SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CALI JOHN R

(Last)

(First)

(Middle)

C/O MACK-CALI REALTY CORPORATION

11 COMMERCE DRIVE

(Street)

CRANFORD

07016

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MACK CALI REALTY CORP [ CLI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/07/2005		M⁽¹⁾		5,000	A	$26.25	86,086	D
Common Stock	03/07/2005		M⁽¹⁾		5,000	A	$26.31	91,086	D
Common Stock	03/07/2005		M⁽¹⁾		5,000	A	$28.9	96,086	D
Common Stock	03/07/2005		S⁽¹⁾		15,000	D	$45.786	81,086	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Director Stock Option (Right to Buy)	$26.25	03/07/2005		M⁽¹⁾			5,000	09/07/2001⁽²⁾	09/07/2010	Common Stock	5,000	$26.25	0⁽⁵⁾	D
Director Stock Option (Right to Buy)	$26.31	03/07/2005		M⁽¹⁾			5,000	05/14/2002⁽³⁾	05/14/2011	Common Stock	5,000	$26.31	0⁽⁵⁾	D
Director Stock Option (Right to Buy)	$28.9	03/07/2005		M⁽¹⁾			5,000	03/04/2004⁽⁴⁾	03/04/2013	Common Stock	5,000	$28.9	0⁽⁵⁾	D

Explanation of Responses:

1. The reporting person obtained and sold the Common Stock as the result of the cashless exercise of Director Stock Options.

2. On September 7, 2000, the reporting person was granted an option to purchase 5,000 shares of Common Stock. The option vested on September 7, 2001.

3. On May 14, 2001, the reporting person was granted an option to purchase 5,000 shares of Common Stock. The option vested on May 14, 2002.

4. On March 4, 2003, the reporting person was granted an option to purchase 5,000 shares of Common Stock. The option vested on March 4, 2004.

5. Reported amounts exclude: (i) Director Stock Options with an exercise price different from that reported on this line item which are reported elsewhere in Table II of this Form, and (ii) 164,225 shares of Common Stock that may be issued to the reporting person upon the redemption of units of limited partnership interest in Mack-Cali Realty, L.P., a Delaware limited partnership through which Mack-Cali Realty Corporation conducts its real estate activities.

	/s/ John R. Cali	03/09/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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