As filed with the Securities and Exchange Commission on March 19, 2003
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): March 17, 2003
ERP OPERATING LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in Charter)
Illinois |
| 0-24920 |
| 36-3894853 |
(State or other jurisdiction |
| (Commission File Number) |
| (I.R.S. Employer |
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Two North Riverside Plaza, Suite 400 |
| 60606 | ||
(Address of principal executive offices) |
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Registrant’s telephone number, including area code: (312) 474-1300
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
ITEM 7. Financial Statements, Pro forma Financial Information and Exhibits
Exhibit |
| Exhibit |
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1 |
| Form of Terms Agreement dated March 17, 2003 among ERP Operating Limited Partnership and each of Morgan Stanley & Co. Incorporated, Banc One Capital Markets, Inc. and Wachovia Securities, Inc. which is being filed pursuant to Regulation S-K, Item 601(b)(1) as an exhibit to the Registrant’s registration statement on Form S-3, file no. 333-44594, under the Securities Act of 1933, as amended, and which, as this Form 8-K filing is incorporated by reference in such registration statement, is set forth in full in such registration statement; the form of Terms Agreement incorporates the terms and provisions of the Standard Underwriting Provisions dated August 25, 2000, the form of which was previously filed as Exhibit 1 to the Registrant’s registration statement on Form S-3, file no. 333-44594 under the Securities Act of 1933. |
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4 |
| $400,000,000 5.20% Notes due April 1, 2013, which is being filed pursuant to Regulation S-K, Item 601(b)(4) as an exhibit to the Registrant’s registration statement on Form S-3, file no. 333-44594, under the Securities Act of 1933 and which, as this Form 8-K filing is incorporated by reference in such registration statement, is set forth in full in such registration statement. |
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5 |
| Opinion of Piper Rudnick, which is being filed pursuant to Regulation S-K, Item 601(b)(5) as an exhibit to the Registrant’s registration statement on Form S-3, file no. 333-44594, under the Securities Act of 1933 and which, as this Form 8-K filing is incorporated by reference in such registration statement, is set forth in full in such registration statement. |
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23 |
| Consent of Piper Rudnick (included in Exhibit 5). |
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.
| ERP OPERATING LIMITED PARTNERSHIP | |||
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| By: | EQUITY RESIDENTIAL, its general partner | ||
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Date: | March 19, 2003 | By: | /s/ Yasmina Duwe |
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| Name: | Yasmina Duwe | ||
| Its: | First Vice President - Legal and Assistant Secretary | ||
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