0001104659-10-007383.txt : 20100216 0001104659-10-007383.hdr.sgml : 20100215 20100216163237 ACCESSION NUMBER: 0001104659-10-007383 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20100216 DATE AS OF CHANGE: 20100216 GROUP MEMBERS: AMP CAPITAL BROOKFIELD (US) LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KILROY REALTY CORP CENTRAL INDEX KEY: 0001025996 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 954598246 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48377 FILM NUMBER: 10608528 BUSINESS ADDRESS: STREET 1: 12200 W. OLYMPIC BLVD., SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90064 BUSINESS PHONE: 3104818400 MAIL ADDRESS: STREET 1: 12200 W. OLYMPIC BLVD., SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90064 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BROOKFIELD INVESTMENT MANAGEMENT INC. CENTRAL INDEX KEY: 0001273887 IRS NUMBER: 133519673 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: THREE WORLD FINANCIAL CENTER STREET 2: 200 VESEY STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281-1010 BUSINESS PHONE: 2125498400 MAIL ADDRESS: STREET 1: THREE WORLD FINANCIAL CENTER STREET 2: 200 VESEY STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281-1010 FORMER COMPANY: FORMER CONFORMED NAME: Brookfield Investment Management Inc. DATE OF NAME CHANGE: 20091001 FORMER COMPANY: FORMER CONFORMED NAME: Hyperion Brookfield Asset Management, Inc. DATE OF NAME CHANGE: 20090716 FORMER COMPANY: FORMER CONFORMED NAME: HYPERION CAPITAL MANAGEMENT INC DATE OF NAME CHANGE: 20031218 SC 13G 1 a10-3710_6sc13g.htm SC 13G

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Kilroy Realty Corp.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

49727F108

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
o	Rule 13d-1(c)
o	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.

	1.	Names of Reporting Persons Brookfield Investment Management Inc.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		o

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 576,923

			6.		Shared Voting Power None

			7.		Sole Dispositive Power 2,427,182

			8.		Shared Dispositive Power None

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,427,182

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row (9) 5.63%

	12.	Type of Reporting Person (See Instructions) IA

Item 1.
	(a)	Name of Issuer Kilroy Realty Corp.
	(b)	Address of Issuer’s Principal Executive Offices 12200 W. Olympic Blvd., Suite 200 Los Angeles, CA 90064

Item 2.
	(a)	Name of Person Filing Brookfield Investment Management Inc. AMP Capital Brookfield (US) LLC (together, the “Reporting Person”)
	(b)	Address of Principal Business Office or, if none, Residence Brookfield Investment Management Inc. Three World Financial Center 200 Vesey Street New York, NY 10281 AMP Capital Brookfield (US) LLC 71 S. Wacker Drive, Suite 3400 Chicago, IL 60606
	(c)	Citizenship Brookfield Investment Management Inc. – Delaware AMP Capital Brookfield (US) LLC – Delaware
	(d)	Title of Class of Securities Common stock
	(e)	CUSIP Number 49427F108

Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
	(e)	x	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
	(k)	o	Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: See the response(s) to Item 9 on the attached cover page(s).
	(b)	Percent of class: See the response(s) to Item 11 on the attached cover page(s).
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote See the response(s) to Item 5 on the attached cover page(s).
		(ii)	Shared power to vote or to direct the vote See the response(s) to Item 6 on the attached cover page(s).
		(iii)	Sole power to dispose or to direct the disposition of See the response(s) to Item 7 on the attached cover page(s).
		(iv)	Shared power to dispose or to direct the disposition of See the response(s) to Item 8 on the attached cover page(s).

Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
Not applicable

Item 6.	Ownership of More than Five Percent on Behalf of Another Person
Clients of the Reporting Person have or may have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their accounts. No such client is known to have such right or power to more than 5% of the class of securities to which this report relates.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not applicable

Item 8.	Identification and Classification of Members of the Group
Not applicable

Item 9.	Notice of Dissolution of Group
Not applicable

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Signature.

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 12, 2010

Brookfield Investment Management Inc.

By:	/s/ Seth Gelman
Name: Seth Gelman
Title: Chief Compliance Officer


AMP Capital Brookfield (US) LLC

By:	/s/ Seth Gelman
Name: Seth Gelman
Title: Chief Compliance Officer

EX-1 2 a10-3710_6ex1.htm EX-1

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, par value $0.01 per share, of Kilroy Realty Corp., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of February 12, 2010.

	Brookfield Investment Management Inc.

	By:	/s/ Seth Gelman
	Name: Seth Gelman
	Title: Chief Compliance Officer


	AMP Capital Brookfield (US) LLC

	By:	/s/ Seth Gelman
	Name: Seth Gelman
	Title: Chief Compliance Officer