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

Appointment of Principal Officer

On August 14, 2008, Autodesk, Inc. (the "Company") appointed Carl Bass, the Company's current Chief Executive Officer and President, as Interim Chief Financial Officer (including principal financial and accounting officer) of the Company.

Mr. Bass, 51, joined the Company in September 1993 and currently serves as Chief Executive Officer and President and a member of the Board of Directors. From June 2004 to April 2006, Mr. Bass served as Chief Operating Officer. From February 2002 to June 2004, Mr. Bass served as Senior Executive Vice President, Design Solutions Group. From August 2001 to February 2002, Mr. Bass served as Executive Vice President, Emerging Business and Chief Strategy Officer. From June 1999 to July 2001, he served as President and Chief Executive Officer of Buzzsaw.com, Inc., a spin-off from the Company. He has also held other executive positions within the Company. Mr. Bass is also a director of McAfee, Inc.

Mr. Bass will continue to be compensated according to his existing arrangements with the Company as its Chief Executive Officer and President.

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