ADOBE INC. — Director's Dealing 2012

Mar 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADOBE SYSTEMS INC (ADBE)
CIK: 0000796343
Period of Report: 2012-03-21

Reporting Person: COTTLE KAREN O (SVP, Gen. Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-21	Common Stock	M	41251	$32.4200	Acquired	115356	Direct
2012-03-21	Common Stock	S	41251	$33.3028	Disposed	74105	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-21	Stock Option (right to buy)	$32.4200	M	41251	Disposed	2012-05-24	Common Stock (41251)	Direct

Footnotes

F1: The option exercise and sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person January 31, 2012.

F2: This transaction was executed in multiple trades at prices ranging from $33.10 to $33.42. 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.

F3: Vests at a rate of 25% of the original grant of 110,000 shares on the one-year anniversary of the May 24, 2005 grant date, 2.08% of the original grant per month for the following 12 months, and 4.17% of the original grant per month for the remaining 12 months.