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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Apr. 30, 2010	May 28, 2010
Statement [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Apr. 30, 2010
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q1
Trading Symbol	ADSK
Entity Registrant Name	AUTODESK INC
Entity Central Index Key	0000769397
Current Fiscal Year End Date	--01-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		229,463,291

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Apr. 30, 2010	Apr. 30, 2009
Net revenue:
License and other	$ 279.8	$ 243.6
Maintenance	194.8	182.2
Total net revenue	474.6	425.8
Cost of revenue:
Cost of license and other revenue	41.2	44.1
Cost of maintenance revenue	10.1	8.2
Total cost of revenue	51.3	52.3
Gross profit	423.3	373.5
Operating expenses:
Marketing and sales	186.5	183.9
Research and development	127.2	121.5
General and administrative	51.7	50.0
Impairment of goodwill		21.0
Restructuring charges	7.1	16.5
Total operating expenses	372.5	392.9
Income (loss) from operations	50.8	(19.4)
Interest and other income (expense), net	(3.4)
Income (loss) before income taxes	47.4	(19.4)
Provision for income taxes	(10.5)	(12.7)
Net income (loss)	$ 36.9	$ (32.1)
Basic net income (loss) per share	$ 0.16	$ (0.14)
Diluted net income (loss) per share	$ 0.16	$ (0.14)
Shares used in computing basic net income (loss) per share	229.0	227.1
Shares used in computing diluted net income (loss) per share	234.6	227.1

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Apr. 30, 2010	Jan. 31, 2010
Current assets:
Cash and cash equivalents	$ 938.1	$ 838.7
Marketable securities	121.7	161.9
Accounts receivable, net	218.1	277.4
Deferred income taxes	43.8	44.2
Prepaid expenses and other current assets	72.3	57.4
Total current assets	1,394.0	1,379.6
Marketable securities	179.5	125.6
Computer equipment, software, furniture and leasehold improvements, net	95.5	101.6
Purchased technologies, net	80.1	88.0
Goodwill	540.3	542.9
Deferred income taxes, net	112.4	101.9
Other assets	99.9	107.6
Assets, Total	2,501.7	2,447.2
Current liabilities:
Accounts payable	90.4	67.8
Accrued compensation	78.4	115.6
Accrued income taxes	15.3	8.4
Deferred revenue	470.6	444.6
Other accrued liabilities	56.3	67.6
Total current liabilities	711.0	704.0
Deferred revenue	73.1	71.9
Long term income taxes payable	131.1	127.2
Other liabilities	$ 72.4	$ 70.6
Commitments and contingencies
Stockholders' equity:
Preferred stock
Common stock and additional paid-in capital	1,237.6	1,204.3
Accumulated other comprehensive income (loss)	(1.1)	(3.5)
Retained earnings	277.6	272.7
Total stockholders' equity	1,514.1	1,473.5
Liabilities and Stockholders' Equity, Total	$ 2,501.7	$ 2,447.2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Apr. 30, 2010	Apr. 30, 2009
Operating Activities
Net income (loss)	$ 36.9	$ (32.1)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	26.7	27.0
Stock-based compensation expense	24.3	23.0
Restructuring charges, net	7.1	16.5
Impairment of goodwill		21.0
Loss on disposition of assets		1.1
Changes in operating assets and liabilities, net of business combinations	44.1	(29.3)
Net cash provided by operating activities	139.1	27.2
Investing Activities
Purchases of marketable securities	(134.5)	(26.6)
Sales of marketable securities	29.7	11.7
Maturities of marketable securities	94.1
Capital expenditures	(5.8)	(13.6)
Purchase of equity investment		(10.0)
Net cash used in investing activities	(16.5)	(38.5)
Financing Activities
Proceeds from issuance of common stock, net of issuance costs	36.2	25.4
Repurchases of common stock	(58.8)
Draws on line of credit		2.2
Repayments of line of credit		(52.2)
Net cash used in financing activities	(22.6)	(24.6)
Effect of exchange rate changes on cash and cash equivalents	(0.6)	(1.2)
Net increase (decrease) in cash and cash equivalents	99.4	(37.1)
Cash and cash equivalents at beginning of fiscal year	838.7	917.6
Cash and cash equivalents at end of period	$ 938.1	$ 880.5

Basis of Presentation

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Basis of Presentation

1.	*Basis of Presentation*

The accompanying unaudited Condensed Consolidated Financial Statements of Autodesk, Inc. (“Autodesk” or the “Company”) as of April 30, 2010, and for the three months ended April 30, 2010, have been prepared in accordance with accounting principles generally accepted in the U.S. for interim financial information along with the instructions to Form 10-Q and Article 10 of Securities and Exchange Commission (“SEC”) Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles (“GAAP”) for annual financial statements. In management’s opinion, Autodesk has made all adjustments (consisting of normal, recurring and non-recurring adjustments) during the quarter that were considered necessary for the fair presentation of the financial position and operating results of the Company. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. These estimates are based on information available as of the date of the unaudited Condensed Consolidated Financial Statements. Actual results could differ from those estimates. In addition, the results of operations for the three months ended April 30, 2010 are not necessarily indicative of the results for the entire fiscal year ending January 31, 2011, or for any other period. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes, together with management’s discussion and analysis of financial position and results of operations contained in Autodesk’s Annual Report on Form 10-K for the fiscal year ended January 31, 2010 (the “2010 Form 10-K”) filed on March 19, 2010.

Reclassifications

During the quarter ended April 30, 2010, Autodesk reclassified certain costs of revenue, which primarily included reclassifying shipping and fulfillment expenses from Cost of license and other revenue to Cost of maintenance revenue, due to a change in the Company’s cost allocation methodology. These expenses have been reclassified in the statement of operations to conform to the current period presentation as follows:


	Three Months Ended
Increase (Decrease) to Expense	April 30, 2009
Cost of license and other revenue	(5.4	)
Cost of maintenance revenue	5.4

Recently Issued Accounting Standards

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Recently Issued Accounting Standards

2.	*Recently Issued Accounting Standards*

With the exception of those discussed below, there have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended April 30, 2010, as compared to the accounting pronouncements described in Autodesk’s Annual Report on Form 10-K for the fiscal year ended January 31, 2010, that are of significance, or potential significance, to the Company.

Accounting Standards Adopted in the Three Months Ended April 30, 2010

In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2010-06 regarding Accounting Standards Codification (“ASC”) Topic 820 “Fair Value Measurements and Disclosures.” This ASU requires additional disclosure regarding significant transfers in and out of Levels 1 and 2 fair value measurements and the reasons for the transfers. In addition, this ASU requires the Company to present separately information about purchases, sales, issuances, and settlements, (on a gross basis rather than as one net number), in the reconciliation for fair value measurements using significant unobservable inputs (Level 3). ASU 2010-06 clarifies existing disclosures regarding fair value measurement for each class of assets and liabilities and the valuation techniques and inputs used to measure fair value for recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3. This update also includes conforming amendments to the guidance on employers’ disclosures about postretirement benefit plan asset (Subtopic 715-20). The changes under ASU 2010-06 were effective for Autodesk’s fiscal year beginning February 1, 2010, except for the disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements, which are effective for Autodesk’s fiscal year beginning February 1, 2011. The adoption of the portion of this ASU that was effective as of February 1, 2010 did not have a material impact on Autodesk’s consolidated financial position, results of operations or cash flows. Autodesk believes that the adoption of the remaining portion of the ASU that is effective for Autodesk’s fiscal year beginning February 1, 2011 will not have a material impact on its consolidated financial position, results of operations or cash flows.

