Sec Form 4 Filing - HEFNER THOMAS L @ DUKE REALTY CORP - 2005-04-27

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HEFNER THOMAS L
2. Issuer Name and Ticker or Trading Symbol
DUKE REALTY CORP [ DRE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
600 E. 96TH STREET, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
04/27/2005
(Street)
INDIANAPOLIS, IN46240
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/27/2005 A 3,264 A 4,954 ( 2 ) D
Common Stock 301,149 I By Trust ( 3 )
Common Stock 289,594 I By Spouse's Trust ( 4 )
Common Stock 228 ( 5 ) I By 401(k) Plan
Common Stock 43,275 I By Family Limited Partnership ( 6 )
Common Stock 100,000 I By The Community Covenant Foundation, Inc. ( 7 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. T ransaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Units of Duke Realty Limited Partnership ( 8 ) 10/04/1994 ( 8 ) Common Stock 489,742 489,742 I By Grantor Retained Annuity Trust ( 9 )
Units of Duke Realty Limited Partnership ( 8 ) 10/04/1994 ( 8 ) Common Stock 89,764 89,764 I By Trust ( 3 )
Units of Duke Realty Limited Partnership ( 8 ) 08/07/2004 ( 8 ) Common Stock 16,351 16,351 D
Employee Stock Options-Right to Buy $ 19.4375 ( 10 ) 01/29/2007 Common Stock 7,790 7,790 D
Employee Stock Options-Right to Buy $ 24.25 ( 11 ) 01/28/2008 Common Stock 18,960 18,960 D
Employee Stock Options-Right to Buy $ 23.0625 ( 12 ) 01/26/2009 Common Stock 24,920 24,920 D
Employee Stock Options-Right to Buy $ 20 ( 13 ) 01/25/2010 Common Stock 31,609 31,609 D
Employee Stock Options-Right to Buy $ 24.98 ( 14 ) 01/31/2011 Common Stock 27,608 27,608 D
Employee Stock Options-Right to Buy $ 23.35 ( 15 ) 01/30/2012 Common Stock 21,659 21,659 D
Employee Stock Options-Right to Buy $ 25.42 ( 16 ) 02/19/2013 Common Stock 46,913 46,913 D
Employee Stock Options-Right to Buy $ 32.51 ( 17 ) 01/28/2014 Common Stock 36,682 36,682 D
Employee Stock Options-Right to Buy $ 32.33 ( 18 ) 02/10/2015 Common Stock 32,975 32,975 D
Phantom Stock Units ( 19 ) ( 19 ) ( 19 ) Common Stock 9,404 9,404 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HEFNER THOMAS L
600 E. 96TH STREET, SUITE 100
INDIANAPOLIS, IN46240
X
Signatures
Valerie J. Steffen for Thomas L. Hefner per POA previously filed 04/28/2005
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents an award of restricted stock units pursuant to Rule 16b-3(d) of Section 16b of the Securities Exchange Act of 1934.
( 2 )Between March 1, 2005 and April 27, 2005, the Reporting Person acquired 131 shares under the Company's Employee Stock Purchase Plan.
( 3 )Securities held by the Thomas L. Hefner Revocable Trust in which the Reporting Person is the grantor.
( 4 )Securities held by the Patty M. Hefner Revocable Trust in which the Reporting Person is the grantor.
( 5 )Between March 1, 2005 and April 27, 2005, the Reporting Person acquired 26 shares of Duke Realty Coporation's common stock under the Company's 401(k) plan.
( 6 )Securities owned by the Hefner Family Investors Limited Partnership, a family limited partnership in which the sole general partner is the Reporting Person and the limited partnership interests are beneficially held by the Reporting Person and his family members.
( 7 )Shares owned by The Community Covenant Foundation, Inc., a private charitable foundation controlled by the Reporting Person and his family.
( 8 )Units of Duke Realty Limited Partnership are convertible on a one to one basis to the Company's common stock and have no expiration date.
( 9 )Securities held by the Thomas L. Hefner 2002 Grantor Retained Annuity Trust No. 2. The Reporting Person is a trustee and the Reporting Person's children are residual beneficiaries.
( 10 )The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/29/02.
( 11 )The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/28/03.
( 12 )The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/26/04.
( 13 )The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/25/05.
( 14 )The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/31/06.
( 15 )The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/30/07.
( 16 )The Stock Options vest annually at a rate of 20% per year and will be fully vested on 2/19/08.
( 17 )The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/28/09.
( 18 )The Stock Options vest annually at a rate of 20% per year and will be fully vested on 2/10/10.
( 19 )Represents phantom stock units vested under the 2000 Performance Share Plan of Duke Realty Corporation. 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 Reporting Person's termination of employment.

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 4(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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