 for the Company's Class A Common Stock at fiscal year-end) were as follows: Mr. Tansky - 39,900 ($1,037,400); Mr. Sampson - 16,500 ($429,000); Ms. Katz - 10,300 ($267,800); Mr. Frasch - 0; and Mr. Skinner - 0.

(5)  The items accounting for in this column include the cost to the Company of (a) matching contributions under the Company's Key Employee Deferred Compensation Plan and (b) group life insurance premiums. For fiscal 2002, such amounts for each of the Named Executive Officers were, respectively, as follows: Mr. Tansky - $38,249 and $7,524; Mr. Sampson - $17,400 and $7,524; Ms. Katz - $13,637 and $720; Mr. Frasch - $15,812 and $2,622; and Mr. Skinner $1,080 for the taxable amount of life insurance coverage over $50,000.

(6) Mr. Skinner joined the Company in June, 2001.

The following table shows all options to purchase Class A Common Stock of the Company granted to each of the Named Executive Officers in fiscal 2002 and the potential value of such grants at stock price appreciation rates of 5 and 10 percent, compounded annually over the ten-year term of the options. Also shown is the potential gain of all employees as of August 3, 2002, using the same base price and appreciation rates and compounded over the same ten-year period. The 5 and 10 percent rates of appreciation are required to be disclosed by SEC rules and are not intended to forecast possible future appreciation, if any, in the price of the Company's stock.

This table gives information for options exercised by each of the Named Executive Officers in fiscal year 2002 and the value (stock price less exercise price) of the remaining options held by those executive officers at fiscal year-end, using the closing price.

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The Company has entered into severance agreements with each of the Named Executive Officers. These agreements entitle them to receive severance payments in the event their employment with the Company is terminated in certain situations. If terminated by the Company other than for cause or due to total disability or death, Mr. Tansky will have the right to receive an amount equal to two times his annual base salary at the time of termination, payable in 24 monthly installments. Ms. Katz and Messrs. Sampson, Frasch and Skinner will have the right to receive an amount equal to one and one-half times their annual base salary at the time of termination, payable in 18 monthly installments. These amounts will also be paid to each of the Named Executive Officers if they resign because they are not permitted to continue in a comparable position following a change of control.

The 1997 Incentive Plan provides that in the event of a change of control of the Company, all outstanding options and awards become fully vested and exercisable.

During fiscal 2002 and through the date of this Proxy Statement, Mr. Tansky and Mr. Sampson had outstanding loans under the Company's Key Executive Stock Purchase Loan Plan (the "Loan Plan"). Mr. Tansky's loan is currently $369,253 and Mr. Sampson's loan is currently $536,649. As provided in the Loan Plan, these loans were used to acquire shares of the Company's Class A Common Stock either in the open market or to exercise stock options and to discharge certain tax liabilities incurred in connection with the release of restrictions on awards of restricted stock. They bear interest at the annual rate of 5 percent, payable quarterly. Under the terms of the Loan Plan, the loans will become due and payable seven months after the employee leaves the Company. No other executive officer, director or five percent security holder of the Company had any indebtedness, transaction or series of similar transactions in excess of $60,000 during fiscal 2002. Effective July 30, 2002, the Loan Plan has been terminated and the Company will not make any other loans to any executive officer or director under the Loan Plan, nor will any such loans be modified in any material way. Interest on the outstanding loans to Mr. Tansky and Mr. Sampson will continue to accrue and be payable quarterly until the loans are fully paid.

The Compensation Committee makes annual and long term incentives a significant component of the executive officers' total compensation. The risk and reward of the incentive compensation is increased in proportion to an executive's level of responsibility in the Company.

Early in each fiscal year, the Compensation Committee considers the recommendations of the Chief Executive Officer, which are supported by data generated by the Company's Human Resources Department and/or outside compensation consultants, for each component of the executive officers and for the totality of their compensation. The Compensation Committee reviews those recommendations and then approves them or makes changes it deems appropriate.

Base Salary

For fiscal 2002, base salary was determined with reference both to salary survey information from recognized compensation consulting firms and to each executive officer's level of responsibility, experience and performance. The salary survey data was used to establish benchmark amounts for both base salary and total cash compensation for each executive position. Comparisons were made to a broad range of domestic, publicly held retailing companies, including "upscale" specialty retailing companies. Because the Company competes for executive talent with a broad range of companies, the Committee did not limit its comparison information for compensation purposes to the companies included in the peer group in the Stock Performance Graph. For fiscal 2002, the salary and total compensation benchmarks for executive officers (assuming that target bonuses would be achieved) were set at the middle range of the comparison group of companies.

