SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
DUKE REALTY INVESTMENTS, INC.
(Exact name of registrant as specified in its charter)
Indiana 35-1740409
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8888 KEYSTONE CROSSING, SUITE 1200
INDIANAPOLIS, INDIANA 46240
(Address of principal executive offices) (Zip Code)
DUKE REALTY INVESTMENTS, INC. EMPLOYEES' STOCK PURCHASE PLAN
DUKE REALTY 401(k) PLAN
(Full title of the plans)
THOMAS L. HEFNER
PRESIDENT
DUKE REALTY INVESTMENTS, INC.
8888 KEYSTONE CROSSING, SUITE 1200
INDIANAPOLIS, INDIANA 46240
(Name and address of agent for service)
(317) 846-4700
(Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
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Proposed Proposed
Title of maximum maximum
Securities Amount offering aggregate Amount of
to be to be price per offering registration
registered registered (1) share (2) price fee
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Common Stock,
par value
$.01 per share 600,000 $22.4375 $13,462,500 $3,971.44
- -----------------------------------------------------------------------------
(1) Consists of 200,000 shares for the Employees' Stock Purchase
Plan and 400,000 shares for the 401(k) Plan. Any additional shares
to be issued as a result of stock dividends, stock splits or
similar transactions prior to the termination of this Registration
Statement shall be covered by this registration Statement as
provided in Rule 416.
(2) Determined pursuant to Rule 457(c) and (h) using average of
reported high and low prices on December 12, 1997.
<PAGE>
PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
The following documents, all of which are on file with the
Securities and Exchange Commission (the "Commission "), are hereby
incorporated by reference in this registration statement:
(a) The Annual Report on Form 10-K for Duke Realty Investments, Inc.
(the "Company ") for the fiscal year ended December 31, 1996;
(b) The Company's Quarterly Reports on Form 10-Q for the fiscal
periods ended March 31, 1997, June 30, 1997 and September 30,
1997;
(c) The Company's Current Report on Form 8-K dated November 10, 1997;
(d) The Company's Proxy Statement dated March 20, 1997; and
(e) The description of the Common Stock of the Company contained
in the Registration Statement on Form 10, File No. 1-9044, as
amended.
All documents subsequently filed by the Company pursuant to
Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act
of 1934, as amended, prior to the filing of a post-effective
amendment which indicates that all securities offered hereunder
have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference herein and
to be a part hereof from the date of filing such reports and
documents.
For purposes of this Registration Statement, any statement
contained in a report, document or appendix incorporated or deemed
to be incorporated by reference in this Registration Statement
shall be deemed to be modified or superseded to the extent that a
statement contained in this Registration Statement or in any
subsequently filed report, document or appendix which also is or
is deemed incorporated by reference modifies or supersedes such
statement in such report, document or appendix. Any statement so
modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration
Statement.
Upon the written or oral request of any person to whom this
Registration Statement has been delivered, the Company will
provide without charge to such person a copy of any and all of the
information (excluding exhibits thereto unless such exhibits are
specifically incorporated by reference into such information) that
has been incorporated by reference into this Registration
Statement but not delivered herewith. Requests should be directed
to Investor Relations at the following address and telephone
number: 8888 Keystone Crossing, Suite 1200, Indianapolis, Indiana
46240, (317) 574-3531.
ITEM 4. DESCRIPTION OF SECURITIES.
Not applicable.
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ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
Certain legal matters with respect to the Common Stock offered
hereby will be passed on for the Company by Bose McKinney & Evans,
Indianapolis, Indiana. John W. Wynne and Darell E. Zink, Jr.,
officers and directors of the Company, were partners in Bose
McKinney & Evans through 1987 and 1982, respectively, and were of
counsel to that firm until December, 1990.
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
The Company is an Indiana corporation. The Company's officers
and directors are and will be indemnified under Indiana law, the
Articles of Incorporation of the Company, and the partnership
agreements of Duke Realty Limited Partnership (the "Operating
Partnership") and Duke Realty Services Limited Partnership (the
"Services Partnership") against certain liabilities. Chapter 37
of The Indiana Business Corporation Law (the "IBCL") requires a
corporation, unless its articles of incorporation provide
otherwise, to indemnify a director or an officer of the
corporation who is wholly successful, on the merits or otherwise,
in the defense of any threatened, pending or completed action,
suit or proceeding, whether civil, criminal, administrative or
investigative and whether formal or informal, against reasonable
expenses, including counsel fees, incurred in connection with the
proceeding. The Company's Articles of Incorporation do not
contain any provision prohibiting such indemnification.
