On August 1, 2012, a subsidiary of Retail Opportunity Investments Corp. (the "Company") completed the acquisition of a shopping center located in Glendora, California known as Glendora Shopping Center from Glendora Associates LLC ("Seller"), an unaffiliated third party. The net purchase price for Glendora Shopping Center was approximately $14.9 million and was funded with available cash.

Set forth in Item 9.01 are financial statements prepared pursuant to Rule 3-14 of Regulation S-X relating to the acquisition of Glendora Shopping Center, which individually is not considered significant within the meaning of Rule 3-14.

(a) Financial Statement of Property Acquired.

Glendora Shopping Center

· Independent Auditors' Report

· Statement of Revenues and Certain Expenses for the year ended December 31, 2011 (Audited) and six months ended June 30, 2012 (Unaudited)

· Notes to Statement of Revenues and Certain Expenses for the year ended December 31, 2011 (Audited) and six months ended June 30, 2012 (Unaudited)

(b) Pro Forma Financial Information.

· Pro Forma Consolidated Statement of Operations for the six months ended June 30, 2012 (Unaudited)

· Pro Forma Consolidated Statement of Operations for the year ended December 31, 2011 (Unaudited)

· Notes to Pro Forma Consolidated Financial Statements (Unaudited)

(c) Exhibits.

Exhibit No.    Description
23.1           Consent of Independent Auditors
99.1           Financial statements and pro forma financial
               information referenced above under paragraphs
               (a) and (b) of this Item 9.01