Ownership Submission
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, 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 *
  Adams Robert J JR
 2. Date of Event Requiring Statement (Month/Day/Year)
08/26/2015		 3. Issuer Name and Ticker or Trading Symbol
AMERICAN WOODMARK CORP [AMWD]
(Last)
(First)
(Middle)
3102 SHAWNEE DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP Value Stream Operations
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WINCHESTER, VA 22601		 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 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)
Common Stock 7,393 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Employer Stock Option - Right to Buy 06/05/2016 06/05/2025 Common Stock 3,700 $ 57.11 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Adams Robert J JR
3102 SHAWNEE DRIVE
WINCHESTER, VA 22601		       SVP Value Stream Operations  

Signatures

Elizabeth Lewis, Attorney-In-Fact 09/02/2015
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes service-based restricted stock unit awards of 625 shares vesting on June 7, 2016, 950 shares vesting on June 6, 2017, and 725 shares vesting on June 5, 2018 plus performance-based restricted stock unit awards that also have service-based vesting requirements of 1,425 shares vesting on June 7, 2016, and 2,114 shares vesting on June 6, 2017. Also includes 1,554 shares held in the Company 401(k) plan.

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