SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
ALIBRANDI JOSEPH F

(Last) (First) (Middle)
C/O AEROVIRONMENT, INC.
181 W. HUNTINGTON DRIVE, SUITE 202

(Street)
MONROVIA CA 91016

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/22/2007
3. Issuer Name and Ticker or Trading Symbol
AeroVironment Inc [ AVAV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of 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
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Purchase) 10/20/2005(1) 10/20/2015 Common Stock 14,075 1.24 D
Stock Option (Right to Purchase) 06/29/2004(2) 06/29/2014 Common Stock 7,037 0.78 D
Stock Option (Right to Purchase) 10/15/2002(3) 10/15/2012 Common Stock 14,075 0.64 D
Stock Option (Right to Purchase) 12/09/1999(3) 12/09/2009 Common Stock 35,189 0.59 D
Explanation of Responses:
1. Of which 2,815 shares are fully vested and immediately exercisable. The option vests in five equal annual installments beginning October 20, 2006.
2. Of which 28,151 shares are fully vested and immediately exercisable. The option vests in five equal annual installents beginning June 29, 2005.
3. The shares are fully vested and immediately exercisable.
/s/ Mark Cadigan, Attorney-in-Fact 01/22/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                POWER OF ATTORNEY

     Know all by these presents, that the undersigned hereby constitutes and
appoints each of Allecon Stock Associates, Michael Sullivan and Mark Cadigan,
signing singly, the undersigned's true and lawful attorney-in-fact to:

     (1) execute for and on behalf of the undersigned, in the undersigned's
     capacity as an officer and/or director of AeroVironment, Inc. (the
     "COMPANY"), Forms 3, 4, and 5 and any amendments thereto in accordance with
     Section 16(a) of the Securities Exchange Act of 1934 and the rules
     thereunder;

     (2) do and perform any and all acts for and on behalf of the undersigned
     which may be necessary or desirable to complete and execute any such Form
     3, 4, or 5, complete and execute any amendment or amendments thereto, and
     timely file such form with the United States Securities and Exchange
     Commission and any stock exchange or similar authority; and

     (3) take any other action of any type whatsoever in connection with the
     foregoing which, in the opinion of such attorney-in-fact, may be of benefit
     to, in the best interest of, or legally required by, the undersigned, it
     being understood that the documents executed by such attorney-in-fact on
     behalf of the undersigned pursuant to this Power of Attorney shall be in
     such form and shall contain such terms and conditions as such
     attorney-in-fact may approve in such attorney-in-fact's discretion.

     The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 6th day of December, 2006.


Signature: /s/ J.F. Alibrandi
           --------------------------
Print Name: J.F. Alibrandi