In June 2009, the FASB issued ASU 2009-16 and ASU 2009-17, amendments to ASC Topic 860 “Transfers and Servicing” and ASC 810 “Consolidation,” which update accounting for securitizations and special-purpose entities. ASU 2009-16 eliminates the concept of a “qualifying special-purpose entity,” changes the requirements for derecognizing financial assets and requires additional disclosures. ASU 2009-17 amends the evaluation criteria to identify the primary beneficiary of a variable interest entity and amends the consolidation guidance applicable to variable interest entities. Additionally, ASU 2009-17 requires ongoing reassessments of whether an enterprise is the primary beneficiary of the variable interest entity. These statements were effective for Autodesk’s fiscal year beginning February 1, 2010. The adoption of ASU 2009-16 and ASU 2009-17 did not have a material effect on Autodesk’s consolidated financial position, results of operations and cash flows.

Recently Issued Accounting Standards

In October 2009, the FASB issued ASU 2009-13 regarding ASC Subtopic 605-25 “Revenue Recognition—Multiple-element Arrangements.” This ASU addresses criteria for separating the consideration in multiple-element arrangements. ASU 2009-13 will require companies to allocate the overall consideration to each deliverable by using a best estimate of the selling price of individual deliverables in the arrangement in the absence of vendor-specific objective evidence or other third-party evidence of the selling price. In October 2009, the FASB also issued ASU 2009-14 regarding ASC Topic 985 “Software: Certain Revenue Arrangements That Include Software Elements.” This ASU modifies the scope of ASC Subtopic 965-605, “Software Revenue Recognition,” to exclude (a) non-software components of tangible products and (b) software components of tangible products that are sold, licensed, or leased with tangible products when the software components and non-software components of the tangible product function together to deliver the tangible product’s essential functionality. The changes under ASU 2009-13 and 2009-14 will be effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, and early adoption is permitted. Autodesk currently plans to adopt the changes under ASU 2009-13 and 2009-14 effective February 1, 2011. Autodesk is currently assessing the impact that the adoption of these new accounting pronouncements will have on its consolidated financial position, results of operations and cash flows.

Concentration of Credit Risks and Significant Customers

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Concentration of Credit Risks and Significant Customers

3.	*Concentration of Credit Risks and Significant Customers*

It is Autodesk’s policy that its cash, cash equivalents and marketable securities are held with, and in the custody of, financial institutions with high credit standing. Autodesk’s cash and cash equivalents are held by diversified institutions globally. Autodesk’s primary commercial banking relationship is with Citibank and its global affiliates (“Citibank”). In addition, Citicorp USA, Inc., an affiliate of Citibank, is the lead lender and agent in the syndicate of the Company’s $250.0 million U.S. line of credit. It is Autodesk’s policy to limit the amounts invested with any one institution by type of security and issuer.

Total sales to the distributors Tech Data Corporation and its global affiliates (“Tech Data”) accounted for 17% and 14% of Autodesk’s consolidated net revenue for the three months ended April 30, 2010 and 2009, respectively. The majority of the net revenue from sales to Tech Data relates to Autodesk’s Platform Solutions and Emerging Business segment and comes from outside the U.S. In addition, Tech Data accounted for 19% and 15% of gross accounts receivable at April 30, 2010 and January 31, 2010, respectively.

Financial Instruments and Hedging Activities

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Financial Instruments and Hedging Activities

4.	*Financial Instruments and Hedging Activities*

Financial Instruments

Market values were determined for each individual security in the investment portfolio. The cost and fair value of Autodesk’s financial instruments were as follows:


	April 30, 2010				January 31, 2010
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Cash and cash equivalents	$	938.1	$	938.1	$	838.7	$	838.7
Marketable securities - short-term		121.9		121.7		164.8		161.9
Marketable securities - long-term		178.2		179.5		124.4		125.6
Foreign currency forward and option contracts		2.6		8.6		2.3		3.9

Autodesk classifies its marketable securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Marketable securities with maturities of less than 12 months are classified as short-term and marketable securities with maturities greater than 12 months are classified as long-term. Autodesk may sell certain of its marketable securities prior to their stated maturities for strategic purposes and in anticipation of credit deterioration.

Autodesk has marketable securities that are classified as either “available-for-sale securities” or “trading securities.” At April 30, 2010 and January 31, 2010, Autodesk’s short-term investment portfolio included $29.5 million and $26.3 million, respectively, of trading securities invested in a defined set of mutual funds as directed by the participants in the Company’s Deferred Compensation Plan. At April 30, 2010, these securities had net unrealized losses of $0.3 million and a cost basis of $29.8 million, (see Note 9, “Deferred Compensation”).

Marketable securities classified as “available-for-sale securities” include the following securities at April 30, 2010 and January 31, 2010:


	April 30, 2010
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Short-term available-for-sale securities:
Commercial paper and corporate securities	$	64.2	$	0.1	$	—		$	64.3
Money market funds		10.0		—		—			10.0
U.S. government agency securities		6.8		—		—			6.8
Municipal securities		6.0		—		—			6.0
Certificates of deposit and time deposits		4.7		—		—			4.7
Other		0.4		—		—			0.4

	$	92.1	$	0.1	$	—		$	92.2

Long-term available-for-sale securities:
Commercial paper and corporate securities	$	140.6	$	1.0	$	(0.1	)	$	141.7
U.S. government agency securities		13.5		0.1		—			13.6
U.S. treasury securities		10.2		—		—			10.2
Taxable auction-rate securities		7.6		—		—			7.6
Municipal securities		6.3		0.1		—			6.4

	$	178.2	$	1.2	$	(0.1	)	$	179.5


	January 31, 2010
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term available-for-sale securities:
Commercial paper and corporate securities	$	88.8	$	0.2	$	—	$	89.0
Certificates of deposit and time deposits		24.6		—		—		24.6
Money market funds		10.0		—		—		10.0
U.S. government agency securities		8.8		—		—		8.8
Municipal securities		2.8		—		—		2.8
Other		0.4		—		—		0.4

	$	135.4	$	0.2	$	—	$	135.6

Long-term available-for-sale securities:
Corporate securities	$	94.9	$	1.0	$	—	$	95.9
U.S. government agency securities		9.1		0.1		—		9.2
Taxable auction-rate securities		7.6		—		—		7.6
Municipal securities		7.6		0.1		—		7.7
U.S. treasury securities		5.2		—		—		5.2

	$	124.4	$	1.2	$	—	$	125.6

The sales of available-for-sale securities resulted in no gross gains/losses during the three month periods ended April 30, 2010 and 2009. The cost of securities sold is based on the specific identification method.

