AVALONBAY COMMUNITIES INC — Director's Dealing 2014

May 1, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2014-04-30

Reporting Person: McLaughlin William M (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-30	Common Stock, par value $.01 per share	M	14047	$48.60	Acquired	64644.259	Direct
2014-04-30	Common Stock, par value $.01 per share	S	14047	$136.50	Disposed	50597.259	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-30	Stock Options (Right to Buy)	$48.60	M	14047	Disposed	2019-02-11	Common Stock (14047)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	1160	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: No transaction is reported. The amount of securities owned indirectly following the reported transactions is included for information purposes only.

F3: 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 annual installments beginning on February 11, 2010.

F4: Following the reported transaction, the reporting person holds a total of 62,176 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.