rrd52498_59337.html

-----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, VdsmY9ilVSlgOmZndWYW5Uf740CXhgF+NtyxNXkS097FT/1qblIZpWCB4mfawXnk QX8rVReI2+DUavSyfpew9Q== 0001181431-04-060719.txt : 20041223 0001181431-04-060719.hdr.sgml : 20041223 20041223203328 ACCESSION NUMBER: 0001181431-04-060719 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041222 FILED AS OF DATE: 20041223 DATE AS OF CHANGE: 20041223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WANGBERG LARRY W CENTRAL INDEX KEY: 0001177940 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 041225516 BUSINESS ADDRESS: BUSINESS PHONE: 314-965-0555 MAIL ADDRESS: STREET 1: CHARTER COMMUNICATIONS, INC. STREET 2: 12405 POWERSCOURT DRIVE CITY: ST. LOUIS STATE: MO ZIP: 63131 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 rrd62545.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP ON FORM 4 X0202 4 2004-12-22 0 0000769397 AUTODESK INC ADSK 0001177940 WANGBERG LARRY W 111 MCINNIS PARKWAY SAN RAFAEL CA 94903 1 0 0 0 Common Stock 2004-12-22 4 M 0 20000 6.88 A 47732 D Common Stock 2004-12-22 4 S 0 5000 37.92 D 42732 D Common Stock 2004-12-22 4 S 0 5000 38.00 D 37732 D Common Stock 2004-12-22 4 S 0 5000 38.1006 D 32732 D Common Stock 2004-12-22 4 S 0 5000 38.25 D 27732 D Common Stock 2004-12-23 4 M 0 6800 6.88 A 34532 D Common Stock 2004-12-23 4 M 0 13200 8.4240 A 47732 D Common Stock 2004-12-23 4 S 0 5000 37.50 D 42732 D Common Stock 2004-12-23 4 S 0 5000 37.52 D 37732 D Common Stock 2004-12-23 4 S 0 5000 37.55 D 32732 D Common Stock 2004-12-23 4 S 0 5000 38.225 D 27732 D Non-Qualified Stock Option (right to buy) 6.88 2004-12-22 4 M 0 20000 0.00 D 2004-06-20 2012-06-20 Common Stock 20000 20000 D Non-Qualified Stock Option (right to buy) 6.88 2004-12-23 4 M 0 6800 0.00 D 2004-06-20 2012-06-20 Common Stock 6800 13200 D Non-Qualified Stock Option (right to buy) 8.4240 2004-12-23 4 M 0 13200 0.00 D 2004-06-17 2013-06-19 Common Stock 13200 26800 D The total number of shares reported as beneficially owned includes shares that reflect the 2-for-1 stock split payable on December 20, 2004 to shareholders of record on December 6, 2004. The option vests over a 3-year period beginning on June 20, 2002 at the rate of 13,600 shares on the first anniversary, and 13,200 shares on the second and third anniversaries. Includes shares issued in connection with the 2-for-1 stock split payable on December 20, 2004 pursuant to the terms of the Company's 2000 Directors' Option Plan. 100% of the shares subject to the option first vested and became exercisable on June 17, 2004. Kent Heinzman, Attorney-in-fact for Larry W. Wangberg 2004-12-23 EX-24. 2 rrd52498_59337.htm LIMITED POWER OF ATTORNEY rrd52498_59337.html

       Exhibit 24


       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/ Larry W. Wangberg

       Print Name: Larry W. Wangberg

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