================================================================================

                                  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): February 7, 2007

                          MISSION WEST PROPERTIES, INC.
             (Exact name of registrant as specified in its charter)

            Maryland                     1-8383                95-2635431
- -------------------------------     ---------------         ----------------
(State or other jurisdiction of     Commission File         (I.R.S. Employer
         incorporation)                  Number              Identification)

                    10050 Bandley Drive, Cupertino, CA 95014
                    (Address of principal executive offices)

                                 (408) 725-0700
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ]  Written communications pursuant to Rule 425 under the Securities
     Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange
     Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

================================================================================



ITEM 2.02.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

(a)  The following information is being furnished by the Company as required for
     Item 2.02(a) of this report and shall not be deemed to be "filed" for
     purposes of Section 18 of the Securities Exchange Act of 1934:

On February 7, 2007, the Company issued a press release announcing its earnings
results for the fourth quarter and full year ended December 31, 2006. The press
release is attached to this Current Report as Exhibit 99.1 and is incorporated
by reference in response to Item 2.02(a) of this report.

                                      - 2 -


                                    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.

                                                   MISSION WEST PROPERTIES, INC.


Date: February 7, 2007                             By: /s/ Wayne N. Pham
                                                       -------------------------
                                                       Wayne N. Pham
                                                       Vice President of Finance
                                                       and Controller

                                      - 3 -