ADOBE SYSTEMS INCORPORATED AMENDED 1994 PERFORMANCE AND RESTRICTED STOCK PLAN 2007 PERFORMANCE SHARE PROGRAM AWARD GRANT NOTICE

Exhibit 10.4

ADOBE SYSTEMS INCORPORATED

AMENDED 1994 PERFORMANCE AND RESTRICTED STOCK PLAN

2007 PERFORMANCE SHARE PROGRAM

AWARD GRANT NOTICE

Adobe Systems Incorporated (the “Company” ), pursuant to its 2007 Performance Share Program (the “Program” ) under its Amended 1994 Performance and Restricted Stock Plan (the “Plan” ), hereby awards to Participant the award (the “ Award ”) set forth below.  This Award is subject to all of the terms and conditions as set forth herein and in the Performance Share Award Agreement, the Program and the Plan, all of which are attached hereto and incorporated herein in their entirety.  Unless otherwise defined herein, capitalized terms shall have the meanings set forth in the Plan or the Program, as applicable.

Determination of Actual Award:  On the Certification Date, and provided that (i) the specified level of applicable Performance Goals is attained during the Performance Period and (ii) Participant continues to render Service to the Company or any other Participating Company through the Certification Date, the Company shall credit Participant with an Actual Award representing the number of shares of Stock (which may be equal to all or a portion (including none) of the Maximum Award) as determined by the Committee based on the degree of achievement of the Other Performance Goals set forth on Exhibit A to the Program and the limitations set forth in Section 5 of the Performance Share Award Agreement.

Vesting Schedule:   The Actual Award shall vest as to 1/4th of the shares of Stock subject to the Actual Award on the later of (i) the Certification Date and (ii) the one year anniversary of the [                        ] (the “ First Vesting Date ”), and thereafter as to 1/4 th  of the shares of Stock subject to the Actual Award on each of the second, third and fourth anniversaries of the [                      ] (each such date, a “ Vesting Date ”), so that the Actual Award will be fully vested as of the fourth anniversary of the Vesting Commencement Date; provided, however, that the Participant continues to render Service to the Company or any other Participating Company through each such vesting date.

Delivery of Shares :   Subject to the limitations contained herein and the provisions of the Plan and the Program, the Company shall deliver to the Participant the vested shares of Stock subject to the Actual Award as provided in Section 3 of the Performance Share Award Agreement.

Additional Terms/Acknowledgements:   The undersigned Participant acknowledges receipt of, and understands and agrees to, this Award Grant Notice, the Performance Share Award Agreement, the Program and the Plan.  Participant further acknowledges that as of the Date of Grant, this Award Grant Notice, the Performance Share Award Agreement, the Program, and the Plan set forth the entire understanding between Participant and the Company regarding the Award and supersede all prior oral and written agreements on that subject with the exception of (i) awards previously granted to Participant under the Plan, and (ii) the following agreements only:

ADOBE SYSTEMS INCORPORATED

AMENDED 1994 PERFORMANCE AND RESTRICTED STOCK PLAN

2007 PERFORMANCE SHARE PROGRAM

PERFORMANCE SHARE AWARD AGREEMENT

Pursuant to the Award Grant Notice ( “Grant Notice” ) and this Performance Share Award Agreement ( “Award Agreement” ), Adobe Systems Incorporated (the “Company” ) has awarded you, pursuant to its 2007 Performance Share Program (the “Program” ) under its Amended 1994 Performance and Restricted Stock Plan (the “Plan” ), the Maximum Award as indicated in the Grant Notice.  Unless otherwise defined herein or in the Grant Notice, capitalized terms shall have the meanings set forth in the Plan or the Program, as applicable.

The details of your Award are as follows.

1.              ENTITLEMENT TO SHARES.

(a)            Actual Award .  Provided that (i) the specified level of applicable Performance Goals is achieved during the Performance Period and (ii) you continue to render Service to the Company or any other Participating Company through the Certification Date, then, subject to the limitations contained herein and to the provisions of the Program and the Plan, you shall be credited with an Actual Award on the Certification Date equal to all or a portion (including none) of the Maximum Award, with a reduction from the Maximum Award determined by the Committee based on the degree of achievement of the Other Performance Goals set forth on Exhibit A to the Program and, as applicable, based on any reduction pursuant to Section 5 of this Award Agreement.  If the Committee does reduce the Maximum Award on account of the degree of achievement of Other Performance Goals, you will be credited with a portion (or none) of the shares of Stock subject to the Maximum Award; provided, however, that (i) if a specified level of Performance Goals is not achieved during the Performance Period, you will not be credited with or receive any shares of Stock, and (ii) the maximum number of shares of Stock for which you may be credited as an Actual Award will in no event exceed the Maximum Award.

