<PAGE>
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): January 5, 2001
BRE PROPERTIES, INC.
_________________________________________
(Exact name of registrant as specified in its charter)
Maryland 0-5305 94-1722214
---------------------------- ------ ----------
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification Number)
44 Montgomery Street, 36th Floor, San Francisco, CA 94104-4809
-------------------------------------------------------------------------------
(Address of principal executive offices, including zip code)
415-445-6530
-------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
-------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On January 5, 2001, BRE Properties, Inc. executed a terms agreement, which
included the provisions of an underwriting agreement, for the issuance and sale
of $250,000,000 aggregate principal amount of its 7.45 % Notes due 2011 as set
forth in a Prospectus Supplement dated January 5, 2001 and the accompanying
Prospectus dated April 16, 1998. The transaction closed on January 12, 2001.
For additional information concerning these securities, refer to the exhibits
contained in this Current Report on Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits:
Exhibit
Number Description
------- -----------
1.1 Terms Agreement dated January 5, 2001, by and among BRE
Properties, Inc. and Credit Suisse First Boston
Corporation, UBS Warburg LLC, A.G. Edwards & Sons, Inc.
and First Union Securities, Inc.
1.2 Underwriting Agreement related to the Terms Agreement
listed as Exhibit Number 1.1 hereto.
4.1 Form of 7.45% Note due 2011.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
BRE Properties, Inc.
Date: January 12, 2001 By: /s/ Edward F. Lange, Jr.
----------------------------------
Edward F. Lange, Jr.
Executive Vice President and Chief
Financial Officer
3
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
1.1 Terms Agreement dated January 5, 2001, by and among BRE
Properties, Inc. and Credit Suisse First Boston Corporation, UBS
Warburg LLC, A.G. Edwards & Sons, Inc. and First Union
Securities, Inc.
1.2 Underwriting Agreement related to the Terms Agreement listed as
Exhibit Number 1.1 hereto.
4.1 Form of 7.45% Note due 2011.