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News Release

Autodesk First Quarter Earnings Per Share Increase 72 Percent; Raises Guidance for Second Quarter and Fiscal Year

May 19, 2005

SAN RAFAEL, Calif., May 19 /PRNewswire-FirstCall/ -- Autodesk, Inc. (Nasdaq: ADSK) today announced financial results for its first fiscal quarter ended April 30, 2005. For the first quarter, Autodesk reported net revenues of $355 million, a 19 percent increase over $298 million reported in the first quarter of the prior year.

First quarter net income was $76 million, or $0.31 per diluted share, on a GAAP basis and $75 million, or $0.30 per diluted share on a non-GAAP basis. Non-GAAP net income excludes a $1 million benefit related to the successful resolution of tax audits for a prior year. Net income in the first quarter of the prior year was $43 million, or $0.18 per diluted share, on a GAAP basis, and $51 million, or $0.22 per diluted share on a non-GAAP basis.

"Autodesk had another outstanding quarter," said Carol Bartz, Autodesk chairman and CEO. "In March, we launched the strongest product portfolio in the company's history, which included more than 25 products. Our customers are interested in quick implementation, ease of use and fast return on investment. Our results demonstrate that Autodesk is meeting those needs."

Autodesk's performance was driven by strong growth in revenues from new seats and subscriptions, increasing penetration of its vertical and 3D products and continued improvement in profitability.

First quarter revenues from new seats increased 22 percent over the prior year. Revenues from new seats of AutoCAD increased 26 percent over the prior year.

Combined revenues from subscriptions and upgrades increased 19 percent over the first quarter of fiscal 2005. Consistent with company strategy, subscription revenues, which are called maintenance in the financial statements, increased 57 percent over last year. Combined revenues from subscriptions and upgrades continue to represent approximately one-third of total revenues.

The company's vertical and 3D products continue to increase their market penetration. In the first quarter, revenues from Autodesk Map(R) 3D increased 25 percent over the prior year. Combined revenues from AutoCAD(R) Mechanical and AutoCAD(R) Electrical software increased 53 percent over last year. Revenues from new commercial seats of Autodesk(R) Inventor(R) Series, Autodesk Inventor Professional, Autodesk(R) Revit(R) Building, Autodesk AutoCAD(R) Revit(R) Series, and Autodesk Civil 3D(TM) software, increased 83 percent over the prior year.

During the quarter Autodesk continued to improve its profitability. Operating margins increased to 26 percent on a GAAP and non-GAAP basis. Operating margins in the first quarter of fiscal 2005 were 18 percent on a GAAP basis and 21 percent on a non-GAAP basis.

"I have never been more confident of our future opportunities," said Bartz. "We have already introduced outstanding new versions of our product portfolio. Our refreshed product line and our commitment to continue to improve our productivity and efficiency position the company for strong growth. We've got the right strategy, the right products and the right people to continue to grow this company faster and more profitably than our competitors."

A reconciliation of the above non-GAAP operating margin, net income and EPS amounts to the corresponding GAAP amounts is provided at the end of this press release.

Business Outlook

The following statements are forward looking statements which are based on current expectations and which involve risks and uncertainties some of which are set forth below.

Second Quarter Fiscal 2006

Net revenues for the second quarter of fiscal 2006 are currently expected to be in the range of $350 million to $360 million. Operating expenses are expected to increase in the second quarter due to increasing investments in growth initiatives. GAAP and non-GAAP earnings per diluted share are currently expected to be in the range of $0.22 to $0.24 per diluted share.

Full Year Fiscal 2006

For fiscal year 2006, net revenues are currently expected to be in the range of $1.45 billion to $1.5 billion. GAAP and non-GAAP earnings per diluted share are expected to be in the range of $1.14 to $1.19.

All fiscal 2006 EPS guidance ranges are based on the company's 20 percent estimated tax rate. The company currently believes that its effective tax rate will revert back to a 24 percent effective tax rate in fiscal year 2007.

