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Autodesk Reports Record Revenues of $373 Million
                       Raises Guidance for Fiscal 2006

SAN RAFAEL, Calif., Aug. 18 /PRNewswire-FirstCall/ -- Autodesk, Inc. (Nasdaq: ADSK) today announced financial results for its second fiscal quarter ended July 31, 2005. For the second quarter, Autodesk reported record net revenues of $373 million, a 33 percent increase over $280 million reported in the second quarter of the prior year.

Second quarter net income was $75 million, or $0.30 per diluted share, on a GAAP basis and $73 million, or $0.29 per diluted share on a non-GAAP basis. Non-GAAP net income excludes a $2 million tax benefit which was the only adjustment for non-GAAP purposes in the current quarter. Net income in the second quarter of the prior year was $39 million, or $0.16 per diluted share, on a GAAP basis, and $44 million, or $0.18 per diluted share on a non-GAAP basis.

"Autodesk had a remarkable quarter, and we are once again raising guidance for fiscal 2006," said Carol Bartz, Autodesk chairman and CEO. "We saw strong demand across all divisions and all markets. Our customers need real improvements in productivity and efficiency. Autodesk is meeting those needs."

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

Second quarter revenues from new seats increased 24 percent over the prior year. Revenues from new commercial seats of AutoCAD increased 32 percent over the prior year.

The retirement of the AutoCAD 2002 based family of products contributed to a 54 percent increase in upgrade revenues compared to the second quarter of fiscal 2005. Subscription revenues, which are called maintenance in the financial statements, increased 55 percent. 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. Revenues from Autodesk Architectural Desktop and Autodesk Map 3D increased 39 percent and 25 percent respectively over the second quarter of the prior year. Combined revenues from AutoCAD Mechanical and AutoCAD Electrical software increased 46 percent over last year. Revenues from new commercial seats of Autodesk's 3D products -- Autodesk Inventor Series, Autodesk Inventor Professional, Autodesk Revit Building, Autodesk AutoCAD Revit Series, and Autodesk Civil 3D -- increased 93 percent over the prior year.

During the quarter Autodesk continued to improve its profitability. Operating margins increased to 24 percent on a GAAP and non-GAAP basis. Operating margins in the second quarter of fiscal 2005 were 18 percent on a GAAP basis and 19 percent on a non-GAAP basis.

In response to feedback from customers, resellers and the sales force, the company also announced a change to the timing of annual product retirements to synchronize more closely with annual product releases in March. The change is being implemented with the retirement of AutoCAD 2002 based products. The previously announced retirement date has been extended from January 15 to March 15, 2006. In addition to improving customer satisfaction, the company believes this change will increase the total number of customers who take advantage of the opportunity to move to new releases.

"Autodesk has never been better positioned for the future," said Bartz. "Our refreshed product line provides the quick implementation, ease of use and fast return on investment that our customers demand. Our continued focus on improving our productivity and efficiency is yielding strong results. We feel confident about growing revenues in double digits again next year. Our business prospects have never been better."

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.

Third Quarter Fiscal 2006

Net revenues for the third quarter of fiscal 2006 are currently expected to be approximately flat with the second quarter. GAAP and non-GAAP earnings per diluted share are currently expected to be approximately flat with non- GAAP earnings per diluted share for the second quarter.

Full Year Fiscal 2006

For fiscal year 2006, net revenues are currently expected to be in the range of $1.49 billion to $1.51 billion. GAAP earnings per diluted share are expected to be in the range of $1.20 to $1.25.

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, the timing of product releases and retirements, 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 and tax laws, 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 and Form 10-Q for the quarter ended April 30, 2005 which is on file with the Securities and Exchange Commission.

Autodesk will host its second quarter earnings announcement today at 5:00 p.m. EDT. The live announcement may be accessed at 866-271-0675 or 617-213-8892 (passcode: 81224196). 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 or 617-801-6888 and reference 24835985 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, 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   Six Months Ended
                                            July 31,            July 31,
                                        2005      2004      2005      2004
                                          (Unaudited)         (Unaudited)
    Net revenues:
       License and other               $309,365  $238,445  $605,743  $498,954

       Maintenance                       63,619    41,133   122,360    78,500

          Total net revenues            372,984   279,578   728,103   577,454

    Costs and expenses:
       Cost of license and other
        revenues                         39,847    36,116    78,540    73,701

