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^*

OQuinn William L Jr

(Last)

(First)

(Middle)

C/O ALLIANCE ONE INT'L INC.

8001 AERIAL CENTER PARKWAY

(Street)

MORRISVILLE

27560

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2011

3. Issuer Name and Ticker or Trading Symbol
ALLIANCE ONE INTERNATIONAL, INC. [ AOI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP Chief Legal Officer & Sec.

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	16,244	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)
Non-Qualified Stock Option Right to Buy	03/24/2012⁽¹⁾	03/24/2021	Common Stock	100,000	$6	D
Incentive Stock Option Right to Buy	08/16/2008⁽²⁾	08/16/2017	Common Stock	14,300	$7.48	D
Incentive Stock Option Right to Buy	08/17/2010	08/17/2016	Common Stock	5,000	$3.94	D
Incentive Stock Option Right to Buy	08/30/2009	08/30/2015	Common Stock	5,000	$3.96	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	12,333	⁽⁴⁾	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	5,500	⁽⁴⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	1,850	⁽⁴⁾	D

Explanation of Responses:

1. The shares underlying this option become exercisable one-fifth on each of the five anniversaries of March 24, 2011, the date of the grant, subject to the continued employment or termination of employment due to retirement.

2. Twenty-five percent of these options become exercisable on each of the four anniversaries of 8/16/2007, the date of grant, subject to continued employment.

3. Shares awarded under the Alliance One International, Inc. Long-Term Incentive Plan. 3-year cliff vesting: 100% at third anniversary of 2/9/11, the date of grant.

4. Each restricted stock unit represents a contingent right to receive one share of Alliance One International, Inc. common stock.

5. Shares awarded under the Alliance One International, Inc. Long-Term Incentive Plan. 3-year cliff vesting: 100% at third anniversary of 10/18/2010, the date of grant.

6. Shares awarded under the Alliance One International, Inc. Long-Term Incentive Plan. 3-year tranche vesting: 50% at year 1, 25% at year 2, and 25% at year 3 from 10/18/2010, the date of grant.

Remarks:

	/s/ LAURA D. JONES, ATTORNEY-IN-FACT	04/06/2011
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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