WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  June 17, 2002

                             ASPEN TECHNOLOGY, INC.
             (Exact name of registrant as specified in its charter)

DELAWARE                                      0-24786            04-2739697


(State or other jurisdiction of            (Commission        (I.R.S. Employer
incorporation or organization)             File Number)      Identification No.)

                 Ten Canal Park, Cambridge, Massachusetts 02141


              (Address of principal executive office and zip code)

                                 (617) 949-1000


              (Registrant's telephone number, including area code)


On June 17, 2002, our board of directors, upon the recommendation of its Audit
Committee, dismissed Arthur Andersen LLP as our independent public accountants
and engaged Deloitte & Touche LLP, effective immediately, to serve as our
independent public accountants for the current fiscal year, which will end on
June 30, 2002.

The reports of Arthur Andersen on our consolidated financial statements for each
of our last two fiscal years did not contain an adverse opinion or disclaimer of
opinion, nor were those reports qualified or modified as to uncertainty, audit
scope or accounting principles.

During the fiscal years ended June 30, 2001 and 2000 and through the date of
this current report, (a) there were no disagreements with Arthur Andersen on any
matter of accounting principle or practice, financial statement disclosure, or
auditing scope or procedure that, if not resolved to the satisfaction of Arthur
Andersen, would have caused them to make reference to the subject matter in
connection with their report on our consolidated financial statements for such
years and (b) there were no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K.

We have provided Arthur Andersen with a copy of the foregoing statements and a
copy of this current report. A copy of the letter of Arthur Andersen, dated June
18, 2002, stating its agreement with these statements is included as Exhibit 16
to this current report.

During the years ended June 30, 2001 and 2000 and through the date of this
current report, we did not consult with Deloitte & Touche with respect to the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
our consolidated financial statements, or any other matters or reportable events
as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.


(a)  Financial Statements of Business Acquired

     Not applicable.

(b)  Pro Forma Financial Information

     Not applicable.

(c)  Exhibits

     Number         Description
     --------       -----------

       16           Letter dated June 18, 2002 from Arthur Andersen LLP to the
                    Securities and Exchange Commission.


Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       ASPEN TECHNOLOGY, INC.

Dated: June 18, 2002                   By: /s/ Lisa W. Zappala
                                          Lisa W. Zappala
                                          Senior Vice President and
                                            Chief Financial Officer