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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

NOETH ARTHUR A 		2. Issuer Name and Ticker or Trading Symbol

ADVANCED ENERGY INDUSTRIES INC [ AEIS ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1625 SHARP POINT DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/5/2004
(Street)

FORT COLLINS, CO 80525
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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                  0   D  
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Director Stock Option (right to buy)   $21.75                   7/22/1997   (1) 7/22/2007   Common Stock   7500     7500   D  
 
Director Stock Option (right to buy)   $11.6875                   7/22/1998   (2) 7/22/2008   Common Stock   2500     10000   D  
 
Director Stock Option (right to buy)   $35.00                   7/22/1999   (2) 7/22/2009   Common Stock   2500     12500   D  
 
Director Stock Option (right to buy)   $45.50                   7/22/2000   (2) 7/22/2010   Common Stock   2500     15000   D  
 
Director Stock Option (right to buy)   $29.53                   7/23/2001   (2) 7/22/2011   Common Stock   2500     17500   D  
 
Director Stock Option (right to buy)   $15.98                   7/22/2002   (2) 7/22/2012   Common Stock   2500     20000   D  
 
Director Stock Option (right to buy)   $10.67                   5/7/2003   (3) 5/7/2013   Common Stock   5000     25000   D  
 
Director Stock Option (right to buy)   $14.40   5/5/2004     A     5000       5/5/2004   (3) 5/5/2014   Common Stock   5000   $14.40   30000   (4) D  
 

Explanation of Responses:
(1)  The director stock option granted on July 22, 1997 is immediately exercisable as to 2,500 shares of Common Stock and will vest as to 2,500 shares on each of July 22, 1999 and July 22, 2000.
(2)  The director stock options granted on July 22, 1998, July 22, 1999, July 22, 2000, July 23, 2001, and July 22, 2002 will vest as to 2,500 shares of Common Stock on the third anniversary of the grant date.
(3)  The director stock options granted on May 7, 2003 and May 5, 2004 are immediately fully exercisable.
(4)  Mr. Noeth has been granted Director Stock Options (right to buy) totaling 30,000 shares of Common Stock with the above exercise prices and expiration dates.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
NOETH ARTHUR A
1625 SHARP POINT DRIVE
FORT COLLINS, CO 80525 		X



Signatures
Michael El-Hillow - Attorney-in-Fact 5/6/2004
** 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.
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POWER OF ATTORNEY





 Know all by these presents, that the undersigned hereby constitutes and appoints each of Douglas S. Schatz, Michael El-Hillow, Gary D. Watkins and Catherine L. Kawakami, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Advanced Energy Industries, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.



       The undersigned hereby grants to each such attorney-in-fact power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

       The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 and the rules thereunder.

       This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of April, 2004.

/s/ Arthur A. Noeth