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~~WASHINGTON,~~UNITED ~~D.C.~~STATES ~~20549~~SECURITIES AND EXCHANGE COMMISSION

~~FORM~~WASHINGTON, ~~8-K~~D.C. 20549

~~CURRENT~~FORM ~~REPORT~~8-K ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~CURRENT ofREPORT Pursuant ~~Report~~to Section 13 or 15(~~Date~~d) of The ~~earliest~~Securities ~~event~~Exchange ~~reported):~~Act ~~May 29,~~of ~~2007~~1934

~~ARCHSTONE-SMITH~~Date ~~TRUST~~ of Report (Date of earliest event reported): May 29, 2007

~~(Exact~~ ~~name~~ARCHSTONE-SMITH ~~of registrant as specified in its charter)~~TRUST

~~Maryland~~ (~~State~~Exact orname ~~other jurisdiction~~ of ~~incorporation)~~registrant ~~1-16755~~as ~~(Commission~~specified ~~File~~in ~~Number~~charter) ~~84-1592064 (I.R.S. Employer Identification Number)~~

~~9200~~Maryland E.(State ~~Panorama~~or ~~Circle,~~other ~~Suite~~jurisdiction ~~400,~~of ~~Englewood,~~Incorporation) CO1-16755 (~~Address~~Commission ofFile ~~principal executive offices~~Number) ~~80112~~84-1592064 (~~Zip~~I.R.S. ~~Code~~Employer Identification No.)

Registrant’s telephone number, including area code: (303) 708-5959


9200 E. Panorama Circle, Suite 400, Englewood, Colorado		80112

(Address of Principal Executive Offices)		(Zip Code)

(~~Former~~Registrant’s ~~name~~Telephone ~~or former address~~Number, ifincluding ~~changed~~Area ~~since~~Code): ~~last report~~(303) 708-5959

~~Check~~N/A (Former ~~the~~name ~~appropriate~~or ~~box~~former ~~below~~address, if ~~the~~changed ~~Form~~since ~~8-K~~last ~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A~~report.~~2. below~~):

oCheck ~~Written~~the ~~communications~~appropriate ~~pursuant~~box below if the Form 8-K filing is intended to ~~Rule~~simultaneously ~~425~~satisfy the filing obligation of the registrant under any of the ~~Securities~~following ~~Act~~provisions (17see ~~CFR~~General ~~230~~Instruction A.~~425~~2. below):

xo ~~Soliciting~~Written ~~material~~communications pursuant to Rule 425 ~~14a-12~~ under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

o ~~Pre-commencement~~Soliciting ~~communications~~material pursuant to Rule ~~14d~~ 14a-~~2(b)~~12 under the Exchange Act (17 CFR 240.~~14d~~14a-~~2(b~~12))

o Pre-commencement communications pursuant to Rule ~~13e~~ 14d-42(cb) under the Exchange Act (17 CFR 240.~~13e~~14d-42(cb))

~~Item~~o Pre-commencement communications pursuant to Rule ~~8.01.~~13e-4(c) ~~Other~~under ~~Events~~the Exchange Act (17 CFR 240.13e-4(c))

OnTABLE ~~May 29,~~OF 2007, Archstone-Smith Trust (“Archstone-Smith”) issued a press release announcing that it had executed a definitive merger agreement pursuant to which a partnership sponsored by Tishman Speyer and Lehman Brothers (including its Private Equity Group) will acquire Archstone-Smith. A copy of Archstone-Smith’s press release is attached as Exhibit 99.1. CONTENTS

~~Item 9~~ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT ITEM 2.03 ~~Financial~~CREATION ~~Statements~~OF ~~and~~A ~~Exhibits~~DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT ITEM 9. 01 FINANCIAL STATEMENTS AND EXHIBITS SIGNATURES

(a) NotTable applicable. of Contents

~~(b) Not~~ITEM ~~applicable~~1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On May 29, 2007, Archstone-Smith Operating Trust (c“ASOT”), as Borrower, and Archstone-Smith Trust (“ASN”), as Parent, entered into a Credit Agreement (the “Credit Agreement”) with Morgan Stanley Senior Funding, Inc., as Administrative Agent, and other various lender parties. The Credit Agreement provides for a $500 million unsecured revolving line of credit for ASOT, to be used for general business purposes. The material financial terms are identical to those included in ASOT’s $600 million line of credit head by JPMorgan Chase Bank, N.A. Pursuant to the terms of the Credit Agreement, ASOT’s payment and performance under the credit facility is guaranteed by a Guaranty executed by ASN. Copies of the Credit Agreement and the Guaranty are included as Exhibits 10.2 and 10.1, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

~~The~~ITEM ~~exhibits~~2.03 ~~required~~CREATION byOF ~~this~~A ~~item~~DIRECT ~~are~~FINANCIAL ~~set~~OBLIGATION ~~forth~~OR onAN ~~the~~OBLIGATION ~~Exhibit Index~~UNDER ~~attached~~AN OFF-BALANCE SHEET ~~hereto~~ARRANGEMENT OF A REGISTRANT.

~~SIGNATURE~~ The information set forth under Item 1.01 of this report is incorporated herein by reference.

~~Pursuant~~ITEM to9.01 ~~the~~FINANCIAL ~~requirements~~STATEMENTS ofAND ~~the Securities Exchange Act of 1934, the Registrant has duly~~EXHIBITS ~~caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

	ARCHSTONE-SMITH TRUST
Date: May 29, 2007	By:	/s/ Thomas S. Reif
		Thomas S. Reif
		Group Vice President and Associate General Counsel

(a) Financial Statements of Businesses Acquired.

~~EXHIBIT~~ Not ~~INDEX~~applicable.

Exhibit
Number		Description
99.1		Press release dated May 29, 2007 issued by Archstone-Smith Trust.

(b) Pro Forma Financial Information.

Not applicable.


Exhibit 10.1		Guaranty, dated May 29, 2007, executed by Archstone-Smith Trust for the benefit of Morgan Stanley Senior Funding, Inc., as Administrative Agent, and the other lender parties signatory to the Credit Agreement (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by Archstone-Smith Operating Trust with the SEC on May 30, 2007).
Exhibit 10.2		Credit Agreement, dated May 29, 2007, by and among, Archstone-Smith Operating Trust, as Borrower, Archstone-Smith Trust, as Parent, Morgan Stanley Senior funding, Inc., as Administrative Agent, J. and the other lender parties thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Archstone-Smith Operating Trust with the SEC on May 30, 2007).

SIGNATURES

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


	ARCHSTONE-SMITH TRUST
	By:	/s/ Thomas S. Reif
Dated: May 30, 2007		Name:	Thomas S. Reif
		Title:	Group Vice President and Associate General
		Counsel

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(a) NotTable applicable. of Contents

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