At April 30, 2010 and January 31, 2010, Autodesk was invested in The Reserve International Liquidity Fund (the “International Fund”) with an estimated fair value of $10.0 million. In mid-September of 2008, the International Fund ceased redemptions after net asset values of the funds decreased below $1 per share. This occurred as a result of the International Fund revaluing their holdings of debt securities issued by Lehman Brothers Holdings, Inc. (“Lehman Brothers”), which filed for Chapter 11 bankruptcy on September 15, 2008, and the resulting unusually high redemption requests on the International Fund.

A third party court appointed supervisor is overseeing, but not managing, the accounting and payment administration of the International Fund. At this time, the investment is not currently liquid, and in the event Autodesk needs to access these funds, the Company will not be able to do so. However, based on currently available information, Autodesk expects to recover substantially all of its current holdings, net of reserves, from the International Fund within the next 12 months. Accordingly, the International Fund is classified in current “Marketable Securities” on the Company’s Condensed Consolidated Balance Sheets.

At April 30, 2010 and January 31, 2010, Autodesk owned two auction rate securities with an estimated fair value of $7.6 million. Autodesk’s auction rate securities are variable rate debt instruments that have underlying securities with contractual maturities greater than ten years and interest rates that were structured to reset at auction every 28 days. The securities, which met Autodesk’s investment guidelines at the time the investments were made, have failed to settle in auctions since August 2007 and have earned a premium interest rate since that time. While Autodesk expects to recover substantially all of its current holdings, net of reserves, in the auction rate securities, it cannot predict when this will occur or the amount the Company will receive. Due to the lack of liquidity of these investments in an active market, they are included in non-current “Marketable securities” on the accompanying Condensed Consolidated Balance Sheets. The Company will continue to evaluate its accounting for these investments quarterly.

The following table summarizes the estimated fair value of our available-for-sale marketable securities, classified by the contractual maturity date of the security as of April 30, 2010:


	April 30, 2010
	Cost		Fair Value
Due in 1 year	$	92.1	$	92.2
Due in 1 year through 5 years		170.6		171.9
Due in 5 years through 10 years		—		—
Due after 10 years		7.6		7.6

Total	$	270.3	$	271.7

As of April 30, 2010 and January 31, 2010, Autodesk did not have any securities in a continuous unrealized loss position for greater than 12 months.

Derivative Financial Instruments

Under its risk management strategy, Autodesk uses derivative instruments to manage its short-term exposures to fluctuations in foreign currency exchange rates which exist as part of ongoing international business operations. Autodesk’s general practice is to use two types of derivative instruments, option collars and forward contracts, to hedge a majority of transaction exposures denominated in euros, Japanese yen, Swiss francs, British pounds and Canadian dollars. These instruments have maturities between 1 to 12 months in the future. Autodesk does not enter into any derivative instruments for trading or speculative purposes.

The bank counterparties in all contracts expose Autodesk to credit-related losses in the event of their nonperformance. However, to mitigate that risk, Autodesk only contracts with counterparties who meet the Company’s minimum requirements under its counterparty risk assessment process. Autodesk monitors ratings, credit spreads and potential downgrades on at least a quarterly basis. Based on Autodesk’s on-going assessment of counterparty risk, the Company will adjust its exposure to various counterparties.

Cash Flow Hedges

Autodesk utilizes foreign currency contracts to reduce the exchange rate impact on a portion of the net revenue or operating expense of certain anticipated transactions. These contracts, which are designated and documented as cash flow hedges, qualify for special hedge accounting treatment. The effectiveness of the cash flow hedge contracts is assessed quarterly using regression analysis as well as other timing and probability criteria. To receive special hedge accounting treatment, all hedging relationships are formally documented at the inception of the hedge and the hedges are expected to be highly effective in offsetting changes to future cash flows on hedged transactions. The gross gains and losses on these hedges are included in “Accumulated other comprehensive income (loss)” and are reclassified into earnings at the time the forecasted revenue or expense is recognized. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, Autodesk reclassifies the gain or loss on the related cash flow hedge from “Accumulated other comprehensive income (loss)” to “Interest and other income, net” in the Company’s Condensed Consolidated Financial Statements at that time.

The notional amount of these contracts was $225.6 million at April 30, 2010 and $239.1 million at January 31, 2010. Outstanding contracts are recognized as either assets or liabilities on the balance sheet at fair value. The entire net gain of $9.4 million remaining in Accumulated other comprehensive income (loss) as of April 30, 2010 is expected to be recognized into earnings within the next 12 months.

Balance Sheet Hedges

In addition to the cash flow hedges described above, contracts which are not designated as hedging instruments are used to reduce the exchange rate risk associated primarily with receivables and payables. Forward contracts are marked-to-market at the end of each fiscal quarter, with gains and losses recognized as other income or expense, net. These derivative instruments do not subject the Company to material balance sheet risk due to exchange rate movements because gains and losses on these derivative instruments are intended to offset the gains or losses resulting from the settlement of the underlying foreign currency denominated receivables and payables. The notional amounts of foreign currency contracts were $30.2 million at April 30, 2010 and $19.6 million at January 31, 2010.

The effects of derivative instruments on Autodesk’s Condensed Consolidated Financial Statements were as follows as of April 30, 2010 and for the three months then ended (amounts presented include any income tax effects):

Fair Value of Derivative Instruments in Condensed Consolidated Balance Sheet as of April 30, 2010


	Derivative Assets			Derivative Liabilities
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign currency contracts designated as cash flow hedges	Prepaid expenses and other current assets	$	9.0	Other accrued liabilities	$	0.4
Derivatives not designated as hedging instruments			—			—

Total derivatives		$	9.0		$	0.4

Effects of Derivative Instruments on Income and Other Comprehensive Income (OCI) Derivatives Designated as Hedging Instruments


For the Three Months Ended April 30, 2010	Amount of Gain (Loss) Recognized in Accumulated OCI on Derivatives (Effective Portion)		Amount and Location of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)			Amount and Location of Gain (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing)
Foreign exchange contracts	$	10.9	$	3.4	Net revenue	$	(0.1	)	Interest and other income, net
				0.5	Operating expenses

Total	$	10.9	$	3.9		$	(0.1	)


Derivatives Not Designated as Hedging Instruments	Amount and Location of Gain (Loss) Recognized in Income on Derivative
For the three months ended April 30, 2010
Foreign exchange contracts	$	1.7	Interest and other income, net

- Definition

This item represents the entire disclosure related to Investments in Certain Debt and Equity Securities (and certain other trading assets) which include all debt and equity securities (other than those equity securities accounted for under the equity or cost methods of accounting) with readily determinable fair values. Other trading assets include assets that are carried on the balance sheet at fair value and held for trading purposes. A debt security represents a creditor relationship with an enterprise that is in the form of a security. Debt securities include, among other items, US Treasury securities, US government securities, municipal securities, corporate bonds, convertible debt, commercial paper, and all securitized debt instruments. An equity security represents an ownership interest in an enterprise or the right to acquire or dispose of an ownership interest in an enterprise at fixed or determinable prices. Equity securities include, among other things, common stock, certain preferred stock, warrant rights, call options, and put options, but do not include convertible debt. An entity may opt to provide the reader with additional narrative text to better understand the nature of investments in debt and equity securities (and other trading assets). This element is a also used to disclose the entity's entire derivative instruments and hedging activities disclosure as a single block of text. Describes an entity's risk management strategies, derivatives in hedging activities and non-hedging derivative instruments, the assets, obligations, liabilities, revenues and expenses arising there from, and the amounts of and methodologies and assumptions used in determining the amounts of such items.

