We describe the ICSI-SRI-UW team’s entry in the Spring 2004 NIST Meeting Recognition Evaluation. The system was derived from SRI’s 5xRT Conversational Telephone Speech (CTS) recognizer by adapting CTS acoustic and language models to the Meeting domain, adding noise reduction and delay-sum array processing for far-field recognition, and postprocessing for cross-talk suppression. A modified MAP adaptation procedure was developed to make best use of discriminatively trained (MMIE) prior models. These meeting-specific changes yielded an overall 9% and 22% relative improvement as compared to the original CTS system, and 16% and 29% relative improvement as compared to our 2002 Meeting Evaluation system, for the individual-headset and multiple-distant microphones conditions, respectively.