8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 15, 2011

ASPEN TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-24786	04-2739697
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

200 Wheeler Road, Burlington, MA	01803
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (781) 221-6400

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)

On February 15, 2011, the board of directors elected Simon J. Orebi Gann as one of our Class III directors effective immediately.  His term will expire at the 2011 Annual Meeting of Stockholders.

Upon his election to the board, Dr. Orebi Gann was granted a stock option to acquire 24,000 shares of our common stock.  He will receive cash compensation in accordance with our Director Compensation Policy, a copy of which is attached as Exhibit 10.43 to the Registration Statement on Form S-1 we filed with the Securities and Exchange Commission on July 30, 2010.

Dr. Orebi Gann served as the Chief Information Officer and a member of the Executive Committee of BP Integrated Supply and Trading from 2000 until his retirement in 2008.  From 1996 to 2000, Dr. Orebi Gann served as Managing Director of Technology for the London International Financial Futures and Options Exchange.  From 1979 to 1996, he served as Chief Information Officer of Marks & Spencer plc, an international retailer.  Dr. Orebi Gann served as a director of MapInfo Corporation, a provider of location intelligence solutions, from 2004 until its sale to Pitney Bowes Inc. in April 2007.  Dr. Orebi Gann is 61 years old.

On February 16, 2011, we issued a press release announcing the election of Simon J. Orebi Gann to our board of directors.  The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

The following exhibit is filed as part of this report:

Exhibit No.	Description
99.1	Press release issued by Aspen Technology, Inc. on February 16, 2011.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ASPEN TECHNOLOGY, INC.
Date: February 16, 2011	By:	/s/ Frederic G. Hammond
		Frederic G. Hammond
		Senior Vice President and General Counsel

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by Aspen Technology, Inc. on February 16, 2011.

3

EX-99.1

Exhibit 99.1

Contacts:	Aspen Technology, Inc.	North America
	David Grip	Michael Parker
	AspenTech	Lois Paul & Partners (for AspenTech)
	+1 781-221-5273	+1 781-782-5714
	david.grip@aspentech.com	aspentech@lpp.com

AspenTech Appoints Simon Orebi Gann to Board of Directors

 Veteran Executive of Leading Global Energy Company

 To Enhance Industry Focus of AspenTech

BURLINGTON, Mass. — February 16, 2011 — Aspen Technology, Inc. (NASDAQ: AZPN), a leading provider of software and services to the process industries, announced that Simon Orebi Gann, D.Phil, has been appointed to the company’s board of directors.

·Dr. Orebi Gann has more than 30 years of executive management experience in Information Technology, including several years as Executive Committee member and CIO of BP Integrated Supply and Trading.

·He was also Managing Director of Technology and Business Strategy at the London International Financial Futures and Options Exchange (LIFFE), where he was responsible for the creation and implementation of LIFFE CONNECT, the world leading automated trading platform.

·Previously, Dr. Orebi Gann held senior IT executive positions at Marks & Spencer, where he developed and implemented Consumer Products supply chain systems, established a data centre, and installed the first voice and data communication systems.

·He has also served on two British government advisory committees, recommending priorities for funding of IT research.

·Dr. Orebi Gann currently serves on the board of Next Generation Data ltd., the builder and operator of the U.K.’s largest data center.  He has also served on the board of Mapinfo, a leading provider of Location Intelligence solutions.

·Dr. Orebi Gann holds a BA in Physics, MA (Oxon) and a D.Phil in Physics from Oxford University.

Supporting Quotes:

Simon Orebi Gann

“I am pleased to join the Board of AspenTech, one of the few companies with the vision and leadership to make a step change in performance of the process industries using modern computerized methods.  I look forward to being a part of expanded industry leadership as AspenTech continues to develop additional transforming features for its customers, and grows in the years ahead.”

Mark Fusco, President & CEO, Aspen Technology, Inc.

“We are very pleased to add Simon Orebi Gann to our Board of Directors.  Dr. Orebi Gann’s experience in our largest industry segment and his proven track record in leveraging information management to transform operational efficiencies on the customer side in various industries will be a valuable resource to AspenTech as we continue to execute on our growth and innovation strategy.”

About AspenTech

AspenTech is a leading supplier of software that optimizes process manufacturing — for energy, chemicals, pharmaceuticals, engineering and construction, and other industries that manufacture and produce products from a chemical process.  With integrated aspenONE solutions, process manufacturers can implement best practices for optimizing their engineering, manufacturing and supply chain operations.  As a result, AspenTech customers are better able to increase capacity, improve margins, reduce costs and become more energy efficient.  To see how the world’s leading process manufacturers rely on AspenTech to achieve their operational excellence goals, visit www.aspentech.com.

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