8-K

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): January 27, 2015

W. P. CAREY INC.

(Exact Name of Registrant as Specified in Charter)

Maryland	001-13779	45-4549771
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

50 Rockefeller Plaza
New York, NY	10020
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 492-1100

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

ITEM 5.03.  - AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.

The Board of Directors (the “Board”) of W. P. Carey Inc. (the “Company”), a Maryland corporation, has resolved to opt out of Section 3-803 of the Maryland General Corporation Law (“MGCL”), which permits directors of the Company to be divided into classes pursuant to Title 3, Subtitle 8 of the MGCL.  The Company does not currently have a classified board.  Any amendment or repeal of this resolution must be approved in the same manner as an amendment to the Articles of Amendment and Restatement of the Company.

On January 27, 2015, the Company filed the Articles Supplementary, attached hereto as Exhibit 3.1, to the charter of the Company with the State Department of Assessments and Taxation of Maryland.

The foregoing summary of the Articles Supplementary is qualified in its entirety by reference to the text of the Articles Supplementary, which is attached as Exhibit 3.1 to this Form 8-K and is incorporated by reference into this Item 5.03.

Item 9.01.        Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
3.1	Articles Supplementary filed with the State Department of Assessments and Taxation of Maryland on January 27, 2015.

SIGNATURES

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, thereunto duly authorized.

		W. P. Carey Inc.
Date: January 28, 2015	By:	/s/ Susan C. Hyde
		Susan C. Hyde
		Managing Director

EX-3.1

Exhibit 3.1

W. P. CAREY INC.

ARTICLES SUPPLEMENTARY

W. P. CAREY INC., a Maryland corporation, having its principal office in New York, New York (hereinafter called the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST:  Pursuant to Sections 3-802(c) and 3-802(d)(2)(ii) of the Maryland General Corporation Law (“MGCL”), the Corporation may not elect to be subject to the provisions of Title 3, Subtitle 8 of the MGCL contained in Section 3-803 in accordance with the resolution of the Board of Directors of the Corporation.

SECOND:  Stockholder approval is not required for the filing of these Articles Supplementary.

IN WITNESS WHEREOF, W. P. Carey Inc. has caused these Articles Supplementary to be signed in its name and on its behalf by its President and witnessed by its Secretary on this     22nd      day of January, 2015.

WITNESS:	W. P. CAREY INC.
/s/ Susan C. Hyde	By	/s/ Trevor P. Bond
Susan C. Hyde, Secretary		Trevor P. Bond, President

THE UNDERSIGNED, President of W. P. Carey Inc., who executed on behalf of the Corporation the foregoing Articles Supplementary of which this Certificate is made a part, hereby acknowledges in the name and on behalf of said Corporation the foregoing Articles Supplementary to be the corporate act of said Corporation and hereby certifies that the matters and facts set forth herein with respect to the authorization and approval thereof are true in all material respects under the penalties of perjury.

/s/ Trevor P. Bond

Trevor P. Bond, President