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Autodesk, Inc. Director's Dealing 2011

Apr 5, 2011

29943_dirs_2011-04-05_753ae65f-ccf0-49ae-b756-45870d2889c8.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2011-04-01

Reporting Person: Hanspal Amarpreet (Sr. VP, PSEB)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-04-01 Common Stock M 10000 $29.37 Acquired 52136 Direct
2011-04-01 Common Stock S 10000 $43.9027 Disposed 42136 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-04-01 Non-Qualified Stock Option (right to buy) $29.37 M 10000 Disposed 2012-02-10 Common Stock (10000) Direct

Footnotes

F1: The option vested in annual installments over a four-year period beginning on February 10, 2005, and was fully vested as of the Transaction Date.

F2: Includes shares acquired in March 2011 pursuant to the Issuer's Employee Stock Purchase Plan.

F3: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 22, 2010.

F4: All trades occurred within the following one dollar price range: $43.8 through $43.99. The reported price is the weighted average for trades within this range.