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) June 27, 1996
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Storage Properties, Inc.
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(Exact name of registrant as specified in its charter)
California 1-10609 95-4209511
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(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification No.)
701 Western Avenue, Suite 200, Glendale, California 91203-1241
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (818) 244-8080
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N/A
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets.
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On June 27, 1996, Registrant was merged into Public Storage, Inc.
("PSI") pursuant to an Agreement and Plan of Reorganization dated as of
March 4, 1996. In the merger, the Registrant's outstanding Common
Stock (3,348,167 shares) was converted as follows: 288,900 shares of
the Registrant's Common Stock owned by PSI were cancelled, and the
balance of the Registrant's Common Stock (3,059,267 shares) was
converted into an aggregate of approximately (i) 822,000 shares of PSI
common stock (at the rate of 0.344 shares of PSI common stock for each
share of the Registrant's Common Stock) and (ii) $4,801,183 in cash (at
the rate of $7.17 per share of the Registrant's Common Stock). The
amounts set forth above exclude, in each case, a liquidating cash
distribution of $.18 per share of the Registrant's Common Stock.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements.
None.
(b) Exhibits.
(1) Agreement and Plan of Reorganization between
PSI and Registrant dated as of March 4, 1996.
Filed with PSI's registration statement on Form
S-4 (File No. 333-03749) and incorporated
herein by reference.
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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.
STORAGE PROPERTIES, INC.
By: /S/ DAVID GOLDBERG
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David Goldberg
Vice President and
General Counsel
Date: June 27, 1996
