SEC 1746
(11-02)

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UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Item 1.

Security and Issuer

The title of the class of securities to which this statement relates is the Class A Common Stock, $.001 par value per share (“Class A Common Stock”), of Albany International Corp., a Delaware corporation (“the Company”).  The address of the principal executive office is 1373 Broadway, Albany, New York  12204.

Item 2.

Identity and Background

(a) – (b)  This statement is filed by J. S. Standish Company, a corporation organized under the laws of the State of Delaware.  The address of the principal business and the principal office of J. S. Standish Company is c/o Fleet National Bank, 69 State Street, Albany, New York  12201.  The name and business address of each of the directors and executive officers of J.S. Standish Company is as follows:

                Name and Address                                              Capacity

                J. Spencer Standish                                             President,

                One Schuyler Meadows Road                           Treasurer &

                Loudonville, New York 12211                            Director

                Thomas R. Beecher, Jr.                                        Secretary &

                200 Theater Place                                                 Director

                Buffalo, New York  14202

                John C. Standish                                                  Director

                c/o Albany International Corp.

                1373 Broadway

                Albany, New York  12204

                Christine L. Standish                                           Director

                c/o Albany International Corp.

                1373 Broadway

                Albany, New York  12204

The name and address of the holder of all of the outstanding stock of J. S. Standish Company is Fleet National Bank, Trustee u/w John C. Standish, 69 State Street, Albany, New York  12201.  J. Spencer Standish has sole voting and dispositive power with respect to such stock.

(c)  The principal business of J. S. Standish Company is investments.  J. Spencer Standish is retired.  Prior to 1998, he served as Chairman of the Board of the Company.  Thomas R. Beecher, Jr.’s present principal occupation is President of Ballynoe Inc., the principal business of which is investments and the address of the principal office of which is 200 Theater Place, Buffalo, New York 14202.  John C. Standish’s present principal occupation is Director, PAC Pressing and Process Technology for the Company.  He also serves as a Director of the Company.  Christine L. Standish’s present principal occupation is raising her children.  She is also a Director of the Company. 

(d) – (e)  During the last five years none of (i) J. S. Standish Company, (ii) J. Spencer Standish, (iii) Thomas R. Beecher, Jr., (iv) John C. Standish, or (v) Christine L. Standish has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)  Each of J. Spencer Standish, Thomas R. Beecher, Jr., John C. Standish and Christine L. Standish is a citizen of the United States of America.

Item 3.

Source and Amount of Funds or Other Consideration

The 2,574,345 shares of Class A Common Stock beneficially owned by J. S. Standish Company are issuable upon conversion of an equal number of shares of Class B Common Stock of the Company (“Class B Common Stock”).  As of March 10, 2002, J. S. Standish Company beneficially owned 3,368,013 shares of Class B Common Stock.  Of the shares of Class B Common Stock beneficially owned by J. S. Standish Company at that time, (a) 5,100 shares were acquired by purchase from Mr. J. S. Standish in August, 1996 at $18.125 per share, and (b) 3,200,000 shares had been beneficially owned since issuance in 1987 in exchange for shares of the predecessor of the Company.  (J. S. Standish Company beneficially held such shares of the predecessor for several years prior to such exchange.)  The remainder of the shares had been received in the form of dividends declared by the Company on all outstanding shares of Class A and Class B Common Stock.

Since the filing date of Amendment No. 4 to Schedule 13D, January 24, 2003,  J. S. Standish Company converted and sold 339,768 shares, resulting in current holdings of 2,574,345 shares of Class B Common Stock (see Item 4 below).

Item 4.

Purpose of Transaction

State the purpose or purposes of the acquisition of securities of the issuer. Describe any plans or proposals which the reporting persons may have which relate to or would result in:

During 2002, J. S. Standish Company and the Standish Delta Trust entered into a written plan covering a proposed sale of up to 2.7 million shares of the Company’s Common Stock.  The Plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1 promulgated under the Securities Exchange Act of 1934.

Pursuant to the terms of the 10b5-1 Plan, entered into with Credit Suisse First Boston Corporation, up to 200,000 shares of Class A Common Stock and 2,500,000 shares of Class B Common Stock may be sold during the period from August 1, 2002 through December 31, 2003, subject to such price, volume, timing and other provisions as specified in the Plan.  Shares of Class B Common Stock sold under the Plan will automatically be converted to shares of Class A Common Stock at the time of the sale.

Since the 10b5-1 Plan was adopted, J. S. Standish Company has converted and sold 793,668 shares of Class B Common Stock.

In electing directors of the Company, the Class B Common Stock is entitled to ten votes per share while the Class A Common Stock is entitled to one vote per share.

Item 5.