+ References + Details

Fair Value Measurements

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Fair Value Measurements

5.	*Fair Value Measurements*

Fair value is an exit price, representing the amount that would be received upon the sale of an asset, or the amount paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, Autodesk uses a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs other than the quoted prices in active markets that are observable either directly or indirectly in active markets; and (Level 3) unobservable inputs in which there is little or no market data, which requires Autodesk to develop its own assumptions. Whenever possible, Autodesk uses observable market data, and relies on unobservable inputs only when observable market data is not available, when determining fair value. On a recurring basis, Autodesk measures at fair value certain financial assets and liabilities, which consist of cash equivalents, marketable securities and foreign currency contracts.

The Company’s investment held in the International Fund is designated as a Level 3 security. The Company conducted its fair value assessment of the International Fund using Level 2 and Level 3 inputs. Management has reviewed the International Fund’s underlying securities portfolio, which is substantially comprised of term deposits, money market funds, U.S. treasury bills and commercial paper. These securities are issued by highly-rated institutions. Normally, the Company would classify such investments within Level 2 of the fair value hierarchy. Management evaluated the fair value of its unit interest in the International Fund, considering risk of collection, timing and other factors. These assumptions are inherently subjective and involve significant management judgment. As a result, the Company has classified its holdings in the International Fund within Level 3 of the fair value hierarchy. Autodesk’s investments in auction rate securities are classified within Level 3 because they are valued using a discounted cash flow model, and some of the inputs to this model are unobservable in the market. There has been no change in the valuation input assumptions since January 31, 2010.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table summarizes Autodesk’s investments and financial instruments measured at fair value on a recurring basis as of April 30, 2010:


	Fair Value Measurements at April 30, 2010 Using
	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Assets
Cash equivalents ⁽¹⁾:
Certificates of deposit and time deposits	$	62.6	$	185.5	$	—	$	248.1
Commercial paper		—		166.5		—		166.5
Money market funds		118.9		47.9		—		166.8
Municipal securities		0.7		—		—		0.7
Marketable securities:
Commercial paper and corporate securities		170.0		36.0		—		206.0
Mutual funds		29.5		—		—		29.5
U.S. government agency securities		20.4		—		—		20.4
Municipal securities		12.4		—		—		12.4
U.S. treasury securities and sovereign debt		10.2		—		—		10.2
Money market funds		—		—		10.0		10.0
Taxable auction-rate securities		—		—		7.6		7.6
Certificates of deposit and time deposits		—		4.7		—		4.7
Other		0.4		—		—		0.4
Foreign currency derivative contracts ⁽²⁾		—		9.0		—		9.0

Total	$	425.1	$	449.6	$	17.6	$	892.3

Liabilities
Foreign currency derivative contracts ⁽³⁾		—		0.4		—		0.4

Total	$	—	$	0.4	$	—	$	0.4

⁽¹⁾	Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets.

⁽²⁾	Included in “Prepaid expenses and other current assets” in the accompanying Condensed Consolidated Balance Sheets.

⁽³⁾	Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.

The following table summarizes Autodesk’s investments and financial instruments measured at fair value on a recurring basis as of January 31, 2010:


	Fair Value Measurements at January 31, 2010 Using
	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Assets
Cash equivalents ⁽¹⁾:
Certificates of deposit and time deposits	$	64.0	$	208.8	$	—	$	272.8
Commercial paper		—		299.5		—		299.5
Money market funds		—		49.4		—		49.4
Municipal securities		0.8		—		—		0.8
Marketable securities:
Commercial paper and corporate securities		115.9		69.0		—		184.9
Certificates of deposit and time deposits		20.0		4.6		—		24.6
U.S. government agency securities		18.0		—		—		18.0
Mutual funds		26.3		—		—		26.3
Municipal securities		10.5		—		—		10.5
Money market funds		—		—		10.0		10.0
Taxable auction-rate securities		—		—		7.6		7.6
U.S. treasury securities and sovereign debt		5.2		—		—		5.2
Other		0.4		—		—		0.4
Foreign currency derivative contracts ⁽²⁾		—		4.3		—		4.3

Total	$	261.1	$	635.6	$	17.6	$	914.3

Liabilities
Foreign currency derivative contracts ⁽³⁾		—		0.4		—		0.4

Total	$	—	$	0.4	$	—	$	0.4

⁽¹⁾	Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets.

⁽²⁾	Included in “Prepaid expenses and other current assets” in the accompanying Condensed Consolidated Balance Sheets.

⁽³⁾	Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.

Autodesk’s cash equivalents and marketable securities are primarily classified within Level 1 or Level 2 of the fair value hierarchy because they are valued primarily using quoted market prices, or alternative pricing sources and models utilizing market observable inputs with reasonable levels of price transparency. A reconciliation of the change in Autodesk’s Level 3 items for the three months ended April 30, 2010 was as follows:


	Fair Value Measurements Using Significant Unobservable Inputs
	(Level 3)
	Money Market Funds		Taxable Auction- Rate Securities		Total
Balance at January 31, 2010	$	10.0	$	7.6	$	17.6
Redemptions		—		—		—

Balance at April 30, 2010	$	10.0	$	7.6	$	17.6

Stock-Based Compensation

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Stock-Based Compensation

6.	*Stock-Based Compensation*

Stock Plans

As of April 30, 2010, Autodesk maintained two active stock plans for the purpose of granting stock awards to employees and to non-employee members of Autodesk’s Board of Directors: the 2008 Employee Stock Plan (“2008 Plan”), which is available only to employees, and the 2010 Outside Directors’ Option Plan, as amended (“2010 Plan”), which is available only to non-employee directors. Additionally, there are seven expired or terminated plans with options outstanding. The exercise price of all stock options granted under these plans was equal to the fair market value of the stock on the grant date.

The 2008 Plan was approved by Autodesk’s stockholders in November 2007. Under this plan, 16.5 million shares of Autodesk common stock, in addition to 0.5 million shares that remained available for issuance under the 2006 Employee Stock Plan upon its expiration in March 2008, were reserved for issuance. The 2008 Plan permits the grant of stock options, restricted stock awards and restricted stock units; however, no more than 2.5 million of the shares reserved for issuance under the 2008 Plan may be issued pursuant to awards of restricted stock and restricted stock units. Options and restricted stock units granted under the 2008 Plan vest over periods ranging from immediately upon grant to over a four year period and expire within four to seven years from the date of grant. At April 30, 2010, 0.7 million shares were available for future issuance under the 2008 Plan. The 2008 Plan will expire in March 2011.

In April 2010, Autodesk requested the stockholders to approve amendments to the 2008 Plan to increase the number of shares reserved for issuance under the plan by 15.5 million shares and extend the term of the plan to June 2013. If the stockholders approve the amendments to the 2008 Plan at the stockholder meeting in June 2010, the number of shares reserved for issuance under the plan will be 15.5 million shares plus that number of shares remaining under the existing 2008 Plan, not to exceed 500,000 shares.

