UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
American Woodmark
----------------------------------------
(Name of Issuer)
Common Stock par value $0.01
----------------------------------------
(Title of Class of Securities)
030506109
-----------------------------------------
(CUSIP Number)
December 31 2006
-------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
----------
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover
page shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act
however see the notes
CUSIP No. 030506109
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Akre Capital Management LLC (54-1968332)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware/USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
796961
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
796961
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
796961
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0891
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
__________________________________________________________
CUSIP No. 030506109
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Charles T. Akre Jr.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
796961
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
796961
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
796961
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0891
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
_______________
CUSIP No. 030506109
---------------------
Item 1(a). Name of Issuer:
American Woodmark
__________________________________________________
(b). Address of Issuer's Principal Executive Offices:
3102 Shawnee Drive
Winchester Virginia 22601-4208
_________________________________________________
Item 2(a). Names of Persons Filing:
Akre Capital Management LLC
Charles T. Akre Jr.
__________________________________________________
(b). Address of Principal Business Office or if None Residence:
2 West Marshall Street
P.O. Box 998
Middleburg Virginia 20118
________________________________________________________
(c). Citizenship:
Akre Capital Management LLC Delaware
Charles T. Akre Jr. United States
_________________________________________________________
(d). Title of Class of Securities:
Common Stock par value $0.01 (the "Common Stock")
_________________________________________________________
(e). CUSIP Number:
030506109
_________________________________________________________
Item 3. If This Statement is filed pursuant to ss.240.13d-1(b) or
240.13d-2(b) or (c) check whether the person filing is a:
(a) [_] Broker or dealer registered under Section 15 of the
Exchange Act(15 U.S.C. 78c).
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act (15
U.S.C. 78c).
(c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange
Act (15 U.S.C. 78c).
(d) [_] Investment company registered under Section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e) [X] An investment adviser in accordance with s.240.13d-1(b)(1)(ii)(E)
(Akre Capital Management LLC);
(f) [_] An employee benefit plan or endowment fund in accordance with
s.240.13d-1(b)(1)(ii)(F);
(g) [X] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G) (Charles T. Akre Jr.);
(h) [_] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C.1813);
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [_] Group in accordance with s.240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
Akre Capital Management LLC 796961
Charles T. Akre Jr. 796961
___________________________________________________________
(b) Percent of class:
Akre Capital Management LLC 5.0891
Charles T. Akre Jr. 5.0891
______________________________________________________________
(c) Number of shares as to which the person has:
Akre Capital Management LLC
(i) Sole power to vote or to direct the vote 0
_______________________
(ii) Shared power to vote or to direct the vote 796961
_____________________
(iii) Sole power to dispose or to direct the 0
disposition of _____________________
(iv) Shared power to dispose or to direct the 796961
disposition of _____________________.
Charles T. Akre Jr.
(i) Sole power to vote or to direct the vote 0
_______________________.
(ii) Shared power to vote or to direct the vote 796961
_____________________
(iii) Sole power to dispose or to direct the 0
disposition of _____________________
(iv) Shared power to dispose or to direct the 796961
disposition of _____________________.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities check the following [ ].
Not applicable.
_______________________________________________________________________
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from or the proceeds from the sale
of such securities a statement to that effect should be included in
response to this item and if such interest relates to more than five
percent of the class such person should be identified. A listing of
the shareholders of an investment company registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan pension
fund or endowment fund is not required.
Not Applicable.
_______________________________________________________________________
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company or
Control Person.
If a parent holding company or Control person has filed this schedule
pursuant to Rule 13d-1(b)(1)(ii)(G) so indicate under Item 3(g) and
attach an exhibit stating the identity and the Item 3 classification
of the relevantsubsidiary. If a parent holding company or control person
has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d) attach
an exhibit stating the identification of the relevant subsidiary.
Not applicable.
_______________________________________________________________________
Item 8. Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to 240.13d-1(b)(1)(ii)(J) so
indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed
this schedule pursuant to 240.13d-1(c) or 240.13d-1(d) attach an exhibit
stating the identity of each member of the group.
Not applicable.
_______________________________________________________________________
Item 9. Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed if required by
members of the group in their individual capacity. See Item 5.
Not applicable.
______________________________________________________________________
Item 10. Certification.
By signing below I certify that to the best of my knowledge and belief
the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having such purpose
or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief
I certify that the information set forth in this statement is true
complete and correct.
Date: January 29 2007
By:
/s/ Charles T. Akre Jr.
Charles T. Akre Jr.
Managing Member
Akre Capital Management LLC**
/s/ Charles T. Akre Jr.
Charles T. Akre Jr.**
** Each reporting person disclaims beneficial ownership in the Common Stock
Except to the extent of taht reporting persons pecuniary interest therein
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person evidence of the
representative's authority to sign on behalf of such person shall be filed
with this statement provided however that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.
Note. Schedules filed in paper format shall include a signed original
and five copies of the schedule including all exhibits. See s.240.13d-7
for other parties for whom copies
are to be sent.
Attention. Intentional misstatements or omissions of fact constitute
federal criminal violations (see 18 U.S.C. 1001).
Exhibit A
AGREEMENT
The undersigned persons on January 29 2007 agree and consent to the
joint filing on their behalf of this Schedule 13G in connection with their
beneficial ownership of the Common Stock of American Woodmark at
December 31 2006.
By: /s/Charles T. Akre Jr.
Charles T. Akre Jr.
Managing Member
Akre Capital Management LLC
By: /s/ Charles T. Akre Jr.
Charles T. Akre Jr.
SK 22045 0004 742777