UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

February 21, 2008 (February 20, 2008)
Date of Report (Date of earliest event reported)

FIRST INDUSTRIAL REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland		1-13102		36-3935116
(State or other jurisdiction of		(Commission File Number)		(I.R.S. Employer
incorporation or organization)				Identification No.)

311 S. Wacker Drive, Suite 4000
Chicago, Illinois 60606
(Address of principal executive offices, zip code)

(312) 344-4300
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02. Results of Operations and Financial Condition.

     On February 20, 2008, First Industrial Realty Trust, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended December 31, 2007 and certain other information.

     Attached and incorporated by reference as Exhibit 99.1 is a copy of the Company’s press release dated February 20, 2008, announcing its financial results for the fiscal quarter ended December 31, 2007.

     On February 21, 2008, the Company will hold an investor conference and webcast at 12:00 p.m. Eastern time to disclose and discuss the financial results for the fourth fiscal quarter of 2007.

     The information furnished in this report under this Item 2.02, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No.		Description
99.1		First Industrial Realty Trust, Inc. Press Release dated February 20, 2008 (furnished pursuant to Item 2.02).

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: February 21, 2008

Exhibit 99.1

First Industrial Realty Trust, Inc.
311 South Wacker Drive
Suite 4000
Chicago, IL 60606
312/344-4300
FAX: 312/922-9851
MEDIA RELEASE

First Industrial Realty Trust Reports
Fourth Quarter And Full Year 2007 Results

18% Growth In FFO Per Share For Fourth Quarter
And 12% For Full Year 2007

	•		5.7% Increase In Same Property Net Operating Income In Fourth Quarter
	•		Occupancy Rises To 95.1%; Rental Rates Up 6.2%
	•		24% Net Economic Gain Margin On Properties Harvested During The Quarter
	•		Added $1.9 Billion In Joint Venture Capital Capacity Since Beginning Of 2007
	•		Developable Land Now Totals More Than 4,300 Acres; Buildable To 68 Million S.F.
	•		Repurchased $40 Million Of Common Shares In The Fourth Quarter; $69 Million For Full Year 2007

CHICAGO, February 20, 2008 — First Industrial Realty Trust, Inc. (NYSE: FR), a leading provider of industrial real estate supply chain solutions, today announced results for fourth quarter and full year 2007. Diluted net income available to common stockholders per share (EPS) increased to $1.00 in the fourth quarter from $0.49 a year ago. Full year 2007 diluted net income available to common stockholders was $2.99 per share, up from $2.04 per share in 2006.

Fourth quarter funds from operations (FFO) grew 18% to $1.22 per share/unit on a diluted basis from $1.03 per share/unit a year ago. Full year 2007 FFO rose 12% to $4.64 per share/unit on a diluted basis from $4.13 per share/unit in 2006.

“We delivered 12 percent growth in funds from operations in 2007 and expanded our franchise by adding new markets in Toronto, Calgary, Edmonton, The Netherlands, and Belgium, as well as $1.9 billion of new joint venture capacity,” said Mike Brennan, president and CEO. “Our strong occupancy and same store net operating income growth reflect the high quality of our portfolio which in turn produces favorable returns as we harvest stabilized properties.”

Mr. Brennan added, “We are well positioned to meet our customers’ industrial real estate needs as they manage the growing complexity of their supply chains.”

Fourth Quarter Portfolio Performance for On Balance Sheet Properties

•

5.7% growth in same property net operating income (NOI) on a cash basis, up from 2.5% in fourth quarter 2006. Excluding lease termination fees, same property cash basis NOI increased 4.4%.

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•

Occupancy rose to 95.1% from 94.2% in fourth quarter 2006.

•

Rental rates increased 6.2%.

•

Retained tenants in 62% of square footage up for renewal during the quarter.