The 2010 Plan, which was approved by the stockholders and replaced the 2000 Directors’ Option Plan (“2000 Plan”) in June 2009, became effective March 16, 2010. The 2010 Plan allows for an automatic annual grant of options to non-employee members of Autodesk’s Board of Directors. Options and awards granted under the 2010 Plan vest over periods ranging from one year to over a four year period and expire within seven years from the date of grant. At April 30, 2010, 3.0 million shares were available for future issuance. The 2010 Plan reserved 2.5 million shares of Autodesk common stock, plus 0.5 million shares that remained available for issuance under the 2000 Plan. The 2010 Plan permits the grant of stock options and restricted stock awards to non-employee members of Autodesk’s Board of Directors. The 2010 Plan will expire in March 2020.

The following sections, Stock Options and Restricted Stock, summarize activity under Autodesk’s stock plans.

Stock Options:

A summary of stock option activity for the three months ended April 30, 2010 was as follows:


	Number of Shares		Weighted Average Price per Share
	(in thousands)
Options outstanding at January 31, 2010	29,083		$	27.56
Granted	6,190			29.49
Exercised	(770	)		13.94
Cancelled	(370	)		33.63

Options outstanding at April 30, 2010	34,133		$	28.20

Options exercisable at April 30, 2010	19,677		$	28.94

Options available for grant at April 30, 2010	3,638

The total pre-tax intrinsic value of options exercised during the three months ended April 30, 2010 and 2009 was $11.9 million and $1.6 million, respectively. The intrinsic value of options exercised is calculated as the difference between the exercise price of the option and the market value of the stock on the date of exercise. The weighted average grant date fair value of stock options granted during the three months ended April 30, 2010 and 2009, calculated as of the stock option grant date using the Black-Scholes-Merton option-pricing model, was $9.17 and $6.00 per share, respectively. As of April 30, 2010, total compensation costs of $83.4 million related to non-vested options is expected to be recognized over a weighted average period of 2.4 years.

The following table summarizes information about options outstanding and exercisable at April 30, 2010:


	Options Exercisable						Options Outstanding
	Number of Shares (in Thousands)	Weighted Average Contractual Life (in Years)	Weighted Average Exercise Price		Aggregate Intrinsic Value⁽¹⁾ (in Millions)		Number of Shares (in Thousands)	Weighted Average Contractual Life (in Years)	Weighted Average Exercise Price		Aggregate Intrinsic Value⁽¹⁾ (in Millions)
Range of per-share exercise prices:
$0.61 — $16.53	4,935		$	11.08			8,989		$	12.72
$17.37 — $29.49	3,430			23.84			9,164			26.71
$29.50 — $35.00	3,926			32.14			6,859			31.81
$35.30 — $45.29	6,743			40.87			8,294			41.61
$47.24 — $49.80	643			48.43			827			48.59

	19,677	3.1	$	28.94	$	155.4	34,133	4.3	$	28.20	$	273.2

⁽¹⁾	Represents the total pre-tax intrinsic value, based on Autodesk’s closing stock price of $33.99 per share as of April 30, 2010, which would have been received by the option holders had all option holders exercised their options as of that date.

These options will expire if not exercised prior to specific dates ranging through March 2017.

Restricted Stock:

A summary of restricted stock award and restricted stock unit activity for the three months ended April 30, 2010 was as follows:


	Unreleased Restricted Stock
	(in thousands)
Unreleased restricted stock at January 31, 2010	855
Awarded	37
Forfeited	(2	)

Unreleased restricted stock at April 30, 2010	890

During the three months ended April 30, 2010, Autodesk granted 37,353 restricted stock units under the 2008 Plan. The restricted stock units vest over periods ranging from immediately upon grant to the third anniversary of the date of grant. Restricted stock units are not considered outstanding stock at the time of grant, as the holders of these units are not entitled to any of the rights of a stockholder, including voting rights. The fair value of the restricted stock is expensed ratably over the vesting period. Autodesk recorded share-based compensation expense related to restricted stock units of $1.7 million and $0.2 million during the three months ended April 30, 2010 and 2009, respectively. As of April 30, 2010, total compensation cost related to non-vested awards not yet recognized of $11.0 million is expected to be recognized over a weighted average period of 1.6 years. At April 30, 2010, the number of units granted but unreleased was 860,032.

During the three months ended April 30, 2010, Autodesk did not issue any restricted stock awards under the 2000 Plan. Restricted stock awards granted under the 2000 Plan vest on the first anniversary of the date of grant. Restricted stock awards are considered outstanding at the time of grant, as the stock award holders are entitled to many of the rights of a stockholder, including voting rights. The fair value of the restricted stock is expensed ratably over the vesting period. Autodesk recorded share-based compensation expense related to restricted stock awards of $0.1 million during each of the three ended April 30, 2010 and 2009. As of April 30, 2010, total compensation cost related to non-vested awards not yet recognized of $0.1 million is expected to be recognized over a weighted average period of 0.1 years. At April 30, 2010, the number of awards granted but unreleased was 30,001.

1998 Employee Qualified Stock Purchase Plan (“ESP Plan”)

Under Autodesk’s ESP Plan, which was approved by stockholders in 1998, eligible employees may purchase shares of Autodesk’s common stock at their discretion using up to 15% of their compensation subject to certain limitations, at not less than 85% of fair market value as defined in the ESP Plan (“ESP Plan fair market value”). At April 30, 2010, a total of 29.3 million shares were available for future issuance. This amount automatically increases on the first trading day of each fiscal year by an amount equal to the lesser of 10 million shares or 2.0% of the total of (1) outstanding shares plus (2) any shares repurchased by Autodesk during the prior fiscal year. Under the ESP Plan, the Company issues shares on the first trading day following March 31 and September 30 of each fiscal year. The ESP Plan expires during fiscal 2018.

Autodesk issued 1.7 million shares under the ESP Plan during the three months ended April 30, 2010 and 2009, at average prices of $14.65 and $14.29 per share, respectively in each case. The weighted average grant date fair values of awards granted under the ESP Plan during the three months ended April 30, 2010 and 2009, calculated as of the award grant date using the Black-Scholes-Merton option-pricing model, were $6.90 and $7.17 per share, respectively.

At April 30, 2010, a total of 67.9 million shares of Autodesk’s common stock have been reserved for future issuance under existing stock option and stock purchase plans.

