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Published on April 29, 2009
Intuit Inc. 2700 Coast Ave. Mountain View, CA 94043 |
April 28, 2009
Kathleen Collins
Accounting Branch Chief
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Accounting Branch Chief
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
cc: Patrick Gilmore Staff Accountant
Re: |
Intuit Inc. Form 10-K for the Fiscal Year Ended July 31, 2008 Filed September 12, 2008 Definitive Proxy Statement Filed October 31, 2008 SEC File No. 000-21180 |
Dear Ms. Collins:
We submit this letter in response to comments from the staff of the Securities and Exchange
Commission (the Staff), received by letter dated April 15, 2009 relating to the above referenced
filings of Intuit Inc.
We appreciate your review and comments to assist us in our compliance with the applicable
disclosure requirements and we are committed to providing you with the information you have
requested on a timely basis. Set forth below is the text of the Staffs comment followed by our
response.
Definitive Proxy Statement Filed October 31, 2008
Compensation Discussion and Analysis, page 17
Long-Term Equity Incentives, page 23
Comment:
1. | We understand from your responses to prior comments 1 and 2 that many decisions relating to your named executive officers compensation are derived from qualitative evaluations of your named executive officers performance, but that certain aspects of corporate performance are factored into overall compensation decisions. Please understand that discussion of the various items of individual and corporate performance that were considered by the Compensation Committee must be accompanied by a complete qualitative and quantitative discussion of how the Compensation Committee |
determined to award each specific form and level of compensation in 2007. Going forward, your Compensation Discussion and Analysis must include a discussion of the specific factors the Compensation Committee considered in deriving the payouts awarded for each component of compensation and a complete analytical evaluation of why the Committee determined that the specific payout was appropriate in light of the factors considered. To assist you with the development of a more comprehensive Compensation Discussion and Analysis, please refer to the ample amount of publicly available guidance the Division of Corporation Finance has issued in this regard, most recently, Director Whites October 21, 2008 speech, entitled Executive Compensation Disclosure: Observations on Year Two and a Look Forward to the Changing Landscape for 2009, which is available on our website. Please confirm your understanding of the above. |
Response:
We thank the Staff for its comments and direction regarding the preparation of our Compensation
Discussion and Analysis. We confirm our understanding of the Staffs guidance and will seek to
incorporate that guidance into our future disclosures.
* * * * * * * *
We trust that you will find the foregoing responsive to the Staffs comments. If you have any
further questions or comments, please contact Jeff Hank, our Vice President / Corporate Controller
at (650) 944-3891 or Tyler Cozzens, our Deputy General Counsel, at (650) 944-5574. The mailing
address of Intuit is 2700 Coast Avenue, Mountain View, CA 94043.
Very truly yours, Intuit Inc. |
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/s/ Jeffrey P. Hank | ||||
Jeffrey P. Hank | ||||
Vice President, Corporate Controller | ||||
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