Investment Performance: Fourth Quarter and Full Year 2007

		4th Quarter								Full Year
		2007				(in millions)				2007				(in millions)
Balance Sheet Investment/Disposition Activity
Property Acquisitions						$	46.6							$	399.1
Square Feet		1.6 million								8.6 million
Stabilized Weighted Average Capitalization Rate			9.1	%							8.7	%
Developments Placed in Service						$	61.0							$	139.0
Square Feet		1.2 million								2.6 million
Stabilized Weighted Average Capitalization Rate			8.1	%							8.4	%
Land Acquisitions						$	19.3							$	71.7
Total Investments						$	126.9							$	609.8
Property Sales						$	231.5							$	882.8
Square Feet		3.6 million								14.0 million
Weighted Average Capitalization Rate			7.0	%							7.1	%
Land Sales						$	2.0							$	13.2
Total Dispositions						$	233.5							$	896.0
Joint Venture Investment/Disposition Activity
Investments
2005 Development/Redevelopment — Acquisitions						$	28.0							$	289.3
2005 Development/Redevelopment — Placed in Service						$	45.8							$	160.6
2006 Strategic Land and Development — Acquisitions						$	31.5							$	251.5
2007 Core Asset Program							—							$	103.6
Total Joint Venture Investments						$	105.3							$	805.0
Dispositions
2005 Development/Redevelopment						$	61.9							$	245.1
2005 Core						$	53.5							$	482.5
1998 Core							—							$	46.5
2003 Net Lease							—							$	3.3
Total Joint Venture Dispositions						$	115.4							$	777.4

“The strength of our platform is evident in the continuing growth of our investment pipeline, especially in our new markets,” said Johannson Yap, chief investment officer. “We have already made strategic land acquisitions in Seattle and Canada, and continue to develop investment opportunities in The Netherlands and Belgium.”

Land and Development

Developable land now totals 4,354 acres (3,760 acres in joint ventures and 594 acres on balance sheet) that can accommodate up to 68 million square feet of development.

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Developments currently in process will total 10.3 million square feet of space (5.5 million in joint ventures and 4.8 million on balance sheet) and represent a projected investment of $554 million ($298 million for the joint ventures and $256 million on balance sheet).

Investment Pipeline and First Quarter To-Date Investments

Year-to-date, $146 million of acquisitions have already been completed. Acquisitions under contract or letter of intent total $955 million. Development currently and soon to be in process on land currently owned is $763 million. Development soon to be in process on land under contract or letter of intent is estimated to be $324 million. The total pipeline is $2.2 billion and the breakdown is as follows:

		Balance				Joint
(millions)		Sheet				Ventures				Total
Developments		$	386			$	701			$	1,087
Acquisitions		$	339			$	762			$	1,101
Total		$	725			$	1,463			$	2,188

Solid Financial Position

•		Fixed-charge coverage was 2.9 times and interest coverage was 3.5 times for the year.
•		96% of real estate assets are unencumbered by mortgages.
•		No debt maturities in 2008.
•		7.4 years weighted average maturity for permanent debt.
•		100% of permanent debt is fixed rate.

In terms of private capital sources, $1.9 billion of new joint venture capacity was added since the beginning of 2007. This includes a $475 million and $285 million joint venture with the California State Teachers’ Retirement System (CalSTRS) for investments in The Netherlands/Belgium and Canada, respectively.

“We expanded our joint venture capital base by $1.9 billion since the beginning of 2007, and our total capital base for our balance sheet and joint ventures is now approximately $10 billion,” said Mike Havala, chief financial officer. “Growing our capital base is a key element of our strategy to serve our customers’ growing supply chain needs.”

Common Stock Repurchase Activity

During fourth quarter 2007, $40 million of common stock was purchased at an average price per share of $37.97. First Industrial has $60 million remaining under its $100 million common stock repurchase program. For full year 2007, First Industrial purchased $69 million under its prior and current common stock repurchase programs.

