DUKE REALTY INVESTMENTS INC
8-A12B, 1996-08-16
REAL ESTATE INVESTMENT TRUSTS
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                             UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                               FORM 8-A

           FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                PURSUANT TO SECTION 12(b) OR (g) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

                     DUKE REALTY INVESTMENTS, INC.
        (Exact name of registrant as specified in its charter)

                 INDIANA                                35-1740409
(State of incorporation or organization)  (I.R.S. Employer Identification No.)

                    8888 KEYSTONE CROSSING, SUITE 1200
                       INDIANAPOLIS, INDIANA 46240
                 (Address of principal executive offices,
                           Including Zip Code)



Securities to be registered pursuant to Section 12(b) of the Act:

        Title of each class                Name of each exchange on which
        to be so registered                 each class is to be registered

   DEPOSITARY SHARES, EACH SHARE
REPRESENTING A 1/10 OWNERSHIP INTEREST         NEW YORK STOCK EXCHANGE
      IN ONE 9.10% SERIES A
CUMULATIVE REDEEMABLE PREFERRED SHARE

If this Form relates to the registration of a class of debt securities and is 
effective upon filing pursuant to General Instructions A.(c)(1), please check 
the following box.  / /

If this Form relates to the registration of a class of debt securities and is 
to become effective simultaneously with the effectiveness of a concurrent 
registration statement under the Securities Act of 1933 pursuant to General 
Instruction A.(c)(2), please check the following box.   / /


Securities to be registered pursuant to Section 12(g) of the Act:

                                      None
                                 (Title of Class)

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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

        The securities of Duke Realty Investments, Inc. (the "Registrant") to 
be registered on the New York Stock Exchange, Inc. are certain Depositary 
Shares ("Depositary Shares"), each representing a one-tenth (1/10) ownership 
interest in one 9.10% Series A Cumulative Redeemable Preferred Share, $.01 
par value, $250.00 liquidation preference ("Preferred Shares"). The 
descriptions of the Depositary Shares and the Preferred Shares under headings 
"Description of Series A Preferred Shares and Depositary Shares," 
"Description of Preferred Stock" and "Description of Depositary Shares" set 
forth in the Prospectus dated September 7, 1995 (File No. 33-61361) and the 
Supplement thereto filed by Registrant on August 14, 1996 pursuant to Rule 
424(b) are hereby incorporated by reference.

ITEM 2. EXHIBITS.

        4.1 Deposit Agreement dated August 13, 1996 among Registrant, 
            American Stock Transfer and Trust Co. and the holders from time to
            time of certain Depositary Receipts which is incorporated by
            reference from Exhibit 4.1 to the Registrant's Current Report on
            Form 8-K filed on August 16, 1996 (the "Current Report").

        4.2 Articles of Amendment of Registrant's Articles of Incorporation,
            filed with the Indiana Secretary of State, effective on August 16,
            1996 and incorporated by reference from Exhibit 3 to the Current
            Report.

        4.3 Form of Depositary Receipt for the Depositary Shares which is 
            incorporated by reference from Exhibit 4.3 to the Current Report.

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                                   SIGNATURES

        Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                        DUKE REALTY INVESTMENTS, INC.



Dated: August 15, 1996                  By:     /s/ Dennis D. Oklak
                                            ---------------------------------
                                                 Dennis D. Oklak
                                                 Vice President and Treasurer













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