       Cost of maintenance revenues       4,625     4,100     9,439     8,387

       Marketing and sales              134,019   105,013   261,416   214,292

       Research and development          72,995    58,342   138,847   116,223

       General and administrative        32,604    22,946    60,345    50,019

       Restructuring                         --     3,717        --    11,967

          Total costs and expenses      284,090   230,234   548,587   474,589

    Income from operations               88,894    49,344   179,516   102,865

    Interest and other income, net        2,832     2,179     5,844     4,595

    Income before income taxes           91,726    51,523   185,360   107,460

    Provision for income taxes          (16,428)  (12,358)  (33,984)  (25,790)

    Net income                          $75,298   $39,165  $151,376   $81,670

    Basic net income per share            $0.33     $0.17     $0.66     $0.36

    Diluted net income per share          $0.30     $0.16     $0.61     $0.33

    Shares used in computing basic
        net income per share            228,654   228,004   228,212   226,187

    Shares used in computing diluted
        net income per share            250,310   250,607   249,261   246,737


    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   Six Months Ended
                                            July 31,            July 31,
                                         2005      2004      2005      2004
                                           (Unaudited)         (Unaudited)
    Net revenues:
       License and other               $309,365  $238,445  $605,743  $498,954

       Maintenance                       63,619    41,133   122,360    78,500

          Total net revenues            372,984   279,578   728,103   577,454

    Costs and expenses:
       Cost of license and other
        revenues                         39,847    36,116    78,540    73,701

       Cost of maintenance revenues       4,625     4,100     9,439     8,387

       Marketing and sales              134,019   105,013   261,416   214,292

       Research and development          72,995    58,342   138,847   116,223

       General and administrative        32,604    22,946    60,345    50,019

          Total costs and expenses      284,090   226,517   548,587   462,622

    Income from operations               88,894    53,061   179,516   114,832

    Interest and other income, net        2,832     2,179     5,844     4,595

    Income before income taxes           91,726    55,240   185,360   119,427

    Provision for income taxes          (18,345)  (11,048)  (37,072)  (23,885)

    Non-GAAP net income                 $73,381   $44,192  $148,288   $95,542

    Basic non-GAAP net income per
     share                                $0.32     $0.19     $0.65     $0.42

    Diluted non-GAAP net income per
     share                                $0.29     $0.18     $0.59     $0.39

    Shares used in computing basic
        non-GAAP net income per share   228,654   228,004   228,212   226,187

    Shares used in computing diluted
        non-GAAP net income per share   250,310   250,607   249,261   246,737


                                      Three Months Ended   Six Months Ended
                                            July 31,            July 31,
                                         2005      2004      2005      2004
                                          (Unaudited)         (Unaudited)

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

    GAAP costs and expenses            $284,090  $230,234  $548,587  $474,589

    Restructuring                            --    (3,717)       --   (11,967)

    Non-GAAP costs and expenses        $284,090  $226,517  $548,587  $462,622


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

    GAAP income from operations         $88,894   $49,344  $179,516  $102,865

    Restructuring                            --     3,717        --    11,967

    Non-GAAP income from operations     $88,894   $53,061  $179,516  $114,832


    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    $(16,428) $(12,358) $(33,984) $(25,790)

    Income tax effect on restructuring
     at the normalized rate                  --      (744)       --    (2,394)

    Dividends received deduction
     benefit                             (1,917)    2,054    (1,917)    4,299

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

    Non-GAAP provision for income
     taxes                             $(18,345) $(11,048) $(37,072) $(23,885)


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

    GAAP net income                     $75,298   $39,165  $151,376   $81,670

    Restructuring                            --     3,717        --    11,967

    Income tax effect on restructuring
     at the normalized rate                  --      (744)       --    (2,394)

    Dividends received deduction
     benefit                             (1,917)    2,054    (1,917)    4,299

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

    Non-GAAP net income                 $73,381   $44,192  $148,288   $95,542


    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    $0.301    $0.156    $0.607    $0.331

    Restructuring                           $--    $0.015       $--    $0.049

    Income tax effect on restructuring
     at the normalized rate                 $--   $(0.003)      $--   $(0.010)

    Dividends received deduction
     benefit                            $(0.008)   $0.008   $(0.008)   $0.017

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

    Non-GAAP diluted net income per
     share                               $0.293    $0.176    $0.594    $0.387


     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.
    Condensed Consolidated Balance Sheets
    (In thousands)

                                                 July 31,         January 31,
                                                   2005              2005
                                               (Unaudited)        (Audited)

    ASSETS:

