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

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1. Name and Address of Reporting Person^*

Broome Donna J

(Last)

(First)

(Middle)

ADVANCE AUTO PARTS, INC.

5008 AIRPORT RD

(Street)

ROANOKE

24012

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2011

3. Issuer Name and Ticker or Trading Symbol
ADVANCE AUTO PARTS INC [ AAP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Team Member Excellence

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)
Common Stock	2,994⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Appreciation Rights	⁽⁶⁾	08/11/2015	Common Stock	2,367	$43.72	D
Stock Appreciation Rights	⁽⁷⁾	11/17/2015	Common Stock	4,061	$25.81	D
Stock Appreciation Rights	⁽⁸⁾	12/01/2016	Common Stock	5,460	$40.38	D
Stock Appreciation Rights	⁽⁹⁾	12/01/2017	Common Stock	4,073	$66.15	D

Explanation of Responses:

1. 1,532 of the reported securities represent unrestricted common stock of the registrant.

2. 487 of the reported securities represent shares of issuer common stock acquired pursuant to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives.

3. 578 of the reported securities represents the 75% portion of a restricted stock target equity award granted on 12/1/2009 which is subject to time-based vesting in three equal annual installments beginning one year from the grant date. The remaining 25% portion of the grant may vest on 3/1/2013, if the registrant achieves certain predetermined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, the reporting person may receive additional shares up to a maximum of an additional 75% of the target award level.

4. 397 of the reported securities represents the 75% portion of a restricted stock target equity award granted on 12/1/2010 which is subject to time-based vesting in three equal annual installments beginning one year from the grant date. The remaining 25% portion of the grant may vest on 3/1/2014, if the registrant achieves certain predetermined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, the reporting person may receive additional shares up to a maximum of an additional 75% of the target award level.

5. Additionally, the reporting person was granted a restricted stock award on 11/17/2008 for a target of 1,068 shares. 75% of this award vested in three equal annual installments beginning one year from the grant date and are now fully vested. The net shares that resulted from prior vesting are reflected in the shares reported as directly owned by the reporting person on Table I. The remaining 25% of the target equity award may vest on 3/1/ 2012, if the registrant achieves certain pre-determined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, if the registrant's financial performance exceeds the target levels, the reporting person may receive additional shares and SARs up to a maximum of an additional 75% of the target award level.

6. These stock appreciation rights became exercisable in three approximately equal annual installments beginning on 8/11/2009.

7. The reported securities represents the 75% portion of a target equity award granted on 11/17/2008 which is subject to time-based vesting in three equal annual installments beginning one year from the grant date. The remaining 25% portion of the grant may vest on 3/1/2012, if the registrant achieves certain predetermined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, the reporting person may receive additional stock appreciation rights up to a maximum of an additional 75% of the target award level.

8. The reported securities represents the 75% portion of a target equity award granted on 12/1/2009 which is subject to time-based vesting in three equal annual installments beginning one year from the grant date. The remaining 25% portion of the grant may vest on 3/1/2013, if the registrant achieves certain predetermined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, the reporting person may receive additional stock appreciation rights up to a maximum of an additional 75% of the target award level.

9. The reported securities represents the 75% portion of a target equity award granted on 12/1/2010 which is subject to time-based vesting in three equal annual installments beginning one year from the grant date. The remaining 25% portion of the grant may vest on 3/1/2014, if the registrant achieves certain predetermined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, the reporting person may receive additional stock appreciation rights up to a maximum of an additional 75% of the target award level.

Remarks:

This Form 3 was executed by Rachel E. Geiersbach as Attorney-in-Fact for Donna J. Broome pursuant to the Power of Attorney attached hereto as exhibit 24.

	/s/ Rachel E. Geiersbach, as Attorney-in-Fact for Donna J. Broome	12/05/2011
	** 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).
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