UNITED STATES
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 5, 2004
ATLANTIC REALTY TRUST
---------------------
(Exact Name of Registrant as Specified in its Charter)
MARYLAND 0-27562 13-3849655
-------- -------- ----------
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
747 THIRD AVENUE, NEW YORK, NY 10017
------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (212) 702-8561
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On May 5, 2004, the Special Committee of the Board of Trustees of
Atlantic Realty Trust issued a press release announcing that it had unanimously
rejected the proposal by First Union Real Estate Equity and Mortgage
Investments, as amended, to acquire Atlantic Realty Trust. The complete text of
the press release, dated May 5, 2004, is set forth as Exhibit 99.1 hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
99.1 Press Release, dated May 5, 2004.*
*This exhibit is furnished with this Current Report on Form 8-K and is not
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liability of that section, and is
not incorporated by reference into any filing of Atlantic Realty Trust under the
Securities Act of 1933 or the Securities Exchange Act of 1934, whether made
before or after the date hereof and irrespective of any general incorporation
language in the filing. The furnishing of the information in this Current Report
on Form 8-K is not intended to, and does not, constitute a representation that
such furnishing is required by Regulation FD or that the information contained
in this Current Report on Form 8-K is material investor information that is not
otherwise publicly available.
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.
ATLANTIC REALTY TRUST
By: /s/Edwin R. Frankel
------------------------------------
Edwin R. Frankel
Executive Vice President,
Chief Financial Officer,
Secretary and Principal
Financial and Accounting Officer
May 5, 2004