Supplemental Reporting Measure

First Industrial defines FFO as net income available to common stockholders, plus depreciation and amortization of real estate, minus accumulated depreciation and amortization on real estate sold. The National Association of Real Estate Investment Trusts (“NAREIT”) has provided a recommendation on how real estate investment trusts (REITs) should define funds from operations (“FFO”). NAREIT suggests that FFO be defined as net income, excluding gains (or losses) from the sale of previously depreciated property, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures.

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NAREIT has also clarified that non-recurring charges and gains should be included in FFO.

Importantly, as part of its guidance concerning FFO, NAREIT has stated that the “management of each of its member companies has the responsibility and authority to publish financial information that it regards as useful to the financial community.” As a result, modifications to the NAREIT calculation of FFO are common among REITs.

First Industrial calculates FFO to include all cash gains and losses on all industrial property sales whether depreciation is or is not accumulated under the GAAP accounting rules. The Company believes that FFO inclusive of all cash gains and losses is a better performance measure because it reflects all the activities of the Company and better reflects the Company’s strategy, which includes investing in real estate; adding value through redevelopment, leasing and repositioning; and then selling the improved real estate in order to maximize investment returns. The Company provides additional disclosure on net economic gains in its quarterly Supplemental Information Report.

Outlook for 2008

Mr. Brennan stated, “Our outlook for 2008 is positive as customers continue to demand quality industrial space for their supply chain needs across all of our markets.”

Mr. Brennan added, “First Industrial’s guidance range for 2008 FFO per share/unit is $4.80 to $5.00 and $3.30 to $3.50 for EPS. On balance sheet investment volume assumptions for 2008, which include both developments placed in service and acquisitions, range from $900 million to $1.0 billion with a 8.0% to 9.0% average cap rate. On balance sheet sales volume in 2008 is assumed to be $1.1 billion to $1.2 billion with a 7.0% to 8.0% average cap rate. Book gains from property sales/fees are estimated to be $243 million to $253 million. Our assumption for net economic gains for on balance sheet transactions in 2008 is between $146 million and $156 million.

Our estimate for First Industrial’s FFO from joint ventures in 2008 is between $60 million and $70 million. Joint venture investment volume assumptions for 2008, which include both developments placed in service and acquisitions, range from $950 million to $1.05 billion. Joint venture sales volume in 2008 is assumed to be approximately $1.2 billion to $1.3 billion.”

		Low End of				High End of
		Guidance for				Guidance for				Low End of				High End of
		1Q 2008				1Q 2008				Guidance for 2008				Guidance for 2008
		(Per share/unit)				(Per share/unit)				(Per share/unit)				(Per share/unit)
Net Income Available to Common Stockholders		$	0.58			$	0.68			$	3.30			$	3.50
Add: Real Estate Depreciation/Amortization			0.86				0.86				3.45				3.45
Less: Accumulated Depreciation/Amortization on Real Estate Sold			(0.47	)			(0.47	)			(1.95	)			(1.95	)
FFO		$	0.97			$	1.07			$	4.80			$	5.00

Mr. Brennan continued, “A number of factors could impact our ability to deliver results in line with our assumptions, such as interest rates, the overall economy, the supply and demand of industrial real estate, the timing and yields for divestment and investment, and numerous other variables. There can be no assurance that First Industrial can achieve such results for 2008. However, I believe that First Industrial has the proper strategy, infrastructure, and capabilities to deliver such results.”

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First Industrial Realty Trust, Inc. (NYSE: FR) provides industrial real estate solutions for every stage of a customer’s supply chain, no matter how large or complex. Across more than 30 markets in the United States, Canada, The Netherlands and Belgium, our local market experts buy, (re)develop, lease, manage and sell industrial properties, including all of the major facility types — R&D/flex, light industrial, manufacturing, and regional and bulk distribution centers. We continue to receive leading customer service scores from Kingsley Associates, an independent research firm, and in total, we own and manage more than 100 million square feet of industrial space. For more information, please visit us at www.firstindustrial.com.