Safe Harbor Statement

This press release contains forward-looking statements that involve risks and uncertainties, including statements in the paragraphs under "Business Outlook" above, statements regarding our expected effective tax rate and other statements regarding our anticipated performance. Factors that could cause actual results to differ materially include the following: general market and business conditions, the timing and degree of expected investments in growth opportunities, failure to successfully integrate new or acquired businesses and technologies, failure to achieve sufficient sell-through in our channels for new or existing products, failure of key new applications to achieve anticipated levels of customer acceptance, pricing pressure, failure to achieve continued cost reductions and productivity increases, failure to achieve continued migration from 2D products to 3D products, unanticipated changes in tax rates, failure to achieve continued success in technology advancements, changes in foreign currency exchange rates, the financial and business condition of our reseller and distribution channels, renegotiation or termination of royalty or intellectual property arrangements, interruptions or terminations in the business of the company's third party developers, failure to achieve continued migration from 2D products to 3D products, failure to grow lifecycle management or collaboration products, and unanticipated impact of accounting for technology acquisitions.

Further information on potential factors that could affect the financial results of Autodesk are included in the company's report on Form 10-K for the year ended January 31, 2005 which is on file with the Securities and Exchange Commission.

Autodesk will host its first quarter earnings announcement today at 5:00 p.m. EDT. The live announcement may be accessed at 800-901-5213 (passcode: 25271857). A replay of the call will be available at 4:00 p.m. PDT on our website at www.autodesk.com/investors or by dialing 888-286-8010 and reference 31289701 as the pass code. An audio webcast will also be available beginning at 5:00 p.m. EDT at www.autodesk.com/investors. A replay of this webcast will be maintained on our website for at least twelve months.

About Autodesk

Autodesk, Inc. is wholly focused on ensuring that great ideas are turned into reality. With six million users, Autodesk is the world's leading software and services company for the building, manufacturing, infrastructure, digital media, and wireless data services fields. Autodesk's solutions help customers create, manage, and share their data and digital assets more effectively. As a result, customers turn ideas into competitive advantage by becoming more productive, streamlining project efficiency, and maximizing profits. Founded in 1982, Autodesk is headquartered in San Rafael, California. For additional information about Autodesk, please visit www.autodesk.com.

NOTE: Autodesk, AutoCAD, AutoCAD Electrical, AutoCAD Mechanical, Autodesk Inventor, Autodesk Map, Civil 3D and Revit are either trademarks or registered trademarks of Autodesk, Inc., in the United States and/or other countries. All other brand names, product names, or trademarks belong to their respective holders.

Investors: Sue Pirri, sue.pirri@autodesk.com, 415-507-6467
John Clancy, john.clancy@autodesk.com, 415-507-6373

Press: Nicole Pack, nicole.pack@autodesk.com, 415-507-6282




    Autodesk, Inc.
    Consolidated Statements of Income
    (In thousands, except per share data)

                                                      Three Months Ended
                                                           April 30,
                                                    2005              2004
                                                          (Unaudited)
    Net revenues:
       License and other                          $296,378          $260,509

       Maintenance                                  58,741            37,367

          Total net revenues                       355,119           297,876

    Costs and expenses:
       Cost of license and other revenues           38,693            37,585

       Cost of maintenance revenues                  4,814             4,287

       Marketing and sales                         127,397           109,279

       Research and development                     65,852            57,881

       General and administrative                   27,741            27,073

       Restructuring                                    --             8,250

          Total costs and expenses                 264,497           244,355

    Income from operations                          90,622            53,521

    Interest and other income, net                   3,012             2,416

    Income before income taxes                      93,634            55,937

    Provision for income taxes                     (17,556)          (13,432)

    Net income                                     $76,078           $42,505

    Basic net income per share                       $0.33             $0.19

    Diluted net income per share                     $0.31             $0.18

    Shares used in computing basic
     net income per share                          227,715           224,104

    Shares used in computing diluted
     net income per share                          249,272           238,565


    Autodesk, Inc.
    Non-GAAP Consolidated Statements of Income
    (See non-GAAP adjustments listed in the tables below)
    (In thousands, except per share data)

                                                     Three Months Ended
                                                           April 30,
                                                    2005              2004
                                                          (Unaudited)
    Net revenues:
       License and other                          $296,378          $260,509

       Maintenance                                  58,741            37,367

          Total net revenues                       355,119           297,876

    Costs and expenses:
       Cost of license and other revenues           38,693            37,585

