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News Release

Autodesk Reports Third Quarter Results

Nov 21, 2002

SAN RAFAEL, Calif.--(BUSINESS WIRE)--Nov. 21, 2002--Autodesk, Inc. (Nasdaq:ADSK), the world's leading design software and digital content company, today announced financial results for its third quarter ended October 31, 2002. For the third quarter of fiscal year 2003, Autodesk reported net revenues of $188.7 million, compared to $216.4 million in the third quarter of fiscal year 2002.

On a pro forma basis, as defined below, third quarter net income was $5.8 million or $0.05 per diluted share compared to $20.8 million or $0.19 per diluted share for the same quarter a year ago.

"This is perhaps the toughest technology buying environment we've seen, yet we are still making money and generating cash, we have no debt, and we are financially very healthy," said Carol Bartz, Autodesk chairman and CEO. "Customers are turning to Autodesk for cost savings and productivity improvements. In challenging times like these, customers look to a few key strategic technology partners for a quick ROI and Autodesk is clearly one of those partners."

Third quarter net loss was $3.9 million or $0.03 per diluted share compared to net income for the same quarter a year ago of $21.5 million or $0.19 per diluted share.

Third Quarter Highlights

  • In manufacturing, our 3D business was up 3% over last year. Customers are looking for the productivity improvements associated with 3D solutions. We shipped more than 6,100 commercial 3D seats during the quarter -- well ahead of any other 3D modeling solution on the market.

  • Strong new product releases continue to perform well even in the midst of an economic slowdown. Two notable examples of this are Autodesk Map 5 that grew more than 7% over last year, and 3ds max 5 that grew by more than 36%.

  • Subscriptions had a stellar quarter with Americas growing 5% from last quarter and Europe doubling its subscription revenue. Subscription momentum is building with more customer sign-ups, and growth in order sizes and multiple-product contracts.

  • Autodesk Streamline, a key part of our product lifecycle management strategy that enhances communication of design intent for 2D as well as 3D environments, doubled its reference accounts versus last quarter to a total of 15 accounts that have yielded demonstrable real benefits in productivity, cost savings and quick ROI.

  • Buzzsaw, an integral part of our building lifecycle management solution that increases process efficiency through better use of digital design information, saw 6% sequential growth in its user base, with more than 65,000 users.

Business Outlook

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially.

Net revenues and pro forma earnings per share for the fourth quarter of fiscal year 2003 are expected to be approximately equal to the third quarter ended October 31, 2002. Pro forma earnings per share exclude restructuring and other charges as well as amortization of purchased intangibles.

These revenue expectations are subject to a number of risks, including the possibility of further slowing in the worldwide economies, or in the manufacturing and entertainment sectors, failure to achieve continuing customer acceptance of new AutoCAD releases, failure to grow new or emerging businesses, competitive pressure, and fluctuations in foreign currency.

Pro forma earnings per diluted share may vary from expectations due to inability to maintain or grow overall revenue, inability to further reduce operating costs, inability to successfully integrate new or acquired businesses like Revit and CAiCE, and fluctuations in interest rates and share count.

The statements above contained in the business outlook are forward-looking statements that involve risks and uncertainties. In addition to factors discussed above, other factors that could cause actual results to differ materially include the following: general market and business conditions, pricing pressure, failure to achieve continued success in technology advancements, delays in release of new products and services, failure to successfully integrate new or acquired businesses, changes in customer ordering patterns, financial and business condition of our reseller and distribution channels, failure to grow lifecycle management or collaboration. 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, 2002, and Form 10-Q for the quarter ended July 31, 2002 which are on file with the Securities and Exchange Commission.

Autodesk will host a toll free conference call at 800-857-9746 (password: Autodesk) and an audio webcast on the third quarter results beginning at 5:00 p.m. Eastern Time at www.Autodesk.com/investor. An audio webcast replay will be available until December 1, 2002.

A summary of Autodesk's financial results is as follows:

Three months ended October 31            2002              2001

Net revenues                     $188,701,000      $216,357,000
Net (loss) income (1)(2)          $(3,910,000)      $21,471,000
Pro forma net income (3)           $5,808,000       $20,751,000
Diluted net (loss) income
 per share (1)(2)                      $(0.03)            $0.19
Pro forma diluted net
 income per share (3)                   $0.05             $0.19

(1) Net loss for the quarter ended October 31, 2002 includes
    restructuring and other charges of $13.3 million or $0.12 per
    diluted share. Net income for the quarter ended October 31, 2001,
    includes restructuring and other charges of $7.3 million or $0.07
    per diluted share and a one-time gain on disposal of affiliate of
    $9.5 million or $0.08 per diluted share.

