SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

STOLLE BRYAN D

(Last)

(First)

(Middle)

6373 SAN IGNACIO AVENUE

(Street)

SAN JOSE

95119

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AGILE SOFTWARE CORP [ AGIL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/03/2005

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	08/31/2004	08/31/2004	J		1,498	A	$6.477	302,772	D
Common Stock	12/31/2004	12/31/2004	M		6,667	A	$0.725	777,259	I	Trust⁽²⁾
Common Stock	12/31/2004	12/31/2004	M		4,445	A	$1.5	781,704	I	Trust⁽²⁾
Common Stock	12/31/2004	12/31/2004	M		12,223	A	$1.5	793,927	I	Trust⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Incentive Stock Option	$0.725	12/31/2004	12/31/2004	M			6,667	04/21/1998⁽³⁾	04/21/2008	Common Stock	6,667	$0.725	0	D
Incentive Stock Option	$1.5	12/31/2004	12/31/2004	M			4,445	03/26/1999⁽⁴⁾	04/21/2009	Common Stock	4,445	$1.5	0	D
Non-Qualified Stock Option	$1.5	12/31/2004	12/31/2004	M			12,223	03/26/1999⁽⁵⁾	04/21/2009	Common Stock	12,223	$1.5	0	D

Explanation of Responses:

1. Common stock acquired through Agile 1999 Employee Stock Purchase Plan, purchase period ending August 31, 2004.

2. Shares are registered in the following trust's name: Deborah Stolle and Bryan Stolle, ttes of the Bryan Stolle Family Trust

3. Total option: 100,000 shares Options are immediately exercisable. Vesting is as follows: 20% of the option shares on 4/30/00, and the balance of the option shares in a series of 48-successive equal monthly installments upon the Optionee's completion of each additional month of service beyond 4/30/00.

4. Total option: 66,666 shares Options are immediately exercisable. Vesting is as follows: 20% of the option shares on 4/30/00 and the balance of the option shares in a series of 48-successive equal monthly installments upon the Optionee's completion of each additional month of service beyond 4/30/00.

5. Total Option: 183,334 shares Options are immediately exercisable. Vesting is as follows: 20% of the option shares on 4/30/00 and the balance of the option shares in a series of 48-successive equal monthly installments upon the Optionee's completion of each additional month of service beyond 4/30/00.

	Bryan D. Stolle	01/04/2005
	** 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 4 (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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