The Committee reviewed in detail the base salary levels for each of the Named Executive Officers of the Company. While the Committee used the benchmarks described above as a reference point, a particular individual's base salary may vary from the benchmark depending on his or her salary history, experience, individual performance, guidelines established by the Chief Executive Officer with respect to salary increases for the entire Company and the subjective judgment of the Committee.


Annual Incentive Bonus

The annual incentive bonus program is intended to put substantial amounts of total cash compensation at risk with the intent of focusing the attention of the executives on achieving both the Company's and their division's performance goals as well as their individual goals, thereby contributing to profitability and building stockholder value. For fiscal 2002, the Named Executive Officers' cash bonus opportunity for performance meeting certain minumum thresholds ranged from 7.5 percent to 16.25 percent of base salary, and increased to a range of 30 percent to 65 percent of base salary for performance meeting the fiscal 2002 budget. If a significant improvement over the Company's fiscal 2002 budget was attained, cash bonus opportunities would range from 60 percent to 130 percent of base salary. The determination of annual bonuses for the Named Executive Officers for fiscal 2002 was based principally on (i) the achievement of performance objectives by the operating division for which the executive was responsible, (ii) the individual's own performance, and (iii) the Company's overall performance. The divisional performance component of the bonus was determined based on a weighting of several factors, the most important of which was operating earnings before corporate expenses. Other factors included return on net assets for Neiman Marcus and Bergdorf Goodman Stores, and growth in the number of customer accounts for Neiman Marcus Direct. The individual performance goals for each of the Company's Named Executive Officers included the achievement of certain specified tasks.

Bonuses actually awarded to the Named Executive Officers for fiscal 2002 were determined by an assessment of all of these factors, as well as certain subjective factors. Bonuses for fiscal 2002 were paid at target levels for performance meeting the fiscal 2002 budget.

For fiscal 2003, the cash bonus opportunities set by the Compensation Committee for performance meeting certain minimum thresholds will range from 7.5 percent to 32.5 percent of base salary and will increase to a range of 30 percent to 65 percent of base salary for performance meeting the fiscal 2003 budget. If a significant improvement over the Company's fiscal 2003 budget is achieved, cash bonus opportunities will range from 60 percent to 130 percent of base salary. If performance is below the fiscal 2003 minimum thresholds, the Committee may reduce cash bonus awards or not grant them at all.


Stock Incentives

The Compensation Committee's purpose in awarding equity-based incentives is to achieve, as much as possible, an identity of interest between the Company's executives and the long term interest of the shareholders. For fiscal 2002, the principal factors considered in determining which executives (including the Named Executive Officers) were awarded equity-based compensation, and in determining the types and amounts of the awards, including salary levels, equity awards granted to executives at competing retail companies and the performance, experience and level of responsibility of each executive.

The Company granted equity-based incentives in fiscal 2002 in the form of nonqualified stock options that vest over a five year period and terminate ten years and one day from the date of grant.


Compensation of the Chief Executive Officer

The Compensation Committee's basis for compensation of the Chief Executive Officer, Burton M. Tansky, is based on the compensation philosophy discussed above. Mr. Tansky participates in the same executive compensation plans available to the other executive officers. For fiscal 2002, the Compensation Committee set the base salary of Mr. Tansky at $1,150,000. The compensation level established for Mr. Tansky was in response to the Compensation Committee's and the Board's assessments of the Company's performance and accomplishments, as well as Mr. Tansky's position in the Company and the nature of his responsibilities and contributions. The Committee considered Mr. Tansky's performance in terms of the Company's success in meeting its performance targets, from both an operational and a financial standpoint, and in executing its strategic plan. The Committee also considered the Company's performance relative to its peers and competitors in the industry in evaluating Mr. Tansky's compensation.


Compliance with the Internal Revenue Code

The Internal Revenue Code (the "Code") generally disallows a tax deduction to public companies for compensation in excess of $1 million per year that is not "performance-based" paid to each of the Named Executive Officers. During 1997, the Committee, the Board of Directors and the shareholders of the Company approved the 1997 Incentive Plan. The 1997 Incentive Plan allows the Committee to award stock incentives and cash bonuses based on objective criteria. It is expected that stock options awarded under the 1997 Incentive Plan will generally be characterized as "performance-based" compensation and therefor will be fully deductible by the Company. The Company expects that the executive officers of the Company may, in appropriate cases, agree to defer income if and to the extent that their compensation is not deductible by the Company under the Code. The Committee will continue to monitor the requirements of the Code to determine what actions should be taken by the Company in order to preserve the tax deduction for executive compensation to the maximum extent, consistent with the Company's continuing goals of providing the executives of the Company with appropriate incentives and rewards for their performance.

