Prepared and filed by St Ives Financial

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 4, 2006          

               Pennsylvania Real Estate Investment Trust                    

(Exact Name of Registrant as Specified in its Charter)


Pennsylvania
1-6300
23-6216339
 

   
   
 
(State or Other Jurisdiction
of Incorporation or Organization)
    (Commission
File Number)
    (IRS Employer
Identification No.)
 

The Bellevue, 200 S. Broad Street, Philadelphia, Pennsylvania                                                                                            19102            
(Address of Principal Executive Offices)                                                                                                                                (Zip Code)

Registrant’s telephone number, including area code: (215)  875-0700               


(Former Name or Former Address, if Changed Since Last Report)

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:

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))


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Item 2.02  Results of Operations and Financial Condition.

     On May 4, 2006, Pennsylvania Real Estate Investment Trust issued a press release reporting its financial results for the first quarter ended March 31, 2006. A copy of the press release is attached as an exhibit to this report.

     The information furnished under this “Item 2.02. Results of Operations and Financial Condition” shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

        99.1 Press Release dated May 4, 2006.

     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.

PENNSYLVANIA REAL ESTATE INVESTMENT TRUST

Date:  May 4, 2006 By: /s/ Bruce Goldman
Bruce Goldman
Executive Vice President, General Counsel
and Secretary

Exhibit Index

99.1    Press release dated May 4, 2006

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