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^*

GREEN STEPHEN L

(Last)

(First)

(Middle)

C/O SL GREEN REALTY CORP.

420 LEXINGTON AVENUE

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SL GREEN REALTY CORP [ SLG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/27/2005

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	10/27/2005		C		75,000	A	⁽¹⁾	75,000	I	By SLG Holding IV LP
Common Stock	10/27/2005		S		55,300	D	$66.314	19,700	I	By SLG Holding IV LP
Common Stock								229,000	D
Common Stock	10/28/2005		S		15,000	D	$66.8	4,700	I	By SLG Holding IV LP
Common Stock								229,000	D
Common Stock	10/28/2005		S		4,700	D	$66.6	0	I	By SLG Holding IV LP
Common Stock								229,000	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)
Class A Units of SL Green Operating Partnership, L.P.	⁽¹⁾	10/27/2005		C			75,000	08/20/1999	⁽³⁾	Common Stock	75,000	⁽²⁾	0	I	By SLG Holding IV LP
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	111,904		111,904	I	By Northwest Partners
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	91,250		91,250	I	By SLG Holding II LP
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	70,000		70,000	I	SLG Holding III LP
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	108,195		108,195	I	By Hoppomenes Associates, LLC
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	476		476	I	By EBG Midtown South Corp.
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	905,484		905,484	I	By SL Green Properties, Inc.
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	19,048		19,048	I	By wife
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	3,810		3,810	I	By 673 Realty Corp.
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	304,846		304,846	I	By 6th Avenue Associates
Class A Units of SL Green Operating Partnership, L.P.	⁽²⁾							08/20/1999	⁽³⁾	Common Stock	77,013		77,013	D

Explanation of Responses:

1. Mr. Green redeemed 75,000 Class A Units of SL Green Operating Partnership, L.P. for an equal number of shares of Common Stock of SL Green Realty Corp.

2. Upon conversion, SL Green Realty Corp. may, at its option, issue one share of Common Stock of SL Green Realty Corp. for each Class A Unit of SL Green Operating Partnership, L.P. or the cash equivalent value thereof to Mr. Green.

3. None

	Stephen L. Green	10/28/2005
	** 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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