FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person *   Petit Marc 2. Date of Event Requiring Statement (Month/Day/Year) 03/22/2007 3. Issuer Name and Ticker or Trading Symbol AUTODESK INC [ADSK] (Last) (First) (Middle) 111 MCINNIS PARKWAY 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. VP, M&E 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) SAN RAFAEL, CA 94903 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 0 D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	03/09/2007(1)	03/09/2012	Common Stock	17,500	$ 38	D	Â
Non-Qualified Stock Option (right to buy)	02/10/2006(2)	02/10/2012	Common Stock	20,000	$ 29.37	D	Â
Incentive Stock Option (right to buy)	02/09/2005(3)	02/09/2014	Common Stock	9,434	$ 13.405	D	Â
Non-Qualified Stock Option (right to buy)	02/09/2005(4)	02/09/2014	Common Stock	13,066	$ 13.405	D	Â
Incentive Stock Option (right to buy)	11/20/2004(5)	11/20/2013	Common Stock	3,750	$ 9.7	D	Â
Non-Qualified Stock Option (right to buy)	11/20/2004(6)	11/20/2013	Common Stock	3,750	$ 9.7	D	Â
Incentive Stock Option (right to buy)	05/23/2004(7)	05/23/2013	Common Stock	5,456	$ 7.425	D	Â
Non-Qualified Stock Option (right to buy)	05/23/2004(8)	05/23/2013	Common Stock	4,544	$ 7.425	D	Â
Incentive Stock Option (right to buy)	11/11/2003(9)	11/11/2012	Common Stock	15,000	$ 6.44	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Petit Marc 111 MCINNIS PARKWAY SAN RAFAEL, CA 94903	Â	Â	  Sr. VP, M&E	Â

Signatures

Nancy R. Thiel, Attorney-in-fact for Marc Petit		03/30/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The option vests in four equal annual installments of 4,375 shares beginning on 03/09/2006
(2)	The option vests in four equal annual installments of 5,000 shares beginning on 02/10/2005
(3)	The option vests over a 4-year period beginning on 02/09/2004 at the rate of 0 shares on each of the first and second anniversaries, 1,976 shares on the third anniversary and 7,458 shares on the fourth anniversary.
(4)	The option vests over a 4-year period beginning on 02/09/2004 at the rate of 7,500 shares on each of the first and second anniversaries, 5,524 shares on the third anniversary and 42 shares on the fourth anniversary.
(5)	The option vests over a 4-year period beginning on 11/20/2003 at the rate of 0 shares on each of the first, second and third anniversaries, and 3,750 shares on the fourth anniversary.
(6)	The option vests in three equal annual installments of 3,750 shares beginning on 11/20/2003.
(7)	The option vests over a 4-year period beginning on 05/23/2003 at the rate of 456 shares on each of the first, second and third anniversaries, and 5,000 shares on the fourth anniversary.
(8)	The option vests in three equal annual installments of 4,544 shares beginning on 05/23/2003.
(9)	The option vests in four equal annual installments of 15,000 shares beginning on 11/11/2002.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.