SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* GOODSON JOHN PAGE (Last) (First) (Middle) 14 OAK PARK DRIVE (Street) BEDFORD MA 01730 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/10/2007	3. Issuer Name and Ticker or Trading Symbol PROGRESS SOFTWARE CORP /MA [ PRGS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) VP & GM DataDirect Technologie	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	68	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Nonqualified Stock Options	11/15/2005(1)	11/14/2012	Common Stock	20,000	30.81	D
Nonqualified Stock Options	05/22/2006(2)	05/21/2013	Common Stock	12,500	23.07	D
Nonqualified Stock Options	09/20/2006(3)	09/19/2013	Common Stock	12,500	25.01	D
Nonqualified Stock Options	04/13/2007(4)	05/23/2014	Common Stock	14,333	18.75	D
Nonqualified Stock Options	04/13/2007(5)	09/26/2014	Common Stock	14,667	21.45	D
Incentive Stock Options	04/26/2007(6)	04/25/2014	Common Stock	9,000	31.18	D
Incentive Stock Options	10/15/2007(7)	10/14/2014	Common Stock	6,000	32.25	D
Nonqualified Stock Options	10/15/2007(8)	10/14/2014	Common Stock	3,000	32.25	D

Explanation of Responses:

1. The option was vested and exercisable on grant date with respect to 9/60ths of the option and thereafter the balance shall be exercisable in 51 equal monthly increments commencing December 1, 2005.

2. The option was vested and exercisable on grant date with respect to 3/60ths of the option and thereafter the balance shall be exercisable in 57 equal monthly increments commencing June 1, 2006.

3. The option was vested and exercisable on grant date with respect to 7/60th of the option and thereafter the balance shall be exercisable in 53 equal monthly increments commencing October 1, 2006.

4. The option was originally granted on May 24, 2004 and vests in 60 equal monthly increments in effect commencing on March 1, 2004.

5. The option was originally granted on September 27, 2004 and vests in 60 equal monthly increments in effect commencing on March 1, 2004.

6. The option was vested and exercisable on grant date with respect to 2/60ths of the option and thereafter the balance shall be exercisable in 58 equal monthly increments commencing May 1, 2007.

7. The option was vested and exercisable on grant date with respect to 8/60ths of the option and thereafter the balance shall be exercisable in 52 equal monthly increments commencing November 1, 2007.

8. The option was vested and exercisable on grant date with respect to 8/60ths of the option and thereafter the balance shall be exercisable in 52 equal monthly increments commencing November 1, 2007.

Remarks:

	John P. Goodson	12/20/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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