United States
Securities and Exchange Commission

Washington, D.C. 20549

 

Form 8-K

 

Current Report

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of report: December 31, 2004

 

REALTY INCOME CORPORATION

(Exact name of registrant as specified in its charter)

 

 

220 West Crest Street, Escondido, California 92025-1707

(Address of principal executive offices) (Zip Code)

 

(760) 741-2111

(Registrant’s telephone number, including area code)

 

None

(former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01                                                 Other Events

 

On December 31, 2004, Realty Income completed a 2 for 1 stock split through the distribution of a stock dividend.  Stockholders of record as of the close of business on December 2, 2004 received one additional share of common stock for each share of common stock they owned as of this record date.  Total outstanding shares of common stock of Realty Income increased from 39,650,815 to 79,301,630 as of December 31, 2004.

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: December 31, 2004	REALTY INCOME CORPORATION
	By:	/s/Michael R. Pfeiffer
		Michael R. Pfeiffer
		Executive Vice President, General Counsel and Secretary

 

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