(2) On February 1, 2002, Autodesk adopted new accounting rules which
    resulted in the discontinuation of goodwill amortization. Net
    income for the quarter ended October 31, 2001 includes $5.0
    million or $0.04 per diluted share of goodwill amortization.

(3) Pro forma results for the quarter ended October 31, 2002 exclude
    restructuring and other charges and amortization of purchased
    intangibles totaling $13.3 million or $0.12 per diluted share. Pro
    forma results for the quarter ended October 31, 2001, exclude
    amortization of goodwill and purchased intangibles of $5.2 million
    or $0.05 per diluted share, restructuring and other charges of
    $7.3 million or $0.07 per diluted share and a one-time gain on
    disposal of affiliate of $9.5 million or $0.08 per diluted share.

Nine months ended October 31             2002              2001

Net revenues                     $629,429,000      $693,457,000
Net income (4)(5)                 $25,491,000       $68,544,000
Pro forma net income (6)          $39,241,000       $81,954,000
Diluted net income
 per share (4)(5)                       $0.22             $0.61
Pro forma diluted net
 income per share (6)                   $0.34             $0.74

(4) Net income for the nine months ended October 31, 2002 includes
    $18.6 million of restructuring and other charges or $0.16 per
    diluted share. Net income for the nine months ended October 31,
    2001, includes restructuring and other charges of $17.1 million or
    $0.15 per diluted share and a one-time gain on disposal of
    affiliate of $9.5 million or $0.08 per diluted share.

(5) On February 1, 2002, Autodesk adopted new accounting rules which
    resulted in the discontinuation of goodwill amortization. Net
    income for the nine months ended October 31, 2001 includes $14.9
    million or $0.13 per diluted share of goodwill amortization.

(6) Pro forma results for the nine months ended October 31, 2002
    excludes restructuring and other charges and amortization of
    purchased intangibles totaling $18.8 million or $0.16 per diluted
    share. Pro forma results for the nine months ended October 31,
    2001, exclude amortization of goodwill and purchased intangibles
    of $15.7 million or $0.14 per diluted share, restructuring and
    other charges of $17.1 million or $0.15 per diluted share and a
    one-time gain on disposal of affiliate of $9.5 million or $0.08
    per diluted share.

About Autodesk

Autodesk is the world's leading design software and digital content company. Founded in 1982, Autodesk provides design software, Internet portal services, wireless development platforms, and point-of-location applications that empower more than four million customers in over 150 countries to drive business and remain competitive. For more information, contact any Authorized Autodesk Reseller, call Autodesk at 800-964-6432, or visit www.autodesk.com. Discreet(TM) product information is available at 800-869-3504 or via the Web at www.discreet.com.

Autodesk and the Autodesk logo are registered trademarks, and Discreet is a trademark, of Autodesk, Inc., in the United States and/or other countries. All other brand names, product names, or trademarks belong to their respective holders. (c)Copyright 2002 Autodesk, Inc. All rights reserved.

Autodesk, Inc.
Pro Forma Consolidated Statements of Income

(In thousands, except per share data)



                                 Three Months Ended  Nine Months Ended
                                     October 31,        October 31,
                                 ------------------ ------------------
                                   2002     2001      2002     2001
                                 ------------------ ------------------
                                    (Unaudited)        (Unaudited)

Net revenues                     $188,701 $216,357  $629,429 $693,457

Costs and expenses:
    Cost of revenues               31,835   37,799   106,737  109,717
    Marketing and sales            82,129   81,109   251,247  254,666
    Research and development       41,179   39,637   133,028  129,379
    General and administrative     28,091   32,492    95,845   98,131
                                 ------------------ ------------------
                                  183,234  191,037   586,857  591,893
                                 ------------------ ------------------

