UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

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

Date of Report (Date of earliest event reported):

~~June~~August 286, 2013 (July 31, 2013)

Clarion Partners Property Trust Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland

No. 333-164777

No. 27-1242815

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

230 Park Avenue

New York, New York

10169

(Address of Principal Executive offices)

(Zip Code)

(212) 808-3600

(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 (see General Instructions A.2.):

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective June 28, 2013, Amy L. Boyle resigned as the Chief Financial Officer, Senior Vice President and Treasurer of Clarion Partners Property Trust Inc. (the “Company”).

Ms. Boyle did not have any disagreements with management or the Board of Directors (the “Board”) of the Company related to the Company’s practices, policies, or strategy.

Item 8.01 Other Events

OnThe ~~June 28,~~redemption ~~2013,~~plan ~~the~~of ~~Board~~Clarion ~~voted~~Partners toProperty ~~approve~~Trust aInc. ~~liquidation~~(the ~~and~~“Company”), ~~dissolution~~which ofremained open subsequent to the Company.’s Inannouncement ~~connection~~on ~~therewith~~June 28, ~~the~~2013 ~~Board~~of ~~also approved~~ the termination of sales of ~~the~~its ~~Company’s~~ common stock pursuant to its public offering, asclosed ofon ~~June~~July 2831, 2013,. As of the ~~termination~~close of the ~~daily~~redemption ~~NAV~~plan, ~~calculations~~the asCompany had repurchased a total of ~~June 28~~330,624 ~~2013~~shares of common stock, ~~and~~at ~~the~~a ~~termination~~repurchase price per share of ~~distribution~~$10.17, ~~payments~~equal to the ~~Company’s~~net ~~stockholders~~asset ~~after~~value ~~the~~per ~~previously~~share ~~approved~~as ~~distribution~~of June 28, in2013. ~~respect~~As of the ~~fiscal~~close ~~quarter~~of ~~ending~~the ~~June 30,~~redemption ~~2013~~plan, isthe ~~made.~~Company ~~The~~had ~~liquidation~~1,040,000 ~~and~~shares ~~dissolution~~outstanding, all of ~~the~~which ~~Company~~were ~~must~~issued bein ~~approved~~private byplacements ~~holders~~and ofare aheld ~~majority~~by ofClarion ~~the~~Partners, ~~shares~~LLC, of the Company’s ~~common~~sponsor. As ~~stock~~previously announced, the Company intends to liquidate.

The Board has scheduled a special meeting of stockholders to vote on the liquidation and dissolution of the Company for on or around August 16, 2013 and has set the close of business on June 28, 2013 as the record date for determining the stockholders entitled to vote at such meeting. The Company expects to mail proxy materials for the meeting as promptly as practicable after the June 28, 2013 record date. Assuming stockholders approve the liquidation and dissolution of the Company at the August 16, 2013 special meeting, the Company will pay its remaining liabilities and distribute cash to stockholders. Clarion Partners LLC, the Company’s sponsor, owns approximately 75% of the outstanding shares of the Company’s common stock, and has stated it will vote to approve the liquidation and dissolution of the Company.

The Company’s redemption plan will remain open until July 31, 2013, pursuant to which stockholders may request that the Company redeem their shares at a price equal to the NAV as of June 28, 2013, which was $10.17 per share. The amount of the distribution paid to stockholders for each of their shares upon the liquidation and dissolution of the Company may reflect liquidation expenses and be less than the NAV of $10.17 per share as of June 28, 2013.

SIGNATURE

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.

	Clarion Partners Property Trust Inc.
Date: June 28, 2013	By:	/s/ L. Michael O’Connor
Date: August 6, 2013	By:	/s/ L. Michael O’Connor
		L. Michael O’Connor
		Senior Vice President and Secretary

Filing Compare · Clarion Partners Property Trust Inc.