Exhibit 5.1
PILLSBURY WINTHROP SHAW PITTMAN LLP
2300 N Street, NW, Washington, DC 20037
May 5, 2010
Federal Realty Investment Trust
1626 East Jefferson Street
Rockville, Maryland 20852
Re: | Registration Statement on Form S-8 |
Ladies and Gentlemen:
We are acting as counsel for Federal Realty Investment Trust, a Maryland real estate investment trust (the “Company”), in connection with the Registration Statement on Form S-8 (the “Registration Statement”) relating to the registration under the Securities Act of 1933 (the “Act”) of 2,450,000 common shares of beneficial interest, par value $0.01 per share (the “Shares”), issuable pursuant to the Company’s 2010 Performance Incentive Plan, as amended (the “Plan”).
We have reviewed and are familiar with such corporate proceedings and other matters as we have deemed necessary for this opinion. Based upon the foregoing, we are of the opinion that the Shares have been duly authorized and, when issued and sold in accordance with the Plan, will be validly issued, fully paid and nonassessable. This opinion is limited to matters governed by the Maryland General Corporation Law.
We hereby consent to the filing of this opinion as Exhibit 5.1 to the Registration Statement. In giving this consent, we do not thereby admit that we are within the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the Securities and Exchange Commission promulgated thereunder.
Very truly yours, |
/s/ Pillsbury Winthrop Shaw Pittman LLP |