SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Halcyon Structured Asset Management LP

(Last) (First) (Middle)
477 MADISON AVENUE
8TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/20/2005
3. Issuer Name and Ticker or Trading Symbol
FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVESTMENTS [ FUR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
B-1 Cumulative Convertible Redeemable Preference Shares (1) (1) Common Shares of Beneficial Interest 3,592,594 $4.5(2) I See footnote(3)
1. Name and Address of Reporting Person*
Halcyon Structured Asset Management LP

(Last) (First) (Middle)
477 MADISON AVENUE
8TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Halcyon Structured Asset Management LLC

(Last) (First) (Middle)
477 MADISON AVENUE
8TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These securities are immediately convertible and have no expiration date.
2. Halcyon Structured Opportunities Fund L.P. ("Halcyon Structured Fund") owns 646,667 B-1 Cumulative Convertible Redeemable Preference Shares of the Issuer. These securities are presently convertible into 3,592,594 Common Shares of Beneficial Interest of the Issuer.
3. The securities reported herein are held for the account of Halcyon Structured Fund. Halcyon Structured Asset Management LP ("Halcyon Management LP") is the investment manager of Halcyon Structured Fund. Halcyon Structured Asset Management LLC is the general partner of Halcyon Management LP. Steven G. Mandis, the Chief Investment Officer of Halcyon Management LP, serves as a member of the Board of Trustees of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities held for the account of Halcyon Structured Fund except to the extent of its pecuniary interest therein.
Remarks:
The filing of this statement shall not be deemed to be an admission that either Reporting Person is the beneficial owner of any securities not held directly for its respective account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
Steven G. Mandis, Chief Investment Officer, Halcyon Structured Asset Management LP 06/24/2005
Steven G. Mandis, Vice-Chairman, Halcyon Structured Asset Management LLC 06/24/2005
** 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 5 (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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