POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and
appoints each of Loren Hillberg, Betsey Nelson and David Bernstein, 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 and/or director of Macromedia (the Company),
    Forms 3, 4, and5 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, complete and execute any amendment or amendments
    thereto, 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 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 Forms 3, 4, and 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 signed
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 17th day of September, 2002.

Signature ____/s/_William_B_Welty____
              William B Welty