X0202 4/A 2006-11-20 2006-11-22 0 0001297401 DreamWorks Animation SKG, Inc. DWA 0001307029 DWA Escrow LLLP C/O DG-DW, L.P 12011 SAN VICENTE BLVD. SUITE 606 LOS ANGELES CA 90049 0 0 1 0 Class A Common Stock, par value $0.01 per share 2006-11-20 4 J 0 21071831 D 7905325 D This Amendment is being filed in connection with the remedy of a clerical error regarding the number of shares of Class A common stock available for distribution to DW Investment II, Inc. ("DWI II") by DWA Escrow LLLP ("Holdco") on November 20, 2006. The total number of shares of Class A common stock allocated to DWI II by Holdco remains unchanged. Holdco was organized for the sole purpose of holding and allocating shares of DWA's common stock contributed to it by its partners. In connection with a follow-on offering consummated on November 20, 2006, all shares of common stock held by Holdco on behalf of its partners were permanently allocated to such partners pursuant to the terms of Holdco's partnership agreement. Holdco expressly disclaims beneficial ownership of all shares of DWA common stock held by it (which have been permanently allocated to its partners) and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for the purposes of Sections 13(d) or 13(g) of the Securities Exchange Act or for any other purpose. /s/ Richard Sherman, Chief Financial Officer 2006-12-20