Edgar Filing: SCHMELER FRANK R

Ownership Submission

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 ^*

SCHMELER FRANK R

2. Issuer Name and Ticker or Trading Symbol
ALBANY INTERNATIONAL CORP /DE/ [AIN]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O ALBANY INTERNATIONAL CORP., P.O. BOX 1907

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2006

(Street)

ALBANY, NY 12201-1907

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								100	I	Custodial ⁽¹⁾
Class A Common Stock								34,718	D
Class A Common Stock ⁽²⁾	02/01/2006		M		7,662 ⁽³⁾	A	⁽²⁾	7,662 ⁽²⁾	D ⁽²⁾
Class A Common Stock ⁽²⁾	02/01/2006		D		7,662 ⁽³⁾	D	$ 36.67	0	D ⁽²⁾
Class A Common Stock ⁽²⁾	02/01/2006		M		10,121 ⁽³⁾	A	⁽²⁾	10,121 ⁽²⁾	D ⁽²⁾
Class A Common Stock ⁽²⁾	02/01/2006		D		10,121 ⁽³⁾	D	$ 36.67	0	D ⁽²⁾

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option ⁽⁴⁾

$ 18.75

05/11/1995⁽⁵⁾

05/11/2014

Class A Common

20,000

Employee Stock Option ⁽⁴⁾

$ 22.25

05/18/1996⁽⁵⁾

05/18/2015

Class A Common

25,000

45,000

Employee Stock Option ⁽⁴⁾

$ 22.25

05/14/1997⁽⁵⁾

02/01/2016

Class A Common

25,000

70,000

Employee Stock Option ⁽⁶⁾

$ 19.75

04/15/1998⁽⁵⁾

02/01/2016

Class A Common

25,000

95,000

Employee Stock Option ⁽⁴⁾

$ 19.375

11/04/1999⁽⁵⁾

02/01/2016

Class A Common

32,500

127,500

Employee Stock Option ⁽⁷⁾

$ 10.5625

11/15/2001⁽⁵⁾

02/01/2016

Class A Common

5,000

132,500

Employee Stock Option ⁽⁷⁾

$ 20.45

11/06/2002⁽⁵⁾

02/01/2016

Class A Common

36,000 ⁽⁸⁾

168,500

Employee Stock Option ⁽⁷⁾

$ 20.63

11/07/2003⁽⁵⁾

02/01/2016

Class A Common

32,000 ⁽⁹⁾

200,500

Restricted Stock Units ⁽¹⁰⁾

⁽¹⁰⁾

02/01/2006

7,662 ⁽³⁾

⁽¹⁰⁾⁽¹¹⁾

⁽¹⁰⁾

Class A Common Stock

7,662 ⁽³⁾

⁽¹⁰⁾

0 ⁽¹²⁾

Restricted Stock Units ⁽¹⁰⁾

⁽¹⁰⁾

02/01/2006

10,121 ⁽³⁾

⁽¹⁰⁾⁽¹³⁾

⁽¹⁰⁾

Class A Common Stock

10,121 ⁽³⁾

⁽¹⁰⁾

0 ⁽¹⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SCHMELER FRANK R C/O ALBANY INTERNATIONAL CORP. P.O. BOX 1907 ALBANY, NY 12201-1907	X

Signatures

Frank R. Schmeler		02/01/2006
^**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)	Shares held by reporting person as custodian for his granddaughter. Undersigned disclaims beneficial ownership.
(2)	Deemed acquisition and disposition to the issuer of shares of stock underlying Restricted Stock Units. No shares were actually issued or disposed.
(3)	Includes dividend units accrued on Restricted Stock Units on January 9, 2006.
(4)	Option granted pursuant to Company's 1992 Stock Option Plan as incentive to remain in employ of Company.
(5)	Fully exercisable.
(6)	Option granted pursuant to the Company's 1988 Stock Option Plan as incentive to remain in employ of Company.
(7)	Option granted pursuant to Company's 1998 Stock Option Plan as incentive to remain in employ of Company.
(8)	Reflects termination of 4,000 options pursuant to the Company's 1998 Stock Option Plan upon the February 1, 2006 retirement of reporting person.
(9)	Reflects termination of 8,000 options pursuant to the Company's 1998 Stock Option Plan upon the February 1, 2006 retirement of reporting person.
(10)	Restricted Stock Units granted pursuant to the Albany International Corp. 2003 Restricted Stock Unit Plan (the "Restricted Stock Unit Plan"). Each Restricted Stock Unit entitles the holder to receive the cash equivalent of one share of Class A Common Stock at the time of vesting or, in the event that the holder elects to defer payment, at such later time elected in accordance with the Restricted Stock Unit Plan.
(11)	Pursuant to the Restricted Stock Unit Plan, 7,662 RSUs vested upon the February 1, 2006 retirement of reporting person.
(12)	In addition to the vesting of 7,662 RSUs, reflects the forfeiture of 7,662 RSUs pursuant to the Restricted Stock Unit Plan, upon the February 1, 2006 retirement of reporting person.
(13)	Pursuant to the Restricted Stock Unit Plan, 10,121 RSUs vested upon the February 1, 2006 retirement of reporting person.
(14)	In addition to the vesting of 10,121 RSUs, reflects the forfeiture of 10,121 RSUs pursuant to the Restricted Stock Unit Plan, upon the February 1, 2006 retirement of reporting person.

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