This press release contains forward-looking information about the Company. A number of factors could cause the Company’s actual results to differ materially from those anticipated, including changes in: national, international, regional and local economic conditions generally and real estate markets specifically, legislation/regulation (including changes to laws governing the taxation of real estate investment trusts), availability of financing, interest rate levels, competition, supply and demand for industrial properties in the Company’s current and proposed market areas, potential environmental liabilities, slippage in development or lease-up schedules, tenant credit risks, higher-than-expected costs, changes in general accounting principles, policies and guidelines applicable to real estate investment trusts, and risks related to doing business internationally (including foreign currency exchange risks). For further information on these and other factors that could impact the Company and the statements contained herein, reference should be made to the Company’s filings with the Securities and Exchange Commission.

A schedule of selected financial information is attached.

First Industrial Realty Trust, Inc. will host a quarterly conference call at 11:00 a.m. CST, 12:00 p.m. EST, on Thursday, February 21, 2008. The call-in number is (888) 693-3477 and the passcode is “First Industrial.” The conference call will also be webcast live on First Industrial’s website, www.firstindustrial.com, under the “Investor Relations” tab. The replay will also be available on the website.

The Company’s fourth quarter and full year 2007 supplemental information can be viewed on First Industrial’s website, www.firstindustrial.com, under the “Investor Relations” tab.

Contact:		Sean P. O’Neill
		SVP, Investor Relations and Corporate Communications
		312-344-4401
		Art Harmon
		Director, Investor Relations and Corporate Communications
		312-344-4320

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FIRST INDUSTRIAL REALTY TRUST, INC.
Selected Financial Data
(In thousands, except for per share/unit and property data)
(Unaudited)

