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) January 24, 2007

LEXINGTON REALTY TRUST
(Exact Name of Registrant as Specified in Its Charter)
Maryland	1-12386	13-371318
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

THE LEXINGTON MASTER LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in Its Charter)
Delaware	0-50268	11-3636084
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

One Penn Plaza, Suite 4015, New York, New York 10119-4015

(Address of Principal Executive Offices) (Zip Code)

(212) 692-7200

(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

___Written communications pursuant to Rule 425 under the Securities Act (17 CFT|R 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

Attached as Exhibit 99.1 is a copy of a press release Lexington Realty Trust issued on January 24, 2007, with respect to the pricing of The Lexington Master Limited Partnership’s previously announced private offering of $250.0 million aggregate principal amount of 5.45% exchangeable guaranteed notes due 2027, plus up to an additional $50.0 million aggregate principal amount of notes that may be issued at the option of the initial purchasers within 30 days of the initial issuance of the notes.

The exchangeable guaranteed notes will be exchangeable into cash up to their principal amount and, at The Lexington Master Limited Partnership's option, cash, common shares of Lexington Realty Trust or a combination of cash and common shares of Lexington Realty Trust with respect to the remainder, if any, of the exchange value in excess of such principal amount.

Interest on the exchangeable guaranteed notes will be payable in cash on January 15 and July 15 of each year, beginning on July 15, 2007, and the exchangeable guaranteed notes will mature on January 15, 2027. The exchangeable guaranteed notes will have an initial exchange rate of approximately 39.6071 common shares of Lexington Realty Trust per $1,000 principal amount of the exchangeable guaranteed notes, representing an initial exchange price of approximately $25.25 per common share of Lexington Realty Trust and an exchange premium of approximately 20.0 % based on the last reported sale price of $21.04 per common share of Lexington Realty Trust on January 23, 2007. The initial exchange rate is subject to adjustment under certain circumstances.

Prior to January 20, 2012, The Lexington Master Limited Partnership will not have the right to redeem the exchangeable guaranteed notes, except to preserve Lexington Realty Trust's status as a REIT. After that time, The Lexington Master Limited Partnership has the right to redeem the exchangeable guaranteed notes, in whole or in part, at any time and from time to time, for cash equal to 100% of the principal amount of the exchangeable guaranteed notes plus any accrued and unpaid interest to, but not including, the redemption date.

Holders of the exchangeable guaranteed notes may require The Lexington Master Limited Partnership to repurchase their exchangeable guaranteed notes, in whole or in part, on January 20, 2012, January 15, 2017, and January 15, 2022 for cash equal to 100% of the principal amount of the exchangeable guaranteed notes plus any accrued and unpaid interest to, but not including, the repurchase date.

If certain change of control transactions occur prior to January 20, 2012, holders of the exchangeable guaranteed notes may require The Lexington Master Limited Partnership to repurchase their exchangeable guaranteed notes, in whole or in part, for cash equal to 100% of the principal amount of the exchangeable guaranteed notes plus any accrued and unpaid interest to, but not including, the repurchase date.

We are filing the press release pursuant to Rule 135c under the Securities Act of 1933, as amended. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

Item 9.01. Financial Statements and Exhibits

(a) Not applicable

(b) Not applicable

(c) Not applicable

(d) Exhibits

99.1 Press Release issued on January 24, 2007.

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.

Lexington Realty Trust

Date: January 24, 2007 By:  /s/ T. Wilson Eglin                         

T. Wilson Eglin

Chief Executive Officer

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.

The Lexington Master Limited Partnership

By: Lex GP-1 Trust, its general partner

Date: January 24, 2007 By:By:  /s/ T. Wilson Eglin                         

T. Wilson Eglin

Chief Executive Officer

Exhibit Index

99.1 Press Release issued on January 24, 2007.

EX-99

Exhibit 99.1

 

RE: LEXINGTON REALTY TRUST

ONE PENN PLAZA

SUITE 4015

NEW YORK, NY 10119

FOR FURTHER INFORMATION:

AT THE COMPANY: AT FINANCIAL RELATIONS BOARD:

T. Wilson Eglin Claire Koeneman Tim Grace

Chief Executive Officer Analyst Inquiries Media Inquiries

(212) 692-7200 (312) 640-6745 (312) 640-6667

FOR IMMEDIATE RELEASE

WEDNESDAY, JANUARY 24, 2007

LEXINGTON REALTY TRUST ANNOUNCES PRICING OF $250 MILLION OF 5.45% EXCHANGEABLE GUARANTEED NOTES DUE 2027

New York, NY – January 24, 2007 – Lexington Realty Trust (“Lexington”) (NYSE:LXP), a real estate investment trust, today announced that its subsidiary, The Lexington Master Limited Partnership has priced a private offering of $250.0 million aggregate principal amount of 5.45% exchangeable guaranteed notes due January 15, 2027. Interest on the notes is payable semi-annually beginning July 15, 2007. An additional $50.0 million aggregate principal amount of notes may be issued within 30 days of the initial issuance of the notes.

The notes will be unsecured obligations of The Lexington Master Limited Partnership and will be fully and unconditionally guaranteed by Lexington and its subsidiaries that are borrowers and guarantors under Lexington’s unsecured credit facility.

The Lexington Master Limited Partnership expects to use the net proceeds from the sale of the notes to repay indebtedness under its secured credit facility. As of September 30, 2006, $549.1 million was outstanding under the secured credit facility, which bears interest at a rate of LIBOR plus 175 basis points and matures in August 2008.

The notes will be sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933. The notes, the Lexington common shares issuable upon exchange of the notes, if any, and the guaranties have not been registered under the Securities Act of 1933, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act of 1933 and applicable state laws. This release shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

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LEXINGTON REALTY TRUST

ADD 1

About Lexington

Lexington is a real estate investment trust that owns and manages office, industrial and retail properties net-leased to major corporations throughout the United States and provides investment advisory and asset management services to investors in the net lease area. Lexington currently pays an annualized dividend of $1.46 per share. Lexington disclosed that it anticipated that its annualized dividend would be increased to $1.50 per share, although dividends will continue to be set in the sole discretion of Lexington’s board of trustees. Lexington shares are traded on the New York Stock Exchange under the symbol “LXP”. Additional information about Lexington is available on-line at www.lxp.com or by contacting the principal executive offices located at One Penn Plaza, Suite 4015, New York, New York 10119-4015.

This release contains certain forward-looking statements which involve known and unknown risks, uncertainties or other factors not under Lexington’s control which may cause actual results, performance or achievements of Lexington to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those factors and risks detailed in Lexington’s periodic filings with the Securities and Exchange Commission. Lexington undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the occurrence of unanticipated events. Accordingly, there is no assurance that Lexington’s expectations will be realized.

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