UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 16, 1998
CORPORATE OFFICE PROPERTIES TRUST
(Exact name of registrant as specified in its charter)
Maryland 0-20047 23-16919390
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification Number)
One Logan Square, Suite 1105
Philadelphia, PA 19103
(Address of principal executive offices) (Zip Code)
(215) 567-1800
Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets.
Effective March 16 1998, Corporate Office Properties Trust (the "Trust")
merged with Corporate Office Properties Trust, Inc. (the "Company") as
previously described in the Company's proxy statement dated February 11, 1998.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
The Financial Statements of the Company were filed with the
Trust's Registration Statement on Form S-4 (Commission File No.
333-45649) and are incorporated herein by reference.
(b) Pro Forma Financial Information
The Pro Forma Condensed Consolidated Financial Statements of the
Trust were filed with the Trust's Registration Statement on Form
S-4 (Commission File No. 333-45649) and are incorporated herein
by reference.
(c) Exhibits
Exhibit No. Description
2.3 Agreement and Plan of Merger, dated January 31, 1998, among the
Company, COPT, Inc. and the Trust (filed with the Trust's
Registration Statement on Form S-4 (Commission File No.
333-45649) and incorporated herein by reference).
4.1 Form of certificate for the Registrant's Common Shares of
Beneficial Interest, $0.01 par value per share (filed with the
Trust's Registration Statement on Form S-4 (Commission File No.
333-45649) and incorporated herein by reference).
16.1 Letter to the Commission from Lurie, Besikof, Lapidus & Co., LLP
dated November 4, 1997 (filed with Company's Current Report on
Form 8-K on November 6, 1997, and incorporated herein by
reference).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: March 20, 1998
CORPORATE OFFICE PROPERTIES TRUST
By: /s/ Thomas D. Cassel
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Name: Thomas D. Cassel
Title: Vice President, Finance
and Treasurer
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<PAGE>
EXHIBIT INDEX
Page
Exhibit No. Description Number
2.1 Agreement and Plan of Merger, dated as of January
31, 1998, between the Company, COPT, Inc. and the
Trust (filed with the Trust's Registration
Statement on Form S-4 (Commission File No.
333-45649) and incorporated herein by reference).
4.1 Form of certificate for the Registrant's Common
Shares of Beneficial Interest, $0.01 par value per
share (filed with the Trust's Registration
Statement on Form S-4 (Commission File No.
333-45649) and incorporated herein by reference).
16.1 Letter to the Commission from Lurie, Besikof,
Lapidus & Co., LLP dated November 4, 1997 (filed
with Company's Current Report on Form 8-K on
November 6, 1997, and incorporated herein by
reference).
