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) May 6, 2004
CENTURY REALTY TRUST
______________________________________________________________________________
(Exact Name of Registrant as Specified in Charter)
Indiana 0-7716 35-1284316
________________________________ _____________ ____________________
(State or Other Jurisdiction of (Commission (IRS Employer or
Incorporation) File Number) Identification No.)
823 Chamber of Commerce Building, Indianapolis, Indiana 46204
______________________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
(Registrant's Telephone Number, Including Area Code) (317) 632-5467
______________________________________________________________________________
Not Applicable
______________________________________________________________________________
(Former Name or Former Address if Changed Since Last Report)
Item 12. Preliminary Results of Operations and Financial Condition.
This Current Report on Form 8-K is for the purpose of furnishing to
the commission, without filing, the press release dated May 5, 2004, that
announced preliminary first quarter, 2004 operating results that were
included in the CEO's operating report presented at the annual shareholder
meeting held that day. The press release also contains a report on the
shareholder votes tabulated for proposals contained in the proxy statement
previously filed for this annual shareholder meeting The text of that press
release is set forth in Exhibit 99.35 hereto.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
___________ ___________
99.35 Press Release dated May 5, 2004
CENTURY REALTY TRUST
SIGNATURE
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.
CENTURY REALTY TRUST
May 6, 2004 By: /s/ John I. Bradshaw, Jr.
_______________ ____________________________________
Date John I. Bradshaw, Jr.
President and Treasurer
Chief Executive Officer
PRESS RELEASE EXHIBIT 99.35
CENTURY REALTY TRUST
320 N. Meridian St., Suite 823, Indianapolis, IN 46204
Contact: John I. Bradshaw, Jr.
Phone: (317) 632-5467
FAX: (317) 685-1588
FOR IMMEDIATE RELEASE
CENTURY REALTY TRUST REPORTS PRELIMINARY 2004 FIRST QUARTER
OPERATING RESULTS AT ITS ANNUAL SHAREHOLDER MEETING
Century Realty Trust held its annual shareholder meeting
earlier today. John I. Bradshaw, Jr., CEO, reported on the
operating results of the Trust for 2003 and on operating
developments since the end of 2003. He reported that for the
three months ended March 31, 2004, the Trust sustained an
operating loss of $59,306. or $.03 per share, compared with a
net income of $51,576, or $.03 per share reported for the same
period a year ago. He added that $14,799 of the 2004 first
quarter operating loss and $28,941 of the 2003 first quarter net
income, were derived from an apartment property that the Trust
sold in April, 2004, which amounts are reported as results from
discontinued operations.
Bradshaw reported that physical occupancy rates in the Trust's
apartments, which comprise more than 90% of its assets, have
been steadily increasing. The current occupancy of the Trust's
1,960 apartments is over 91%, up from 89% for its 2,136
apartments at the end of 2003. While the increase in occupancy
rates is encouraging, he said, occupancy has not yet reached a
level to support rental rate increases sufficient to offset
higher personnel costs, utility expenses and real estate taxes.
Bradshaw reported that, in April, 2004, the Trust sold the
176-unit Park Plaza apartments in Indianapolis for $3,150,000,
and that the proceeds from the sale are held in an escrow account.
The Trust is currently investigating replacement properties that it
may acquire with the sale proceeds and thereby defer recognition of
the gain and avoid shrinking the asset base of the Trust. The
sale proceeds include a realized gain of approximately
$2,600,000.
Bradshaw also stated that the Trust will not pay a dividend in
May due to the continued weakness in operating results through
the first quarter of 2004. The Trust previously omitted what
would have been its fourth 2003 quarterly distribution in
November, 2003 and its first quarterly distribution in February,
2004. It has been the practice of the Trust to pay quarterly
distributions in February, May, August and November. The
omission of three consecutive quarterly dividend payments
results from poor operating results and does not represent a
change in the Trust's policy of paying quarterly dividends.
In other business conducted at the annual shareholder meeting,
three incumbent trustees were reelected, each receiving more
than 90% of the votes cast by shareholders. A shareholder
proposal recommending that the Board of Trustees undertake a
plan to sell all of the Trust's assets and liquidate the Trust
was supported by 50.4% of the votes cast. The Board of Trustees
will consider that recommendation, Bradshaw stated, along with
other strategic options in its efforts to maximize shareholder
value. Of the 1,784,684 shares outstanding, 1,422,551 shares,
or 79.7%, were represented in person, or by proxy, at the
meeting.
Management believes that forward-looking statements contained
herein are reasonable and informative; however, the Trust's
actual results could differ materially from those set forth in
such forward-looking statements for reasons management cannot
predict. Factors that might cause such a difference include,
among others, the following: dependence on the performance of
key personnel and independent property management firms; risks
associated with the high level of competition in the Trust's
markets; changes in mortgage interest rates; and, the
unpredictability of economic and regulatory conditions.
The Trust has approximately 2,600 record holders of 1,784,684
shares of beneficial interest outstanding. The Trust's shares
are listed on the NASDAQ SmallCap Market under the symbol
CRLTS.
Indianapolis, IN, May 5, 2004