       Cost of maintenance revenues                  4,814             4,287

       Marketing and sales                         127,397           109,279

       Research and development                     65,852            57,881

       General and administrative                   27,741            27,073

          Total costs and expenses                 264,497           236,105

    Income from operations                          90,622            61,771

    Interest and other income, net                   3,012             2,416

    Income before income taxes                      93,634            64,187

    Provision for income taxes                     (18,727)          (12,838)

    Non-GAAP net income                            $74,907           $51,349

    Basic non-GAAP net income per share              $0.33             $0.23

    Diluted non-GAAP net income per share            $0.30             $0.22

    Shares used in computing basic
     non-GAAP net income per share                 227,715           224,104

    Shares used in computing diluted
     non-GAAP net income per share                 249,272           238,565


                                                       Three Months Ended
                                                           April 30,
                                                    2005              2004
                                                          (Unaudited)

    A reconciliation between operating expenses
     on a GAAP basis and non-GAAP operating expenses
     is as follows:

    GAAP costs and expenses                       $264,497          $244,355

    Restructuring                                       --            (8,250)

    Non-GAAP costs and expenses                   $264,497          $236,105


    A reconciliation between income from
     operations on a GAAP basis and
     non-GAAP income from operations is
     as follows:

    GAAP income from operations                    $90,622           $53,521

    Restructuring                                       --             8,250

    Non-GAAP income from operations                $90,622           $61,771

    A reconciliation between provision
     for income taxes on a GAAP basis
     and non-GAAP provision for income
     taxes is as follows:

    GAAP provision for income taxes               $(17,556)         $(13,432)

    Income tax effect on restructuring at
     the normalized rate                                --            (1,650)

    Dividends received deduction benefit                --             2,244

    Non-recurring tax benefit                       (1,171)               --

    Non-GAAP provision for income taxes           $(18,727)         $(12,838)


    A reconciliation between net income
     on a GAAP basis and non-GAAP net
     income is as follows:

    GAAP net income                                $76,078           $42,505

    Restructuring                                       --             8,250

    Income tax effect on restructuring at
     the normalized rate                                --            (1,650)

    Dividends received deduction benefit                --             2,244

    Non-recurring tax benefit                       (1,171)               --

    Non-GAAP net income                            $74,907           $51,349


    A reconciliation between diluted net
     income per share on a GAAP basis and
     diluted non-GAAP net income per
     share is as follows:

    GAAP diluted net income per share               $0.305            $0.178

    Restructuring                                      $--            $0.035

    Income tax effect on restructuring at
     the normalized rate                               $--           $(0.007)

    Dividends received deduction benefit               $--            $0.009

    Non-recurring tax benefit                      $(0.005)              $--

    Non-GAAP diluted net income per share           $0.300            $0.215


    To supplement our consolidated financial statements presented on a GAAP
    basis, Autodesk uses non-GAAP measures of operating results, net income
    and net income per share, which are adjusted to exclude certain costs,
    expenses, gains and losses we believe appropriate to enhance an overall
    understanding of our past financial performance and also our prospects for
    the future. These adjustments to our GAAP results are made with the intent
    of providing both management and investors a more complete understanding
    of Autodesk's underlying operational results and trends and our
    marketplace performance. For example, the non-GAAP results are an
    indication of our baseline performance before gains, losses or other
    charges that are considered by management to be outside of our core
    operating results. In addition, these adjusted non-GAAP results are among
    the primary indicators management uses as a basis for our planning and
    forecasting of future periods. The presentation of this additional
    information is not meant to be considered in isolation or as a substitute
    for net income or diluted net income per share prepared in accordance with
    generally accepted accounting principles in the United States.


