-----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, UdwatoBjcaXeiFOTA1no9xCAkrV86iiI2qvWVXP50g5nU4JXFKjc/SWrRcSZQe5w /ytrowBonpvbJd5yTlgXpA== 0000356028-05-000171.txt : 20051004 0000356028-05-000171.hdr.sgml : 20051004 20051004181204 ACCESSION NUMBER: 0000356028-05-000171 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050930 FILED AS OF DATE: 20051004 DATE AS OF CHANGE: 20051004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMPUTER ASSOCIATES INTERNATIONAL INC CENTRAL INDEX KEY: 0000356028 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 132857434 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: ONE COMPUTER ASSOCIATES PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 BUSINESS PHONE: 6313425224 MAIL ADDRESS: STREET 1: ONE COMPUTER ASSOCIATES PLAZA CITY: ISLANDIA STATE: NY ZIP: 11749 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FERNANDES GARY J CENTRAL INDEX KEY: 0001236384 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09247 FILM NUMBER: 051123005 MAIL ADDRESS: STREET 1: C/O COMPUTER ASSOCIATES INTERN INC CITY: ISLANDIA STATE: NY ZIP: 11749 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-09-30 0000356028 COMPUTER ASSOCIATES INTERNATIONAL INC CA 0001236384 FERNANDES GARY J ONE COMPUTER ASSOCIATES PLAZA ISLANDIA NY 11749 1 0 0 0 Deferred Stock Units 2005-09-30 4 A 0 1474.2898 0 A Common Stock, $.10 par value 1474.2898 11826.4217 D Issued under the 2003 Compensation Plan for Non-Employee Directors and to be settled by issuance of shares of Common Stock either in a lump sum or in installments following termination of service as a director. Deferred Stock Units are convertible into Common Stock on a one-for-one basis. Under the 2003 Compensation Plan for Non-Employee Directors, the director fees are paid quarterly in Deferred Stock Units except that a director may elect annually to receive up to 50% of the next Plan Year's fees in cash. Includes Deferred Stock Units having similar terms issued under the Company's prior compensation plans for non-employee directors and also includes any accrued dividends on such Deferred Stock Units that are payable in additional Deferred Stock Units. /s/ Lawrence Egan, by power of attorney 2005-10-04 EX-24 2 fernandespoa2.htm
POWER OF ATTORNEY



 The undersigned, Gary J. Fernandes, hereby constitutes and appoints Kenneth V. Handal, Jay Diamond and Lawrence Egan, signing singly, as 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 and/or director of Computer Associates International, Inc. (the Company), Form ID and Forms 3, 4, and 5 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 ID and Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such forms 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 such attorney-in-fact's discretion.



       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 Form ID and Forms 3,4, and 5 with respect to the undersigned's holdings of and transactions in the securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.



    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on October 3, 2005.







       /s/ Gary J. Fernandes





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