(b)            Vesting .  The Actual Award shall be subject to vesting in accordance with the Vesting Schedule set forth on the Grant Notice, subject to such acceleration as provided in Section 1(c) or 7 below.

(c)            Disability or Death .

(i)             If your Service terminates on or prior to the Certification Date by reason of death or Disability, you (or your heirs in the case of death) will be credited with a pro-rated Actual Award equal to that number of shares of Stock that you would have been credited with if you had remained in Service until the Certification Date based on the actual achievement of the Performance Goals and Other Performance Goals, with pro-ration made based on the number of months of Service (rounded up for any partial months of Service) you provided in the Performance Period prior to termination (but in no event shall you be credited with more than 12

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months of Service during the Performance Period).  You will be deemed to have vested in that 1/4th of the shares of Stock subject to the Actual Award that would have vested on the First Vesting Date.

(ii)            If your Service terminates on or after the Certification Date, you will be deemed to have vested in that 1/4th of the shares of Stock subject to the Actual Award that would have vested on the next Vesting Date (which may be the First Vesting Date if the Certification Date occurs prior to the first anniversary of the Vesting Commencement Date).

(iii)          The shares of Stock subject to an Actual Award that vests pursuant to this Section 1(c) shall be issued and delivered to you (or your heirs in the case of death) at such time as such shares would normally be issued pursuant to Section 3 below.

2.              DIVIDENDS.  Except as provided in Section 6 below, you shall not receive or be credited with any payment or other adjustment in the number of shares subject to the Actual Award for Dividends (as defined in Section 10 of the Plan) that may be made in respect of the shares of Stock to which your Actual Award relates unless the record date for such Dividends occurs after the last day of the Performance Period.  Any Dividends that may be made in respect of the shares of Stock subject to your Actual Award pursuant to the foregoing sentence will be (a) credited as dividend equivalents, (b) subject to vesting in accordance with the Vesting Schedule, (c) subject to any deferral election you make, and (d) paid in the same form issued to other stockholders.

3.              DELIVERY OF SHARES .  Subject to Sections 4 and 13 of this Award Agreement, the Company shall issue and deliver to you (or your heirs in the case of death) the certificates representing the shares of Stock subject to a vested Actual Award (the “Certificates” ) within thirty (30) days following the date of vesting of such Actual Award in accordance with Section 1(b) of this Award Agreement.  If you elect to defer delivery of the shares of Stock as provided in Section 4 of this Award Agreement, shares of Stock will be issued and delivered to you on the date or dates that you elect on your deferral election form.  The Certificates shall be in such form as is determined by the Company.  All shares of Stock shall be fully vested on delivery.

4.              DEFERRAL ELECTION.   If permitted by the Company to do so, you may elect to defer receipt of the shares of Stock that would otherwise be issued pursuant to the vesting of your Award in accordance with the terms and conditions, including the applicable eligibility requirements, of the Company’s Deferred Compensation Plan.  The Board (or an appropriate committee thereof) will, in its sole discretion, establish the rules and procedures for such deferrals.

5.              EFFECT OF LEAVES OF ABSENCE.   Unless otherwise required by law, if you have taken in excess of thirty (30) days of leaves of absence during a Performance Period, your Actual Award shall be prorated on the basis of the number of days of Service during the Performance Period during which you were not on a leave of absence.

6.              NUMBER OF SHARES .  The number of shares of Stock subject to your Award will be adjusted from time to time for capitalization adjustments, as provided in Section 5 of the Plan.

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7.              EFFECT OF CHANGE IN CONTROL .   Upon a change in control (as defined in the Company’s Executive Severance Plan in Event of Change in Control), the Program shall terminate.

(a)            If the change in control occurs on or prior to the Certification Date, then (i) you shall be credited with an Actual Award in respect of the number of shares of Stock subject to the Target Award shown on the Grant Notice multiplied by a fraction, the numerator of which is the number of months (rounded up for any partial months) of the Performance Period that have elapsed as of the effective date of the change in control (which number shall not be greater than 12) and the denominator of which is 12 and (ii) you shall be deemed to have vested in that 1/4th of the shares of Stock subject to the Actual Award that would have vested on the First Vesting Date.

(b)            If the change in control occurs after the Certification Date, then you shall be deemed to have earned and vested in that 1/4th of the shares of Stock subject to the Actual Award that would have vested if the transaction were to occur on the next Vesting Date (which may be the First Vesting