HIGHWOODS PROPERTIES INC
8-K, 1998-12-04
REAL ESTATE INVESTMENT TRUSTS
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                       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): November 30, 1998

                           HIGHWOODS PROPERTIES, INC.
                           --------------------------
               (Exact name of registrant specified in its charter)

      Maryland                      1-13100                     56-1871668
      --------                      -------                     ----------
(State of Incorporation)    (Commission File Number)          (IRS Employer     
                                                            Identification No.) 
                                                            


          3100  Smoketree Court, Suite 600, Raleigh, North Carolina 27604
                (Address of principal executive offices, zip code)

        Registrant's telephone number, including area code: (919) 872-4924


<PAGE>


Item 5.      Other Events.

             Highwoods Properties, Inc. (the "Company") previously reported that
it had signed a letter of intent in November 1998 to sell certain non-core
office properties in Florida for gross proceeds of approximately $130 million.
The Company has terminated this letter of intent. Although the Company continues
to market such non-core office properties to other potential buyers, no
assurance can be made that any of the properties will be sold. Non-core
properties generally include single buildings that do not fit the Company's
long-term strategy.



<PAGE>


                                   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 thereunto duly authorized.

Dated:  December 4, 1998

                                    HIGHWOODS PROPERTIES, INC.

                                    By: /s/ Carman J. Liuzzo
                                        --------------------------------------
                                        Carman J. Liuzzo
                                        Vice-President, Chief Executive Officer
                                        and Treasurer




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