		Three Months Ended								Year Ended
		December 31,				December 31,				December 31,				December 31,
Statement of Operations and Other Data:		2007				2006				2007				2006
Total Revenues		$	114,739			$	100,783			$	434,927			$	350,924
Property Expenses			(33,119	)			(31,064	)			(129,403	)			(115,230	)
Contractor Expenses			(14,275	)			(9,597	)			(34,553	)			(10,263	)
General & Administrative Expense			(25,623	)			(21,579	)			(92,101	)			(77,497	)
Depreciation of Corporate F,F&E			(436	)			(572	)			(1,837	)			(1,913	)
Depreciation and Amortization of Real Estate			(39,438	)			(35,163	)			(151,845	)			(128,669	)
Total Expenses			(112,891	)			(97,975	)			(409,739	)			(333,572	)
Interest Income			511				269				1,926				1,614
Interest Expense			(29,550	)			(30,288	)			(119,314	)			(121,141	)
Amortization of Deferred Financing Costs			(738	)			(840	)			(3,210	)			(2,666	)
Mark-to-Market/Loss on Settlement of Interest Rate Protection Agreements (a)			—				—				—				(3,112	)
Loss from Early Retirement of Debt			—				—				(393	)			—
Loss from Continuing Operations Before Equity in Net Income of Joint Ventures, Income Tax Benefit (Provision) and Minority Interest Allocable to Continuing Operations			(27,929	)			(28,051	)			(95,803	)			(107,953	)
Equity in Net Income of Joint Ventures (b)			6,412				18,654				30,045				30,673
Income Tax Benefit (Provision)			6,080				(1,469	)			10,571				9,882
Minority Interest Allocable to Continuing Operations			2,593				2,243				9,944				11,593
Loss from Continuing Operations			(12,844	)			(8,623	)			(45,243	)			(55,805	)
Income from Discontinued Operations (Including Gain on Sale of Real Estate of $70,526 and $42,052 for the Three Months Ended December 31, 2007 and 2006, respectively, and $244,962 and $213,442 for the Year Ended December 31, 2007 and 2006, respectively (c))			72,012				47,894				260,975				240,145
Provision for Income Taxes Allocable to Discontinued Operations (Including a provision allocable to Gain on Sale of Real Estate of $4,935 and $5,244 for the Three Months Ended December 31, 2007 and 2006, respectively, and $36,032 and $47,511 for the Year Ended December 31, 2007 and 2006, respectively) (c)			(4,913	)			(6,240	)			(38,044	)			(51,102	)
Minority Interest Allocable to Discontinued Operations (c)			(8,559	)			(5,353	)			(28,178	)			(24,594	)
Income Before Gain (Loss) on Sale of Real Estate			45,696				27,678				149,510				108,644
Gain (Loss) on Sale of Real Estate			4,918				(303	)			9,425				6,071
(Provision) Benefit for Income Taxes Allocable to Gain (Loss) on Sale of Real Estate			(1,947	)			69				(3,082	)			(2,119	)
Minority Interest Allocable to Gain (Loss) on Sale of Real Estate			(376	)			30				(802	)			(514	)
Net Income			48,291				27,474				155,051				112,082
Preferred Dividends			(4,857	)			(5,934	)			(21,320	)			(21,424	)
Redemption of Preferred Stock			—				—				(2,017	)			(672	)
Net Income Available to Common Stockholders		$	43,434			$	21,540			$	131,714			$	89,986
RECONCILIATION OF NET INCOME AVAILABLE TO COMMON STOCKHOLDERS TO FFO (d) AND FAD (d)
Net Income Available to Common Stockholders		$	43,434			$	21,540			$	131,714			$	89,986
Add: Depreciation and Amortization of Real Estate			39,438				35,163				151,845				128,669
Add: Income Allocated to Minority Interest			6,342				3,080				19,036				13,515
Add: Depreciation and Amortization of Real Estate Included in Discontinued Operations			2,005				6,913				13,850				29,713
Add: Depreciation and Amortization of Real Estate — Joint Ventures (b)			1,849				2,820				8,953				10,869
Less: Accumulated Depreciation/Amortization on Real Estate Sold			(31,258	)			(16,456	)			(85,163	)			(61,239	)
Less: Accumulated Depreciation/Amortization on Real Estate Sold — Joint Ventures (b)			(964	)			(764	)			(5,535	)			(2,102	)
Funds From Operations (“FFO”) (d)		$	60,846			$	52,296			$	234,700			$	209,411
Add: Loss from Early Retirement of Debt			—				—				393				—
Add: Restricted Stock Amortization			3,493				2,512				14,150				9,624
Add: Amortization of Deferred Financing Costs			738				840				3,210				2,666
Add: Depreciation of Corporate F,F&E			436				572				1,837				1,913
Add: Redemption of Preferred Stock			—				—				2,017				672
Less: Non-Incremental Capital Expenditures			(9,591	)			(10,917	)			(31,313	)			(39,931	)
Less: Straight-Line Rent			(1,736	)			(2,297	)			(9,711	)			(10,151	)
Funds Available for Distribution (“FAD”) (d)		$	54,186			$	43,006			$	215,283			$	174,204

FIRST INDUSTRIAL REALTY TRUST, INC.
Selected Financial Data
(In thousands, except for per share/unit and property data)
(Unaudited)