    Autodesk, Inc.
    Consolidated Balance Sheets
    (In thousands)

                                                  April 30,        January 31,
                                                    2005              2005
                                                 (Unaudited)       (Audited)

    ASSETS:

    Current assets:
      Cash and cash equivalents                   $518,078          $517,654
      Marketable securities                         19,698            15,038
      Accounts receivable, net                     190,216           196,827
      Inventories                                   14,724            12,545
      Deferred income taxes                         25,608            14,250
      Prepaid expenses and other current
       assets                                       28,386            25,483
    Total current assets                           796,710           781,797

    Computer equipment, software,
     furniture and leasehold
     improvements, at cost:
      Computer equipment, software and
       furniture                                   196,413           191,656
      Leasehold improvements                        32,490            32,586
      Less accumulated depreciation               (163,318)         (154,676)
    Net                                             65,585            69,566

    Purchased technologies and
     capitalized software, net                      10,355             9,319
    Goodwill                                       172,370           166,628
    Deferred income taxes, net                     116,793           105,061
    Other assets                                    15,792             9,833
                                                $1,177,605        $1,142,204


    LIABILITIES AND STOCKHOLDERS' EQUITY:

    Current liabilities:
      Accounts payable                             $61,191           $46,234
      Accrued compensation                          72,942           140,622
      Accrued income taxes                          53,720            41,549
      Deferred revenues                            202,087           178,701
      Other accrued liabilities                     51,947            66,839
    Total current liabilities                      441,887           473,945

    Deferred revenues                               19,987            15,528
    Other liabilities                                4,940             4,653

    Stockholders' equity:
      Preferred stock                                   --                --
      Common stock and additional paid-in
       capital                                     664,745           625,225
      Accumulated other comprehensive
       loss                                         (3,311)           (2,843)
      Deferred compensation                           (138)             (269)
      Retained earnings                             49,495            25,965
    Total stockholders' equity                     710,791           648,078
                                                $1,177,605        $1,142,204


    Autodesk, Inc.
    Condensed Consolidated Statements of Cash Flows
    (In thousands)
                                                       Three Months Ended
                                                            April 30,
                                                     2005             2004
                                                          (Unaudited)

    Operating Activities
      Net income                                   $76,078           $42,505
      Adjustments to reconcile net income
       to net cash provided by operating
       activities:
           Depreciation and amortization            12,585            12,502
           Stock compensation expense                  131               197
           Net loss on fixed asset
            disposals                                   11               212
           Tax benefits from employee
            stock plans                             23,905            24,414
           Restructuring related charges,
            net                                         --             4,326
           Changes in operating assets
            and liabilities                        (47,448)          (28,993)
    Net cash provided by operating
     activities                                     65,262            55,163

    Investing Activities
      Net (purchases) sales and
       maturities of available-for-sale
       marketable securities                        (4,660)           30,757
      Capital and other expenditures                (5,534)           (5,864)
      Business combinations, net of cash
       acquired                                    (16,542)           (6,500)
      Other investing activities                         7              (843)
    Net cash (used in) provided by
     investing activities                          (26,729)           17,550

    Financing activities
      Proceeds from issuance of common
       stock, net of issuance costs                 40,129           104,934
      Repurchases of common stock                  (73,656)         (149,033)
      Dividends paid                                (3,406)           (3,302)
    Net cash used in financing activities          (36,933)          (47,401)

    Effect of exchange rate changes on
     cash and cash equivalents                      (1,176)           (3,414)

    Net increase in cash and cash
     equivalents                                       424            21,898
    Cash and cash equivalents at
     beginning of year                             517,654           282,249
    Cash and cash equivalents at end of
     period                                       $518,078          $304,147

    Supplemental cash flow information:
      Net cash paid during the period for
       income taxes                                 $4,248            $4,668


    Fiscal Year 2006                   QTR 1   QTR 2  QTR 3  QTR 4   YTD2006
    Financial Statistics
     (in millions):
    Total net revenues                $355.1                          $355.1
      License and other
       revenues                       $296.4                          $296.4
      Maintenance revenues             $58.7                           $58.7

    Gross Margin                         88%                             88%

    GAAP Operating Expenses           $264.5                          $264.5
    GAAP Operating Margin                26%                             26%
    GAAP Net Income                    $76.1                           $76.1
    GAAP Net Income Per Share
     (diluted)                         $0.31                           $0.31

    Non-GAAP Operating Expenses
     (1) (2)                          $264.5                          $264.5
    Non-GAAP Operating Margin
     (1) (3)                             26%                             26%
    Non-GAAP Net Income (1) (4)        $74.9                           $74.9
    Non-GAAP Net Income Per
     Share (diluted) (1) (5)           $0.30                           $0.30

