Form 4 HEWITT ASSOCIATES INC For: Nov 02 Filed by: Coppola Vincent R (10K)

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

1. Name and Address of Reporting Person^*

Coppola Vincent R

(Last)

(First)

(Middle)

100 HALF DAY ROAD

(Street)

LINCOLNSHIRE

60069

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HEWITT ASSOCIATES INC [HEW]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP - Global Bus. Services

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2009

4. If Amendment, Date of 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

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/02/2009		A		10,408 ⁽¹⁾	A	$ 0	19,275 ⁽²⁾	D
Common Stock	11/02/2009		F		1,262	D	$ 35.83	18,013	D

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses:

1. Relates to performance shares for which the performance condition has been satisfied, of which 3,470 shares vested on November 2, 2009, 3,469 shares will vest on September 30, 2010, and 3,469 shares will vest on September 30, 2011. The Company, in its sole discretion, may deliver cash in lieu of unvested shares on the applicable vesting date. Reflects a change in the manner of reporting for performance shares to include unvested shares at the time of reporting.

2. Includes unvested restricted shares and performance shares for which the performance condition has been satisfied (including an additional 3,901 performance shares from a prior award that will vest on September 30, 2010) as a result of the change in the manner of reporting for performance shares.

	Kathyrn D. Ingraham, Attorney-in-fact	11/04/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

EX-24.

rrd229026_258610.html

POWER OF ATTORNEY

The undersigned constitutes and appoints Steven J. Kyono, Kathryn D. 
Ingraham or Peter E. Ross as the undersigned's true and lawful attorney-in-
fact and agent, with full power of substitution and re-substitution, for the 
undersigned and in the undersigned's name, place and stead, to sign any and 
all Securities and Exchange Commission statements of beneficial ownership of 
securities of Hewitt Associates, Inc. (the "Company") on Forms 3, 4 and 5 as 
required under Section 16(a) of the Securities Exchange Act of 1934, as 
amended, and to file the same with all exhibits thereto, and other documents 
in connection therewith, with the Securities and Exchange Commission, the 
Company and the New York Stock Exchange, granting unto said attorney-in-fact 
and agent full power and authority to do and perform each act and thing 
requisite and necessary to be done under said Section 16(a), as fully and to 
all intents and purposes as the undersigned might or could do in person, 
hereby ratifying and confirming all that said attorney-in-fact and agent may 
lawfully do or cause to be done by virtue hereof.

A copy of this power of attorney shall be filed with the Securities and 
Exchange Commission.  The authorization set forth above shall continue in 
full force and effect until the undersigned revokes such authorization by 
written instructions to the attorney-in-fact.

The authority granted hereby shall in no event be deemed to impose or 
create any duty on behalf of the attorney-in-fact with respect to the 
undersigned's obligations to file Forms 3, 4 and 5 with the Securities and 
Exchange Commission.

Dated: October 6, 2009
      /s/ Vincent Coppola
Vincent Coppola

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