Autodesk, Inc

The Middleby Corporation

Stock Split Frequently Asked Questions

On May 3, 2007, The Middleby Corporation (“Mid= dleby” or the “Company”) Board of Directors approved a 2-for-1 stock s= plit of the Company’s common stock. The split is structured in the form of 100% stock dividend payable on June 15, 2007 to shareholders of record on June 1, 2007. To assist our shareholders in their understanding of the stock split, we have provided answers to the following frequently asked questions. <= /p>

STOCK SPLIT

How does a 2-for-1 stock split actually work?

A 2-for 1 split means you will have twice as many sh= ares as you had before, at approximately half the market price. For example, if = you own 100 shares on the record date, June 1, 2007, at $50/share, your total v= alue is $5,000. After the split, you will own 200 shares but the market price for those shares will be approximately $25/share. Your total investment in Midd= leby remains the same at $5,000 until the stock price moves up or down.

Your purchase cost per share becomes half your purch= ase price as well. For example, if you purchased your 100 shares at $20/per sha= re, your total purchase price was $2,000. After the split, you will own 200 sha= res, but your purchase price person share becomes $10. Your total purchase cost = for your Middleby shares remains $2,000.

Why did you split the stock now?

The decision to split the stock was made by Middleby= ’s Board of Directors, based upon a desire to provide greater liquidity and wi= der distribution for our stockholders and to allow our stock to be more accessi= ble and attractive to a broader range of investors.

What is the effective date of the split?

There are several key dates:

• The record date, June 1, 2007, determines wh= ich shareholders are entitled to receive additional shares due to the split.

• The payment date (mailing date), June 15, 20= 07, is the date when holders of record or brokers are mailed notification of the shares subject to split.

• The ex-split date, June 18, 2007, is the dat= e when Middleby common shares will trade on Nasdaq at the new split-adjusted price= .

What is the record date for receipt of the stock split?

June 1, 2007. If you own common shares on the record= date, your shares will be subject to the stock split.

What is the ex-date?

This is also referred to as the “ex-split date”. It is June 18, 2= 007, which is the date Middleby common stock will begin trading at its split-adjusted price on the Nasdaq stock market.

I have options on Middleby stock. How will the split affect my holdings?

All values and options are adjusted to reflect the split. Therefore, your value = does not change. This also applies= to participants who received restricted stock awards and any shares owned thro= ugh the 401k plan.

What happens if I sell my shares after the recor= d date and before the mailing/payment date?

From record date to payment date, two separate marke= ts exist for Middleby common stock under the Nasdaq stock market. The “regular way” market, reported under the Company’s normal= MIDD symbol, continues to trade at the higher pre-split price. Since sellers in = the “regular way” market will receive full value for the share they sell, they are not entitled to the split shares they will receive by virtue= of being holders on the record date, so they transfer their rights to the split shares to their buyers by means of “due bills.” Nasdaq recogniz= es that stockholders might alternatively want to sell only the “new̶= 1; split shares while retaining the “old” shares, and this is accomplished by creating a “when-issued” market at the old post-split price. “When issued” trading is reported under the Company’s normal Nasdaq symbol with a “V” appended at the end, that is MIDDV. “When issued” trading ceases on the mailing date.

Will there be a “when issued” market= for the split shares?

It is expected that the Nasdaq Stock Market will aut= horize a “when issued” market for the new split shares under the MIDDV symbol. This will occur only between the June 1 record and the June 15 paym= ent/mailing dates. Trading in the “when issued” market will reflect the ant= icipated split value of Middleby shares. Settlement of “when issued” tra= des is expected to occur on June 20, 2007; three business days after the payment/mailing date. Middleby has no involvement in “when-issuedR= 21; trading. You should check with your broker if you are interested in when-is= sued trading.

Are there any tax consequences to this split?

There will be no U.S. taxable income to U.S. resident employees as a result of the stock split. The tax basis of each share owned after the stock split will be half of what it was before the split. For example, if you owned 100 shares before the split with a tax basis of $40, after the split you will have 200 shares with a tax basis of $20. Please consult with your tax advisor regarding the impact this might have on your personal tax situation.

In regards to foreign employees, please consult with= your local tax advisor on the tax impact as they could vary by jurisdiction.