Stock-based Compensation Expense

Autodesk measures all stock-based payments to employees and directors, including grants of employee stock options, employee stock purchases related to the ESP Plan, and restricted stock, using a fair-value based method, and records the expense in Autodesk’s Condensed Consolidated Statements of Operations. The estimated fair value of stock-based awards is amortized to expense on a straight-line basis over the awards’ vesting period. The following table summarizes stock-based compensation expense for the three months ended April 30, 2010 and 2009, respectively, as follows:


	Three Months Ended April 30, 2010			Three Months Ended April 30, 2009
Cost of license and other revenue	$	0.8		$	0.6
Marketing and sales		10.6			9.5
Research and development		8.3			7.1
General and administrative		4.6			5.9

Stock-based compensation expense related to stock awards and ESP Plan purchases		24.3			23.1
Tax benefit		(6.8	)		(5.5	)

Stock-based compensation expense related to stock awards and ESP Plan purchases, net of tax	$	17.5		$	17.6

Autodesk used the Black-Scholes-Merton option-pricing model to estimate the fair value of stock-based awards and the fair value of awards under the ESP Plan based on the following assumptions:


	Three Months Ended April 30, 2010		Three Months Ended April 30, 2009
	Stock Option Plans	ESP Plan	Stock Option Plans	ESP Plan
Range of expected volatilities	0.40 - 0.43	0.33 - 0.45	0.53 - 0.55	0.58 - 0.73
Range of expected lives (in years)	2.7 - 3.7	0.50 - 2.0	2.7 - 4.0	0.50 - 2.0
Expected dividends	0%	0%	0%	0%
Range of risk-free interest rates	1.34 - 1.85%	0.24 - 1.05%	1.2 - 1.7%	0.42 - 0.86%
Expected forfeitures	13.5%	13.5%	13.5%	13.5%

Autodesk estimates expected volatility for stock-based awards granted under the Company’s stock plans and ESP Plan awards based on two measures. The first is a measure of historical volatility in the trading market for the Company’s common stock, and the second is the implied volatility of traded forward call options to purchase shares of the Company’s common stock.

Autodesk estimates the expected life of stock-based awards granted under the Company’s stock plans using both exercise behavior and post-vesting termination behavior, as well as consideration of outstanding options.

Autodesk does not currently pay, and does not anticipate paying, any cash dividends in the foreseeable future. Consequently, an expected dividend yield of zero is used in the Black-Scholes-Merton option valuation model.

The risk-free interest rate used in the Black-Scholes-Merton option valuation model for stock-based awards granted under the Company’s stock plans and ESP Plan awards is the historical yield on U.S. Treasury securities with equivalent remaining lives.

Autodesk only recognizes expense for the stock-based awards that are ultimately expected to vest. Therefore, Autodesk has developed an estimate of the number of awards expected to cancel prior to vesting (“forfeiture rate”). The forfeiture rate is estimated based on historical pre-vest cancellation experience, and is applied to all stock-based awards. The Company estimates forfeitures at the time of grant and revises those estimates in subsequent periods if actual forfeitures differ from those estimates.

Income Taxes

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Income Taxes

7.	*Income Taxes*

Autodesk’s effective tax rate was 22% and negative 65% during the three months ended April 30, 2010 and 2009, respectively. Autodesk’s effective tax rate during the quarter ended April 30, 2010 differs from the effective tax rate during the same period of the prior fiscal year primarily due to a $20.9 million discrete non-cash tax charge as a result of a change in expected future tax rates and establishment of a valuation allowance against certain California deferred tax assets that was recorded during the first quarter of fiscal 2010 partially offset by a discrete tax benefit of $7.7 million associated with the impairment of goodwill that was recorded during the first quarter of fiscal 2010. During the first quarter of fiscal 2010, the State of California enacted legislation significantly altering California tax law. As a result of the legislation, we expect that in fiscal years 2012 and beyond, income subject to tax in California will be less than under prior tax law and accordingly, deferred tax assets are less likely to be realized. Excluding the impact of discrete tax items, the effective tax rate for the first quarter of fiscal 2011 was lower than the Federal statutory tax rate of 35% primarily due to foreign income taxed at lower rates partially offset by the impact of stock-based compensation expense.

As of April 30, 2010, the Company had $180.5 million of gross unrecognized tax benefits, excluding interest, of which approximately $167.4 million represents the amount of unrecognized tax benefits that would impact the effective tax rate, if recognized. The remaining $13.1 million relates to items that would result in balance sheet reclassification with no impact to income tax expense. It is possible that the amount of unrecognized tax benefits will change in the next twelve months; however an estimate of the range of the possible change cannot be made at this time.

At April 30, 2010, Autodesk had net deferred tax assets of $156.2 million. The Company believes that it will generate sufficient future taxable income in appropriate tax jurisdictions to realize these assets.

Restructuring Reserve

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Restructuring Reserve

8.	*Restructuring Reserve*

In addition to previously announced restructuring plans in fiscal 2009 and 2010, in the first quarter of fiscal 2011, Autodesk initiated a restructuring plan in order to further reduce operating costs. The restructuring plan is expected to result in costs relating to targeted staff reductions of approximately 210 to 230 positions. In connection with this restructuring plan, Autodesk expects to record restructuring charges of approximately $10.0 million to $12.0 million during fiscal 2011. No leased facilities were consolidated as part of this restructuring (“Fiscal 2011 Plan”).

In connection with the Fiscal 2011 Plan, during the quarter ended April 30, 2010 Autodesk reduced the number of employees by approximately 120 positions and recorded restructuring charges of $7.1 million, which related to one-time employee termination benefits. The remainder of the termination benefits will be substantially paid during fiscal 2011.

The following table summarizes the restructuring activity recorded in the Condensed Consolidated Balance Sheets during the three months ended April 30, 2010:


	Balance at January 31, 2010		Additions		Payments			Adjustments⁽¹⁾		Balance at April 30, 2010
Fiscal 2011 Plan
Employee Termination Costs	$	—	$	7.1	$	(4.7	)	$	—	$	2.4
Fiscal 2010 Plan
Employee Termination Costs		0.8		—		(0.8	)		—		—
Lease Termination and Asset Costs		6.1		—		(1.0	)		—		5.1
Fiscal 2009 Plan
Employee Termination Costs		1.0		—		(0.2	)		—		0.8
Lease Termination and Asset Costs		8.2		0.2		(1.6	)		—		6.8
Other
Employee Termination Costs		0.4				(0.3	)		—		0.1
Lease Termination and Asset Costs		2.9		—		(0.4	)		—		2.5

	$	19.4	$	7.3	$	(9.0	)	$	—	$	17.7

Current portion⁽²⁾	$	11.4								$	10.3
Non-current portion⁽²⁾		8.0									7.4

	$	19.4								$	17.7

⁽¹⁾	Adjustments include the impact of foreign currency translation.

⁽²⁾	The current and non-current portion of the reserve is recorded in the Condensed Consolidated Balance Sheet under “Other accrued liabilities” and “Other liabilities,” respectively.

Deferred Compensation

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Deferred Compensation

9.	*Deferred Compensation*

At April 30, 2010, Autodesk had marketable securities totaling $301.2 million, of which $29.5 million related to investments in debt and equity securities that are held in a rabbi trust under non-qualified deferred compensation plans. The total related deferred compensation liability was $29.5 million at April 30, 2010, of which $1.3 million was classified as current and $28.2 million was classified as non-current liabilities. The value of debt and equity securities held in the rabbi trust at January 31, 2010 was $26.3 million. The total related deferred compensation liability at January 31, 2010 was $26.3 million, of which $1.1 million was classified as current and $25.2 million was classified as non-current liabilities. The current and non-current portions of the liability are recorded in the Condensed Consolidated Balance Sheets under “Accrued compensation” and “Other liabilities,” respectively.

