Form 8-K

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 (Date of earliest event reported):

April 5, 2005

 

 

KILROY REALTY CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Maryland   Commission File Number:   95-4598246

(State or other jurisdiction of

incorporation or organization)

   1-12675  

(IRS Employer

Identification No.)

 

12200 W. Olympic Boulevard, Suite 200, Los Angeles, California 90064

(Address of principal executive offices)

 

(310) 481-8400

(Registrant’s telephone number, including area code)

 

 

(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:

 

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

 

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

 

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

 

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

 

 

ITEM 8.01 OTHER EVENTS

 

Kilroy Realty Corporation (the “Company”) is filing this current report on Form 8-K in connection with recent changes to United States federal income tax considerations relating to, among other matters, the taxation of the Company as a real estate investment trust for United Stated federal income tax purposes and the exchange for and ownership and disposition of the Company’s common stock. This description replaces and supersedes, in its entirety, the section entitled “Material Federal Income Tax Considerations” contained in the Company’s current effective registration statements related to the issuance or possible issuance of common stock in exchange for common units of Kilroy Realty, L.P.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(c) Exhibits.

 

Exhibit

Number

  

Description

99.1   United States Federal Income Tax Considerations

 

SIGNATURES

 

   

KILROY REALTY CORPORATION

Date: April 5, 2005

        
   

By:

  

/s/    ANN MARIE WHITNEY                                

        Ann Marie Whitney                                
        Senior Vice-President and Controller                                

 

 

 

EXHIBIT INDEX

 

Exhibit

Number

  

Description

99.1   United States Federal Income Tax Considerations