-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JO7eA609LmEnSv8RcUyKWr3BPyiFMWYQyVVga1j1ueFsrO/9hyoKb+JQvzPo7Z2g X/sYWV5dFM2D+Q+8xND+JA== 0001181431-07-070470.txt : 20071119 0001181431-07-070470.hdr.sgml : 20071119 20071119163356 ACCESSION NUMBER: 0001181431-07-070470 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071115 FILED AS OF DATE: 20071119 DATE AS OF CHANGE: 20071119 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANSYS INC CENTRAL INDEX KEY: 0001013462 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 043219960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 275 TECHNOLOGY DRIVE, SOUTHPOINTE CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 4127643304 MAIL ADDRESS: STREET 1: 275 TECHNOLOGY DRIVE, SOUTHPOINTE CITY: CANONSBURG STATE: PA ZIP: 15317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORBY JACQUELINE C CENTRAL INDEX KEY: 0001199449 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20853 FILM NUMBER: 071256800 MAIL ADDRESS: STREET 1: 275 TECHNOLOGY DRIVE CITY: CONONSBURG STATE: PA ZIP: 15317 4 1 rrd179333.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0202 4 2007-11-15 0 0001013462 ANSYS INC ANSS 0001199449 MORBY JACQUELINE C SOUTHPOINTE 275 TECHNOLOGY DRIVE CANONSBURG PA 15317 1 0 0 0 Options to Purchase 38.75 2007-11-15 4 A 0 6000 0.00 A 2014-11-15 Common Stock 6000 6000 D Represents options issued under the Third Amended and Restated ANSYS, Inc. 1996 Stock Option and Grant Plan in accordance with the 12/31/06 annual grant election of the Chairman and non-affiliated independent directors. The grant of 6,000 stock options is made quarterly in arrears and vests 25% annually in equal installments beginning on the first anniversary of the grant date. Colleen Zak Hess, Attorney-in-Fact 2007-11-19 EX-24. 2 rrd159050_179601.htm LIMITED POWER OF ATTORNEY

LIMITED POWER OF ATTORNEY FOR

ANSYS, INC.

SECTION 16(a) FILINGS

Known all men by these presents, that the undersigned hereby constitutes and appoints each of James E. Cashman III, Sheila DiNardo, Maria T. Shields or Colleen Zak Hess, signing singly, the undersigned's true and lawful attorney-in-fact to:

    1. execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or stockholder of ANSYS, Inc. (the "Company"), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

    2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form. 3, 4, or 5 or amendment thereto and timely file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and
    3. take any other action of any type whatsoever which, in the opinion of such attorney-in-fact, may be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with, respect to the undersigned's holdings of and transactions in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney maybe filed with the SEC as a confirming statement of the authority granted herein.

IN WITNESS WHEREOk, the undersigned has caused this Power of Attorney to be executed as of this 14th day of November, 2007.

/s/Jacqueline Morby_________

Jacqueline Morby

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