    Total Cash and Marketable
     Securities                       $537.8                          $537.8
    Days Sales Outstanding                48                              48
    Capital Expenditures                $5.5                            $5.5
    Cash from Operations               $65.3                           $65.3
    GAAP Depreciation and
     Amortization                      $12.6                           $12.6

    Revenue by Geography (in millions):
    Americas                          $130.5                          $130.5
    Europe                            $134.1                          $134.1
    Asia/Pacific                       $90.5                           $90.5

    Revenue by Division (in millions):
    Design Solutions Segment          $313.2                          $313.2
      Manufacturing Solutions
       Division                        $59.1                           $59.1
       Infrastructure
        Solutions
        Division                       $39.3                           $39.3
       Building Solutions
        Group                          $37.1                           $37.1
       Platform
        Technology Group
        and other                     $177.7                          $177.7

    Media and Entertainment
     Segment                           $41.2                           $41.2

    Upgrade Revenue (in
     millions):
    Upgrade Revenue                    $64.6                           $64.6

    Deferred Maintenance Revenue
     (in millions):
    Deferred Maintenance Revenue
     Balance                          $166.1                          $166.1

    Operating Income (Loss) by
     Segment (in millions):
    Design Solutions                  $151.1                          $151.1
    Media and Entertainment             $8.2                            $8.2
    Unallocated amounts               $(68.7)                         $(68.7)

    Headcount:
    Headcount                          3,661                           3,661

    Common Stock Statistics:
    Stock Outstanding
    Non-GAAP EPS Calculation
     -- diluted                  249,272,000                     249,272,000
    Stock Repurchased              2,497,700                       2,497,700

    Installed Base Statistics:
    Total AutoCAD-based
     Installed Base                3,700,800                       3,700,800
    Total Inventor Installed
     Base                            445,800                         445,800


    (1) To supplement our consolidated financial statements presented on a
        GAAP basis, Autodesk uses non-GAAP measures of operating results, net
        income and net income per share, which are adjusted to exclude certain
        costs, expenses, gains and losses we believe appropriate to enhance an
        overall understanding of our past financial performance and also our
        prospects for the future. These adjustments to our GAAP results are
        made with the intent of providing both management and investors a more
        complete understanding of Autodesk's underlying operational results
        and trends and our marketplace performance. For example, the non-GAAP
        results are an indication of our baseline performance before gains,
        losses or other charges that are considered by management to be
        outside of our core operating results.

        In addition, these adjusted non-GAAP results are among the primary
        indicators management uses as a basis for our planning and forecasting
        of future periods. The presentation of this additional information is
        not meant to be considered in isolation or as a substitute for net
        income or diluted net income per share prepared in accordance with
        generally accepted accounting principles in the United States.


    (2) GAAP Operating Expenses          $264.5   $--    $--    $--   $264.5
         Non-GAAP Adjustment                $--   $--    $--    $--      $--
         Non-GAAP Operating Expenses     $264.5   $--    $--    $--   $264.5

    (3) GAAP Operating Margin               26%    0%     0%     0%      26%
         Non-GAAP Adjustment                 0%    0%     0%     0%       0%
         Non-GAAP Operating Margin          26%    0%     0%     0%      26%

    (4) GAAP Net Income                   $76.1   $--    $--    $--    $76.1
         Non-recurring tax benefit        $(1.2)  $--    $--    $--    $(1.2)
         Non-GAAP Net Income              $74.9   $--    $--    $--    $74.9

    (5) GAAP Net Income Per Share
         (diluted)                       $0.305   $--    $--    $--   $0.305
         Non-recurring tax benefit      $(0.005)  $--    $--    $--  $(0.005)
         Non-GAAP Net Income Per Share
          (diluted)                      $0.300   $--    $--    $--   $0.300



    Fiscal Year 2005          QTR 1    QTR 2     QTR 3    QTR 4     YTD2005
    Financial Statistics
     (in millions):
    Total net revenues       $297.9   $279.6    $300.2    $356.2    $1,233.8
      License and other
       revenues              $260.5   $238.5    $254.5    $303.7    $1,057.1
      Maintenance revenues   $ 37.4   $ 41.1    $ 45.7    $ 52.5      $176.7

