MACERICH CO
8-K/A, 1999-07-30
REAL ESTATE INVESTMENT TRUSTS
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                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549
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                                   FORM 8-K/A

                                 AMENDMENT NO. 2


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934


         Date of report (Date of earliest event  reported) July 30, 1999
                                (July 12, 1999)

                              THE MACERICH COMPANY
                             -----------------------
               (Exact Name of Registrant as Specified in Charter)

                           Maryland 1-12504 95-4448705
                      ----------------------------------
(State or Other Jurisdiction       (Commission             (IRS Employer
 of Incorporation)                  file Number)            Identification No.)


            401 Wilshire Boulevard, Suite 700, Santa Monica, CA 90401
           -----------------------------------------------------------
                    (Address of Principal Executive Offices)


        Registrant's telephone number, including area code (310) 394-6000


                                       N/A
                      -----------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


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Item 5.           Other Events.


On July 12, 1999, The Macerich  Partnership,  L.P. ("Macerich  Partnership") and
Ontario Teachers' Pension Plan Board ("Ontario") acquired a 100% interest in the
office  component of Redmond Town Center,  a mixed-use  development  located in
Redmond,  WA, through an asset sale.  Macerich  Partnership and Ontario acquired
this interest  through  Pacific  Premier Retail Trust, a real estate  investment
trust owned 51% by Macerich Partnership and 49% by Ontario.

Acquisition  of the office  component  of this  property  was part of the second
phase of a two phase  acquisition of properties from various Safeco  Corporation
entities (collectively, the "Seller") which was previously described in the Form
8-K dated March 4, 1999 (event date  February  18,  1999).  The assets  acquired
include,  among other things,  real  property,  the  buildings and  improvements
located  thereon,  certain lease  interests,  tangible and  intangible  personal
property and rights related thereto.  Macerich Partnership and Ontario intend to
continue  operating the office component of this property as currently  operated
and leasing the space therein to office tenants.

The purchase price for this acquisition was  approximately  $111 million and was
determined in good faith, arms length negotiations between Macerich Partnership,
Ontario and the Seller.  Concurrent  with this second phase closing,  a ten-year
$76.7 million mortgage with an interest rate of 6.77% was placed on Redmond Town
Center. The balance of the purchase price was paid in cash. Macerich Partnership
funded its share of the cash  component  of the purchase  price from  borrowings
under its line of credit.

The description  contained  herein of the  transaction  described above does not
purport to be complete  and is  qualified  in its  entirety by  reference to the
Purchase and Sale Agreement which was filed as Exhibit 2.1 to the Form 8-K dated
March 4, 1999 (event date February 18, 1999).


















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                                   SIGNATURES


Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, The
Macerich  Company  has duly caused this report to be signed on its behalf by the
undersigned,  hereunto duly  authorized,  in the City of Santa Monica,  State of
California, on July 30, 1999.


                                         THE MACERICH COMPANY




                                         By:      /s/Thomas O'Hern
                                                 ---------------------
                                                 Thomas O'Hern
                                                 Executive Vice President and
                                                 Chief Financial Officer
















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                                   SIGNATURES


Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, The
Macerich  Company  has duly caused this report to be signed on its behalf by the
undersigned,  hereunto duly  authorized,  in the City of Santa Monica,  State of
California, on July 30, 1999.


                                         THE MACERICH COMPANY




                                         By:      ________________________
                                                  Thomas O'Hern
                                                  Executive Vice President and
                                                  Chief Financial Officer















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