		Three Months Ended								Year Ended
		December 31,				December 31,				December 31,				December 31,
		2007				2006				2007				2006
RECONCILIATION OF NET INCOME AVAILABLE TO COMMON STOCKHOLDERS TO EBITDA (d) AND NOI (d)
Net Income Available to Common Stockholders		$	43,434			$	21,540			$	131,714			$	89,986
Add: Interest Expense			29,550				30,288				119,314				121,141
Add: Depreciation and Amortization of Real Estate			39,438				35,163				151,845				128,669
Add: Preferred Dividends			4,857				5,934				21,320				21,424
Add: Mark-to-Market/Loss on Settlement of Interest Rate Protection Agreements (a)			—				—				—				3,112
Add: Provision for Income Taxes			780				7,640				30,555				43,339
Add: Redemption of Preferred Stock			—				—				2,017				672
Add: Income Allocated to Minority Interest			6,342				3,080				19,036				13,515
Add: Amortization of Deferred Financing Costs			738				840				3,210				2,666
Add: Depreciation of Corporate F,F&E			436				572				1,837				1,913
Add: Depreciation and Amortization of Real Estate Included in Discontinued Operations			2,005				6,913				13,850				29,713
Add: Loss from Early Retirement of Debt			—				—				393				—
Add: Depreciation and Amortization of Real Estate — Joint Ventures (b)			1,849				2,820				8,953				10,869
Less: Accumulated Depreciation/Amortization on Real Estate Sold			(31,258	)			(16,456	)			(85,163	)			(61,239	)
Less: Accumulated Depreciation/Amortization on Real Estate Sold — Joint Ventures (b)			(964	)			(764	)			(5,535	)			(2,102	)
EBITDA (d)		$	97,207			$	97,570			$	413,346			$	403,678
Add: General and Administrative Expense			25,623				21,579				92,101				77,497
Less: Net Economic Gains, Net of Income Tax Provision (d)			(43,641	)			(22,371	)			(149,498	)			(124,893	)
Less: Provision for Income Taxes			(780	)			(7,640	)			(30,555	)			(43,339	)
Less: Equity in FFO of Joint Ventures, Net of Income Tax Provision (d)			(12,256	)			(22,257	)			(52,989	)			(52,774	)
Net Operating Income (“NOI”) (d)		$	66,153			$	66,881			$	272,405			$	260,169
RECONCILIATION OF GAIN ON SALE OF REAL ESTATE TO NET ECONOMIC GAINS (d)
Gain (Loss) on Sale of Real Estate			4,918				(303	)			9,425				6,071
Gain on Sale of Real Estate included in Discontinued Operations			70,526				42,052				244,962				213,442
Less: Provision for Income Taxes			(780	)			(7,640	)			(30,555	)			(43,339	)
Less: Accumulated Depreciation/Amortization on Real Estate Sold			(31,258	)			(16,456	)			(85,163	)			(61,239	)
Add: Assignment Fees			—				—				3,275				793
Add: Income Taxes Allocable to FFO from Joint Ventures			235				4,718				7,554				9,165
Net Economic Gains (d)		$	43,641			$	22,371			$	149,498			$	124,893
Weighted Avg. Number of Shares/Units Outstanding — Basic/Diluted (e)			49,715				50,739				50,597				50,703
Weighted Avg. Number of Shares Outstanding — Basic/Diluted (e)			43,234				44,118				44,086				44,012
Per Share/Unit Data:
FFO:
- Basic/Diluted (e)		$	1.22			$	1.03			$	4.64			$	4.13
Loss from Continuing Operations Less Preferred Dividends and Redemption of Preferred Stock Per Weighted Average Common Share Outstanding:
- Basic/Diluted (e)		$	(0.35	)		$	(0.33	)		$	(1.43	)		$	(1.69	)
Net Income Available to Common Stockholders Per Weighted Average Common Share Outstanding:
- Basic/Diluted (e)		$	1.00			$	0.49			$	2.99			$	2.04
Dividends/Distributions		$	0.72			$	0.71			$	2.85			$	2.81
FFO Payout Ratio			58.8	%			68.9	%			61.4	%			68.0	%
FAD Payout Ratio			66.1	%			83.8	%			67.0	%			81.8	%
Balance Sheet Data (end of period):
Real Estate Before Accumulated Depreciation		$	3,326,268			$	3,219,728
Real Estate and Other Held For Sale, Net			37,875				115,961
Total Assets			3,258,033				3,224,399
Debt			1,946,670				1,834,658
Total Liabilities			2,183,755				2,048,873
Stockholders’ Equity and Minority Interest		$	1,074,278			$	1,175,526