EXHIBIT 99.5

                                     CONSENT

     As a person named for appointment to the board of directors of PlanetCAD
Inc. following the consummation of the merger described in the Registration
Statement on Form S-4 filed by PlanetCAD in May 2002 (the "Form S-4"), I consent
to the inclusion of my name and biography in the Form S-4, and I consent to
being named for appointment to the board of directors of PlanetCAD.


Date: May 29, 2002
                                        Signature: /s/ Henry D. Felton
                                                   --------------------------
                                                   Henry D. Felton