The IBCL also permits a corporation to indemnify a director,
officer, employee or agent who is made a party to a proceeding
because the person was a director, officer, employee or agent of
the corporation against liability incurred in the proceeding if
(i) the individual's conduct was in good faith and (ii) the
individual reasonably believed (A) in the case of conduct in the
individual 's official capacity with the corporation that the
conduct was in the corporation's best interests and (B) in all
other cases that the individual's conduct was at least not opposed
to the corporation's best interests and (iii) in the case of a
criminal proceeding, the individual either (A) had reasonable
cause to believe the individual's conduct was lawful or (B) had no
reasonable cause to believe the individual's conduct was unlawful.
The IBCL also permits a corporation to pay for or reimburse
reasonable expenses incurred before the final disposition of the
proceeding and permits a court of competent jurisdiction to order
a corporation to indemnify a director or officer if the court
determines that the person is fairly and reasonably entitled to
indemnification in view of all the relevant circumstances, whether
or not the person met the standards for indemnification otherwise
provided in the IBCL.
The Company's Articles of Incorporation provide for certain
additional limitations of liability and indemnification. Section
13.01 of the Articles of Incorporation provides that a director shall not be
personally liable to the Company or its shareholders for monetary
damages for breach of fiduciary duty as a director, except for
liability (i) for any breach of the director's duty of loyalty to
the Company or its shareholders, (ii) for acts or omissions not in
good faith or which involve intentional misconduct or a knowing
violation of law, (iii) for voting for or assenting to an unlawful
distribution, or (iv) for any transaction from which the director
derived an
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<PAGE>
improper personal benefit. Section 13.02 of the Articles of
Incorporation generally provides that any director or officer of
the Company or any person who is serving at the request of the
Company as a director, officer, employee or agent of another
entity shall be indemnified and held harmless by the Company to
the fullest extent authorized by the IBCL against all expense,
liability and loss (including attorneys' fees, judgments, fines,
certain employee benefits excise taxes or penalties and amounts
paid or to be paid in settlement) reasonably incurred or suffered
in connection with a civil, criminal, administrative or
investigative action, suit or proceeding to which such person is a
party by reason of the person's service with or at the request of
the Company. Section 13.02 of the Articles of Incorporation also
provides such persons with certain rights to be paid by the
Company the expenses incurred in defending any such proceedings in
advance of their final disposition and the right to enforce
indemnification claims against the Company by bringing suit
against the Company.
The Company's Articles of Incorporation authorize the Company
to maintain insurance to protect itself and any director, officer,
employee or agent of the Company or another corporation,
partnership, joint venture, trust or other enterprise against
expense, liability or loss, whether or not the Company would have
the power to indemnify such person against such expense, liability
or loss under the IBCL.
Each of the partnership agreements for the Operating
Partnership and the Services Partnership also provides for
indemnification of the Company and its officers and directors to
substantially the same extent provided to officers and directors
of the Company in its Articles of Incorporation, and limits the
liability of the Company and its officers and directors to the
Operating Partnership and its partners and to the Services
Partnership and its partners, respectively, to substantially the
same extent limited under the Company's Articles of Incorporation.
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
Not applicable.
ITEM 8. EXHIBITS.
4.1 Amended and Restated Articles of Incorporation of Duke Realty
Investments, Inc., incorporated by reference to Exhibit 3.1 to the
Registration Statement on Form S-3, as amended, of Duke Realty
Investments, Inc. and Duke Realty Limited Partnership, File
No. 33-61361.
4.2 Amended and Restated Bylaws of Duke Realty Investments, Inc.,
incorporated by reference to Exhibit 3.2 to the Registration
Statement on Form S-3, as amended, of Duke Realty Investments, Inc.
and Duke Realty Limited Partnership, File No. 33-61361; Amendment
to Amended and Restated By-Laws of Duke Realty Investments, Inc.,
incorporated by reference to Exhibit 4.3 to the Registration Statement
on Form S-8 of Duke Realty Investments, Inc., File No. 333-39965.
5 Opinion and consent of Bose McKinney & Evans regarding the legality of
the securities being registered.
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<PAGE>
15 Acknowledgment letter of KPMG Peat Marwick LLP re unaudited interim
financial information.
23.1 Consent of KPMG Peat Marwick LLP.
23.2 Consent of Bose McKinney & Evans (included in Exhibit 5).
24 Powers of Attorney.
ITEM 9. UNDERTAKINGS.
