Aspen Technology Announces Results of Special Stockholder Meeting.

Business Editors/High-Tech Writers

CAMBRIDGE, Mass.--(BUSINESS WIRE)--Aug. 13, 2003

Aspen Technology, Inc. (NASDAQ: AZPN) today announced the results of voting at its special meeting of stockholders held this morning.

At the special meeting, shareholders approved the company's proposed $100 million private equity investment from funds managed by Advent International Corporation. The results of the vote on the financing proposal were as follows: 18.3 million or 68 percent of the vote "FOR" the proposal, 8.5 million or 32 percent of the vote "AGAINST" the proposal and 0.1 million or 0.4 percent "ABSTAINING". Shareholders also approved proposals to:

-- give the board of directors discretion to effect a one-for-two

or a one-for-three reverse stock split at any time prior to

January 31, 2004,

-- increase the number of authorized shares of common stock,

-- reduce the per share par value of the common stock, and

-- increase the number of shares of common stock reserved under

the company's 1995 director stock option plan.

The company's proposal to adopt a new 2003 employee stock option plan was not approved.

"With the approval of our private equity financing, we have now strengthened the company's balance sheet and increased the stability of our capital structure," said David McQuillin. "Our improved financial foundation enables us to return our full attention to running the business and accelerating the recent operational and financial performance we have delivered the past three quarters."

The company expects the private equity financing to close on or about Thursday, August 14, 2003. The voting results for all of the proxy proposals will be disclosed in the company's 10-K, which will be filed with the Securities and Exchange Commission in late September.

About AspenTech

Aspen Technology, Inc. is a leading supplier of enterprise software to the process industries, enabling its customers to increase their margins and optimize their business performance. AspenTech's engineering solutions, including Hyprotech's technologies, help companies design and improve their plants and processes, maximizing returns throughout their operational life. AspenTech's manufacturing/supply chain solutions allow companies to run their plants and supply chains more profitably, from customer demand through to the delivery of the finished products. Over 1,200 leading companies rely on AspenTech's software every day to drive improvements across their most important engineering and operational processes. AspenTech's customers include: Air Liquide, AstraZeneca, Bayer, BASF, BP, ChevronTexaco, Dow Chemical, DuPont, ExxonMobil, GlaxoSmithKline, Lyondell Equistar, Merck, Mitsubishi Chemical, Shell, Southern Company, TXU Energy and Unilever. For more information, visit www.aspentech.com.

AspenTech and the Aspen logo are trademarks of Aspen Technology, Inc., Cambridge, Mass.