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-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JSbdj3jfYV24AsmKcos0/Ek7Y0S3we2XA/zb0625LNVRsvFj3mjIwaRoujCDb2Nw 9aHem126ivNaodV5Nb9I9w== 0001181431-04-014340.txt : 20040308 0001181431-04-014340.hdr.sgml : 20040308 20040308152409 ACCESSION NUMBER: 0001181431-04-014340 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040305 FILED AS OF DATE: 20040308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BASS CARL CENTRAL INDEX KEY: 0001221137 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 04654726 MAIL ADDRESS: STREET 1: C/O AUTODESK INC STREET 2: 111 MELNNIS PARKWAY CITY: SAN RAFAEL STATE: CA ZIP: 94903 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AUTODESK INC CENTRAL INDEX KEY: 0000769397 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942819853 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 111 MCINNIS PKWY CITY: SAN RAFAEL STATE: CA ZIP: 94903 BUSINESS PHONE: 4155075000 MAIL ADDRESS: STREET 1: 111 MCINNIS PKWY CITY: SAN RAFAEL STATE: CA ZIP: 94903 4 1 rrd35918.xml FORM 4 X0201 4 2004-03-05 0 0000769397 AUTODESK INC ADSK 0001221137 BASS CARL 111 MCINNIS PARKWAY SAN RAFAEL CA 94903 0 1 0 0 Sr Ex VP, Design Solutions Grp Common Stock 2004-03-05 4 M 0 55000 15.75 A 60266 D Common Stock 2004-03-05 4 S 0 55000 28.8018 D 5266 D Incentive Stock Option (right to buy) 15.75 2004-03-05 4 M 0 12696 0 D 2003-09-20 2011-09-20 Common Stock 12696 12696 D Non-Qualified Stock Option (right to buy) 15.75 2004-03-05 4 M 0 22304 0 D 2003-09-20 2011-09-20 Common Stock 22304 122304 D Non-Qualified Stock Option (right to buy) 15.75 2004-03-05 4 M 0 20000 0 D 2003-09-20 2011-09-20 Common Stock 20000 20000 D The total number of shares reported as beneficially owned includes shares that were acquired pursuant to a 2-for-1 stock split that occurred on April 4, 2002, but were not reported as beneficially owned on the Reporting Person's most recent Form 4. The option vests in four equal annual installments of 6348 each beginning on September 20, 2001. The option vests in four equal annual installments of 61152 each beginning on September 20, 2001. The option vests in four equal annual installments of 10000 each beginning on September 20, 2001. Nancy R. Thiel, Attorney-in-fact for Carl Bass 2004-03-08 EX-99.1 3 rrd27533_31164.htm POWER OF ATTORNEY rrd27533_31164.html

POWER OF ATTORNEY

      The undersigned, as a Section 16 reporting person of Autodesk, Inc. (the "Company"),
hereby constitutes and appoints Nancy Thiel and Kent Heinzman and each of them, the
undersigned's true and lawful attorney-in-fact to:

1.	complete and execute Forms 3, 4 and 5 and other forms and all amendments thereto
as such attorney-in-fact shall in his or her discretion determine to be required or
advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as
amended) and the rules and regulations promulgated thereunder, or any successor
laws and regulations, as a consequence of the undersigned's ownership, acquisition or
disposition of securities of the Company; and

2.	do all acts necessary in order to file such forms with the Securities and Exchange
Commission, any securities exchange or national association, the Company and such
other person or agency as the attorney-in-fact shall deem appropriate.

      The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall
do or cause to be done by virtue hereof.  The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

        This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the Company and the foregoing attorneys-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 12th day of December, 2002.


Signature: /s/ Carl Bass

Print Name: Carl Bass

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