425

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

July 23, 2006

Date of Report (Date of earliest event reported)

Shurgard Storage Centers, Inc.

(Exact name of registrant as specified in charter)

Washington	001-11455	91-1603837
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

1155 Valley Street, Suite 400

Seattle, Washington 98109-4426

(Address of principal executive offices) (Zip Code)

(206) 624-8100

(Registrant’s telephone number, including area code)

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:

x Written communication 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 8.01. Other Events.

In accordance with that certain Agreement and Plan of Merger, dated as of March 6, 2006, by and among Shurgard Storage Centers, Inc. (“Shurgard”), Public Storage, Inc. (“Public Storage”) and ASKL Sub LLC (the “Merger Agreement”), on July 23, 2006, Shurgard issued notice that it will redeem all outstanding shares of its 8.7% Series C Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”) and all outstanding shares of its 8.75% Series D Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series D Preferred Stock”), on August 22, 2006, provided that certain conditions in the Merger Agreement have been satisfied by that date. The redemption notices for the Series C Preferred Stock and Series D Preferred Stock are attached as Exhibits 99.1 and 99.2 to this report, respectively, and are incorporated herein by reference.

In addition, on July 24, 2006, Shurgard and Public Storage issued a joint press release announcing that each has established a meeting date of August 22, 2006 for its meeting of shareholders. The full text of the press release is attached as Exhibit 99.3 to this report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Notice of Redemption of 8.7% Series C Cumulative Redeemable Preferred Stock, dated July 23, 2006
99.2	Notice of Redemption of 8.75% Series D Cumulative Redeemable Preferred Stock, dated July 23, 2006
99.3	Press Release dated July 24, 2006

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.

	Shurgard Storage Centers, Inc.
Dated: July 24, 2006	By:	/s/ Jane Orenstein
	Name: Title:	Jane Orenstein Vice President and General Counsel

EX-99.1

Exhibit 99.1

SHURGARD STORAGE CENTERS, INC.

NOTICE OF REDEMPTION OF

ALL OUTSTANDING SHARES OF

8.7% SERIES C CUMULATIVE REDEEMABLE PREFERRED STOCK

Notice is hereby given that, pursuant to Section 8 of the Designation of Rights and Preferences of the 8.7% Series C Cumulative Redeemable Preferred Stock (the “Series C Preferred Stock”) of Shurgard Storage Centers, Inc., a Washington corporation (the “Shurgard”), Shurgard has called for redemption, and will redeem, on August 22, 2006, all of its outstanding shares of Series C Preferred Stock, subject to the satisfaction or valid waiver of all of the conditions contained in Article IX of that certain Agreement and Plan of Merger, dated as of March 6, 2006, by and among Public Storage, Inc., ASKL Sub LLC and Shurgard (the “Merger Agreement”) in accordance with the terms of such Merger Agreement. If all such conditions contained in the Merger Agreement have not been satisfied or validly waived by the close of business on August 22, 2006, then the redemption date will be the next Business Day following the satisfaction or valid waiver of all such conditions. Shurgard filed a copy of the Merger Agreement with the Securities and Exchange Commission as an exhibit to its Form 8-K, dated March 7, 2006.

On the redemption date, Shurgard will deliver, or cause to be delivered, out of funds legally available therefor, to the holders of record of the Series C Preferred Stock, in exchange for each share of Series C Preferred Stock called for redemption, $25.00, plus a sum equal to all distributions accumulated and unpaid thereon to the redemption date (the “Redemption Price”).

Stock certificates representing shares of the Series C Preferred Stock (the “Stock Certificates”), accompanied by proper instruments of assignment and transfer if payment is to be made other than to the registered holder(s), shall be surrendered for redemption at any one of the following places:

By Mail or Overnight Courier:   American Stock Transfer & Trust Company Operations Center Attn: Reorganization Department 6201 15^th Avenue Brooklyn, NY 11219 By Hand:   American Stock Transfer & Trust Company Attn: Reorganization Department 59 Maiden Lane New York, NY 10038

Delivery of the foregoing instruments and documents to any other address shall not constitute valid delivery.

