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                                                               EXHIBIT - (a)(4)



               NOTICE OF CHANGE IN ELECTION FROM REJECT TO ACCEPT

If you previously elected to reject Macromedia's offer to exchange options, and
you would like to change your election and accept this offer, you must sign this
Notice, execute a new Election Form and return both documents to Darrell Hong
before 5 p.m., Pacific Time, on June 4, 2001, unless Macromedia extends the
offer. If you have questions, please ask Darrell Hong, or if he is unavailable,
contact Franci Claudon at (415) 252-4086 or fclaudon@macromedia.com.

To Macromedia, Inc.:

        I previously received a copy of the Macromedia, Inc. Offer to Exchange
Outstanding Options (dated May 4, 2001) and the Election Form. I signed and
returned the Election Form, in which I elected to reject Macromedia's offer to
exchange options. I now wish to change that election and accept your offer to
exchange options. I understand that by delivering a signed Notice and Election
Form to Darrell Hong, I will be able to withdraw my rejection of the offer and
accept the offer to exchange options instead. I have read, understand and agree
to all of the terms and conditions of the offer to exchange options.

        I understand that in order to accept the offer, I must sign and deliver
this Notice and a new Election Form to Darrell Hong before 5 p.m., Pacific Time,
on June 4, 2001, or if Macromedia extends the deadline to exchange options,
before the extended expiration of the offer.

        I further understand that Macromedia will not accept any conditional or
partial returns of options. I have completed and signed the following exactly as
my name appears on my original Election Form.

I accept the offer to exchange options.


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  Signature

Date:  __________ __, 2001

Name:

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(Please Print)