FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Federal Realty Investment Trust
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 52-0782497
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1626 East Jefferson Street, Rockville, Maryland 20852
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box.
Securities Act registration statement file number to which this form relates:
333-63619
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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8 1/2% Series B Cumulative Redeemable New York Stock Exchange
Preferred Shares of Beneficial Interest,
Liquidation Preference $25.00 Per Share,
Par Value $.01 Per Share
Securities to be registered pursuant to Section 12(g) of the Act: Not
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applicable.
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Item 1. Description of Registrant's Securities to be Registered.
The information set forth under the caption "Description of Series B Preferred
Shares" in the Registrant's Prospectus Supplement dated November 19, 2001 and
under the caption "Description of Preferred Shares" in the Registrant's
Prospectus dated September 30, 1998, filed with the Commission on November 20,
2001 under Rule 424(b)(5) as a form of prospectus used after the effectiveness
of the Registrant's registration statement on Form S-3 (Registration No. 333-
63619) covering the offer and sale of shares of the class of the securities to
be registered hereby, is incorporated herein by reference.
Item 2. Exhibits
The exhibits to this registration statement are listed in the Exhibit Index,
which appears after the signature page and is incorporated herein by reference.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Date: November 26, 2001 FEDERAL REALTY INVESTMENT TRUST
By: /s/ Nancy J. Herman
Name: Nancy J. Herman
Title: Senior Vice President - General Counsel
and Secretary
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EXHIBIT INDEX
Exhibit Number Description
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4.1 Articles Supplementary relating to the 8 1/2% Series B
Cumulative Redeemable Preferred Shares of Beneficial Interest,
Liquidation Preference $25.00 Per Share, Par Value $.01 Per
Share
4.2 Form of certificate evidencing 8 1/2% Series B Cumulative
Redeemable Preferred Shares of Beneficial Interest,
Liquidation Preference $25.00 Per Share, Par Value $.01 Per
Share