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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): June 6, 1994
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AMERICAN INDUSTRIAL PROPERTIES REIT
(Exact name of registrant as specified in its charter)
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TEXAS 1-9016 75-6335572
(State or Other Jurisdiction) (Commission File Number) (I.R.S. Employer Identification
of Incorporation Number)
6220 NORTH BELTLINE, SUITE 205, IRVING, TEXAS 75063
(Address of Principal Executive Offices) (zip code)
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Registrant's telephone number, including area code: (214) 550-6053
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ITEM 5. OTHER EVENTS
On May 24, 1994, the Registrant's Trust Managers adopted a resolution
increasing the number of Trust Managers to four. The Trust Managers also
adopted a resolution amending the Registrant's By-Laws to clarify that the
Trust Managers may fill any vacancy created by an increase in the number of
Trust Managers, such newly-appointed Trust Manager to serve until the next
annual meeting of shareholders. Mr. Raymond A. Hay has been appointed by the
Trust Managers to fill the vacancy created when the Trust Managers increased
the number of Trust Managers to four. The aforesaid resolutions were adopted
contingent upon Mr. Raynmond A. Hay accepting appointment as a Trust Manager.
On June 6, 1994, Mr. Hay accepted the appointment as a Trust Manager.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(C) EXHIBITS
99.1 By-Law Amendment.
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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 hereunto duly authorized.
AMERICAN INDUSTRIAL PROPERTIES REIT
/s/ CHARLES W. WOLCOTT
Charles W. Wolcott
President and Chief Executive Officer
DATE: June 7, 1994
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INDEX TO EXHIBITS
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Sequentially
Exhibit No. Description Numbered Page
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*99.1 By-Law Amendment
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*Filed herewith
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EXHIBIT 99.1
RESOLVED, that Section 4.3 of the By-Laws shall be amended to add the
following paragraph:
Notwithstanding any provision in these By-Laws to the
contrary, any vacancy created by reason of an increase in the
number of Trust Managers shall be filled by the affirmative
vote of a majority of the remaining Trust Managers, though
less than a quorum of the full Board of Trust Managers. A
Trust Manager elected to fill a vacancy created by reason of
an increase in the number of Trust Managers shall hold office
only until the next election of Trust Managers by the
shareholders.
