8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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) June 1, 2009

WINTHROP REALTY TRUST

(Exact Name of Registrant as Specified in Its Charter)

Ohio

                                         (State or Other Jurisdiction of Incorporation)                                        

001-06249		34-6513657
(Commission File Number)		(I.R.S. Employer Identification No.)
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts		02114
(Address of Principal Executive Offices)		(Zip Code)
	(617) 570-4614
(Registrant's Telephone Number, Including Area Code)

 n/a

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions

o Written communications pursuant to Rule 425 under the Securities Act (17 CFT|R 230.425)

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

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

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

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On June 1, 2009, Winthrop Realty Trust (the “Trust”), in connection with the purchase of the two first mortgage loans described in Item 8.01 below, made a draw of $35 million on its $35 million revolving credit facility with KeyBank National Association (“KeyBank”).  Pursuant to the terms of the credit facility, the Trust is required to make monthly payments of interest only at a rate of LIBOR plus 300 basis points, subject to decrease to LIBOR plus 225 basis points if the Trust establishes a cash collateral account at KeyBank equal to at least 50% of the amount borrowed under the facility.  As a result of this draw, the Trust presently has no additional borrowing capacity under the credit facility.  Accordingly, the Trust will not be able to borrow any additional funds under the facility unless it repays a portion of the borrowing or the maximum borrowing permitted under the facility is increased.

Item 8.01 Other Events

On June 1, 2009, the Trust acquired two first mortgage loans for an aggregate purchase price, after giving effect to an additional advance of $850,000 on one of the loans, of $44 million.  Both loans were acquired from the Trust’s Concord Debt Holdings venture.  The Trust financed the purchase from $35 million drawn on its credit line with KeyBank as described in Item 2.03 above and the balance from its cash reserves.

On June 2, 2009, the Trust issued a press release announcing the acquisition of the two loans and describing the terms of the loans.  A copy of the release is furnished as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(c)           Exhibits

99.1 Press Release dated June 2, 2009

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 on this 4th day of June, 2009.

WINTHROP REALTY TRUST
By:	/s/ Carolyn Tiffany
	Carolyn Tiffany
	President

EX-99.1

Winthrop Realty Trust

TRADED: NYSE: FUR

7 Bulfinch Place, Suite 500

Boston, MA  02114 

Contact at Winthrop Realty Trust

Beverly Bergman

Investor or Media Inquiries

Phone: (617) 570-4614; e-mail: bbergman@firstwinthrop.com

FOR IMMEDIATE RELEASE

June 2, 2009

WINTHROP REALTY TRUST ACQUIRES TWO FIRST MORTGAGE LOANS

FOR IMMEDIATE RELEASE – BOSTON, June 2/PRNewswire-FirstCall/ -- Winthrop Realty Trust (NYSE:FUR) acquired today: (i) a first mortgage loan secured by a 19 story, 289,000 square foot office building located at 160 Spear Street, San Francisco, California; and (ii) a first mortgage loan secured by a two-building four story office complex containing 116,000 square feet located at 3737 & 3877 North 7th Street, Phoenix, Arizona, for an aggregate purchase price, after giving effect to an additional advance of $850,000 on the 160 Spear loan, of $44 million.

The 160 Spear loan has an outstanding principal balance of $73,795,919 (after giving effect to the $850,000 advance), bears interest at a rate of 6.48215% ($4,850,000 per annum), and matures on June 9, 2012, subject to a one-year extension which extension requires the payment of a $850,000 extension fee.  In addition, the borrower has the right to prepay the loan at any time for a discounted payoff amount of $50 million plus any further advances made by Winthrop to the borrower.  Winthrop has further agreed to make additional advances to the borrower over the next two years in equal quarterly installments in arrears of $600,000 ($4,800,000 in the aggregate), which additional advances will bear interest at a rate of 15% per annum, will be coterminous with the current loan and will be secured by the property.

The Phoenix loan has an outstanding principal balance of $7,218,670, bears interest at 9.8375% ($720,000 per annum) and matures on June 9, 2012.  In addition, the borrower has the right to prepay the loan at any time for a discounted payoff amount of $5.5 million.

Based on the $44 million purchase price, the effective annual unlevered yield to Winthrop, excluding the additional $4,800,000 future funding obligation, is 12.6% and the unlevered yield to maturity is 17.65%, again excluding the additional $4,800,000 funding obligation and assuming both loans are paid at their maturity at the discounted payoff amounts.

Winthrop acquired both loans from its Concord Debt Holdings joint venture and financed the purchase from $35 million drawn on its credit line with KeyBank and the balance from its cash reserves.

__________________

Winthrop Realty Trust

TRADED: NYSE: FUR

7 Bulfinch Place, Suite 500

Boston, MA  02114 

Winthrop Realty Trust is a NYSE-listed real estate investment trust (REIT) headquartered in Boston, Massachusetts.  Additional information on Winthrop Realty Trust is available on its Web site at www.winthropreit.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995.  With the exception of the historical information contained in this news release, the matters described herein contain “forward-looking” statements that involve risk and uncertainties that may individually or collectively impact the matters herein described.  These are detailed from time to time in the “Risk Factors” section of Winthrop’s Annual Report on Form 10-K for the year ended December 31, 2008, as may be updated or supplemented in Winthrop’s Form 10-Q filings which discuss the factors that could adversely affect Winthrop's results.  Further information relating to Winthrop’s financial position, results of operations, and investor information is also contained in Winthrop’s reports filed with the SEC, which reports are available for download at our website www.winthropreit.com or at the SEC website www.sec.gov.