Given a field F , an integer n ≥ 1, and a matrix A ∈ M n (F ), are there polynomials f, g ∈ F [X], with f monic of degree n, such that A is similar to g(C f ), where C f is the companion matrix of f ? For infinite fields the answer is easily seen to positive, so we concentrate on finite fields. In this case we give an affirmative answer, provided |F | ≥ n−2. Moreover, for any finite field F , with |F | = m, we construct a matrix A ∈ M m+3 (F ) that is not similar to any matrix of the form g(C f ).Of use above, but also of independent interest, is a constructive procedure to determine the similarity type of any given matrix g(C f ) purely in terms of f and g, without resorting to polynomial roots in F or in any extension thereof. This, in turn, yields an algorithm that, given g and the invariant factors of any A, returns the elementary divisors of g(A). It is a rational procedure, as opposed to the classical method that uses the Jordan decomposition of A to find that of g(A).Finally, extending prior results by the authors, we show that for an integrally closed ring R with field of fractions F and companion matrices C, D the subalgebra R C, D of M n (R) is a free R-module of rank n + (n − m)(n − 1), where m is the degree of gcd(f, g) ∈ F [X], and a presentation for R C, D is given in terms of C and D. A counterexample is furnished to show that R C, D need not be a free R-module if R is not integrally closed. The preceding information is used to study M n (R), and others, as R[X]-modules.2000 Mathematics Subject Classification. 15A21, 15A72