rrd61061_68854.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, GQOJGIfUbIgVZy+C9Yc9aui4k6znE2CjONROUfMzLdX/VrsqWTpbNvobOPWzX9Wi cQL+MaQioG4sE19sk7dOQA== 0001181431-05-015516.txt : 20050309 0001181431-05-015516.hdr.sgml : 20050309 20050309135138 ACCESSION NUMBER: 0001181431-05-015516 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050308 FILED AS OF DATE: 20050309 DATE AS OF CHANGE: 20050309 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TAYLOR MARY ALICE CENTRAL INDEX KEY: 0001088860 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 05668882 BUSINESS ADDRESS: STREET 1: 3800 CITIBANK CENTER TAMPA STREET 2: MAIL DROP A/3/1 CITY: TAMPA STATE: FL ZIP: 33613 MAIL ADDRESS: STREET 1: DELL COMPUTER CORP STREET 2: ONE DELL WAY CITY: ROUND ROCK STATE: TX ZIP: 78682 4 1 rrd71830.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP ON FORM 4 X0202 4 2005-03-08 0 0000769397 AUTODESK INC ADSK 0001088860 TAYLOR MARY ALICE 111 MCINNIS PARKWAY SAN RAFAEL CA 94903 1 0 0 0 Common Stock 2005-03-08 4 M 0 40000 6.9688 A 85976 D Common Stock 2005-03-08 4 S 0 15000 30 D 70976 D Common Stock 2005-03-08 4 S 0 5000 30.0161 D 65976 D Common Stock 2005-03-08 4 S 0 5000 30.0162 D 60976 D Common Stock 2005-03-08 4 S 0 5000 30.0502 D 55976 D Common Stock 2005-03-08 4 S 0 5000 30.0846 D 50976 D Common Stock 2005-03-08 4 S 0 5000 30.0996 D 45976 D Non-Qualified Stock Option (right to buy) 6.9688 2005-03-08 4 M 0 40000 0 D 2002-06-24 2009-06-24 Common Stock 40000 0 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 stockholders of record on December 6, 2004. The option vests over a three year period beginning on June 24, 1999 at the rate of 13,600 shares on the first anniversary, and 13,200 shares on each of the second and third anniversaries. Andrew Chew, Attorney-in-fact for Mary Alice Taylor 2005-03-09 EX-24. 2 rrd61061_68854.htm POWER OF ATTORNEY rrd61061_68854.html

POWER OF ATTORNEY
             The undersigned, as a Section 16 reporting person of Autodesk, Inc. (the "Company"), hereby constitutes and appoints Nancy Thiel and Andrew Chew 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 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 24th day of February, 2005.

       /s/  Mary Alice Taylor
       Printed Name: Mary Alice Taylor

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