UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934

(Amendment No. 8)

AvalonBay Communities Inc
(Name of Issuer)

Common Stock
(Title of Class of Securities)

053484101
(CUSIP Number)


Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
	Rule 13d-1(b)
?	Rule 13d-1(c)
?	Rule 13d-1(d)



Page 1 of 8 Pages

1
NAME OF REPORTING PERSON:
LaSalle Investment Management, Inc.

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
36-4160747

2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

	(a)


(b)
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland

5
SOLE VOTING POWER

0

NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER

0

EACH
REPORTING
PERSON WITH
7
SOLE DISPOSITIVE POWER

199,333


8
SHARED DISPOSITIVE POWER

0

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

199,333

10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*

Excludes shares beneficially owned by LaSalle Investment Management
(Securities), L.P.
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW 9

0.2%

12
TYPE OF REPORTING PERSON*
IA


*SEE INSTRUCTIONS BEFORE FILLING OUT!

1
NAME OF REPORTING PERSON:
LaSalle Investment Management (Securities), L.P.

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
36-3991973

2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*


(a)


(b)	?
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Maryland

5
SOLE VOTING POWER

   639,884

NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER

0

EACH
REPORTING
PERSON WITH
7
SOLE DISPOSITIVE POWER

3,797,002


8
SHARED DISPOSITIVE POWER

0

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON

3,797,002

10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*


Excludes shares beneficially owned by LaSalle Investment
 Management,
Inc.
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

3.3%

12
TYPE OF REPORTING PERSON*
IA

*SEE INSTRUCTIONS BEFORE FILLING OUT!

Item 1.
     	(a)	Name of Issuer
     		AvalonBay Communities Inc.

	(b)	Address of Issuer's Principal Executive Offices
		Ballston Tower 671 North Glebe Road Suite 800
		Arlington, VA 22203

Item 2.
     LaSalle Investment Management, Inc. provides the following
information:
     	(a)	Name of Person Filing
		LaSalle Investment Management, Inc.

	(b)	Address of Principal Business Office or, if none,
Residence
		200 East Randolph Drive
		Chicago, Illinois  60601

	(c)	Citizenship
		Maryland

	(d)	Title of Class of Securities

		Common Stock, $.01 par value per share

	(e)	CUSIP Number

		053484101
     	LaSalle Investment Management (Securities), L.P. provides
the following information:
     	(a)	Name of Person Filing
		LaSalle Investment Management (Securities), L.P.

	(b)	Address of Principal Business Office or, if none,
 Residence
		100 East Pratt Street
		Baltimore, MD 21202

	(c)	Citizenship
		Maryland

	(d)	Title of Class of Securities

		Common Stock, $.01 par value per share

	(e)	CUSIP Number

		053484101

Item 3.*	If this statement is filed pursuant to Rule 13d-1(b),
 or 13d-2(b), check
whether the person filing is a:
      (a)	?	Broker or Dealer registered under Section 15
 of the Act
      (b)	?	Bank as defined in Section 3(a)(6) of the Act
      (c)	?	Insurance Company as defined in Section 3(a)(19)
 of the Act
(d)	?	Investment Company registered under Section 8 of the
 Investment Company Act
(e)		Investment Adviser registered under Section 203 of the
 Investment Advisers
Act of 1940
(f)	?	Employee Benefit Plan, Pension Fund which is subject
 to the provisions of the
Employee Retirement Income Security Act of 1974 or Endowment Fund;
see 240.13d-1(b)(1)(ii)(F)
(g)	?	Parent Holding Company, in accordance with
240.13d-1(b)(ii)(G) (Note:  See Item 7)
(h)	?	A savings association as defined in section 3(b)
of the Federal Deposit Insurance
Act
(i)	?	A church plan that is excluded from the definition
 of an investment company under
section 3(c)(14) of the Investment Company Act of 1940
(j)	?	Group, in accordance with 240.13d-1(b)-1(ii)(J)
(k)	? 	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S.
institution in accordance with Rule 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
____


      *  This response is provided on behalf of LaSalle
Investment Management, Inc. and LaSalle
Investment Management (Securities), L.P., each an investment
 adviser under Section 203 of the
Investment Advisers Act of 1940.

Item 4.	Ownership
     Provide the following information regarding the aggregate
 number and percentage of the class
 of securities of the issuer identified in Item 1.
     LaSalle Investment Management, Inc. provides the following
information:
(a) Amount Beneficially Owned
199,333

	(b)	Percent of Class
      	0.2%

	(c)	Number of shares as to which such person has:

		(i)	sole power to vote or to direct the vote
      		0

		(ii)	shared power to vote or to direct the vote
      		0

		(iii)	sole power to dispose or to direct the
disposition of
      		199,333

		(iv)	shared power to dispose or to direct the
 disposition of
      		0
     LaSalle Investment Management (Securities), L.P. provides
the following information:
	(a)	Amount Beneficially Owned
      	3,797,002

	(b)	Percent of Class
      	3.3%

	(c)	Number of shares as to which such person has:

		(i)	sole power to vote or to direct the vote
      		639,884

		(ii)	shared power to vote or to direct the vote
      		0

		(iii)	sole power to dispose or to direct the
 disposition of
      		3,797,002

		(iv)	shared power to dispose or to direct the
disposition of
      		0

Item 5.	Ownership of Five Percent or Less of a Class
     If this statement is being filed to report the fact that as
of the date hereof the reporting
person has ceased to be the beneficial owner of more than five
 percent of the class of securities,
check the following X.


Item 6.	Ownership of More than Five Percent on Behalf of Another
Person

      	Not applicable.


Item 7.	Identification and Classification of the Subsidiary Which
Acquired the Security Being
Reported on By the Parent Holding Company

      	Not applicable.


Item 8.	Identification and Classification of Members of the Group

      	The two members of the Group are: LaSalle Investment Management,
 Inc. ("LaSalle") and LaSalle
 Investment Management (Securities), L.P. ("LIMS").


Item 9.	Notice of Dissolution of Group

      	Not applicable.


Item 10.	Certification
     	By signing below I certify that, to the best of my knowledge
and belief, the securities
referred to above were acquired in the ordinary course of business and
 were not acquired for the
purpose of and do not have the effect of changing or influencing the
control of the issuer of such
securities and were not acquired in connection with or as a participant
in any transaction having such
 purposes or effect.



SIGNATURE

	After reasonable inquiry and to the best of my knowledge and
belief, I certify that the
information set forth in this Statement is true, complete and correct.

	The parties agree that this statement is filed on behalf of
each of them.


Dated:	February 4, 2013


LASALLE INVESTMENT
MANAGEMENT, INC.


By:/s/ Marci S. McCready_
Name:	Marci S. McCready
Title:	Vice President


LASALLE INVESTMENT
MANAGEMENT
(SECURITIES), L.P.


By:/s/ Marci S. McCready
Name:	Marci S. McCready
Title:	Vice President



1
~BALT2:631732.v1  |2/14/02
17298-27

~BALT2:631732.v1  |2/14/02
17298-27








8



~BALT2:631732.v1  |2/14/02
17298-27