Interest in Securities of the Issuer

(a)

(1)  As described in the response to Item 3 above, J. S. Standish Company beneficially owns 2,574,345 shares of Class A Common Stock (8.57% of the Class A Common Stock outstanding) issuable on conversion of an equal number of shares of Class B Common Stock.

(2)  J. Spencer Standish beneficially owns 4,306,039 shares of Class A Common Stock (13.55% of the Class A Common Stock outstanding) of which (i) 16,000 shares are issuable to him upon the exercise of stock options at $15 per share, (ii) 1,454,294 shares are issuable to trusts under the wills of John C. and Florence Standish upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish has sole voting and investment power with respect to such shares), (iii) 120,000 shares are issuable to the Christine L. Standish Delta Trust upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish has sole voting and investment power with respect to such shares), (iv) 120,000 shares are issuable to the John C. Standish Delta Trust upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish has sole voting and investment power with respect to such shares), (v) 10,700 shares are issuable to the Christine L. Standish Gift Trust upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish has sole voting and investment power with respect to such shares), (vi) 10,700 shares are issuable to the John C. Standish Gift Trust upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish has sole voting and investment power with respect to such shares), and (vii) 2,574,345 shares are issuable to J. S. Standish Company upon conversion of an equal number of shares of Class B Common Stock (J. Spencer Standish is President and a director, and has the power to elect and remove all of the directors, of J. S. Standish Company).  These holdings reflect the conversion to Class A, and subsequent sale, of Class B shares held by J. S. Standish Company, as follows: (1) 25,000 shares on January 28, 2003, (2) 100,000 shares on January 29, 2003, (3) 61,000 shares on January 30, 2003, (4) 61,625 shares on January 31, 2003, (5) 68,200 shares on February 3, 2003, and (6) 23,943 shares on February 4, 2003.

(3)  Thomas R. Beecher, Jr. beneficially owns 857,250 shares of Class A Common Stock (3.03% of the Class A Common Stock outstanding) of which (i) 9,914 shares are owned directly, (ii) 1,711 shares are held by the Messer Foundation (Mr. Beecher shares voting and investment power with respect to such shares), (iii) 494,307 shares are issuable to trusts for the benefit of John C. Standish and Christine L. Standish (Mr. Beecher is sole trustee with sole voting and investment power with respect to such shares) upon conversion of an equal number of shares of Class B Common Stock, (iv) 200,000 shares are issuable upon the exercise of stock options at $15.50 per share held by the Standish Delta Trust (Mr. Beecher is trustee with shared voting and investment power with respect to such shares), and (v) 151,318 shares are issuable to the Standish Delta Trust upon conversion of an equal number of shares of Class B Common Stock (Mr. Beecher is trustee with shared voting and investment power with respect to such shares). 

(4)  John C. Standish beneficially owns 372,096 shares of Class A Common Stock (1.34% of the Class A Common Stock outstanding) of which (i) 18,480 shares are issuable to him upon the exercise of stock options at various exercise prices from $10.5625 to $22.25 per share, (ii) 1,704 shares are issuable to him upon conversion of an equal number of shares of Class B Common Stock, (iii) 594 shares are held in his account in the Company’s 401(k) retirement savings and employee stock ownership plans, (iv) 200,000 shares are issuable upon the exercise of stock options at $15.50 per share held by the Standish Delta Trust (John C. Standish shares voting and investment power with respect to such shares), and (v) 151,318 shares are issuable to the Standish Delta Trust upon conversion of an equal number of shares of Class B Common Stock (John C. Standish shares voting and investment power with respect to such shares).

(5)  Christine L. Standish beneficially owns 369,020 shares of Class A Common Stock (1.33% of the Class A Common Stock outstanding) of which (i) 2,302 shares are owned directly, (ii) 12,000 shares are issuable to her upon the exercise of stock options at $15 per share, (iii) 1,704 shares are issuable to her upon conversion of an equal number of shares of Class B Common Stock, (iv) 1,696 shares are held by Ms. Standish (previously an employee of the Company) or her husband (an employee of the Company), in their respective accounts in the Company’s 401(k) retirement savings and employee stock ownership plans, (v) 200,000 shares are issuable upon the exercise of stock options at $15.50 per share held by the Standish Delta Trust (Ms. Standish shares voting and investment power with respect to such shares), and (vi) 151,318 shares are issuable to the Standish Delta Trust upon conversion of an equal number of shares of Class B Common Stock (Christine L. Standish shares voting and investment power with respect to such shares).

(b)  Each of the persons named in clause (a) of this Item 5 has sole voting an dispositive power with respect to the shares of Class A Common Stock reported as beneficially owned by such person, except as described above.

(c) - (e)  Not applicable. 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

None.

Item 7.

Material to Be Filed as Exhibits

None.

Date

J. S. STANDISH COMPANY

/s/  J. Spencer Standish

Signature

J. Spencer Standish

President

Name/Title