Autodesk, Inc. — Director's Dealing 2011

Mar 28, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2011-03-24

Reporting Person: NORRINGTON LORRIE M (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-24	Non-Qualified Stock Options (right to buy)	$43.81	A	50000	Acquired	2018-03-24	Common Stock (50000)	Direct

Footnotes

F1: Options granted under Autodesk's 2010 Directors' Option Plan.

F2: The option vests over a three-year period beginning on 3/24/2011, at the rate of 17,000 shares on the first anniversary, and 16,500 shares on the second and third anniversaries.