Income from operations              5,467   25,320    42,572  101,564
Interest and other income, net      2,489    4,325    11,183   17,313
                                 ------------------ ------------------
Income before income taxes          7,956   29,645    53,755  118,877
Provision for income taxes         (2,148)  (8,894)  (14,514) (35,712)
Equity in net loss of affiliate        --       --        --   (1,211)
                                 ------------------ ------------------
Net income                       $  5,808 $ 20,751  $ 39,241 $ 81,954
                                 ================== ==================
Basic net income per share       $   0.05 $   0.19  $   0.35 $   0.76
                                 ================== ==================
Diluted net income per share     $   0.05 $   0.19  $   0.34 $   0.74
                                 ================== ==================
Shares used in computing basic
    net income per share          112,809  108,740   113,161  108,186
                                 ================== ==================
Shares used in computing diluted
    net income per share          113,558  112,020   114,950  111,502
                                 ================== ==================

The above pro forma amounts 
 have been adjusted to exclude
 the following items:

Amortization of goodwill and
    purchased intangibles        $     26 $  5,198  $    273 $ 15,679
Restructuring and other            13,286    7,290    18,563   17,064
Gain on disposal of affiliate          --   (9,461)       --   (9,461)
Income tax effect                  (3,594)  (3,747)   (5,086)  (9,872)
                                 ------------------ ------------------
Net difference between actual
 results and pro forma
 net income                      $  9,718 $   (720) $ 13,750 $ 13,410
                                 ================== ==================



Autodesk, Inc.
Consolidated Statements of Operations

(In thousands, except per share data)

                                 Three Months Ended  Nine Months Ended
                                     October 31,        October 31,
                                 ------------------ ------------------
                                   2002      2001     2002     2001
                                 -------------------------------------
                                    (Unaudited)        (Unaudited)

Net revenues                     $188,701 $ 216,357 $629,429 $693,457

Costs and expenses:
    Cost of revenues               31,835    37,799  106,737  109,717
    Marketing and sales            82,129    81,109  251,247  254,666
    Research and development       41,179    39,637  133,028  129,379
    General and administrative     28,091    32,492   95,845   98,131
    Amortization of goodwill and
      purchased intangibles            26     5,198      273   15,679
    Restructuring and other        13,286     7,290   18,563   17,064
                                  -------- --------- -------- --------
                                  196,546   203,525  605,693  624,636
                                  -------- --------- -------- --------

(Loss) income from operations      (7,845)   12,832   23,736   68,821
Interest and other income, net      2,489     4,325   11,183   17,313
Gain on disposal of affiliate           0     9,461        0    9,461
                                 --------- ------------------ --------
(Loss) income before income taxes  (5,356)   26,618   34,919   95,595
Benefit (provision) for income
 taxes                              1,446    (5,147)  (9,428) (25,840)
Equity in net loss of affiliate        --        --       --   (1,211)
                                 ---------------------------- --------
Net (loss) income                $ (3,910)$  21,471 $ 25,491 $ 68,544
                                  ======== ========= ======== ========
Basic net (loss) income per share$  (0.03)$    0.20 $   0.23 $   0.63
                                  ======== ========= ======== ========
Diluted net (loss) income per
 share                           $  (0.03)$    0.19 $   0.22 $   0.61
                                  ======== ========= ======== ========
Shares used in computing basic
    net (loss) income per share   112,809   108,740  113,161  108,186
                                  ======== ========= ======== ========
Shares used in computing diluted
    net (loss) income per share   112,809   112,020  114,950  111,502
                                 ================== ==================



Autodesk, Inc.
Consolidated Balance Sheets
(In thousands)

                                          October 31,     January 31,
                                             2002            2002
                                          ----------------------------
                                          (Unaudited)     (Audited)

ASSETS:

Current assets:
    Cash and cash equivalents           $       134,642 $     136,781
    Marketable securities                        94,983       201,030
    Accounts receivable, net                    129,007       140,465
    Inventories                                  15,510        17,999
    Deferred income taxes                        33,027        31,477
    Prepaid expenses and other current
     assets                                      29,555        36,118
                                         -----------------------------
Total current assets                            436,724       563,870
                                         -----------------------------


Marketable securities                           165,595       166,800

Computer equipment, software, furniture
 and leasehold
 improvements, at cost:
    Computer equipment, software and
     furniture                                  210,065       200,568
    Leasehold improvements                       33,685        29,652
    Less accumulated depreciation              (165,991)     (157,400)
                                         -----------------------------
                                                 77,759        72,820

