On November 5, 2012, Extra Space Storage Inc. (the "Company") entered into an underwriting agreement with Citigroup Global Markets Inc. (the "Underwriter") pursuant to which the Company agreed to issue and sell to the Underwriter 5,200,000 shares of the Company's common stock, par value $.01 per share ("Common Stock"), plus up to an additional 780,000 shares of Common Stock pursuant to the Underwriter's option to purchase additional shares. The offering, including the additional shares sold pursuant to the Underwriter's full exercise of its option, closed on November 9, 2012. Net proceeds of the offering were approximately $202.9 million after deducting the underwriting discount and estimated expenses.

The Company intends to use the net proceeds of this offering to fund its previously-announced acquisitions of 28 properties that are under contract or letter of intent with an aggregate purchase price of approximately $190.2 million, to repay a portion of the outstanding indebtedness under its secured lines of credit and for other general corporate and working capital purposes.

The Company's pending acquisitions are subject to the completion of due diligence, the satisfaction of other closing conditions and, in the case of the acquisition under letter of intent, the negotiation and execution of a definitive purchase agreement. The Company intends to close each of these acquisitions by December 31, 2012; however, there can be no assurances that these conditions will be satisfied or that the acquisitions will close on the terms described herein, or at all.

(d) The following exhibits are filed herewith:

Exhibit No.                                 Description

    1.1       Underwriting Agreement, dated as of November 5, 2012, among the
              Company, Extra Space Storage LP and Citigroup Global Markets Inc.

    5.1       Opinion of Venable LLP

   23.1       Consent of Venable LLP (contained in the opinion filed as Exhibit 5.1
              hereto)