On or before the redemption date, Shurgard will deposit with American Stock Transfer & Trust Company, the Redemption Price, in trust for the pro rata benefit of the holders of shares of Series C Preferred Stock called for redemption. On or after the redemption date, all shares of Series C Preferred Stock shall be deemed no longer to be outstanding; distributions thereon shall cease to accrue; and all rights with respect to the shares of Series C Preferred Stock called for redemption shall forthwith at the close of business on the redemption date cease and terminate, except only the right of the holders thereof to receive the Redemption Price of the shares so redeemed, but without interest, upon surrender of their Stock Certificates.

Any moneys deposited by Shurgard and unclaimed at the end of five years from the redemption date shall, to the extent permitted by law, be repaid to Shurgard, after which repayment the holders of Series C Preferred Stock called for redemption shall look only to Shurgard for the payment thereof.

July 23, 2006 SHURGARD STORAGE CENTERS, INC.

EX-99.2

Exhibit 99.2

SHURGARD STORAGE CENTERS, INC.

NOTICE OF REDEMPTION OF

ALL OUTSTANDING SHARES OF

8.75% SERIES D CUMULATIVE REDEEMABLE PREFERRED STOCK

Notice is hereby given that, pursuant to Section 8 of the Designation of Rights and Preferences of the 8.75% Series D Cumulative Redeemable Preferred Stock (the “Series D Preferred Stock”) of Shurgard Storage Centers, Inc., a Washington corporation (the “Shurgard”), Shurgard has called for redemption, and will redeem, on August 22, 2006, all of its outstanding shares of Series D Preferred Stock, subject to the satisfaction or valid waiver of all of the conditions contained in Article IX of that certain Agreement and Plan of Merger, dated as of March 6, 2006, by and among Public Storage, Inc., ASKL Sub LLC and Shurgard (the “Merger Agreement”) in accordance with the terms of such Merger Agreement. If all such conditions contained in the Merger Agreement have not been satisfied or validly waived by the close of business on August 22, 2006, then the redemption date will be the next Business Day following the satisfaction or valid waiver of all such conditions. Shurgard filed a copy of the Merger Agreement with the Securities and Exchange Commission as an exhibit to its Form 8-K, dated March 7, 2006.

On the redemption date, Shurgard will deliver, or cause to be delivered, out of funds legally available therefor, to the holders of record of the Series D Preferred Stock, in exchange for each share of Series D Preferred Stock called for redemption, $25.00, plus a sum equal to all distributions accumulated and unpaid thereon to the redemption date (the “Redemption Price”).

Stock certificates representing shares of the Series D Preferred Stock (the “Stock Certificates”), accompanied by proper instruments of assignment and transfer if payment is to be made other than to the registered holder(s), shall be surrendered for redemption at any one of the following places:

By Mail or Overnight Courier:   American Stock Transfer & Trust Company Operations Center Attn: Reorganization Department 6201 15^th Avenue Brooklyn, NY 11219 By Hand:   American Stock Transfer & Trust Company Attn: Reorganization Department 59 Maiden Lane New York, NY 10038

Delivery of the foregoing instruments and documents to any other address shall not constitute valid delivery.

On or before the redemption date, Shurgard will deposit with American Stock Transfer & Trust Company, the Redemption Price, in trust for the pro rata benefit of the holders of shares of Series D Preferred Stock called for redemption. On or after the redemption date, all shares of Series D Preferred Stock shall be deemed no longer to be outstanding; distributions thereon shall cease to accrue; and all rights with respect to the shares of Series D Preferred Stock called for redemption shall forthwith at the close of business on the redemption date cease and terminate, except only the right of the holders thereof to receive the Redemption Price of the shares so redeemed, but without interest, upon surrender of their Stock Certificates.

Any moneys deposited by Shurgard and unclaimed at the end of five years from the redemption date shall, to the extent permitted by law, be repaid to Shurgard, after which repayment the holders of Series D Preferred Stock called for redemption shall look only to Shurgard for the payment thereof.

July 23, 2006 SHURGARD STORAGE CENTERS, INC.

