Item 8.01 Other Events

On June 4, 2009, Federal Realty Investment Trust (the "Trust") issued a press release announcing that it had accepted for purchase an aggregate of $40,266,000 principal amount of its outstanding 8.75% Senior Notes due 2009 (the "Notes"), which were validly tendered pursuant to its previously announced cash tender offer for such Notes (the "Tender Offer"). The Tender Offer expired at 5:00
p.m., New York City time, on Wednesday, June 3, 2009.

A copy of the press release issued by the Trust on June 4, 2009 is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

The following Exhibits are included in the Form 8-K:

Exhibit Description of Exhibit

99.1 Press Release issued by the Trust on June 4, 2009

---