UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Units of LP Interest in The Newkirk Master LP ("Units") | 11/07/2006 | Â (5) | Common Stock, par value $0.01 per share ("Common Stock") | 7,661,976.12 | $ 0 (1) | I | Through Vornado Realty L.P. (2) |
Units | 11/07/2006 | Â (5) | Common Stock | 1,486,165.11 | $ 0 (1) | I | Through Vornado Newkirk L.L.C. (3) |
Units | 11/07/2006 | Â (5) | Common Stock | 1,038,851.07 | $ 0 (1) | I | Through VNK L.L.C. (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
VORNADO REALTY TRUST 888 SEVENTH AVE NEW YORK, NY 10019 |
 X |  |  | See Remarks |
VORNADO REALTY LP 888 SEVENTH AVENUE NEW YORK, NY 10019 |
 X |  |  | See Remarks |
/s/ Joseph Macnow - Executive Vice President - Finance and Administration, Chief Financial Officer, on behalf of Vornado Realty Trust | 01/17/2006 | |
**Signature of Reporting Person | Date | |
/s/ Joseph Macnow - Executive Vice President - Finance and Administration, Chief Financial Officer, on behalf of Vornado Realty L.P. | 01/17/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Newkirk Master Limited Partnership is the operating partnership of Newkirk Realty Trust, Inc. (the "Issuer"). The Units will become redeemable by the holder for cash commencing November 7, 2006 or, at the option of the Issuer, shares of Common Stock, par value $0.01 per share, of the Issuer on a one for one basis. |
(2) | These Units are held directly by Vornado Realty L.P. and are held indirectly by Vornado Realty Trust. Vornado Realty Trust conducts its business through Vornado Realty L.P., a Delaware limited partnership. Vornado Realty Trust is the sole general partner of, an owned approximately 88.9% of the common limited partnership interests in Vornado Realty L.P. as of December 31, 2005. Each reporting person disclaims beneficial ownership of such Units except to the extent of his respective pecuniary interest therein. |
(3) | These Units are held directly by Vornado Newkirk L.L.C and are held indirectly by Vornado Realty Trust and Vornado Realty L.P. Vornado Newkirk L.L.C. is wholly-owned by Vornado Realty L.P. Each reporting person disclaims beneficial ownership of such Units except to the extent of his respective pecuniary interest therein. |
(4) | These Units are held directly by VNK L.L.C. and are held indirectly by Vornado Realty Trust and Vornado Realty L.P. VNK L.L.C. is wholly-owned by Vornado Realty L.P. Each reporting person disclaims beneficial ownership of such Units except to the extent of his respective pecuniary interest therein. |
(5) | None |
 Remarks: On January 12, 2006, Clifford Broser, Senior Vice President of Vornado Realty Trust, was appointed to the Board of Directors  of Newkirk Realty Trust, Inc. (the "Issuer") pursuant to a contractual right of Vornado Realty Trust.  The filing of this  Form 3 shall not be deemed an admission that either Vornado Realty Trust or Vornado Realty L.P. is a director of the Issuer  by virtue of its appointment of Mr. Broser. |