Autodesk, Inc. — Director's Dealing 2010

Jul 28, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2010-07-27

Reporting Person: Chin Moonhie (Sr. VP, SP&O)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-07-27	Common Stock	M	7000	$14.40	Acquired	38541	Direct
2010-07-27	Common Stock	S	7000	$29.2637	Disposed	31541	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-07-27	Non-Qualified Stock Option (right to buy)	$14.40	M	7000	Disposed	2014-03-18	Common Stock (7000)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 2, 2010.

F2: The option vested in annual installments over a four year period beginning on March 18, 2004, and was fully vested and exercisable as of the Transaction Date.

F3: All trades occurred within the price range of $29.19 through $29.35. The reported price is the weighted average for trades within this range.