    Current assets:
     Cash and cash equivalents                    $478,663          $517,654
     Marketable securities                          42,807            15,038
     Accounts receivable, net                      202,415           196,827
     Inventories                                    14,301            12,545
     Deferred income taxes                          43,264            14,250
     Prepaid expenses and other current assets      24,560            25,483
    Total current assets                           806,010           781,797

    Computer equipment, software,
     furniture and leasehold
     improvements, net                              61,076            69,566
    Purchased technologies and
     capitalized software, net                      16,175             9,319
    Goodwill                                       188,761           166,628
    Deferred income taxes, net                      92,993           105,061
    Other assets                                    16,877             9,833
                                                $1,181,892        $1,142,204


    LIABILITIES AND STOCKHOLDERS' EQUITY:

    Current liabilities:
     Accounts payable                              $62,658           $46,234
     Accrued compensation                           89,146           140,622
     Accrued income taxes                           22,813            41,549
     Deferred revenues                             206,323           178,701
     Other accrued liabilities                      54,165            61,234
    Total current liabilities                      435,105           468,340

    Deferred revenues                               25,217            15,528
    Other liabilities                                9,290            10,258

    Stockholders' equity:
     Preferred stock                                    --                --
     Common stock and additional paid-in
      capital                                      689,937           625,225
     Accumulated other comprehensive loss           (8,487)           (2,843)
     Deferred compensation                            (440)             (269)
     Retained earnings                              31,270            25,965
    Total stockholders' equity                     712,280           648,078
                                                $1,181,892        $1,142,204


    Autodesk, Inc.
    Condensed Consolidated Statements of Cash Flows
    (In thousands)
                                                      Six Months Ended
                                                           July 31,
                                                    2005              2004
                                                         (Unaudited)

    Operating Activities
      Net income                                  $151,376           $81,670
      Adjustments to reconcile net income
       to net cash provided by operating
       activities:

           Charge for acquired in-process
            research & development                   1,200                --
           Depreciation and amortization            24,288            25,372
           Stock compensation expense                  259               377
           Net loss on fixed asset disposals            27               282
           Tax benefits from employee
            stock plans                             50,787            24,414
           Restructuring related charges, net           --             5,648
           Changes in operating assets
            and liabilities                        (51,639)              884
    Net cash provided by operating activities      176,298           138,647

    Investing Activities
      Net (purchases) sales and maturities of
       available-for-sale marketable securities    (27,767)           20,165
      Capital and other expenditures                (9,941)          (15,775)
      Business combinations, net of cash
       acquired                                    (43,265)          (11,750)
      Other investing activities                        45            (1,490)
    Net cash used in investing activities          (80,928)           (8,850)

    Financing activities
      Proceeds from issuance of common
       stock, net of issuance costs                 72,865           160,879
      Repurchases of common stock                 (202,035)         (216,410)
      Dividends paid                                (3,406)           (6,741)
    Net cash used in financing activities         (132,576)          (62,272)

    Effect of exchange rate changes on
     cash and cash equivalents                      (1,785)           (3,803)

    Net (decrease) increase in cash and
     cash equivalents                              (38,991)           63,722
    Cash and cash equivalents at
     beginning of year                             517,654           282,249
    Cash and cash equivalents at end of period    $478,663          $345,971

    Supplemental cash flow information:
      Net cash paid during the period for
       income taxes                                $18,289            $7,365

    Supplemental non-cash investing
     activity:
      Accounts receivable and other
       receivable reductions as partial
       consideration in business
       combinations                                 $2,371              $--



    Fiscal Year 2006             QTR 1        QTR 2    QTR 3  QTR 4   YTD2006
    Financial Statistics
     (in millions):
    Total net revenues           $355.1       $373.0                   $728.1
         License and other
          revenues               $296.4       $309.4                   $605.7
         Maintenance
          revenues                $58.7        $63.6                   $122.4

    Gross Margin                     88%          88%                      88%

    GAAP Operating Expenses      $221.0       $239.6                   $460.6
    GAAP Operating Margin            26%          24%                      25%
    GAAP Net Income               $76.1        $75.3                   $151.4
    GAAP Net Income Per
     Share (diluted)              $0.31        $0.30                    $0.61

    Non-GAAP Operating
     Expenses (1) (2)            $221.0       $239.6                   $460.6
    Non-GAAP Operating
     Margin (1) (3)                  26%          24%                      25%
    Non-GAAP Net Income (1)
     (4)                          $74.9        $73.4                   $148.3
    Non-GAAP Net Income Per
     Share (diluted) (1)
     (5)                          $0.30        $0.29                    $0.59

