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 *
SHARP MICHAEL J
   2. Issuer Name and Ticker or Trading Symbol
AAR CORP [AIR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP/Chief Accounting Officer
(Last)
(First)
(Middle)
1100 N. WOOD DALE ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
02/10/2006
(Street)

WOOD DALE, IL 60191-		 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 02/10/2006 02/15/2006 M   1,000 A $ 8.59 12,612 D  
Common Stock 02/10/2006 02/15/2006 M   5,000 A $ 8.59 17,612 D  
Common Stock 02/10/2006 02/15/2006 M   1,500 A $ 6.96 19,112 D  
Common Stock 02/10/2006 02/15/2006 F   4,133 D $ 24.99 14,979 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 Option $ 0 02/10/2006 02/15/2006 M     1,000 07/09/2003 07/09/2012 Common Stock 1,000 $ 8.59 5,000 D  
Stock Option $ 0 02/10/2006 02/15/2006 M     5,000 07/09/2009 07/09/2012 Common Stock 5,000 $ 8.59 0 D  
Stock Option $ 6.96 02/10/2006 02/15/2006 M     1,500 07/21/2004 07/21/2013 Common Stock 1,500 $ 6.96 10,500 D  
Stock Option $ 24.99 02/10/2006 02/15/2006 A(1)   1,719   02/10/2006 07/09/2012 Common Stock 1,719 $ 0 1,719 D  
Stock Option $ 24.99 02/10/2006 02/15/2006 A(1)   417   02/10/2006 07/21/2013 Common Stock 417 $ 0 417 D  
Stock Option $ 24.99 02/10/2006 02/15/2006 A(1)   344   02/10/2006 07/09/2016 Common Stock 344 $ 0 344 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SHARP MICHAEL J
1100 N. WOOD DALE ROAD
WOOD DALE, IL 60191-		       VP/Chief Accounting Officer  

Signatures

 Jo-Ellen Kiddie, Power of Attorney   02/15/2006
**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) Grant of reload option. Grantee may elect to pay the exercise price of the option or any tax withholding obligation in connection therewith by directing the Company to withhold a portion of the shares otherwise distributable to the grantee upon exercise or by transferring to the Company previously acquired shares, valued at their fair market value on such taxable date.

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