Computer Equipment, Software, Furniture and Leasehold Improvements, Net

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Computer Equipment, Software, Furniture and Leasehold Improvements, Net

10.

Computer Equipment, Software, Furniture and Leasehold Improvements, Net

Computer software and hardware, leasehold improvements, furniture and equipment and the related accumulated depreciation were as follows:


	April 30, 2010			January 31, 2010
Computer software, at cost	$	129.3		$	127.3
Computer hardware, at cost		110.5			108.5
Leasehold improvements, land and buildings, at cost		113.6			113.7
Furniture and equipment, at cost		42.7			42.9

		396.1			392.4
Less: Accumulated depreciation		(300.6	)		(290.8	)

Computer software, hardware, leasehold improvements, furniture and equipment, net	$	95.5		$	101.6

Purchased Technologies, Customer Relationships and Trade Names, Net

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Purchased Technologies, Customer Relationships and Trade Names, Net

11.

Purchased Technologies, Customer Relationships and Trade Names, Net

Purchased technologies, customer relationships, trade names and the related accumulated amortization were as follows:


	April 30, 2010			January 31, 2010
Purchased technologies	$	311.5		$	311.5
Customer relationships and trade names ⁽¹⁾		175.5			176.5
Less: Accumulated amortization		(328.8	)		(314.9	)

Purchased technologies, customer relationships and trade names, net	$	158.2		$	173.1

⁽¹⁾	Customer relationships and trade names are included in “Other Assets” in the Condensed Consolidated Balance Sheets.

Goodwill

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Goodwill

12.

Goodwill

The changes in the carrying amount of goodwill during the three months ended April 30, 2010 were as follows:


	Platform Solutions and Emerging Business		Architecture, Engineering and Construction			Manufacturing			Media and Entertainment		Total
Balance as of January 31, 2010	$	40.2	$	224.8		$	277.9		$	—	$	542.9
Effect of foreign currency translation, purchase accounting adjustments and other		—		(1.9	)		(0.7	)		—		(2.6	)

Balance as of April 30, 2010	$	40.2	$	222.9		$	277.2		$	—	$	540.3

Autodesk assesses goodwill annually for impairment in the fourth quarter of each fiscal year or sooner should events or changes in circumstances indicate potential impairment. When assessing goodwill for impairment, Autodesk uses discounted cash flow models that include assumptions regarding projected cash flows (“Income Approach”) and corroborates it with the estimated consideration that the Company would receive if there were to be a sale of the reporting segment (“Market Approach”). Variances in these assumptions could have a significant impact on Autodesk’s conclusion as to whether goodwill is impaired, or the amount of any impairment charge. Impairment charges, if any, result from instances where the fair values of net assets associated with goodwill are less than their carrying values. The process of evaluating the potential impairment of goodwill is subjective and requires significant judgment at many points during the analysis. The value of Autodesk’s goodwill could also be impacted by future adverse changes such as: (i) declines in Autodesk’s actual operating results, (ii) a sustained decline in Autodesk’s market capitalization, (iii) significant slowdown in the worldwide economy or the industries Autodesk serves, or (iv) changes in Autodesk’s business strategy or internal operating results forecasts. As of April 30, 2010, a hypothetical 10% decrease in the fair value of Autodesk’s reporting units would not have an impact on the carrying value of goodwill nor result in additional impairment of goodwill.

Borrowing Arrangements

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Borrowing Arrangements

13.

Borrowing Arrangements

Autodesk’s U.S. line of credit facility permits unsecured short-term borrowings of up to $250.0 million and is available for working capital or other business needs. The credit agreement contains customary covenants, which could restrict liens, certain types of additional debt and dispositions of assets if Autodesk fails to maintain its financial covenants. The line of credit is syndicated with various financial institutions, including Citicorp USA, Inc., a Citibank affiliate, which is the lead lender and agent. Autodesk had no outstanding borrowings on this line at April 30, 2010. This facility expires in August 2012.

Autodesk’s China line of credit facility permits unsecured short-term borrowings of up to $5.0 million and is available for working capital needs. At April 30, 2010, Autodesk had no outstanding borrowings on this line of credit, which contains customary covenants. This facility has no contractual expiration.

Commitments and Contingencies

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Commitments and Contingencies

14.

Commitments and Contingencies

Guarantees and Indemnifications

In the normal course of business, Autodesk provides indemnifications of varying scopes, including limited product warranties and indemnification of customers against claims of intellectual property infringement made by third parties arising from the use of Autodesk’s products or services. Autodesk accrues for known indemnification issues if a loss is probable and can be reasonably estimated. Historically, costs related to these indemnifications have not been significant, but because potential future costs are highly variable, Autodesk is unable to estimate the maximum potential effect of these indemnifications on its future results of operations.

In connection with the purchase, sale or license transactions of assets or businesses with third parties, Autodesk has received or assumed customary indemnification agreements related to the assets or businesses purchased, sold or licensed. Historically, costs related to indemnifications or guarantees assumed have not been significant, but because potential future costs are highly variable, Autodesk is unable to estimate the maximum potential effect of these indemnifications on its future results of operations.

As permitted under Delaware law, Autodesk has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at Autodesk’s request in such capacity. The maximum potential amount of future payments Autodesk could be required to make under these indemnification agreements is unlimited; however, Autodesk has Directors’ and Officers’ Liability insurance coverage that is intended to reduce its financial exposure and may enable Autodesk to recover a portion of any future amounts paid. Autodesk believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is not significant.

Legal Proceedings

Autodesk is involved in legal proceedings from time to time arising from the normal course of business activities including claims of alleged infringement of intellectual property rights, commercial, employment, piracy prosecution and other matters. In the Company’s opinion, resolution of pending matters is not expected to have a material adverse impact on its consolidated results of operations, cash flows or its financial position. However, it is possible that an unfavorable resolution of one or more such proceedings could in the future materially affect its future results of operations, cash flows or financial position in a particular period.

Common Stock Repurchase Program

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Common Stock Repurchase Program

15.

Common Stock Repurchase Program

Autodesk has a stock repurchase program that helps offset the dilution to net income per share caused by the issuance of stock under the Company’s employee stock plans and returns excess cash generated from its business to stockholders. During the quarter ended April 30, 2010, Autodesk repurchased 2.0 million shares of its common stock on the open market at an average repurchase price of $29.38 per share and subsequently retired those shares. Common stock and additional paid-in capital and retained earnings were reduced by $26.9 million and $31.9 million, respectively, during the quarter ended April 30, 2010, as a result of the stock repurchases. As of April 30, 2010, 11.5 million shares remained available for repurchase under this program. The number of shares acquired and the timing of the purchases are based on several factors, including general market conditions, the volume of employee stock option exercises and the issuance of shares through our ESP Plan, the pool of existing outstanding options and the grant of new options, the trading price of Autodesk common stock, cash on hand and available in the United States, and company defined trading windows.

Comprehensive Income (Loss)

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Comprehensive Income (Loss)

16.