    Total Cash and
     Marketable Securities       $537.8       $521.5                   $521.5
    Days Sales Outstanding           48           49                       49
    Capital Expenditures           $5.5         $4.4                     $9.9
    Cash from Operations          $63.3       $113.0                   $176.3
    GAAP Depreciation and
     Amortization                 $12.6        $11.7                    $24.3

    Revenue by Geography
     (in millions):
    Americas                     $130.5       $141.3                   $271.9
    Europe                       $134.1       $140.6                   $274.7
    Asia/Pacific                  $90.5        $91.1                   $181.5

    Revenue by Division (in
     millions):
    Design Solutions
     Segment                     $313.2       $325.8                   $639.0
              Manufacturing
               Solutions
               Division           $59.1        $60.2                   $119.2
              Infrastructure
               Solutions
               Division           $39.3        $42.4                    $81.7
              Building
               Solutions
               Division           $37.1        $43.0                    $80.2
              Platform
               Technology
               Division and
               other             $177.7       $180.2                   $357.9

    Media and Entertainment
     Segment                      $41.2        $45.1                    $86.4

    Upgrade Revenue (in
     millions):
    Upgrade Revenue               $64.6        $71.0                   $135.6

    Deferred Maintenance
     Revenue (in millions):
    Deferred Maintenance
     Revenue Balance             $166.1       $179.2                   $179.2

    Operating Income (Loss)
     by Segment (in
     millions):
    Design Solutions             $151.5       $155.0                   $306.5
    Media and Entertainment        $8.4         $9.5                    $17.9
    Unallocated amounts          $(69.3)      $(75.6)                 $(144.9)

    Common Stock
     Statistics:
    Stock Outstanding       228,612,000  228,412,000              228,412,000
    Fully Diluted Shares
     Outstanding            249,272,000  250,310,000              249,261,000
    Stock Repurchased         2,497,700    3,503,896                6,001,596

    Installed Base
     Statistics:
    Total AutoCAD-based
     Installed Base           3,700,800    3,747,000                3,747,000
    Total Inventor
     Installed Base             445,800      470,800                  470,800


     (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                    $221.0       $239.6    $--   $--      $460.6
         Non-GAAP
          Adjustment                $--          $--    $--   $--         $--
         Non-GAAP Operating
          Expenses               $221.0       $239.6    $--   $--      $460.6

    (3) GAAP Operating
     Margin                          26%          24%    --    --          25%
         Non-GAAP
          Adjustment                  0%           0%    --    --           0%
         Non-GAAP Operating
          Margin                     26%          24%    --    --          25%

    (4) GAAP Net Income           $76.1        $75.3    $--   $--      $151.4
         Non-recurring tax
          benefit                 $(1.2)       $(1.9)   $--   $--       $(3.1)
         Non-GAAP Net
          Income                  $74.9        $73.4    $--   $--      $148.3

    (5) GAAP Net Income Per
     Share (diluted)             $0.305       $0.301    $--   $--      $0.607
         Non-recurring tax
          benefit               $(0.005)     $(0.008)   $--   $--     $(0.013)
         Non-GAAP Net
          Income Per Share
          (diluted)              $0.300       $0.293    $--   $--      $0.594


    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
       Division        $27.2       $28.8        $29.1       $39.2      $124.3
      Platform
       Technology
       Division
       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           $66.7       $46.1        $57.1       $92.9      $262.8

    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        $123.0      $105.5       $114.9      $147.6      $491.0
    Media
     and
     Entertainment      $3.4        $6.7         $7.0       $10.8       $27.9
    Unallocated
     amounts          $(72.9)     $(62.8)      $(68.1)     $(80.2)    $(284.0)

    Common
     Stock
     Statistics
     (6):
    Stock
     Outstanding 226,048,000 229,031,000  228,101,000 227,611,000 227,611,000
    Fully
     Diluted
     Shares
     Outstanding 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
       Restruct-
        uring       $(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
        Restruct-
         uring     $8.250         $3.717       $2.922     $11.811     $26.700
        Income
         tax
         effect on
         restruct-
         uring
         (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
        Restruct-
         uring     $0.035         $0.015       $0.012      $0.047      $0.108
        Income
         tax
         effect on
         restruct-
         uring
         (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.


CONTACT:

Investors, Sue Pirri, +1-415-507-6467, or sue.pirri@autodesk.com,

or John Clancy, +1-415-507-6373, or john.clancy@autodesk.com,

or media, Nicole Pack, nicole.pack@autodesk.com, +1-415-507-6282, all of Autodesk, Inc.

Web site: http://www.autodesk.com