<PAGE> 1
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): February 3, 2000
AMERICAN INDUSTRIAL PROPERTIES REIT
(Exact Name of Registrant as Specified in its Charter)
Texas 1-9016 75-6335572
(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification No.)
6210 North Beltline Road, Suite 170, Irving, Texas 75063-2656
(Address of Principal Executive Offices) (ZIP Code)
Registrant's telephone number, including area code: (972)756-6000
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS
On August 20, 1997, American Industrial Properties REIT (the "Trust") was named
as a defendant in a lawsuit related to the January 1998 roll-up merger between
the Trust and four real estate limited partnerships. The lawsuit purported to be
both a class action and a derivative lawsuit against the defendants. The
plaintiffs asserted various claims, including breach of fiduciary duty and
various securities law violations, against the parties to the merger and certain
individuals and were seeking monetary damages.
On February 3, 2000, the Court issued a summary judgment in favor of the Trust
dismissing this securities class action lawsuit. The Judge, in making his ruling
held that the plaintiffs failed to offer admissible evidence to show they had
been damaged. The plaintiffs have not said whether they will appeal the Court's
ruling.
<PAGE> 3
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
By: /s/ Marc A. Simpson
--------------------------------
Marc A. Simpson
Senior Vice President and
Chief Financial Officer
Dated: February 17, 2000