Comprehensive Income (Loss)

The components of other comprehensive income (loss), net of taxes, were as follows:


	Three Months Ended April 30,
	2010			2009
Net income (loss)	$	36.9		$	(32.1	)
Other comprehensive income (loss)
Net gain (loss) on derivative instruments, net of taxes		7.1			3.2
Change in net unrealized gain (loss) on available-for-sale securities, net of tax		(0.3	)		—
Net change in cumulative foreign currency translation gain (loss)		(4.4	)		(1.7	)

Total other comprehensive income (loss)		2.4			1.5

Total comprehensive income (loss)	$	39.3		$	(30.6	)

Accumulated other comprehensive income (loss), net of taxes, was comprised of the following at April 30:


	April 30,
	2010			2009
Net gain (loss) on derivative instruments	$	9.4		$	3.0
Net unrealized gain (loss) on available-for-sale securities		1.2			—
Unfunded portion of pension plans		(5.9	)		—
Foreign currency translation adjustments		(5.8	)		(12.7	)

	$	(1.1	)	$	(9.7	)

Net Income (Loss) Per Share

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Net Income (Loss) Per Share

17.

Net Income (Loss) Per Share

Basic net income (loss) per share is computed using the weighted average number of shares of common stock outstanding for the period, including restricted stock awards and excluding unvested stock options and restricted stock units. Diluted net income (loss) per share is based upon the weighted average shares of common stock outstanding for the period and potentially dilutive common shares, including the effect of stock options and restricted stock units under the treasury stock method. The following table sets forth the computation of the numerators and denominators used in the basic and diluted net income per share amounts:


	Three Months Ended April 30,
	2010		2009
Numerator:
Net income (loss)	$	36.9	$	(32.1	)

Denominator:
Denominator for basic net income per share—weighted average shares		229.0		227.1
Effect of dilutive securities		5.6		—

Denominator for dilutive net income per share		234.6		227.1

Basic net income (loss) per share	$	0.16	$	(0.14	)

Diluted net income (loss) per share	$	0.16	$	(0.14	)

The computation of diluted net income (loss) per share does not include shares that are anti-dilutive under the treasury stock method because their exercise prices are higher than the average market value of Autodesk’s stock during the period. For the three months ended April 30, 2010 and 2009, 19.4 million and 31.2 million potentially anti-dilutive weighted shares, respectively, were excluded from the computation of diluted net income (loss) per share.

Segments

3 Months Ended

Apr. 30, 2010

Statement [Line Items]

Segments

18.

Segments

Autodesk reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments. Autodesk has four reportable segments: Platform Solutions and Emerging Business (“PSEB”), Architecture, Engineering and Construction (“AEC”), Manufacturing (“MFG”) and Media and Entertainment (“M&E”). Autodesk has no material inter-segment revenue.

The PSEB, AEC and MFG segments derive revenue from the sale of licenses for software products and services to customers who design, build, manage or own building, manufacturing and infrastructure projects. The M&E segment derives revenue from the sale of products to creative professionals, post-production facilities, and broadcasters for a variety of applications, including feature films, television programs, commercials, music and corporate videos, interactive game production, web design and interactive web streaming.

PSEB includes Autodesk’s horizontal design product, its AutoCAD product. Autodesk’s AutoCAD product is a platform product that underpins the Company’s vertical design product offerings for the industries it serves. For example, AEC and MFG offer tailored versions of AutoCAD software for the industries they serve. Autodesk’s AutoCAD product also provides a platform for Autodesk’s developer partners to build custom solutions for a range of diverse design-oriented markets. PSEB’s revenue primarily includes revenue from sales of licenses of Autodesk’s horizontal design products, AutoCAD and AutoCAD LT, as well as many of Autodesk’s vertical design products.

AEC software products help to improve the way building, civil infrastructure, process plant and construction projects are designed, built and managed. A broad portfolio of solutions enables greater efficiency, accuracy and sustainability across the entire project lifecycle. Autodesk AEC solutions include advanced technology for building information modeling (“BIM”), AutoCAD-based design and documentation productivity software, and sustainable design analysis applications, and collaborative project management solutions. BIM, an integrated process for building and infrastructure design, analysis, documentation and construction, uses consistent, coordination information to improve communication and collaboration between the extended project team. AEC provides a comprehensive portfolio of BIM solutions that help customers deliver projects faster and more economically, while minimizing environmental impact. AEC’s revenue primarily includes revenue from the sales of licenses of Autodesk Revit, AutoCAD Civil 3D, AutoCAD Architecture and AutoCAD Map 3D products.

MFG provides the manufacturers in automotive and transportation, industrial machinery, consumer products and building products with comprehensive digital prototyping solutions that brings together design data from all phases of the product development process to develop a single digital model created in Autodesk Inventor software. Autodesk’s solutions for digital prototyping enable a broad group of manufacturers to realize benefits with minimal disruption to existing workflows. MFG’s revenue primarily includes revenue from the sales of licenses of Autodesk Inventor, AutoCAD Mechanical and Autodesk Moldflow products.

M&E is comprised of two product groups: Animation, including design visualization, and Creative Finishing (formerly known as Advanced Systems). Animation products, such as Autodesk 3ds Max and Autodesk Maya, provide tools for digital sculpting, modeling, animation, effects, rendering, and compositing, for design visualization, visual effects and games production. Creative Finishing products provide editing, finishing and visual effects design and color grading.

All of Autodesk’s reportable segments distribute their respective products primarily through authorized resellers and distributors and, to a lesser extent, through direct sales to end-users. The accounting policies of the reportable segments are the same as those described in Note 1, “Business and Summary of Significant Accounting Policies” of our 2010 Form 10-K. Autodesk evaluates each segment’s performance on the basis of gross profit. Autodesk currently does not separately accumulate and report asset information by segment, except for goodwill, which is disclosed in Note 12, “Goodwill.”

Information concerning the operations of Autodesk’s reportable segments was as follows:


	Three Months Ended April 30,
	2010			2009
Net revenue:
Platform Solutions and Emerging Business	$	183.8		$	155.7
Architecture, Engineering and Construction		136.8			128.3
Manufacturing		107.9			93.8
Media and Entertainment		46.1			47.9
Other		—			0.1

	$	474.6		$	425.8

Gross profit:
Platform Solutions and Emerging Business	$	173.5		$	142.4
Architecture, Engineering and Construction		122.8			119.1
Manufacturing		99.8			85.8
Media and Entertainment		35.7			35.4
Unallocated ⁽¹⁾		(8.5	)		(9.2	)

	$	423.3		$	373.5

⁽¹⁾	Unallocated amounts primarily relate to corporate expenses and other costs and expenses that are managed outside the reportable segments, including amortization of purchased technology and stock-based compensation expense.

Information regarding Autodesk’s operations by geographic area was as follows:


	Three Months Ended April 30,
	2010		2009
Net revenue:
Americas
U.S.	$	130.4	$	133.6
Other Americas		30.8		29.9

Total Americas		161.2		163.5

Europe, Middle East and Africa		198.6		167.1

Asia Pacific
Japan		53.6		47.3
Other Asia Pacific		61.2		47.9

Total Asia Pacific		114.8		95.2

Total net revenue	$	474.6	$	425.8