FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * BLAIR BRYCE   2. Issuer Name and Ticker or Trading Symbol AVALONBAY COMMUNITIES INC [AVB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO and President (Last) (First) (Middle) C/O AVALONBAY COMMUNITIES, INC., 2900 EISENHOWER AVE., SUITE 300 3. Date of Earliest Transaction (Month/Day/Year) 10/26/2004 (Street) ALEXANDRIA, VA 22314 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $.01 per share 10/26/2004   M   15,000 A $ 38.1524 164,499.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   600 D $ 65.26 163,899.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   2,900 D $ 65.12 160,999.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   3,000 D $ 65.11 157,999.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   3,000 D $ 65.19 154,999.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   3,000 D $ 65.16 151,999.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   2,400 D $ 65.15 149,599.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   S   100 D $ 65.13 149,499.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   G V 300 D $ 0 (2) 149,199.089 (1) D   Common Stock, par value $.01 per share 10/26/2004   G V 300 A $ 0 (2) 735 I Held in trust for minor children Common Stock, par value $.01 per share 10/26/2004   S   200 D $ 65.5 535 I Held in trust for minor children

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Options (Right to Buy)

$ 38.1524

10/26/2004

M

15,000

10/29/1998(3)

10/29/2007

Common Stock

15,000

$ 0 (3)

457,061 (4)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BLAIR BRYCE C/O AVALONBAY COMMUNITIES, INC. 2900 EISENHOWER AVE., SUITE 300 ALEXANDRIA, VA 22314	X		CEO and President

Signatures

Edward M. Schulman, as attorney-in-fact under Power of Attorney dated January 1, 2000		10/28/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.
(2)	Reflects gift of 300 shares of common stock from directly held shares to accounts held in trust for the benefit of minor children.
(3)	The options exercised were included in options granted on October 29, 1997 which became exercisable in three equal annual installments beginning on October 29, 1998.
(4)	The number of derivative securities beneficially owned following the reported transaction includes options with varying exercise prices and vesting dates. Following the reported transaction, the reporting person continues to hold 61,649 options that expire on October 29, 2007 with an exercise price of $38.1524.

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