AVALONBAY COMMUNITIES INC — Director's Dealing 2011

Jun 21, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2011-06-17

Reporting Person: BLAIR BRYCE (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-17	Common Stock, par value $.01 per share	M	9557	$96.19	Acquired	328830.4657	Direct
2011-06-17	Common Stock, par value $.01 per share	S	9557	$130.00	Disposed	319273.4657	Direct
2011-06-20	Common Stock, par value $.01 per share	M	20482	$96.19	Acquired	339755.4657	Direct
2011-06-20	Common Stock, par value $.01 per share	M	1156	$86.40	Acquired	340911.4657	Direct
2011-06-20	Common Stock, par value $.01 per share	M	3	$48.60	Acquired	340914.4657	Direct
2011-06-20	Common Stock, par value $.01 per share	S	19393	$130.1669	Disposed	321521.4657	Direct
2011-06-20	Common Stock, par value $.01 per share	S	50	$131.39	Disposed	321471.4657	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-17	Stock Options (Right to Buy)	$96.19	M	9557	Disposed	2016-02-09	Common Stock (9557)	Direct
2011-06-20	Stock Options (Right to Buy)	$96.19	M	20482	Disposed	2016-02-09	Common Stock (20482)	Direct
2011-06-20	Stock Options (Right to Buy)	$86.40	M	1156	Disposed	2018-02-11	Common Stock (1156)	Direct
2011-06-20	Stock Options (Right to Buy)	$48.60	M	3	Disposed	2019-02-11	Common Stock (3)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	310	Indirect

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 transaction was executed in multiple trades at prices ranging from $130.00 to $130.33. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: No transaction is reported. Reflects shares held in trust for children.

F4: 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.

F5: Following the reported transaction, the reporting person held a total of 431,040 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.

F6: Following the reported transaction, the reporting person held a total of 410,558 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.

F7: 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.

F8: Following the reported transaction, the reporting person held a total of 409,402 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.

F9: 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.

F10: Following the reported transaction, the reporting person holds a total of 409,399 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.