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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Campbell Roger Perry

2. Date of Event Requiring Statement (MM/DD/YYYY)
8/26/2013 

3. Issuer Name and Ticker or Trading Symbol

AMERICAN WOODMARK CORP [AMWD]

(Last)        (First)        (Middle)

AMERICAN WOODMARK CORPORATION, 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 & GM New Construction /

(Street)

WINCHESTER, VA 22601       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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)
Common Stock   11409   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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
Stock Option Right-To-Buy   6/12/2007   6/12/2016   Common Stock   4200   (2) $32.76   D    
Stock Option Right-To-Buy   6/8/2008   6/8/2017   Common Stock   4200   (2) $34.11   D    
Stock Option Right-To-Buy   6/8/2012   6/8/2021   Common Stock   5000   (2) $18.16   D    
Stock Option Right-To-Buy   6/8/2013   6/8/2022   Common Stock   5000   (2) $17.62   D    
Stock Option Right-To-Buy   6/7/2014   6/7/2023   Common Stock   6200   (2) $36.74   D    

Explanation of Responses:
( 1)  Includes Service-Based restricted stock unit awards of 1,000 shares vesting on June 8, 2014, 1,000 shares vesting on June 8, 2015 and 1,125 shares vesting on June 7, 2016, plus Performance-Based restricted stock unit awards that also have service-based vesting requirements of 2,400 shares vesting on June 8, 2014 and 2,430 shares vesting on June 8, 2015. Also includes 2,329 shares held in the Company 401(k) Plan.
( 2)  Options granted under the "Amended and Restated 2004 Stock Incentive Plan for Employees," vesting 1/3 on each of the first 3 anniversary dates of the grant and expire on the 10-year anniversary date of the grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Campbell Roger Perry
AMERICAN WOODMARK CORPORATION
3102 SHAWNEE DRIVE
WINCHESTER, VA 22601


SVP & GM New Construction

Signatures
Debbie Bucklew, Attorney-In-Fact 8/28/2013
** 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 control number.
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