Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Van Huizen Gordon Alan
2. Date of Event Requiring Statement (Month/Day/Year)
10/31/2006
3. Issuer Name and Ticker or Trading Symbol
PROGRESS SOFTWARE CORP /MA [PRGS]
(Last)
(First)
(Middle)
14 OAK PARK
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & GM Enterprise Infra Dvsn
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BEDFORD, MA 01730
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Nonqualified Stock Option 06/08/2005(1) 06/07/2012 Common Stock 20,000 (2) $ 27.91 D  
Nonqualified Stock Option 11/15/2005(3) 11/14/2012 Common Stock 20,000 (4) $ 30.81 D  
Nonqualified Stock Option 05/22/2006(5) 05/21/2013 Common Stock 20,000 (6) $ 23.07 D  
Nonqualified Stock Option 09/20/2006(7) 09/19/2013 Common Stock 20,000 (8) $ 25.01 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Van Huizen Gordon Alan
14 OAK PARK
BEDFORD, MA 01730
      VP & GM Enterprise Infra Dvsn  

Signatures

Gordon Van Huizen 11/09/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The option was vested and exercisable on grant date with respect to 3/60ths of the option and thereafter the balance shall be exercisable in 57 equal monthly increments commencing July 1, 2005.
(2) As of October 31, 2006, options to purchase 6,333 shares were vested.
(3) The option was vested and exercisable on grant date with respect to 9/60ths of the option and thereafter the balance shall be exercisable in 51 equal monthly increments commencing December 1, 2005.
(4) As of October 31, 2006, options to purchase 6,667 shares were vested.
(5) The option was vested and exercisable on grant date with respect to 3/60ths of the option and thereafter the balance shall be exercisable in 57 equal monthly increments commencing June 1, 2006.
(6) As of October 31, 2006, options to purchase 2,667 shares were vested.
(7) The option was vested and exercisable on grant date with respect to 7/60ths of the option and thereafter the balance shall be exercisable in 53 equal monthly increments commencing October 1, 2006.
(8) As of October 31, 2006, options to purchase 2,667 shares were vested.

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