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 *
QUINN JAMES T
  2. Issuer Name and Ticker or Trading Symbol
AVIALL INC [AVL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior VP of Sales & Marketing
(Last)
(First)
(Middle)
2750 REGENT BLVD.
3. Date of Earliest Transaction (Month/Day/Year)
09/20/2006
(Street)

DFW AIRPORT, TX 75261
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)
Code V Amount (A) or (D) Price
Common Stock 09/20/2006   D   28,353 D (1) 0 D (1)  
Common Stock 09/20/2006   D   3,711 D (2) 0 D  
Common Stock 09/20/2006   D   3,047 D (3) 0 D  
Common Stock 09/20/2006   D   2,255 D (4) 0 D  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Right $ 32.43 09/20/2006   D     17,900   (5)   (5) Common Stock 17,900 (5) 0 D  
Employee Stock Option (right to buy) $ 10.9375 09/20/2006   D     25,388   (6) 03/18/2007 Common Stock 25,388 (6) 0 D  
Employee Stock Option (right to buy) $ 14.7813 09/20/2006   D     8,036   (7) 03/16/2008 Common Stock 8,036 (7) 0 D  
Employee Stock Option (right to buy) $ 14.7813 09/20/2006   D     6,964   (8) 03/16/2008 Common Stock 6,964 (8) 0 D  
Employee Stock Option (right to buy) $ 11.0625 09/20/2006   D     9,039   (9) 01/25/2009 Common Stock 9,039 (9) 0 D  
Employee Stock Option (right to buy) $ 8.9375 09/20/2006   D     8,333   (10) 03/14/2010 Common Stock 8,333 (10) 0 D  
Employee Stock Option (right to buy) $ 7.1 09/20/2006   D     13,695   (11) 01/29/2012 Common Stock 13,695 (11) 0 D  
Employee Stock Option (right to buy) $ 7.46 09/20/2006   D     7,480   (12) 01/30/2011 Common Stock 7,480 (12) 0 D  
Employee Stock Option (right to buy) $ 15.6 09/20/2006   D     5,709   (13) 01/28/2010 Common Stock 5,709 (13) 0 D  
Employee Stock Option (right to buy) $ 15.6 09/20/2006   D     2,876   (14) 01/28/2011 Common Stock 2,876 (14) 0 D  
Employee Stock Option (right to buy) $ 15.6 09/20/2006   D     2,833   (15) 01/28/2011 Common Stock 2,833 (15) 0 D  
Employee Stock Option (right to buy) $ 15.6 09/20/2006   D     5,882   (16) 01/28/2012 Common Stock 5,882 (16) 0 D  
Employee Stock Option (right to buy) $ 22.7 09/20/2006   D     6,930   (17) 01/27/2011 Common Stock 6,930 (17) 0 D  
Employee Stock Option (right to buy) $ 22.7 09/20/2006   D     6,930   (18) 01/27/2012 Common Stock 6,930 (18) 0 D  
Employee Stock Option (right to buy) $ 22.7 09/20/2006   D     7,140   (19) 01/27/2013 Common Stock 7,140 (19) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
QUINN JAMES T
2750 REGENT BLVD.
DFW AIRPORT, TX 75261
      Senior VP of Sales & Marketing  

Signatures

 /s/ R. Sean Elliott, Attorney-in-Fact for James T. Quinn   09/21/2006
**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) Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 30, 2006, by and among The Boeing Company ("Boeing"), Boeing-Avenger, Inc. and Aviall, Inc. (the "Merger Agreement") in exchange for a cash payment of $1,360,944, or $48.00 per share. Includes 651 shares of common stock held for the account of Mr. Quinn under Aviall's 401(k) Plan.
(2) Represents restricted stock units granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan, which were granted on January 28, 2004 and provided for vesting on January 27, 2007, that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $178,128, or $48.00 per share.
(3) Represents restricted stock units granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan, which were granted on January 27, 2005 and provided for vesting on January 26, 2008, that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $146,256, or $48.00 per share.
(4) Represents restricted stock units granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan, which were granted on January 26, 2006 and provided for vesting on January 25, 2009, that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $108,240, or $48.00 per share.
(5) The Stock Appreciation Rights, which were granted on January 26, 2006 and provided for vesting as follows: vesting as to 5,907 shares on January 26, 2007 and expiring with respect to those shares on January 26, 2012; vesting as to 5, ,907 shares on January 26, 2008 and expiring with respect to those shares on January 26, 2013; and vesting as to 6,086 shares on January 26, 2009 and expiring with respect to those shares on January 26, 2014, were all cancelled immediately prior to the effective time of the merger in exchange for stock appreciation rights of Boeing, equal to the product of the number of cancelled Aviall, Inc. stock appreciation rights and the quotient obtained by dividing $48.00 by the closing price of a share of Boeing common stock listed on the New York Stock Exchange for the last trading day that preceded the effective time of the merger.
(6) This option, granted pursuant to the Aviall, Inc. 1993 Stock Incentive Plan which provided for vesting as follows: vesting as to 8,873 shares on March 19, 1998; vesting as to 8,873 shares on March 19, 1999; and vesting as to 9,142 shares on March 19, 2000, was cancelled in the merger in exchange for a cash payment of approximately $940,943, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(7) This option, granted pursuant to the Aviall, Inc. 1993 Stock Incentive Plan which provided for vesting as follows: vesting as to 9,801 shares on March 17, 1999; vesting as to 10,000 shares on March 17, 2000; and vesting as to 3,235 shares on March 17, 2001, was cancelled in the merger in exchange for a cash payment of approximately $266,945, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(8) This option, granted pursuant to the Aviall, Inc. 1993 Stock Incentive Plan which provided for vesting as follows: vesting as to 199 shares on March 17, 1999 and vesting as to 6,765 shares on March 17, 2001, was cancelled in the merger in exchange for a cash payment of approximately $231,335, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(9) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 26, 2002, was cancelled in the merger in exchange for a cash payment of approximately $333,878, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(10) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on March 14, 2003, was cancelled in the merger in exchange for a cash payment of approximately $325,508, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(11) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting as follows: vesting as to 5,195 shares on January 29, 2004 and vesting as to 8,500 shares on January 29, 2005, was cancelled in the merger in exchange for a cash payment of approximately $560,126, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(12) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 30, 2006, was cancelled in the merger in exchange for a cash payment of approximately $303,239, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(13) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 28, 2005, was cancelled in the merger in exchange for a cash payment of approximately $184,972, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(14) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 28, 2006, was cancelled in the merger in exchange for a cash payment of approximately $93,182, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(15) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 28, 2006, was cancelled in the merger in exchange for a cash payment of approximately $91,789, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(16) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 28, 2007, was cancelled in the merger in exchange for a cash payment of approximately $190,577, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(17) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 27, 2006, was cancelled in the merger in exchange for a cash payment of approximately $175,329, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(18) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 27, 2007, was cancelled in the merger in exchange for a cash payment of approximately $175,329, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.
(19) This option, granted pursuant to the Aviall, Inc. 1998 Stock Incentive Plan which provided for vesting on January 27, 2008, was cancelled in the merger in exchange for a cash payment of approximately $180,642, which is equal to the excess of $48.00 per share over the per share exercise price subject to such option.

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