COPT DEFENSE PROPERTIES — Major Shareholding Notification 2012

Feb 13, 2012

SC 13G 1 officepropertiestrust.htm CORPORATE OFFICE PROPERTIES TRUST html PUBLIC "-//w3c//dtd html 4.0 transitional//en"

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

Corporate Office Properties Trust

( NAME OF ISSUER )

COMMON STOCK

(Title of Class of Securities)

22002T108

(CUSIP Number)

DECEMBER 31,2011

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1 (c)
Rule 13d-1 (d)

CUSIP No. 22002T108 13G Page 1 of 3 pages

1.
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)	36-4130398

2.
(b)

1. SEC USE ONLY

4.
Delaware

| NUMBER OF | 5. | SOLE
VOTING POWER | 3,034,288 |
| --- | --- | --- | --- |
| SHARES | | | |
| BENEFICIALLY | 6. | SHARED
VOTING POWER | 0 |
| OWNED BY | | | |
| EACH | 7. | SOLE
DISPOSITIVE POWER | 4,141,508 |
| REPORTING | | | |
| PERSON WITH | 8. | SHARED
DISPOSITIVE POWER | 0 |

9.
4,141,508

10.
CERTAIN SHARES*

11.
5.8%

1. TYPE OF REPORTING PERSON* IA

| Item
1(a). |
| --- |
| Corporate Office Properties Trust |

| Item
1(b). |
| --- |
| 6711 Columbia Gateway Drive, Suite 300 |
| Columbia, MD 21046 |

| Item
2(a). |
| --- |
| Security
Capital Research & Management Incorporated |

| Item
2(b). |
| --- |
| 10 South
Dearborn Street, Suite 1400 |
| Chicago,
Illinois 60603 |

| Item
2(c). |
| --- |
| Delaware |

| Item
2(d). |
| --- |
| COMMON
STOCK |
| Unless otherwise noted,
security being reported is common stock |

Item 2(e). CUSIP Number: 22002T108

| Item
3 |
| --- |
| Or
(c), Check Whether the Person Filing is a : |

| (a) | | Broker or dealer registered
under Section 15 of the Exchange Act; |
| --- | --- | --- |
| (b) | | Bank as defined in
Section 3(a)(6) of the Exchange Act; |
| (c) | | Insurance company as
defined in Section 3(a)(19) of the |
| | | Exchange Act; |
| (d) | | Investment company
registered under Section 8 of the Investment |
| | | Company Act; |
| (e) | X | An investment adviser
in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | | An employee benefit
plan or endowment fund in accordance with |
| | | Rule 13d-1(b)(1)(ii)(F); |
| (g) | | A parent holding company
or control person in accordance with |
| | | Rule 13d-1(b)(1)(ii)(G); |
| (h) | | A savings association
as defined in Section 3(b) of the Federal |
| | | Deposit Insurance Act; |
| (i) | | A church plan that
is excluded from the definition of an |
| | | Investment company
under Section 3(c)(14) of the Investment |
| | | Company act; |
| (j) | | Group, in accordance
with Rule 13d-1(b)(1)(ii)(J). |

If this statement is filed pursuant to Rule 13d-1(c), check this box.

Page 2 of 3 pages

ITEM 4. Ownership

| Provide
the following information regarding the aggregate number and | | | |
| --- | --- | --- | --- |
| Percentage
of the class of securities of issuer identified in Item 1. | | | |
| (a) | Amount
beneficially owned: 4 ,141,508 | | |
| (b) | Percent
of class: 5.8% | | |
| (c) | Number
of shares as to which such person has: | | |
| | (i) | Sole power to vote or to
direct the vote: | 3,034,288 |
| | (ii) | Shared power to vote or
to direct the vote: | 0 |
| | (iii) | Sole power to dispose or
to direct the disposition of: | 4,141,508 |
| | (iv) | Shared power to dispose
or to direct the disposition of: | 0 |

ITEM 5. Ownership of Five Percent or Less of a Class.

| If this statement
is being filed to report the fact that as of the date |
| --- |
| hereof the reporting
person has ceased to be the beneficial owner of more |
| than five percent
of the class of securities, check the following. ( ) |

| Item
6. |
| --- |
| Not Applicable |

| Item
7. |
| --- |
| Security
being reported on by the Parent Holding Company. |
| Not Applicable |

| Item
8. |
| --- |
| Not Applicable |

| Item
9. |
| --- |
| Not Applicable |

ITEM 10. Certifications

| By signing below
I certify that, to the best of my knowledge and belief, |
| --- |
| the securities referred
to above were not acquired and are not held for the |
| purpose of or with
the effect of changing or influencing the control of the |
| issuer of the securities
and were not acquired and are not held in connection |
| with or as a participant
in any transaction having that purpose or effect. |

Page 3 of 3 pages

SIGNATURE
After reasonable inquiry and to
the best of my knowledge and belief, I certify that the
information set forth in this statement
is true, complete and correct.

Dated: FEBRUARY 13,2012
By: /s/ Michael J. Heller
--------------------------------------
Michael J. Heller
Executive Director

| The original statement shall be
signed by each person on whose behalf the statement |
| --- |
| is filed or his authorized representative.
If the statement is signed on behalf of |
| a person by his authorized representative
(other than an executive officer or general |
| partner of the filing person),
evidence of the representative's authority to sign on |
| behalf of such person shall be
filed with the statement, provided, however, that a |
| power of attorney for this purpose
which is already on file with the commission may |
| be incorporated by reference. The
name and any title of each person who signs the |
| the statement shall be typed or
printed beneath his signature. |