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

~~July~~December 75, 2005 Date of report (Date of earliest event reported)

ARDEN REALTY, INC.

(Exact name of registrant as specified in its charter)


Maryland	1-12193	95-4578533
(State of other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

11601 Wilshire Boulevard
Fourth Floor
Los Angeles, California 90025
(Address of principal executive offices) (Zip Code)

(310) 966-2600
(Registrant’s telephone number, including area code)

N/A
(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:


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 1.01		ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

~~(A)~~ On ~~July~~December 71, 2005, ~~Arden~~the ~~Realty~~Compensation ~~Limited~~Committee ~~Partnership~~of (the ~~“Partnership”),~~ Board of ~~which~~Directors ~~Arden Realty, Inc.~~ (the “~~Registrant~~Committee”) isof Arden ~~the general partner~~Realty, ~~renewed~~Inc. ~~and extended its $310 million unsecured revolving credit facility~~ (the “~~Credit Facility~~Company”). ~~The~~approved ~~Credit Facility, which now matures in April 2009, bears interest at an annual rate between LIBOR plus 0.85% plus a 0.20% annual facility fee. At such times as there are any amounts outstanding on~~ the ~~Credit~~ ~~Facility, the Partnership is required to make payments of interest only a minimum of once per fiscal quarter.~~following: The interest rate and facility fee are subject to adjustment, ranging from LIBOR plus 0.80% to LIBOR plus 1.55% based on the Partnership’s unsecured senior debt rating. The facility has a one-year extension option and can be increased to $400 million. The Partnership expects to use the Credit Facility for general corporate purposes.

~~The~~(a) ~~Credit~~Establishment ~~Facility~~of ~~contains~~Fiscal ~~covenants~~2006 ~~and~~Base ~~restrictions~~Salaries. ~~requiring~~The ~~the~~Committee ~~Partnership~~approved tofiscal ~~meet certain~~2006 ~~financial~~base ~~ratios~~salaries ~~and~~for ~~to provide certain information to~~ the ~~lenders.~~following ~~Some~~executives, ofpursuant ~~the financial covenants include a maximum total liabilities~~ to ~~gross~~their ~~asset~~respective ~~value~~employment ~~ratio~~agreements, ~~a minimum~~effective ~~unsecured~~February ~~interest expense coverage ratio~~16, ~~a minimum fixed charge coverage ratio~~2006, a ~~minimum~~equal ~~consolidated tangible net worth and a limit of development activities as compared~~ to ~~total assets. Non-compliance with one or more of the covenants and restrictions could result in the full principal balance of the Credit Facility becoming immediately due and payable.~~ :

Additionally, on July 7, 2005, the Registrant executed a Repayment Guaranty (“the Guaranty”) in favor of the lenders under the Credit Facility, pursuant to which the Registrant has guaranteed the full repayment of amounts outstanding under the Credit Facility. The lenders may exercise their rights under the Guaranty on demand. Accordingly, the Registrant may be required to repay amounts owing under the Credit Facility at any time there is an outstanding principal balance.


Richard S. Ziman	$	825,000
Victor J. Coleman	$	675,000
Richard S. Davis	$	475,000
Robert C. Peddicord	$	385,000
Howard Stern	$	325,000
David Swartz	$	275,000

(Bb) ~~On July 12,~~Executive ~~2005,~~Restricted ~~the~~Stock ~~Registrant’s~~Awards. ~~Compensation~~Pursuant ~~Committee,~~to bythe ~~unanimous~~Incentive ~~written consent,~~Plan ~~approved~~and ~~the~~as ~~increase~~part of the ~~fiscal~~Company’s ~~2005~~long-term ~~base~~incentive ~~salary of~~award ~~Richard S. Davis~~program, ~~Executive~~the ~~Vice~~Committee ~~President~~approved ~~and~~an ~~Chief~~award ~~Financial~~of ~~Officer~~restricted ~~from~~stock ~~$360,000~~ to ~~$450~~each of the following executives,~~000,~~ ~~retroactively~~ effective ~~February 16~~December 1, 2005. , equal to:

ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION


	Total Shares		Time-Based		Performance-
	Granted		Awards		Based Awards
Richard S. Ziman		86,692		43,346		43,346
Victor J. Coleman		37,928		18,964		18,964
Richard S. Davis		21,674		10,837		10,837
Robert C. Peddicord		21,674		10,837		10,837
Howard Stern		16,254		8,127		8,127
David Swartz		13,004		6,502		6,502

The ~~information~~total ~~set~~restricted ~~forth~~stock inawarded ~~paragraph~~to ~~(A)~~each executive ofwill ~~Item~~be 1allocated 50% as a time-based award and 50% as a performance-based award.01 Each award will be governed by restricted stock agreements. The Form of ~~this~~each ~~Current~~agreement ~~Report~~was onfiled as an exhibit to the Company’s current report on Form 8-K isfiled ~~incorporated~~on byApril 15, ~~reference~~2005. ~~into~~This ~~this~~current report ~~Item~~describes ~~2.03.~~certain terms of these restricted stock agreements, and such descriptions are qualified in their entirety by reference to the full text of such agreements.

~~Item~~ Pursuant 9to the applicable restricted stock agreement, the time-based awards and the performance-based awards will vest in equal installments on each of the next five anniversary dates of the award, assuming certain performance targets are met, with regard to the performance-based awards.01 ~~FINANCIAL~~The ~~STATEMENTS~~Committee ~~AND~~has determined ~~EXHIBITS~~that the performance-based awards require that the Company achieve certain pre-determined financial hurdles in each of the five years the restricted stock vests. The financial hurdles are based upon Total Return to Shareholders (“TRS”). For the applicable restricted stock to vest, the Company’s TRS must exceed certain market benchmarks. The formula incorporates a carryback/carryforward feature that would, in essence, average the TRS performance over the five-year vesting period. The vesting of both time-based awards and performance-based awards will accelerate upon an executive’s death or disability or a change in control of the Company. In addition, the Committee has determined that all future long-term incentive awards will be made solely in restricted stock, rather than in options or in a combination of options and restricted stock.

~~(c) Exhibits~~SIGNATURES

Exhibit Number		Description
10.1*		Fourth Amended and Restated Revolving Credit Agreement dated July 7, 2005
99.1*		Press Release dated July 7, 2005

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

* Filed herewith.


Dated: December 5, 2005	ARDEN REALTY, INC.
	By:	/s/ Richard S. Davis
		Richard S. Davis
		Executive Vice President and Chief Financial Officer

SIGNATURES

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

Dated: July 13, 2005	ARDEN REALTY, INC.
	By:	/s/ Richard S. Davis
		Richard S. Davis
		Executive Vice President and Chief Financial Officer

Exhibit Number		Description
10.1*		Fourth Amended and Restated Revolving Credit Agreement dated July 7, 2005
99.1*		Press Release dated July 7, 2005

* Filed herewith.

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