-----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, B6trvkkfWUkAuhqebIxv/Uuf/2sYpvfqgtoWLklhHMg1hZ+je/jmqYtyL1/ruFxO cWatPthjp/3UmhsKnNhONw== 0001088033-05-000039.txt : 20050502 0001088033-05-000039.hdr.sgml : 20050502 20050502203522 ACCESSION NUMBER: 0001088033-05-000039 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050422 FILED AS OF DATE: 20050502 DATE AS OF CHANGE: 20050502 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QUEST SOFTWARE INC CENTRAL INDEX KEY: 0001088033 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330231678 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9497548000 MAIL ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foley Anthony CENTRAL INDEX KEY: 0001325577 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26937 FILM NUMBER: 05792606 BUSINESS ADDRESS: BUSINESS PHONE: 949-754-8000 MAIL ADDRESS: STREET 1: C/O QUEST SOFTWARE, INC. STREET 2: 5 POLARIS WAY CITY: ALISO VIEJO STATE: CA ZIP: 92656 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2005-04-22 0 0001088033 QUEST SOFTWARE INC QSFT 0001325577 Foley Anthony C/O QUEST SOFTWARE, INC. 5 POLARIS WAY ALISO VIEJO CA 92656 0 1 0 0 SVP, Worldwide Sales Stock Option (right to buy) 25.00 2010-04-14 Common Stock 225000 D Stock Option (right to buy) 15.13 2011-03-28 Common Stock 20000 D Stock Option (right to buy) 10.74 2011-10-01 Common Stock 28000 D Stock Option (right to buy) 11.91 2012-04-29 Common Stock 67000 D Stock Option (right to buy) 8.40 2012-08-06 Common Stock 18000 D Stock Option (right to buy) 11.56 2013-09-10 Common Stock 109000 D Stock Option (right to buy) 11.18 2014-08-05 Common Stock 80000 D These options vest as follows: (a) 20% on July 1, 2001; and (b) 10% upon the completion of each of the next eight six-month periods of employment thereafter. These options vest as follows: (a) 20% on the first anniversary date of grant; and (b) 10% upon the completion of each of the next eight six-month periods of employment. These options vest in equal monthy installments over the four-year period following June 1, 2002. J. Michael Vaughn, Attorney-in-Fact for Anthony Foley 2005-05-02 EX-24 2 foleypoa.htm POWER OF ATTORNEY 
    POWER OF ATTORNEY





 KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby

constitutes and appoints M. Brinkley Morse, Michael Lambert and J. Michael

Vaughn, and each of them acting alone, as true and lawful attorney-in-fact

to:



(1) execute for and on behalf of the undersigned, in the undersigned's

capacity as an officer and/or director of Quest Software, Inc. (the

"Company"), any and all Forms 3, 4 and 5 required to be filed by the

undersigned 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 an on behalf of the undersigned

which may be necessary or desirable to complete and execute any such Form 3,

4 and 5 and timely file such form with the United States Securities and

Exchange Commission and any stock exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of benefit

to, in the best interest of, or legally required by, the undersigned, 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 in his or her discretion.



The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform all 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 his or her 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 no such

attorney-in-fact, in serving in such capacity at the request of the

undersigned, is hereby assuming, nor is the Company hereby 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 or 5 with respect to the

undersigned's holdings of and transactions in securities issued by the

Company, unless earlier revoked by the undersigned in a writing delivered to

the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be

executed as of this 30th day of March 2005.









     /s/ ANTHONY FOLEY



     Anthony Foley
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