SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Breur Kenneth
(Last) (First) (Middle)
AMERICAN SCIENCE AND ENGINEERING, INC.
829 MIDDLESEX TURNPIKE
(Street)
BILLERICA MA 01821
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AMERICAN SCIENCE & ENGINEERING, INC. [ ASEI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP
3. Date of Earliest Transaction (Month/Day/Year)
11/12/2010
4. 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 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)
Code V Amount (A) or (D) Price
Common Stock 11/12/2010 M 560 A $52.82 10,766 D
Common Stock 11/12/2010 M 935 A $61.45 11,701 D
Common Stock 11/12/2010 M 151 A $60.66 11,852 D
Common Stock 11/12/2010 M 469 A $51.56 12,321 D
Common Stock 11/12/2010 S 2,115 D $82.52(1) 10,206 D
Common Stock 11/15/2010 S 2,800 D $83 7,406 D
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) $52.82 11/12/2010 M 560 (2) 06/20/2016 Common Stock 560 $0 0 D
Stock Options (Right to buy) $61.45 11/12/2010 M 935 (3) 08/15/2017 Common Stock 935 $0 0 D
Stock Options (Right to buy) $60.66 11/12/2010 M 151 (4) 09/14/2017 Common Stock 151 $0 0 D
Stock Options (Right to buy) $51.56 11/12/2010 M 469 (5) 06/12/2018 Common Stock 469 $0 235 D
Explanation of Responses:
1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from a low of $82.50 to a high of $82.58 for an average of $82.5213. The reporting person undertakes to provide to American Science and Engineering, Inc., any security holder of American Science and Engineering, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
2. On June 20, 2006, the reporting person was granted an option to purchase 560 shares of common stock. The option vests in 3 equal increments based on AS&E's satisfaction of certain performance criteria for each of the fiscal years ending March 31, 2007, 2008, and 2009. The performance criteria were met, resulting in vesting of the option as to 560 shares.
3. On August 15, 2007, the reporting person was granted an option to purchase 935 shares of common stock. The option vests in 3 equal increments based on AS&E's satisfaction of certain performance criteria for each of the fiscal years ending March 31, 2008, 2009 and 2010. The performance criteria were met, resulting in vesting of the option as to 935 shares.
4. On September 14, 2007, the reporting person was granted an option to purchase 151 shares of common stock. The option vests in 3 equal increments based on AS&E's satisfaction of certain performance criteria for each of the fiscal years ending March 31, 2008, 2009 and 2010. The performance criteria were met, resulting in vesting of the option as to 151shares.
5. On June 12, 2008, the reporting person was granted an option to purchase 704 shares of common stock. The option vests in 3 equal increments based on AS&E's satisfaction of certain performance criteria for each of the fiscal years ending March 31, 2009, 2010 and 2011. The performance criteria were met for 2009 and 2010, resulting in vesting of the option as to 469 shares.
Remarks:
M. Colette Cooke 11/16/2010
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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