8-K

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 15, 2002

Adobe Systems Incorporated
(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation) 0-15175
(Commission File Number) 77-0019522
(I.R.S. Employer Identification No.)

345 Park Avenue
San Jose, California 95110-2704
(Address of principal executive offices and Zip Code)

Registrant's telephone number, including area code: (408) 536-6000

ITEM 5. OTHER EVENTS.

        On October 15, 2002, Adobe Systems Incorporated submitted to the Securities and Exchange Commission the Statements under Oath of Principal Executive Officer and Principal Financial Officer in accordance with Commission Order No. 4-460 (June 27, 2002) requiring the filing of sworn statements pursuant to Section 21(a)(1) of the Securities and Exchange Act of 1934.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c)	Exhibits.
	99.1	Statement Under Oath of Bruce R. Chizen, Chief Executive Officer of Adobe Systems Incorporated, Regarding Facts and Circumstances Relating to Exchange Act Filings.
	99.2	Statement Under Oath of Murray J. Demo, Chief Financial Officer of Adobe Systems Incorporated, Regarding Facts and Circumstances Relating to Exchange Act Filings.

SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ADOBE SYSTEMS INCORPORATED
Date: October 15, 2002	By:	/s/  KAREN O. COTTLE Karen O. Cottle Senior Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Statement Under Oath of Bruce R. Chizen, Chief Executive Officer of Adobe Systems Incorporated, Regarding Facts and Circumstances Relating to Exchange Act Filings.
99.2	Statement Under Oath of Murray J. Demo, Chief Financial Officer of Adobe Systems Incorporated, Regarding Facts and Circumstances Relating to Exchange Act Filings.

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ITEM 5. OTHER EVENTS.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

SIGNATURES
EXHIBIT INDEX

EX-99.1

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EXHIBIT 99.1

Statement Under Oath of Principal Executive Officer and Principal Financial Officer
Regarding Facts and Circumstances Relating to Exchange Act Filings

I, Bruce R. Chizen, state and attest that:

        (1)  To the best of my knowledge, based upon a review of the covered reports of Adobe Systems Incorporated, and, except as corrected or supplemented in a subsequent covered report:

•

no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and



•

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

        (2)  I have reviewed the contents of this statement with the Company's audit committee.

        (3)  In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

•

Annual Report on Form 10-K for the Fiscal Year Ended November 30, 2001 of Adobe Systems Incorporated;



•

all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Adobe Systems Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and



•

any amendments to any of the foregoing.

/s/  BRUCE R. CHIZEN Bruce R. Chizen
President and Chief Executive Officer
October 9, 2002 Subscribed and sworn to
before me this 9th day of
October 2002.
/s/  SUZANNE GREEN Notary Public
My Commission Expires: January 6, 2005

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EXHIBIT 99.1

Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

EX-99.2

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EXHIBIT 99.2

Statement Under Oath of Principal Executive Officer and Principal Financial Officer
Regarding Facts and Circumstances Relating to Exchange Act Filings

I, Murray J. Demo, state and attest that:

        (1)  To the best of my knowledge, based upon a review of the covered reports of Adobe Systems Incorporated, and, except as corrected or supplemented in a subsequent covered report:

•

no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and



•

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

        (2)  I have reviewed the contents of this statement with the Company's audit committee.

        (3)  In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

•

Annual Report on Form 10-K for the Fiscal Year Ended November 30, 2001 of Adobe Systems Incorporated;



•

all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Adobe Systems Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and



•

any amendments to any of the foregoing.

/s/  MURRAY J. DEMO Murray J. Demo
Senior Vice President and Chief
Financial Officer
October 9, 2002 Subscribed and sworn to
before me this 9th day of
October 2002.
/s/  SUZANNE GREEN Notary Public
My Commission Expires: January 6, 2005

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EXHIBIT 99.2

Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings