Renowned Unreal Pictures’ research software scientists Dr. Michael Girard and Susan Amkraut, along with developer Michael Zyracki, will join Discreet as a result of this transaction. This team of engineering veterans will continue to work together with Discreet’s core animation development team —located in San Francisco and Montreal — to advance character animation to the next level benefiting Discreet’s customers. character studio is already the most widely used character animation solution in the world with over 100,000 seats installed.

“Ground-breaking character animation technology is core to the future successes of stunning high-end 3D animations in films, games, and even visualizations,” said Paul Lypaczewski, general manager of Discreet and executive vice president of Autodesk, Inc. “This acquisition positions Discreet to deliver unmatched value to our customers with intuitive workflow, ease of use, and unmatched motion-picture quality. We are excited to build on the excellent track record between Discreet and Unreal Pictures, formally uniting the two.”

“Together our two organizations are better positioned to fulfill our common vision of making character animation accessible to a far broader range of users,” said Michael Girard, president of Unreal Pictures. “We are thrilled to join the Discreet team and to bring this exciting technology to its next frontier to the benefit of our customers.”

About character studio
Available as an extension to Discreet’s professional 3D animation software, 3ds max®, character studio allows artists to create advanced character animations, simplify complex animation tasks, and seamlessly incorporate motion capture data into animation production workflows.

character studio 4 received the Computer Graphics World 2002 Innovation Award as the product that represents true innovation having significantly removed technical, aesthetic, and process-intensive barriers for animators. Discreet character studio software is designed to simplify the character animation processes with highly specialized tools that streamline motion flow, blending and layering, motion capture data processing, footstep editing, gravitational vertical dynamics, and crowd animation.

About Discreet
Discreet empowers moving media professionals to realize the visual experience, transforming their most evocative and ambitious visions into reality. Its range of award-winning systems and software is developed for digital media creation, management and delivery—across all disciplines from visual effects and editing to animation, game development, web/interactive design, and design visualization. Discreet is based in Montreal and is a division of Autodesk, Inc., the world's leading design and digital media creation, management, and distribution company. Product and corporate information is located on the Internet at www.discreet.com.

### During the course of this communication, we may make forward-looking statements regarding future events and the future performance of the Company. These forward-looking statements are subject to assumptions, risks, and uncertainties, which are discussed in documents we file from time to time with the SEC and specifically in our Annual Report and 10-K filed for the year ended January 31, 2004. These documents contain and identify important factors that may cause the actual results to differ from those contained in our forward-looking statements.

Additionally, we may make statements regarding planned or future development efforts for our existing or new products and services. These statements are not intended to be a promise or guarantee of future delivery of products, services or features but merely reflect our current plans, which may change. Purchasing decisions should not be made based upon reliance on these statements.

The Company assumes no obligation to update these forward-looking statements to reflect events that occur or circumstances that exist or change after the date on which they were made.