AVALONBAY COMMUNITIES INC — Director's Dealing 2011

May 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2011-05-02

Reporting Person: Breslin Sean J. (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-02	Common Stock, par value $.01 per share	M	3000	$96.19	Acquired	11916.5199	Direct
2011-05-02	Common Stock, par value $.01 per share	M	1156	$86.40	Acquired	13072.5199	Direct
2011-05-02	Common Stock, par value $.01 per share	M	3	$48.60	Acquired	13075.5199	Direct
2011-05-02	Common Stock, par value $.01 per share	S	3000	$127.00	Disposed	10075.5199	Direct
2011-05-02	Common Stock, par value $.01 per share	F	786	$127.18	Disposed	9289.5199	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-02	Stock Options (Right to Buy)	$96.19	M	3000	Disposed	2016-02-09	Common Stock (3000)	Direct
2011-05-02	Stock Options (Right to Buy)	$86.40	M	1156	Disposed	2018-02-11	Common Stock (1156)	Direct
2011-05-02	Stock Options (Right to Buy)	$48.60	M	3	Disposed	2019-02-11	Common Stock (3)	Direct

Footnotes

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

F2: The options exercised were included in options granted under the issuer's stock option and incentive plan on February 9, 2006, which become exercisable in three annual installments beginning on February 9, 2007.

F3: Following the reported transaction, the reporting person held a total of 19,883 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.

F4: 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.

F5: Following the reported transaction, the reporting person held a total of 18,727 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.

F6: The options exercised were included in options granted under the issuer's stock option and incentive plan on February 11, 2009 which became exercisable in three equal installments beginning on February 11, 2010.

F7: Following the reported transaction, the reporting person holds a total of 18,724 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.