UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                       -----------------------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                  JUNE 10, 2005
                                 Date of report

                                  JUNE 8, 2005
                         Date of earliest event reported

                      MARTHA STEWART LIVING OMNIMEDIA, INC.
               (Exact Name of Registrant as Specified in Charter)


                                                       
              DELAWARE                      005-15395            52-2187059
   (State or Other Jurisdiction of  (Commission File Number)   (IRS Employer
           Incorporation)                                    Identification No.)

       11 WEST 42ND STREET                                         10036
           NEW YORK, NY                                          (Zip Code)
(Address of Principal Executive Offices)


                                 (212) 827-8000
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
          (Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

     [ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

     [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     [ ] Pre-commencement communications pursuant to Rule 13e"4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

On May 2, 2005, Martha Stewart Living Omnimedia, Inc. entered into an
employment letter agreement, which is filed as an exhibit to this Form 8-K, with
Robin Marino it's President-Merchandising. The agreement became effective on
June 8, 2005 and provides for a base salary of $495,000 per annum; an annual
target bonus of 70% of the base salary, with a guarantee of not less than
$250,000 for 2005; a signing bonus of $328,000, repayable to the company under
certain circumstances; and a grant of 45,000 shares of restricted stock under
the company's Amended and Restated 1999 Stock Incentive Plan, subject to certain
vesting restrictions. In addition, Ms. Marino has been designated as a
participant in the company's 2005 Executive Severance Pay Plan.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits



EXHIBIT    DESCRIPTION
        
99.1       Employment Letter Agreement between Martha Stewart Living
           Omnimedia, Inc. and Robin Marino


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

Date: JUNE 10, 2005

MARTHA STEWART LIVING OMNIMEDIA, INC.
(Registrant)

By:    /s/ James Follo
      ------------------------------------------
      James Follo
      Chief Financial and Administrative Officer

EXHIBIT INDEX

Exhibit     Description
         
99.1        Employment letter agreement between Martha Stewart Living
            Omnimedia, Inc. and Robin Marino
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