SEC FORM 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

FEENEY PAUL M

(Last)

(First)

(Middle)

125 PHILLIPS AVENUE

(Street)

SOUTH HACKENSACK

07606

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AEP INDUSTRIES INC [ AEPI ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Finance & CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2003

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)
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)
Common Stock, $.01 par value	10/07/2002⁽¹⁾		P	V	1,000	A	$15.23	30,061	D
Common Stock, $.01 par value	10/09/2002⁽¹⁾		P	V	5,000	A	$10.86	5,000	I	By spouse.⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$31	11/21/1997⁽¹⁾		A⁽³⁾	V	6,990		11/21/1998⁽⁵⁾	11/20/2007	Common Stock	6,990	$0	6,990	D
Stock Option	$38.75	11/21/1997⁽¹⁾		A⁽⁴⁾	V	12,000		11/21/1998⁽⁵⁾	11/20/2007	Common Stock	12,000	$0	12,000	D
Stock Option	$46.5	11/21/1997⁽¹⁾		A⁽⁴⁾	V	12,000		11/21/1998⁽⁵⁾	11/20/2007	Common Stock	12,000	$0	12,000	D
Stock Option	$31	11/21/1997⁽¹⁾		A⁽⁴⁾	V	9,010		11/21/1998⁽⁵⁾	11/20/2007	Common Stock	9,010	$0	9,010	D
Stock Option	$26.63	04/13/1999⁽¹⁾		A⁽³⁾	V	5,000		04/13/2000⁽⁵⁾	04/12/2009	Common Stock	5,000	$0	5,000	D
Stock Option	$31.6	04/15/2002⁽¹⁾		A⁽³⁾	V	13,291		04/15/2003⁽⁶⁾	04/14/2012	Common Stock	13,291	$0	13,291	D
Stock Option	$31.6	04/15/2002⁽¹⁾		A⁽⁴⁾	V	11,709		04/15/2003⁽⁷⁾	04/14/2012	Common Stock	11,709	$0	11,709	D
Stock Option	$9.3	12/29/2003		A⁽⁴⁾	V	25,000		12/29/2004⁽⁵⁾	12/28/2013	Common Stock	25,000	$0	25,000	D

Explanation of Responses:

1. Data previously submitted to the SEC.

2. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

3. Incentive Stock Option Grant pursuant to the AEP Industries Inc. 1995 Stock Option Plan.

4. Non-Qualified Stock Option Grant pursuant to the AEP Industries Inc. 1995 Stock Option Plan.

5. Exercisable in installments of 20% per annum commencing one year from date of grant.

6. Exercisable in the amount of 2,321 shares each on 4/15/03, 4/15/04 and 4/15/05 and 3,164 shares each on 4/15/06 and 4/15/07.

7. Exercisable in the amount of 2,679 shares each on 4/15/03, 4/15/04 and 4/15/0f and 1,836 shares each on 4/15/06 and 4/15/07.

Remarks:

	Sandra C. Major, Attorney-In-Fact	12/30/2003
	** 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.
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 Number.