The following graph compares the total cumulative return over five years on the Company's Class A Common Stock to the total cumulative return over the same period of the common stocks of companies in the Standard & Poor's 500 Index ("S&P 500") and an industry peer group consisting of:

In accordance with its written charter adopted by the Board of Directors, the Audit Committee of the Board assists the Board and oversees the quality and integrity of the accounting, auditing and financial reporting practices of the Company. Management has the responsibility for the preparation of the Company's financial statements and the independent auditors have the responsibility for the examination of those statements. During fiscal 2002, the Committee met four times, and the Committee chairman, as a representative of the Committee, discussed the interim financial information contained in each quarterly earnings announcement and Form 10-Q with management, the internal auditors and independent auditors prior to public release.

In discharging its oversight responsibility as to the audit process, the Audit Committee received from the independent auditors the written disclosures and letter from the independent auditors required by Independence Standards Board Standard No. 1, "Independent Discussions with Audit Committees," and discussed with the independent auditors the independent auditors' independence from management and the Company. The Committee also discussed with management the internal auditors, the independent auditors, the integrity, quality and effectiveness of the Company's financial reporting processes and internal controls and the internal audit function's organization, responsibilities, budget and staffing. The Audit Committee reviewed with both the independent and the internal auditors their audit plans, audit scope and identification of audit risks.

The Audit Committee discussed and reviewed with the independent auditors all communications required by generally accepted auditing standards, including those described in Statement on Auditing Standards No. 61, "Communication with Audit Committees", as amended and, with and without management present, discussed and reviewed the results of the independent auditors' examination of the financial statements along with management's response to significant matters. The Audit Committee also discussed the results of the internal audit examinations.

The Committee discussed and reviewed the audited financial statements of the Company as of and for the fiscal year ended August 3, 2002, with management, the internal auditors and the independent auditors.

Based on the above-mentioned review and discussions with management, the internal auditors and the independent auditors, the Audit Committee recommended to the Board of Directors that the Company's audited financial statements be included in its Annual Report on Form 10-K for the fiscal year ended August 3, 2002, for filing with the SEC. The Committee also recommended the reappointment, subject to shareholder approval, of Deloitte & Touche LLP as the independent auditors for the Company.

September 20, 2002

Although Delaware law does not require that the selection by the Board of Directors of the Company's auditors be approved each year by the shareholders, the Board of Directors believes it is appropriate to submit its selection to the shareholders for their approval and to abide by the result of the shareholders' vote. The Board of Directors recommends that the shareholders ratify the appointment of Deloitte & Touche LLP as independent auditors to audit the financial statements of the Company for the fiscal year ending August 3, 2003.

Representatives of Deloitte & Touche LLP will be present at the Annual Meeting, will have an opportunity to make a statement if they wish, and will be available to respond to appropriate questions from shareholders.

Audit Fees

The aggregate fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte & Touche") for professional services rendered for the audit of the Company's annual financial statements for fiscal year ended August 3, 2002 and for the reviews of the financial statements included in the Company's Quarterly Reports on Form 10-Q for that fiscal year were $988,000.

Financial Information Systems and Implementation Fees

There were no fees billed by Deloitte & Touche for professional services rendered for information technology services relating to financial information systems design and implementation for the fiscal year ended August 3, 2002.

All Other Fees

The aggregate fees billed by Deloitte& Touche for services rendered to the Company, other than the services described above under "Audit Fees" and "Financial Information Systems Design and Implementation Fees," for the fiscal year ended August 3, 2002 were $1,967,000, including audit related services of $128,000 and non-audit services of $1,687,000, $1,470,000 of which was billed by Deloitte Consulting. Deloitte & Touche has announced its intent to separate Deloitte Consulting from the firm by the end of calendar year 2002. Audit related services were comprised primarily of accounting research and consultation, agreed upon procedures, and attestation services for certain subsidiary companies. Non-audit services included fees for information technology consulting related to systems not associated with the financial statements, tax services, and consulting on benefit plans.

The Audit Committee has considered and concluded that the provision of other services is compatible with maintaining Deloitte & Touche's independence.

The Board of Directors recommends that shareholders vote FOR the proposal to ratify the selection of Deloitte & Touche LLP as independent auditors for the fiscal year ending August 3, 2003.