Purchased technologies and capitalized
 software, net                                   30,932        19,336
Goodwill, net                                   170,217        39,987
Deferred income taxes                             9,761        29,459
Other assets                                      9,497        10,172
                                         -----------------------------
                                        $       900,485 $     902,444
                                         =============================


LIABILITIES & STOCKHOLDERS' EQUITY:

Current liabilities:
    Accounts payable                    $        46,100 $      53,769
    Accrued compensation                         43,500        57,540
    Accrued income taxes                         62,994        91,922
    Deferred revenues                            76,656        65,474
    Other accrued liabilities                    83,071       101,946
                                         -----------------------------
Total current liabilities                       312,321       370,651
                                         -----------------------------


Other liabilities                                 2,637         2,479

Stockholders' equity:
    Common stock and additional paid-in
     capital                                    501,112       458,135
    Accumulated other comprehensive loss        (16,151)      (19,972)
    Deferred compensation                        (3,380)         (713)
    Retained earnings                           103,946        91,864
                                         -----------------------------
Total stockholders' equity                      585,527       529,314
                                         -----------------------------
                                        $       900,485 $     902,444
                                         =============================



Autodesk, Inc.
Financial Fact Sheet

Fiscal Year 2003       QTR 1        QTR 2       QTR 3   QTR 4  YTD2003

Financial
 Statistics (in
 millions):
Net Revenues       $     229.3  $     211.4  $     188.7     $  629.4
Gross Margin                82%          84%          83%          83%
Pro Forma                                                    
 Operating                                                   
 Expenses          $     165.7  $     163.0  $     151.4     $  480.1
Pro Forma                                                    
 Operating                                                   
 Margin                     10%           7%           3%           7%
Pro Forma Net                                                
 Income (1)        $      18.9  $      14.5  $       5.8     $   39.2
Pro Forma Earnings                                           
 Per Share                                                   
 (diluted)         $      0.16  $      0.13  $      0.05     $   0.34
Total Cash and                                               
 Marketable                                                  
 Securities        $     423.0  $     406.7  $     395.2     $  395.2
Days Sales                                                   
 Outstanding                50           56           62     

Revenue by                                                   
 Geography (in                                               
 millions):                                                  
Americas           $     106.8  $      92.7  $      87.4     $  286.9
Europe             $      71.8  $      66.2  $      58.2     $  196.2
Asia/Pacific       $      50.7  $      52.5  $      43.1     $  146.3

Revenue by                                                   
 Division                                                    
 (in millions):                                              
Design Solutions   $     193.9  $     178.6  $     158.2     $  530.7
   Manufacturing   $      33.7  $      33.3  $      24.6     $   91.6
   GIS             $      27.1  $      26.0  $      23.9     $   77.0
   Building                                                  
    Industry       $      21.8  $      16.2  $      16.9     $   54.9
   Platform                                                  
    Technology                                               
    Group & Other  $     111.3  $     103.1  $      92.8     $  307.2

Discreet           $      35.4  $      32.8  $      30.5     $   98.7

AutoCAD                                                      
 Statistics:                                                 
New Units of                                                 
 AutoCAD-based                                               
 Products               46,700       35,300       46,000      128,000
Upgrade Revenue of                                           
 AutoCAD-based                                               
 Products          $      21.3  $      13.1  $      10.9     $  45.3
(in millions)
Installed Base       3,091,700    3,127,000    3,173,000    3,173,000

Headcount:
Headcount                3,706        3,715        3,622        3,622


Common Stock
 Statistics:
Stock Outstanding
(Pro Forma EPS
 Calculation-
 diluted)          118,402,000  114,275,000  113,558,000  114,950,000
Stock Repurchased      446,000    2,003,000      641,000    3,090,000


(1) Pro forma net income excludes amortization of goodwill and
    purchased intangibles and restructuring and other charges.

CONTACT: Autodesk, Inc. Investor:Al Castino, 415/507-6287al.castino@autodesk.comMisty Ohmart, 415/507-6208misty.ohmart@autodesk.comMedia:Shannon Hart, 415/507-6241shannon.hart@autodesk.com

Click here for pdf version of this release.

Click here for pdf version of the Balance Sheet.

Click here for pdf version of the Consolidated Operations.

Click here for pdf version of the Pro Forma.