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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
HANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended January 31, 2004
hTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 0-14338
AUTODESK, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-2819853
(State or other jurisdiction
of incorporation or organization)
(I.R.S. employer
Identification No.)
111 McInnis Parkway,
San Rafael, California 94903
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (415) 507-5000
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 Par Value
Preferred Share Rights (currently attached to and trading only with Common Stock)
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes HNo h
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. H
Indicate by check mark whether the Registrant is an accelerated filer (as defined by Rule 12b-2 of the Act).
Yes HNo h
As of July 31, 2003, the last business day of the Registrant’s most recently completed second fiscal quarter, there
were approximately 110.6 million shares of the Registrant’s common stock outstanding, and the aggregate market value
of such shares held by non-affiliates of the Registrant (based on the closing sale price of such shares on the Nasdaq
National Market on July 31, 2003) was approximately $1.6 billion. Shares of the Registrant’s common stock held by each
executive officer and director and by each entity that owns 5% or more of the Registrant’s outstanding common stock
have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not
necessarily a conclusive determination for other purposes.
As of April 1, 2004, Registrant had outstanding approximately 117.5 million shares of common stock.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for Registrant’s Annual Meeting of Stockholders to be held June 17, 2004 are
incorporated by reference in Part III of this Form 10-K. The Proxy Statement will be filed within 120 days of the Registrant’s
fiscal year ended January 31, 2004.