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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * SMITH CHARLES L   2. Issuer Name and Ticker or Trading Symbol AVID TECHNOLOGY INC [AVID] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP of Worldwide Sales (Last) (First) (Middle) 7 PORTER ROAD 3. Date of Earliest Transaction (Month/Day/Year) 10/29/2004 (Street) ANDOVER, MA 01810 4. If Amendment, Date 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 (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Common Stock 10/29/2004   M   250 A $ 19 17,718 D   Common Stock 10/29/2004   M   1,703 A $ 19.875 19,421 D   Common Stock 10/29/2004   M   100 A $ 11.1875 19,521 D   Common Stock 10/29/2004   M   13,000 A $ 21.4375 32,521 D   Common Stock 10/29/2004   M   3,750 A $ 12.8 36,271 D   Common Stock 10/29/2004   M   181 A $ 14.13 36,452 D   Common Stock 10/29/2004   M   11,016 A $ 22.01 47,468 D   Common Stock 10/29/2004   S   30,000 D $ 52.8955 17,468 D

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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Non-Qualified Stock Option (right to buy)

$ 19

10/29/2004

M

250

12/22/1996(1)

12/22/2005

Common Stock

250

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 19.875

10/29/2004

M

1,703

08/01/1997(1)

08/01/2006

Common Stock

1,703

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 11.1875

10/29/2004

M

100

01/29/1998(3)

01/29/2007

Common Stock

100

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 21.4375

10/29/2004

M

13,000

12/29/1999(1)

12/29/2008

Common Stock

13,000

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 12.8

10/29/2004

M

3,750

10/17/2001(2)

04/17/2011

Common Stock

3,750

$ 0

3,750

D

Non-Qualified Stock Option (right to buy)

$ 14.13

10/29/2004

M

181

09/06/2002(2)

03/06/2012

Common Stock

181

$ 0

33

D

Non-Qualified Stock Option (right to buy)

$ 22.01

10/29/2004

M

11,016

07/10/2003(2)

01/10/2013

Common Stock

11,016

$ 0

23,583

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SMITH CHARLES L 7 PORTER ROAD ANDOVER, MA 01810			VP of Worldwide Sales

Signatures

Charles L. Smith		11/02/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	25% of the option becomes exercisable on the date listed in the "Date Exercisable" column; the remaining 75% becomes exercisable in 12 equal quarterly installments beginning three months after the date listed in the "Date Exercisable" column.
(2)	12.5% of the option becomes exercisable on the date listed in the "Date Exercisable" column; the remaining 87.5% becomes exercisable in 42 equal monthly installments thereafter.
(3)	The option becomes fully exercisable one year from the date of grant.

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