Key questions from the first quarter earnings call conducted by Autodesk, Inc. on May 17, 2007.

Jay Vleeschhouwer (Merrill Lynch): With respect to your higher revenue outlook for the quarter and for the remainder of the year, how do you break that down in terms of improved sales productivity for average reseller as per the incentives program versus additional capacity?

Carl Bass: The company was on a multi-year plan to increase channel capability as well as capacity. Both of those are important, the demand is out there, and it has continued to invest. It takes a good amount of headroom, advance notice to be able to build in that kind of capability and capacity. What the company sees is someone now coming from demand, but it will continue to need to make sure it has capacity and particularly capability as it reaches into those new places of analysis, visualization, simulation and other areas.

Jay Vleeschhouwer (Merrill Lynch): At the analyst meeting you gave a new metric which was deals of over hundred thousand dollars and deals of over a million dollars, how you did with either of those in the quarter?

Carl Bass: The company is not going to provide that information on an ongoing basis. It did have one $4 million deal in the quarter. It was a $4 million booking.

Jay Vleeschhouwer (Merrill Lynch): Is the stability that you are seeing in Japan a function of some of the management changes you have had in place there over the last number of months, local demand conditions or other variables?

Carl Bass: One of the things that the company was not doing as well as it could was connected to the fact that the economy in Japan had already recovered, demand there was good witnessed by several of the other companies who have done well. Not uniformly well, but there was other companies whose business are doing well in Japan. Autodesk looks at this mostly a failure of its own making and made a number of changes in sales management both on the Japan level and on the regional level. It made some changes in terms of channel structure working with its partners there and in some ways it brought more resources from the overall corporation to understand it because while some of the issues are unique to Japan, many of the issues or things that the company wrestled there are similar to other parts of the world.

Steve Ashley (Robert W. Baird & Co): Could you give color on the reallocation of incentives and how that transition might play out?

Carl Bass: Autodesk is giving its resellers basically a better margin selling 3Ds. The incentive is greater for 3D, less for 2D. This is actually a continuation of what the company has been doing for a number of years with them. It wants them to add value and selling in higher end products, and AutoCAD LT.

Steve Ashley (Robert W. Baird & Co): You have strong AutoCAD in platform business. Were there any educational large deals as part to that?

Carl Bass: No, not particularly. This is not the time or year where there are large educational deals in general. There is nothing specifically out of the ordinary in that number.

Brent Thill (Citigroup): You mentioned 1.3 million subscribers on board now. How do you think it will alternate the tax rate to your user base and how do you size of the penetration today?

Carl Bass: The company talked about the penetration to the AutoCAD base being without 40% of the active installed base. Numbers will double. 80% plus is what the company thinks will the numbers be.

Brent Thill (Citigroup): In terms of the timing of the options review in the near future, do you measure that in weeks or in months?

Carl Bass: The company does not control it and measures it in weeks, not months.

Philip Alling (Bear Stearns): Did you get the impact from the change you made in the incentives for your resellers this quarter that you expected or was there something unexpected in terms of the impacted in the 2D and 3D net revenues that you have reported?

Carl Bass: The company did not get the change in behavior it wanted. It expected it to take away for people to really understand the program and change that behavior. It has not seen the change that was expected. It will take a quarter or two before all of its partners fully digest the change and understand it. This is not just for the principles of Autodesk’s partners, but it is for all of the sales people because it takes all the compensation schemes down the line.

Philip Alling (Bear Stearns): What the positive revenue impact was on your net 2D revenues from the change in incentives that you did?

Carl Bass: It is several points of growth. It is not a material because 2D is larger.

Philip Alling (Bear Stearns): What assumptions are you making with respect to the guidance that you are giving going forward, what impact there may be from this change in the sense of the resellers?