GLENBOROUGH REALTY TRUST INC
8-K, 1997-09-29
REAL ESTATE
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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) September 29, 1997
                                                (September 12, 1997)
                                            --------------------------

                      GLENBOROUGH REALTY TRUST INCORPORATED
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)


    Maryland                         001-14162                     94-3211970
- ---------------                   --------------                 --------------
(State or other                    (Commission                   (IRS Employer
jurisdiction of                    File Number)                   I.D. Number)
incorporation)


        400 South El Camino Real, Ste. 1100, San Mateo, California 94402
                    (Address of principal executive offices)

       Registrant's Telephone number, including area code: (650) 343-9300
                                                            -------------


                                  Page 1 of 4
<PAGE>

Item 2.       ACQUISITION OR DISPOSITION OF ASSETS

On  September  12,  1997,  the Company  acquired a portfolio  of 27  properties,
aggregating approximately 2,888,000 square feet (the "T. Rowe Price Properties")
from five limited  partnerships,  two general partnerships and one private REIT,
each  organized  by  affiliates  of T. Rowe  Price  Associates,  Inc.  The total
acquisition cost, including capitalized costs, was approximately $146.8 million,
which  was paid  entirely  in cash  from  the  proceeds  of a new  $114  million
unsecured loan from Wells Fargo Bank,  approximately $23 million of the proceeds
from a new $60 million  secured  loan from Wells Fargo Bank, a $6.5 million draw
on the existing $50 million Wells Fargo Bank Line of Credit and the balance from
the proceeds  from the July 1997 Stock  Offering.  The T. Rowe Price  Properties
consist  of  four  office  properties,   twelve  office/flex  properties,  eight
industrial properties and three retail properties located in 12 states.

On September  12,  1997,  the Company  acquired a portfolio  of ten  properties,
aggregating  approximately 755,000 square feet (the "Advance Properties") from a
group of  partnerships  affiliated  with The Advance  Group of  Bedminster,  New
Jersey.   The  total  acquisition  cost,   including   capitalized   costs,  was
approximately $103 million, which consisted of (i) approximately $7.4 million of
mortgage debt assumed,  (ii) approximately  $13.6 million in the form of 599,508
partnership  units in the  Operating  Partnership  (based on an assumed per unit
value of $22.625),  (iii)  approximately  $37 million of the proceeds from a new
$60 million secured loan from Wells Fargo Bank and (iv) the balance in cash. The
cash portion of the  acquisition was paid with proceeds from the July 1997 Stock
Offering.  The  Advance  Properties  consist of five  office  properties,  three
office/flex properties and two industrial properties. Nine of the properties are
located in New Jersey and one is located in Maryland.

The Company has also entered into a joint venture with The Advance Group for the
development of new properties in the New Jersey market.  Initially,  the venture
will hold 57 acres of land suitable for office and office/flex development of up
to 560,000 square feet in the prime  Interstate  78/287 corridor of northern New
Jersey.

Other than as  discussed  above,  there is no  relationship  between  any of the
sellers listed above and the Company, the Company's Operating Partnership or any
affiliated entities of the Company.


                                  Page 2 of 4
<PAGE>

Item 7.       FINANCIAL STATEMENTS AND EXHIBITS

              (a)&(b) FINANCIAL STATEMENTS

                      As of the date of  filing of this  Current  Report on Form
                      8-K,  it is  impracticable  for the Company to provide the
                      financial  statements required by Item 7 (a) & (b) of Form
                      8-K.  In  accordance  with Item  7(a)(4) of Form 8-K,  the
                      Company  will by  amendment to this Form 8-K no later than
                      60 days after  September  29,  1997,  file such  financial
                      statements.

              (c)     EXHIBITS

                      None

                                  Page 3 of 4
<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, hereunto duly authorized.

                      GLENBOROUGH REALTY TRUST INCORPORATED



                   By: Glenborough Realty Trust Incorporated,




Date: September 29, 1997               /s/ Andrew Batinovich    
                                       Andrew Batinovich
                                       President,
                                       Chief Operating Officer
                                       (Principal Operating Officer)
 


Date: September 29, 1997               /s/ Terri Garnick        
                                       Terri Garnick
                                       Senior Vice President,
                                       Chief Accounting Officer,
                                       Treasurer
                                       (Principal Accounting Officer)


                                  Page 4 of 4
<PAGE>


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