A. The undersigned registrant hereby undertakes:
(1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement:
(i) To include any prospectus required by Section 10(a)(3) of the
Securities Act of 1933;
(ii) To reflect in the prospectus any facts or events arising after
the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set
forth in the registration statement;
(iii) To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement
or any material change to such information in the registration
statement;
PROVIDED, HOWEVER, that paragraphs (A)(1)(i) and (A)(1)(ii) do not
apply if the registration statement is on Form S-3 or Form S-8,
and the information required to be included in a post-effective
amendment by those paragraphs is contained in periodic reports
filed by the registrant pursuant to Section 13 or Section 15(d) of
the Securities Exchange Act of 1934 that are incorporated by
reference in the registration statement.
(2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be
deemed to be a new registration statement relating to the securities
offered therein, and the offering of such securities at that time shall
be deemed to be the initial bona fide offering thereof.
(3) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the
termination of the offering.
(4) If the registrant is a foreign private issuer, to file a post-
effective amendment to the registration statement to include any
financial statements required by Rule 3-19 to Regulation S-X at the start
of any delayed offering or throughout a continuous offering.
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<PAGE>
B. The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to Section
13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where
applicable, each filing of an employee benefit plan's annual
report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of
such securities at that time shall be deemed to be the initial
bona fide offering thereof.
C. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment
by the registrant of expenses incurred or paid by a director,
officer or controlling person of the registrant in the successful
defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the
opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final
adjudication of such issue.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in
Indianapolis, Indiana, on December 17 , 1997.
DUKE REALTY INVESTMENTS, INC.
By: /s/ Dennis D. Oklak
-------------------------
Dennis D. Oklak
Executive Vice President,
Treasurer and Chief
Administrative Officer
Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed on December 17, 1997,
by the following persons in the capacities indicated.
SIGNATURE TITLE
John W. Wynne*
----------------------- Director and Chairman of the Board
John W. Wynne
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<PAGE>
Thomas L. Hefner*
----------------------- Director and President and
Thomas L. Hefner Chief Executive Officer
(Principal Executive Officer)
Darell E. Zink, Jr.*
----------------------- Director and Executive Vice President,
Darell E. Zink, Jr. Chief Financial Officer and Assistant
Secretary (Principal Accounting Officer)
Edward T. Baur*
----------------------- Director
Edward T. Baur
Geoffrey Button*
----------------------- Director
Geoffrey Button
Ngaire E. Cuneo*
----------------------- Director
Ngaire E. Cuneo
Howard L. Feinsand*
----------------------- Director
Howard L. Feinsand
L. Ben Lytle*
----------------------- Director
L. Ben Lytle
John D. Peterson*
----------------------- Director
John D. Peterson
James E. Rogers*
----------------------- Director
James E. Rogers
Daniel C. Staton*
----------------------- Director
Daniel C. Staton
Jay J. Strauss*
----------------------- Director
Jay J. Strauss
*By: /s/ Dennis D. Oklak
-----------------------
Dennis D. Oklak
Attorney-in-Fact
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Exhibit 5
BOSE McKINNEY & EVANS
2700 First Indiana Plaza
135 North Pennsylvania Street
Indianapolis, Indiana 46240
(317) 684-5000
December 17, 1997
Duke Realty Investments, Inc.
8888 Keystone Crossing, Suite 1200
Indianapolis, Indiana 46240
Dear Sirs:
We are acting as counsel to Duke Realty Investments, Inc.,
an Indiana corporation (the "Company"), in connection with
the registration by the Company of shares of the Company's
Common Stock, par value $.01 per share (the "Common Stock")
to be sold by the Company in connection with the Company's
Employees' Stock Purchase Plan, and the Company's 401(k)
Plan (the "Plans"). The Common Stock is the subject of a
Registration Statement, as amended (the "Registration
Statement") filed by the Company on Form S-8 under the
Securities Act of 1933, as amended.
We have examined photostatic copies of the Company's Amended
and Restated Articles of Incorporation and Amended and
Restated Bylaws and such other documents and instruments as
we have deemed necessary to enable us to render the opinion
set forth below. We have assumed the conformity to the
originals of all documents submitted to us as photostatic
copies, the authenticity of the originals of such documents,
and the genuineness of all signatures appearing thereon.