Evelyn Y. Davis, Watergate Office Building, 2600 Virginia Avenue, N.W., Suite 215, Washington, D.C. 20037, the record owner of 150 shares of the Company's Class A Common Stock, has submitted for consideration at the Annual Meeting the proposal set forth below. Following the proposal is the stockholder's statement in support of her proposal, in the form received by the Company, and the statement of the Company's Board of Directors in opposition to the proposal.

"RESOLVED: That the shareholders of The Neiman Marcus Group, assembled in Annual Meeting in person and by proxy, hereby request the Board of Directors to take the necessary steps to provide for cumulative voting in the election of directors, which means each stockholder shall be entitled to as many votes as shall equal the number of shares he or she owns multiplied by the number of directors to be elected, and he or she may cast all of such votes for a single candidate, or any two or more of them as he or she may see fit."

"REASONS: Many states have mandatory cumulative voting, so do National Banks. In addition, many corporations have adopted cumulative voting."

"Last year the owners of 8,553,702 shares, representing approximately 21% of shares voting, voted FOR this proposal."

"If you AGREE, please mark your proxy FOR this resolution."

Statement of the Board of Directors in Opposition

The Company's present system for election of directors, which is similar to that of most major publicly traded corporations, allows all shareholders to vote on the basis of their share ownership. The Board of Directors believes that the current voting system is most likely to produce an effective Board of Directors that will represent the interests of all the Company's shareholders. Cumulative voting, which permits relatively small groups of shareholders to elect directors to represent their particular interests or points of view, could result in the creation of an adversarial Board of Directors, where each director advocates the positions of the group responsible for his or her election rather than the positions which are in the best interests of the Company and all of the shareholders. The Board of Directors believes that a director must act, at all times in the best interests of all shareholders, rather than as a representative of any special interest group.

Approval of this advisory proposal requires a favorable vote of a majority of the shares present or represented at the Annual Meeting. On this proposal, abstentions will have the same effect as votes cast against the proposal and broker non-votes will have no effect. Providing for cumulative voting pursuant to Section 214 of the Delaware General Corporation Law would require an amendment to the Company's Certificate of Incorporation. No such proposal has been placed before the shareholders, but if it were, it would require the favorable vote of the holders of shares representing at least a majority of the issued and outstanding Class A Common Stock and Class B Common Stock voting as a single class.

The Board of Directors recommends that shareholders vote AGAINST this stockholder proposal.

If other matters are properly presented at the Annual Meeting for consideration, the persons named in the proxy will have the discretion to vote on those matters for you. The persons appointed as proxies will use their discretion to vote on a motion to adjourn the Meeting, if such a motion is submitted to a vote of the shareholders. Shares represented by proxies voting against any proposal described in this Proxy Statement will not be voted in favor of a proposal to adjourn the Meeting for the purposes of soliciting additional proxies with respect to the proposals. As of the date of this Proxy Statement, we did not know of any other matters to be considered at the Annual Meeting.

Robert A. Smith, Brian J. Knez and Nelson A. Bangs, and each of them singly, each with power of substitution, are hereby authorized to represent and vote all shares of Class A Common Stock of the undersigned at the Annual Meeting of Shareholders of The Neiman Marcus Group, Inc. to be held at the Boston Newton Marriott Hotel, 2345 Commonwealth Avenue, Newton, Massachusetts 02466, on Tuesday, January 21, 2003, at 8:30 a.m. and at any adjournments or postponements thereof. The undersigned hereby revokes any Proxy previously given and acknowledges receipt of the Notice of Annual Meeting and Proxy Statement, dated November 27, 2002, and a copy of the Annual Report for the year ended August 3, 2002.

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EMPLOYEE SAVINGS PLAN
WITH RESPECT TO THE ANNUAL MEETING OF SHAREHOLDERS OF
THE NEIMAN MARCUS GROUP, INC.

Robert A. Smith, Brian J. Knez and Nelson A. Bangs, and each of them singly, each with power of substitution, are hereby authorized to represent and vote all shares of Class A Common Stock of the undersigned at the Annual Meeting of Shareholders of The Neiman Marcus Group, Inc. to be held at the Boston Newton Marriott Hotel, 2345 Commonwealth Avenue, Newton, Massachusetts 02466, on Tuesday, January 21, 2003, at 8:30 a.m. and at any adjournments or postponements thereof. The undersigned hereby revokes any instruction previously given and acknowledges receipt of the Notice of Annual Meeting and Proxy Statement, dated November 27, 2002, and a copy of the Annual Report for the year ended August 3, 2002.

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