-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LCf/H46kxG4Vok4eTUtmfxYw6llf73YPa+ezq2C5u6/qvbI1lvr3PGKBj8Kd5rRf wDEztGIGIH4ijGbeh8qrEg== 0001246532-05-000033.txt : 20050214 0001246532-05-000033.hdr.sgml : 20050214 20050214130925 ACCESSION NUMBER: 0001246532-05-000033 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040510 FILED AS OF DATE: 20050214 DATE AS OF CHANGE: 20050214 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DUKE REALTY CORP CENTRAL INDEX KEY: 0000783280 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 351740409 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 600 EAST 96TH STREET STREET 2: STE 100 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 BUSINESS PHONE: 3178086000 MAIL ADDRESS: STREET 1: 600 EAST 96TH STREET STREET 2: STE 100 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 FORMER COMPANY: FORMER CONFORMED NAME: DUKE WEEKS REALTY CORP DATE OF NAME CHANGE: 19990716 FORMER COMPANY: FORMER CONFORMED NAME: DUKE REALTY INVESTMENTS INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GUINEE JOHN W III CENTRAL INDEX KEY: 0001219733 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09044 FILM NUMBER: 05606357 MAIL ADDRESS: STREET 1: 600 EAST 96TH ST STE 100 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2004-05-10 0000783280 DUKE REALTY CORP DRE 0001219733 GUINEE JOHN W III 600 E. 96TH STREET, SUITE 100 INDIANAPOLIS IN 46240 0 1 0 0 EVP, Chief Investment Officer Common Stock 1704 D Common Stock 1111 I By 401(k) Series K Nonconvertible Preferred Stock 2004-05-10 4 A 0 2800 21.52 A 2800 D Employee Stock Options-Right to Buy 32.51 2004-01-28 4 A 0 9546 A 2014-01-28 Common Stock 9546 9546 D Employee Stock Options-Right to Buy 32.33 2005-02-10 4 A 0 20609 A 2015-02-10 Common Stock 20609 20609 D Phantom Stock Units 2005-01-26 4 A 0 969 A Common Stock 969 1274 D Between January 28, 2004 and February 10, 2005, the Reporting Person acquired 966 shares of DRE's common stock through purchases and dividend reinvestment in the Company's Employee Stock Purchase Plan. Between January 28, 2004 and February 10, 2005, the Reporting Person acquired 479 shares of DRE's common stock through the Company's 401(k) Plan. The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/28/09. The Stock Options vest annually at a rate of 20% per year and will be fully vested on 2/10/10. Represents phantom stock units vested under the 2000 Performance Share Plan of Duke Realty Corporation. Between January 28, 2004 and February 10, 2005, the Reporting Person acquired 305 phantom stock units through dividend reinvestment. The units are valued on a one to one basis to the Company's common stock and are to be settled in cash upon the termination of employment. Valerie J. Steffen for John W. Guinee III per POA attached 2005-02-14 EX-24 2 guinee.htm
POWER OF ATTORNEY



      Know all by these present, that the undersigned hereby constitutes and appoints each of

Howard L. Feinsand, James R. Windmiller, John R. Gaskin, Douglas E. Greer, and Valerie J. Steffen,

signing singly, the undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an

officer and/or director of Duke Realty Corporation (the "Company"), Forms 3, 4,

and 5, with respect to (i) the partnership units of Duke Realty Limited Partnership,

an Indiana limited partnership whose general partner is Duke Realty Corporation,

and/or (ii) the common shares of Duke Realty Corporation, all in accordance with

Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned which may

be necessary or desirable to complete and execute any such Form 3, 4, and 5,

complete and execute any amendment or amendments thereto, and file such form

with the United States Securities and Exchange Commission and any stock exchange

or similar authority; and



(3) take any other action of any type whatsoever in connection with the foregoing

which, in the opinion of such attorney-in-fact, may be of benefit to, in the best

interest of, or legally required by, the undersigned, it being understood that the

documents executed by such attorney-in-fact on behalf of the undersigned pursuant

to this Power of Attorney shall be in such form and shall contain such terms and

conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform

any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any

of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or

could do if personally present, with full power of substitution or revocation, hereby ratifying and

confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall

lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein

granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity

at the request of the undersigned, are not assuming, nor is the Company assuming, any of the

undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



This Power of Attorney shall remain in full force and effect until the undersigned is no longer

required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in

securities issued by the Company, unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this

30th day of January, 2004.







             /s/:        John W. Guinee III

      BY: John W. Guinee III



f:\sec\admin\poas\2004\guinee poa.doc

-----END PRIVACY-ENHANCED MESSAGE-----