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ADOBE INC. Director's Dealing 2011

May 17, 2011

29815_dirs_2011-05-17_cf6de673-379e-4d07-90dd-aadb19333eb8.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADOBE SYSTEMS INC (ADBE)
CIK: 0000796343
Period of Report: 2011-05-15

Reporting Person: TARKOFF ROBERT M (SVP&GM, DESBU)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-05-15 Common Stock M 3750 $00.00 Acquired 39051 Direct
2011-05-15 Common Stock F 1750 $35.33 Disposed 37301 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-05-15 Performance Shares $0 M 3750 Disposed Common Stock (3750) Direct

Footnotes

F1: Shares surrendered to pay tax liability due at vesting of Performance Share Units. Shares were calculated using the closing price on May 13, 2011 as the 2011 vesting date was Sunday, May 15, 2011.

F2: Represents the number of shares acquired upon vesting of 25% of the Performance Share Units earned under the participant's 2007 Performance Share award. The participant earned 200% of the target award based on the achievement of certain pre-established performance goals during the 2007 fiscal year. This Performance Share award vested in full on May 15, 2011.