8-K

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 26, 2011

WASHINGTON REAL ESTATE

INVESTMENT TRUST

(Exact Name of Registrant as Specified in its Charter)

Maryland	1-6622	53-0261100
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

6110 Executive Boulevard, Suite 800, Rockville, Maryland 20852

(Address of Principal Executive Office) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (301) 984-9400

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))

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 26, 2011, Washington Real Estate Investment Trust (“WRIT”) received the resignation of Trustee John M. Derrick, Jr. from WRIT’s Board of Trustees, such resignation to be effective June 1, 2011.

The press release announcing the resignation is attached as exhibit 99.1.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed herewith:

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
99.1	Press release issued May 31, 2011 regarding the resignation of Trustee John M. Derrick, Jr.

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 hereunto duly authorized.

WASHINGTON REAL ESTATE INVESTMENT TRUST
By:	/s/ Laura M. Franklin
	Laura M. Franklin Executive Vice President Accounting, Administration and Corporate Secretary

Date: May 31, 2011

EX-99.1

Exhibit 99.1

NEWS RELEASE

CONTACT: William T. Camp	6110 Executive Blvd., Suite 800 Rockville, Maryland 20852
Executive Vice President and Chief Financial Officer	Tel 301-984-9400 Fax 301-984-9610
E-Mail: bcamp@writ.com	www.writ.com
	May 31, 2011

WASHINGTON REAL ESTATE INVESTMENT TRUST ANNOUNCES

RESIGNATION OF TRUSTEE JOHN M. DERRICK, JR.

The Board of Trustees of Washington Real Estate Investment Trust (WRIT) (NYSE: WRE) announces the resignation of John M. Derrick, Jr., effective June 1, 2011.

Mr. Derrick has served on WRIT’s Board of Trustees since 1997. During his tenure he chaired both the Audit Committee and the Compensation Committee of the Board of Trustees. Mr. Derrick is the retired Chairman, Chief Executive Officer and President of Pepco Holdings, Inc. (formerly Potomac Electric Power Company (PEPCO)). He is also past Chairman of both the Maryland Chamber of Commerce and the Greater Washington Board of Trade.

“John Derrick’s business acumen and strong Washington, DC market knowledge have benefited WRIT immeasurably over the past 14 years. During his tenure, WRIT completed $2.4 billion of acquisitions and dispositions in the Washington, DC market throughout various real estate cycles, and John’s guidance has always proved invaluable in our decision making. We will miss him greatly,” said George F. “Skip” McKenzie, President and Chief Executive Officer.

“John has been an instrumental member of our Board since 1997. WRIT is incredibly fortunate to have enjoyed the service of this leader in the Washington, DC business community for so long. We wish him well in his retirement and thank him for his service and leadership over the past 14 years,” added John P. McDaniel, Chairman of the Board.

WRIT is a self-administered, self-managed, equity real estate investment trust investing in income-producing properties in the greater Washington metro region. WRIT owns a diversified portfolio of 86 properties totaling approximately 11 million square feet of commercial space and 2,540 residential units, and land held for development. These 86 properties consist of 26 office properties, 16 industrial/flex properties, 18 medical office properties, 15 retail centers and 11 multifamily properties. WRIT shares are publicly traded on the New York Stock Exchange (NYSE:WRE).

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially. Such risks, uncertainties and other factors include, but are not limited to, the potential for federal government budget reductions, changes in general and local economic and real estate market conditions, the timing and pricing of lease transactions, the effect of the current credit and financial market conditions, the availability and cost of capital, fluctuations in interest rates, tenants’ financial conditions, levels of competition, the effect of government regulation, the impact of newly adopted accounting principles, and other risks and uncertainties detailed from time to time in our filings with the SEC, including our 2010 Form 10-K and first quarter 2011 Form 10-Q. We assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.