Item 1.01 Entry into a Material Definitive Agreement.

As previously reported in its Current Report on Form 8-K dated October 26, 2011, Excel Trust, Inc. (the "Company"), through its operating partnership subsidiary, Excel Trust, L.P. (the "Operating Partnership"), entered into a purchase agreement with an unrelated third party to acquire the Promenade Corporate Center, a 256,000 square foot commercial office property located in Scottsdale, Arizona, for approximately $56.0 million, excluding closing costs. As originally structured, the Company, at its option, could pay half of the purchase price, or $28.0 million, in shares of the Company's common stock, par value $0.01 per share ("Common Stock"), valued at 110% of the average closing price of the Common Stock for the five trading days immediately preceding the closing.

On January 23, 2012, the Company entered into an amendment to the purchase agreement (as so amended, the "Purchase Agreement") by which the purchase price for the Promenade Corporate Center, which remained approximately $56.0 million, was modified as follows: (1) 75% of the purchase price, or $42.0 million, was payable in shares of Common Stock valued at $13.00 per share (for a total of 3,230,769 shares of Common Stock); and (2) approximately $14.0 million was payable in cash.

The Company consummated the acquisition of the Promenade Corporate Center on January 23, 2012 after entering into the amended Purchase Agreement. The Company issued the shares of Common Stock to the seller in a private placement in reliance on Section 4(2) of the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

The foregoing description of the acquisition does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which will be filed as an exhibit to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.

Item 3.02 Unregistered Sales of Equity Securities.

The information set forth under Item 1.01 above is incorporated herein by reference.

---