WASHINGTON REAL ESTATE INVESTMENT TRUST
8-K, 1995-09-06
REAL ESTATE INVESTMENT TRUSTS
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                       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)       August 22, 1995          
                                                 -------------------------------



                   WASHINGTON REAL ESTATE INVESTMENT TRUST
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



<TABLE>
<S>                                        <C>                               <C>
         District of Columbia                      1-6622                        53-0261100       
- ----------------------------------------------------------------------------------------------------
(State or other jurisdiction of            (Commission File                  (IRS Employer
  incorporation)                             Number)                          Identification Number)
</TABLE>



         10400 Connecticut Avenue, Kensington, Maryland            20895 
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         (Address of principal executive offices)                  (Zip Code)



Registrant's telephone number, including area code       (301) 929-5900  
                                                   ----------------------------
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ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

         On August 22, 1995 WRIT purchased Frederick County Square, a 233,000
square foot shopping center located on West Patrick Street (U.S. Route 40) in
Frederick, Maryland from Noro - Frederick Square Holdings, B.V., for a purchase 
price of $13,350,000.  As part of the purchase price, WRIT assumed an existing
mortgage of approximately $7,752,000, bearing interest at 9% and maturing on
January 1, 2003.  The cash portion of the purchase price was paid out of
working capital, which includes the net proceeds of WRIT's recent public 
offering.  On date of acquisition, the center was 100% leased to 23 tenants 
and is anchored by K-Mart, MJ Designs, F&M Drugs and Jo-Ann Fabrics.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (a)     Financial Statements of Businesses Acquired

                 The acquisition, when aggregated with previously
                 reported acquisitions completed on January 26, 1995 and May
                 17, 1995, constitutes the acquisition of a "significant amount
                 of assets" as defined in regulation S-X.  It is impracticable
                 for WRIT to provide the required financial statements for the
                 substantial majority of the assets acquired at the time this
                 report is being filed.  The required financial statements will
                 be filed promptly, and in any event within 60 days after the
                 required filing date of this report.

         (b)     Pro Forma Financial Information

                 It is impracticable for WRIT to provide the required pro forma
                 financial information at the time this report is being filed.
                 The required pro forma financial information will be filed
                 promptly, and in any event within 60 days after the required
                 filing date of this report.
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                                   SIGNATURES


         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 thereunto duly authorized.


                          WASHINGTON REAL ESTATE INVESTMENT TRUST
                          ---------------------------------------
                                        (Registrant)




                          By:  /s/ Larry E. Finger                   
                              -----------------------------------
                                        (Signature)

                              Larry E. Finger
                              Senior Vice President &
                              Chief Financial Officer




            September 6, 1995                 
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                 (Date)


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