Based upon and subject to the foregoing, it is our opinion
that the Common Stock has been duly authorized by all
necessary corporate action of the Company and when (a) the
applicable provisions of the Securities Act of 1933 and such
state "blue sky" or securities laws as may be applicable
have been complied with and (b) any shares of Common Stock
to be issued by the Company have been issued and delivered
as described in the Plans, such shares of Common Stock will
be legally issued, fully paid, and nonassessable.
<PAGE>
Duke Realty Investments, Inc.
December 17, 1997
Page 2
We do not hold ourselves out as being conversant with the
laws of any jurisdiction other than the federal laws of the
United States and the laws of the State of Indiana and,
therefore, this opinion is limited to such laws of those
jurisdictions.
We consent to the filing of this opinion as an exhibit to
the Registration Statement on Form S-8 filed under the
Securities Act of 1933 relating to the Common Stock.
Very truly yours,
BOSE McKINNEY & EVANS
EXHIBIT 15
The Board of Directors
DUKE REALTY INVESTMENTS, INC.:
With respect to the accompanying registration statement, we
acknowledge our awareness of the use therein of our reports
dated May 5, 1997 and July 31, 1997 and October 27, 1997
related to our review of interim financial information.
Pursuant to Rule 436(c) under the Securities Act of 1933,
such reports are not considered a part of a registration
statement prepared or certified by an accountant, or reports
prepared or certified by an accountant within the meaning of
Section 7 and 11 of the Act.
KPMG Peat Marwick LLP
Indianapolis, Indiana
December 17, 1997
Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
DUKE REALTY INVESTMENTS, INC.
We consent to the use of our report on the consolidated financial
statements of Duke Realty Investments, Inc. and subsidiaries and
the related financial statement schedule as of December 31, 1996
and 1995 and for each of the years in the three-year period ended
December 31, 1996, which report appears in the annual report on
Form 10-K of Duke Realty Investments, Inc. incorporated herein by
reference. We also consent to the use of our report on the
combined statement of revenues and certain expenses of the Group
A Properties for the year ended December 31, 1996, which report
appears in Form 8-K OF OF November 10, 1997 of Duke Realty
Investments, Inc. incorporated herein by reference.
KPMG Peat Marwick, LLP
Indianapolis, Indiana
December 17, 1997
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 9, 1997 /s/ Edward T. Baur
------------------
Edward T. Baur
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ Geoffrey Button
------------------
Geoffrey Button
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 8, 1997 /s/ Ngaire E. Cuneo
------------------
Ngaire E. Cuneo
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 8, 1997 /s/ Howard L. Feinsand
------------------
Howard L. Feinsand
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 5, 1997 /s/ L. Ben Lytle
------------------
L. Ben Lytle
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ John D. Peterson
------------------
John D. Peterson
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 9, 1997 /s/ James E. Rogers
------------------
James E. Rogers
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 8, 1997 /s/ Daniel C. Staton
------------------
Daniel C. Staton
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ Jay J. Strauss
------------------
Jay J. Strauss
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner, Darell E. Zink, Jr. and Dennis D. Oklak,
and each of them, his attorneys-in-fact and agents, with
full power of substitution and resubstitution for him in any
and all capacities, to sign a Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ John W. Wynne
------------------
John W. Wynne
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Darell E. Zink, Jr. and Dennis D. Oklak, and each of them,
his attorneys-in-fact and agents, with full power of
substitution and resubstitution for him in any and all
capacities, to sign a Registration Statement on Form S-8
under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ Thomas L. Hefner
------------------
Thomas L. Hefner
<PAGE>
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose
signature appears below hereby constitutes and appoints
Thomas L. Hefner and Dennis D. Oklak, and each of them, his
attorneys-in-fact and agents, with full power of
substitution and resubstitution for him in any and all
capacities, to sign a Registration Statement on Form S-8
under the Securities Act of 1933 (the "Registration
Statement") for the registration of the Common Stock (the
"Securities") of Duke Realty Investments, Inc. (the
"Company") and any or all pre-effective amendments or post-
effective amendments to the Registration Statement (which
amendments may make such changes in and additions to the
Registration Statement as such attorneys-in-fact may deem
necessary or appropriate), and to file the same, with
exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission,
granting unto each of such attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary in connection with such
matters and hereby ratifying and confirming all that each of
such attorneys-in-fact and agents or his substitute or
substitutes may do or cause to be done by virtue hereof.
Dated: December 15, 1997 /s/ Darell E. Zink, Jr.
------------------
Darell E. Zink, Jr.
