ADOBE INC. — Director's Dealing 2010

Jan 5, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADOBE SYSTEMS INC (ADBE)
CIK: 0000796343
Period of Report: 2010-01-04

Reporting Person: WARNOCK JOHN E (Director, Co-Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-04	Common Stock	M	80000	$20.5300	Acquired	1245506	Direct
2010-01-04	Common Stock	M	80000	$19.5200	Acquired	1325506	Direct
2010-01-04	Common Stock	S	160000	$37.0783	Disposed	1165506	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-01-04	Non-Qualified Stock Option (right to buy)	$20.5300	M	80000	Disposed	2011-04-13	Common Stock (80000)	Direct
2010-01-04	Non-Qualified Stock Option (right to buy)	$19.5200	M	80000	Disposed	2012-04-12	Common Stock (80000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $36.93 to $37.23. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F2: Options are fully vested and exercisable.