EX-99.3

Exhibit 99.3

News Release

Public Storage, Inc.		Shurgard Storage Centers, Inc.
701 Western Avenue		1155 Valley Street, Suite 400
Glendale, CA 91201-2349		Seattle, WA 98109-4426
www.publicstorage.com		www.shurgard.com
	For Release:	Immediately
	Date:	July 24, 2006

Public Storage and Shurgard Announce Date of Shareholder Meetings

GLENDALE, California, and SEATTLE, Washington — Public Storage, Inc. (NYSE:PSA) and Shurgard Storage Centers, Inc. (NYSE:SHU) announced today that each will hold a shareholder meeting on August 22, 2006 at 9:00 a.m. (PDT). As previously announced, Public Storage and Shurgard shareholders of record at the close of business on June 23, 2006 will be entitled to vote at their respective meetings.

About Public Storage, Inc.

Public Storage, Inc., a member of the S&P 500 and the Forbes Global 2000, is a fully integrated, self-administered and self-managed real estate investment trust that primarily acquires, develops, owns and operates self-storage facilities. Public Storage’s headquarters are located in Glendale, California. Public Storage’s self-storage properties are located in 37 states. At March 31, 2006, Public Storage had interests in 1,508 storage facilities with approximately 92 million net rentable square feet.

Additional information about Public Storage, Inc. is available on its website, www.publicstorage.com.

About Shurgard Storage Centers, Inc.

Shurgard Storage Centers, Inc. is a real estate investment trust headquartered in Seattle, Washington. Shurgard specializes in all aspects of the self-storage industry and operates a network of over 656 operating storage centers located throughout the United States and in Europe.

Additional information about Shurgard Storage Centers, Inc. is available on its website, www.shurgard.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts included in this press release are forward-looking statements. All forward-looking statements speak only as the date of this press release. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, to be materially different from any future results expressed or implied by such forward-looking statements. Additional information or factors which could impact the companies and the forward-looking statements contained herein are included in each company’s filings with the Securities and Exchange Commission, including in Part II, Item 1A, “Risk Factors,” in Public Storage’s Quarterly Report on Form 10-Q and 8-K and in Part I, Item 1A, “Risk Factors,” in Shurgard’s Annual Report on Form 10-K. The companies assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

Additional Information and Where to Find It

This press release does not constitute an offer of any securities for sale. In connection with the proposed transaction, Public Storage and Shurgard have filed a definitive joint proxy statement/prospectus dated July 24, 2006 with the Securities and Exchange Commission as part of a registration statement regarding the proposed merger of Public Storage and Shurgard. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT MATERIAL BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT PUBLIC STORAGE AND SHURGARD AND THE PROPOSED MERGER. Investors and

security holders may obtain a free copy of the definitive proxy statement/prospectus and other documents filed by Public Storage and Shurgard with the SEC at the SEC’s website at www.sec.gov. The definitive joint proxy statement/prospectus and other relevant documents may also be obtained free of charge from Public Storage or Shurgard by directing such request to: Public Storage, Inc. 701 Western Avenue, Glendale, CA 91201-2349, Attention: Investor Relations or Shurgard Storage Centers, Inc., 1155 Valley Street, Suite 400, Seattle, WA 98109-4426, Attention: Investor Relations.

Public Storage and Shurgard and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Public Storage and Shurgard in connection with the merger. Information about Public Storage and its directors and executive officers, and their ownership of Public Storage and information about Shurgard and its directors and executive officers, and their ownership of Shurgard securities, is set forth in the definitive joint proxy statement/prospectus dated July 24, 2006 included in the registration statement on Form S-4 filed with the SEC on April 20, 2006 and amended May 24, 2006, June 12, 2006, June 19, 2006 and July 24, 2006. Additional information regarding the interests of those persons may be obtained by reading the definitive proxy statement/prospectus.

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933.

Contacts:	Public Storage, Inc.:	Shurgard Storage Centers, Inc.:
	Mr. Clemente Teng	Mr. Stuart Blackie
	(818) 244-8080	(206) 624-8100

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