    Gross Margin                86%      86%       86%       88%         86%

    GAAP Operating Expenses  $202.5   $190.0    $202.9    $234.0      $829.5
    GAAP Operating Margin       18%      18%       18%       22%         19%
    GAAP Net Income          $ 42.5   $ 39.2    $ 74.1    $ 65.8      $221.5
    GAAP Net Income
     Per Share
      (diluted) (6)          $ 0.18   $ 0.16    $ 0.30    $ 0.26      $ 0.90

    Non-GAAP Operating
     Expenses (1) (2)        $194.2   $186.3    $200.0    $222.2      $802.7
    Non-GAAP Operating
     Margin (1) (3)             21%      19%       19%       25%         21%
    Non-GAAP Net Income
     (1) (4)                 $ 51.3   $ 44.2    $ 47.7    $ 75.2      $218.4
    Non-GAAP Net Income Per
     Share (diluted)
     (1) (5) (6)             $ 0.22   $ 0.18    $ 0.19    $ 0.30      $ 0.88

    Total Cash and Marketable
     Securities              $519.4   $571.7    $518.0    $532.7      $532.7
    Days Sales Outstanding       43       51        50        50          50
    Capital Expenditures       $5.9     $9.9    $ 13.5    $ 11.5      $ 40.8
    Cash from Operations     $ 55.2   $ 83.5    $ 90.8    $143.7      $373.1
    GAAP Depreciation and
     Amortization            $ 12.5   $ 12.9    $ 13.2    $ 13.4      $ 52.0

    Revenue by Geography
     (in millions):
    Americas                 $121.5   $115.1    $137.0    $137.3      $510.9
    Europe                   $108.8   $ 98.9    $ 95.8    $140.2      $443.7
    Asia/Pacific             $ 67.6   $ 65.6    $ 67.4    $ 78.7      $279.2

    Revenue by Division
     (in millions):
    Design Solutions
     Segment                 $260.2   $242.4    $256.4    $312.3    $1,071.3
      Manufacturing
       Solutions
       Division              $ 44.8   $ 44.2    $ 50.4    $ 60.3      $199.7
      Infrastructure
       Solutions
       Division              $ 35.5   $ 33.6    $ 35.8    $ 42.9      $147.8
      Building Solutions
       Group                 $ 27.2   $ 28.8    $ 29.1    $ 39.2      $124.3
      Platform Technology
       Group and other       $152.7   $135.8    $141.1    $169.9      $599.5

    Media and
     Entertainment
     Segment                 $ 37.6   $ 36.7    $ 43.1    $ 42.6      $160.0

    Upgrade Revenue
     (in millions):
    Upgrade Revenue          $ 66.2   $ 46.4    $ 55.8    $ 92.9      $261.3

    Deferred Maintenance
     Revenue
     (in millions):
    Deferred Maintenance
     Revenue Balance         $ 96.7   $107.1    $113.0    $140.8      $140.8

    Operating Income (Loss)
     by Segment
     (in millions):
    Design Solutions         $122.7   $105.2    $114.3    $147.1      $489.3
    Media and
     Entertainment             $3.3     $6.5      $6.9    $ 10.6      $ 27.3
    Unallocated amounts     $(72.5)  $(62.3)   $(67.4)   $(79.5)    $(281.7)

    Headcount:
    Headcount                 3,409    3,443     3,437     3,477       3,477

    Common Stock Statistics (6):
    Stock Outstanding
    Non-GAAP EPS
     Calculation
     - diluted     238,565,000 250,607,000 248,045,000 252,674,000 246,977,000
    Stock
     Repurchased    10,365,200   3,319,600   8,032,200   4,199,800  25,916,800

    Installed Base Statistics:
    AutoCAD
    Total AutoCAD-based
     Installed
      Base*      3,469,400    3,514,600    3,571,800    3,618,000    3,618,000
    Stand-alone
     AutoCAD                                                         2,490,000
    AutoCAD Mechanical                                                 149,400
    AutoCAD Map                                                        203,700
    Architectural Desktop                                              383,900
    Land Desktop                                                       109,900
    * Includes prior period
      adjustment of approximately
      28,000 seats

