Item 1.01 Entry into a Material Definitive Agreement.
On September 10, 2009, Ramco-Gershenson Properties Trust (the "Company" or "RPT") and Ramco-Gershenson Properties, L.P., entered into an underwriting agreement (the "Underwriting Agreement") with J.P. Morgan Securities Inc., Deutsche Bank Securities Inc., and KeyBanc Capital Markets Inc., as representatives of the underwriters named therein (collectively, the "Underwriters"), in connection with the public offering of 12.075 million shares of the Company's common shares of beneficial interest (the "Shares"), including 1.575 million shares pursuant to the Underwriters' over-allotment option. The offering closed September 16, 2009.
The offering of the Shares was made pursuant to the Registration Statement on Form S-3 (Registration No. 333-156689), the prospectus dated February 9, 2009, and the related prospectus supplement dated September 10, 2009. Item 8.01 Other Events
On September 10, 2009, the Company issued a press release announcing the terms of the offering of the Shares. On September 16, 2009, the Company issued a press release announcing the closing of the offering and the Underwriters' exercise of their over-allotment option. Copies of the press releases are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
1.1 Underwriting Agreement, dated September 10, 2009, by and among the Company, Ramco-Gershenson Properties, L.P., and J.P. Morgan Securities Inc., Deutsche Bank Securities Inc., and KeyBanc Capital Markets Inc., as representatives of the underwriters named therein.

5.1 Opinion of Ballard Spahr LLP.

99.1 Press Release dated September 10, 2009, entitled "Ramco-Gershenson Prices Offering of 10.5 Million Common Shares of Beneficial Interest."

99.2 Press Release dated September 16, 2009, entitled "Ramco-Gershenson Closes Offering of 12.075 Million Common Shares of Beneficial Interest, Including the Exercise of the Underwriters' Over-allotment Option."

---