AVALONBAY COMMUNITIES INC — Director's Dealing 2010

Dec 6, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2010-12-02

Reporting Person: Wilson Stephen W (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-02	Common Stock, par value $.01 per share	M	12399	$86.40	Acquired	27615.717	Direct
2010-12-02	Common Stock, par value $.01 per share	S	12399	$111.74	Disposed	15216.717	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-02	Employee Stock Options (Right to Buy)	$86.40	M	12399	Disposed	2018-02-11	Common Stock (12399)	Direct

Footnotes

F1: The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.

F2: The options exercised were included in options granted under the issuer's stock option and incentive plan on February 11, 2008 which became exercisable in three equal installments beginning on February 11, 2009.

F3: Following the reported transaction, the reporting person holds 40,955 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.