    AutoCAD LT Installed Base                                        2,677,900

    Total Inventor
     Installed
     Base         306,600       349,500      388,800     422,900       422,900


    (1) To supplement our consolidated financial statements presented on a
        GAAP basis, Autodesk uses non-GAAP measures of operating results, net
        income and net income per share, which are adjusted to exclude certain
        costs, expenses, gains and losses we believe appropriate to enhance an
        overall understanding of our past financial performance and also our
        prospects for the future. These adjustments to our GAAP results are
        made with the intent of providing both management and investors a more
        complete understanding of Autodesk's underlying operational results
        and trends and our marketplace performance. For example, the non-GAAP
        results are an indication of our baseline performance before gains,
        losses or other charges that are considered by management to be
        outside of our core operating results.

        In addition, these adjusted non-GAAP results are among the primary
        indicators management uses as a basis for our planning and forecasting
        of future periods. The presentation of this additional information is
        not meant to be considered in isolation or as a substitute for net
        income or diluted net income per share prepared in accordance with
        generally accepted accounting principles in the United States.

    (2) GAAP Operating
         Expenses            $202.5    $190.0    $202.9    $234.0    $829.5
      Restructuring          $ (8.3)   $ (3.7)   $ (2.9)   $(11.8)   $(26.7)
      Non-GAAP Operating
       Expenses              $194.2    $186.3    $200.0    $222.2    $802.7

    (3) GAAP Operating
         Margin                 18%       18%       18%       22%       19%
      Restructuring              3%        1%        1%        3%        2%
      Non-GAAP Operating
       Margin                   21%       19%       19%       25%       21%

    (4) GAAP Net Income     $42.505   $39.165   $74.070   $65.768  $221.508
         Restructuring       $8.250    $3.717    $2.922   $11.811   $26.700
      Income tax effect
       on restructuring (7) $(1.650)  $(0.744)  $(0.584)  $(2.363)  $(5.341)
      Dividends Received
       Deduction benefit
       for current fiscal
       year (7)              $2.244    $2.054  $(4.298)       $--       $--

      Dividends Received
       Deduction benefit
       for prior fiscal
       years (7)                $--       $--  $(15.540)       $-- $(15.540)
      Non-recurring tax
       benefit                  $--       $--   $(8.905)       $--  $(8.905)
      Non-GAAP Net Income   $51.349   $44.192   $47.665   $75.216  $218.422

    (5) GAAP Net Income
         Per Share
         (diluted)(6)        $0.178    $0.156    $0.299    $0.260    $0.897
      Restructuring          $0.035    $0.015    $0.012    $0.047    $0.108
      Income tax effect
       on restructuring (7) $(0.007)  $(0.003)  $(0.002)  $(0.009)  $(0.022)
      Dividends Received
       Deduction benefit
       for current fiscal
       year (7)              $0.009    $0.008  $(0.017)       $--       $--

      Dividends Received
       Deduction benefit
       for prior fiscal
       years (7)                $--       $--  $(0.064)       $--  $(0.063)
      Non-recurring tax
       benefit                  $--       $--  $(0.036)       $--  $(0.036)
      Non-GAAP Net Income
       Per Share (diluted)
       (6)                   $0.215    $0.176    $0.192    $0.298    $0.884


    (6) On November 16, 2004 the Board of Directors authorized a two-for-one
        stock split in the form of a stock dividend to stockholders of record
        as of December 6, 2004.  Historical common stock statistics and per
        share amounts have been restated to reflect the effect of the stock
        split.

    (7) In the third quarter of fiscal 2005, Autodesk determined that its
        consolidated fiscal year effective income tax rate declined from 24%
        to 20%. For purposes of comparison, we have assumed the new estimated
        effective income tax rate of 20% in calculating our non-GAAP net
        income and non-GAAP earnings per share for each individual quarter of
        fiscal 2005.

SOURCE Autodesk, Inc.
05/19/2005
CONTACT: investors, Sue Pirri, sue.pirri@autodesk.com, or +1-415-507-6467, or John Clancy, john.clancy@autodesk.com, or +1-415-507-6373, or press, Nicole Pack, nicole.pack@autodesk.com, or +1-415-507-6282, all of Autodesk, Inc.
Web site: http://www.autodesk.com