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

~~Securities~~Date ~~Exchange~~of ~~Act~~report (Date of ~~1934~~ earliest event reported): May 11, 2012

LOGO

Date of Report (Date of earliest event reported): March 29, 2012

CORPORATE PROPERTY ASSOCIATES 15 INCORPORATED

(Exact Name of Registrant as Specified in ~~its~~ Charter)

Maryland


Maryland	000-50249	52-2298116
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

50 Rockefeller Plaza, New York, NY		10020
(Address of Principal Executive Offices)		(Zip Code)

(State or Other Jurisdiction of Incorporation)

000-50249		52-2298116
(Commission File Number)		(IRS Employer Identification No.)
50 Rockefeller Plaza, New York, NY		10020
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 492-1100

~~(Former~~Check ~~Name~~the orappropriate ~~Former~~box ~~Address,~~below if ~~Changed~~the ~~Since~~Form ~~Last~~8-K ~~Report)~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~ITEM~~Item 87.01 -Regulation ~~Other~~FD ~~Events~~Disclosure.

On ~~February~~May 2111, 2012, ~~Corporate~~the ~~Property~~registrant ~~Associates~~made 15available ~~Incorporated (“CPA®:15”)~~certain ~~and~~supplemental W.unaudited P.financial ~~Carey &~~information ~~Co.~~at ~~LLC~~March 31, ~~a Delaware limited liability company (“W~~2012. P.A ~~Carey”),~~copy ~~each filed a Form 8-K announcing that they had entered into an Agreement and Plan~~ of ~~Merger~~this ~~pursuant~~supplemental toinformation ~~which~~is W.attached ~~P. Carey will acquire CPA®:15 (the “Merger”). In addition, they announced that prior to, and~~ as ~~a condition to, the Merger, W~~Exhibit 99. P1. ~~Carey will reorganize its company in order to~~ qualify as a real estate investment trust for U.S. federal income tax purposes (the “REIT Conversion,” and together with the Merger, the “Transactions”). W. P. Carey and its affiliates serve as external advisor to CPA®:15.

The ~~consummation~~information offurnished ~~the~~pursuant ~~Transactions~~to isthis ~~subject~~“Item to7.01 ~~certain~~Regulation ~~conditions~~FD Disclosure,” including ~~among~~Exhibit ~~other things~~99.1, ~~the~~shall ~~effectiveness~~not ofbe adeemed ~~registration~~to ~~statement on Form S-4 (the~~ be “~~Form S-4~~filed”) ~~relating~~for to the ~~shares~~purposes of ~~common~~Section 18 ~~stock to be issued in the Transactions by W. P. Carey Inc., a newly formed Maryland corporation and wholly-owned subsidiary~~ of ~~W. P. Carey. On March 23, 2012, W. P. Carey Inc. filed~~ the ~~initial~~Exchange ~~Form S-4~~Act, ~~which~~regardless ~~can be found on the website~~ of ~~the~~any ~~Securities~~general ~~and~~incorporation ~~Exchange~~language ~~Commission~~in ~~(the~~such ~~“SEC”) at http://www~~filing.~~sec.gov/Archives/edgar/data/1545406/000119312512129935/0001193125-12-129935-index.htm.~~

~~Once the review of the Form S-4 by the SEC is complete and the Form S-4 has been declared effective by the SEC, the stockholders of CPA®:15 and the shareholders of W~~Item 9.01 P.Financial ~~Carey~~Statements ~~will receive a copy of a joint proxy statement/prospectus, which will contain important information about CPA®:15, W. P. Carey, W. P. Carey Inc.~~ and ~~the Transactions~~Exhibits. ~~CPA®:15 stockholders are urged to read the document carefully and in its entirety.~~

Exhibit 99.1 Supplemental information of the registrant at March 31, 2012.

Cautionary Statement Concerning Forward-Looking Statements:

~~Certain~~On ofFebruary 17, ~~the~~2012, ~~matters~~Corporate ~~discussed~~Property inAssociates ~~this~~15 ~~communication~~Incorporated (“CPA®:15”) ~~constitute~~filed ~~forward-looking~~a ~~statements~~Form ~~within~~8-K ~~the~~announcing ~~meaning~~that ofit ~~the~~had ~~Securities~~entered ~~Act~~into ofan ~~1933,~~Agreement asand ~~amended~~Plan of Merger (the “~~Act~~Merger Agreement”), ~~and~~with ~~the~~W. ~~Securities Exchange~~P. ~~Act~~Carey & ofCo. ~~1934,~~LLC ~~as amended~~ (~~the~~ “~~Exchange~~W. ~~Act~~P. Carey”), ~~both~~a asDelaware ~~amended~~limited byliability ~~the~~company, ~~Private~~W. ~~Securities~~P. ~~Litigation~~Carey ~~Reform~~REIT, ~~Act of 1995~~Inc., ~~The~~subsequently ~~forward-looking~~renamed ~~statements~~W. ~~include,~~P. ~~among~~Carey ~~other things~~Inc., ~~statements~~a ~~regarding~~newly ~~the~~formed ~~intent, belief or~~Maryland ~~expectations~~corporation ~~of CPA®:15~~ and ~~can~~wholly-owned besubsidiary ~~identified by the use~~ of ~~words~~W. ~~such~~P. asCarey (“~~may,”~~W. ~~“will,” “should,”~~P. ~~“would,”~~Carey ~~“assume,~~Inc.” ~~“outlook~~),” ~~“seek,”~~CPA ~~“plan,”~~15 ~~“believe,”~~Merger ~~“expect,”~~Sub ~~“anticipate~~Inc.,” ~~“intend,”~~an ~~“estimate,”~~indirect ~~“forecast,”~~subsidiary ~~and other~~of ~~comparable~~W. ~~terms~~P. ~~These~~Carey ~~forward-looking~~Inc. ~~statements~~(“CPA®:15 ~~include~~Merger Sub”), ~~but~~CPA ~~are~~15 ~~not~~Holdco, ~~limited to~~Inc., ~~statements~~a ~~regarding~~Maryland ~~the~~corporation ~~benefits~~and ofwholly-owned ~~the~~subsidiary ~~Transactions,~~of ~~integration~~CPA®:15 ~~plans~~(“CPA ~~and~~15 ~~expected~~Holdco”), ~~synergies~~and, for the ~~expected~~limited ~~benefits~~purposes ofset ~~the~~forth ~~REIT Conversion~~therein, ~~anticipated future~~Carey ~~financial~~Asset ~~and~~Management ~~operating~~Corp. ~~performance~~ and ~~results,~~W. ~~including~~P. ~~estimates~~Carey & ofCo. ~~growth~~B.V., ~~and~~each ~~the~~a subsidiary ~~expected timing~~ of ~~completion~~W. ofP. ~~the~~Carey. ~~Transactions~~W. ~~These~~P. ~~statements~~Carey ~~are~~and ~~based~~its onaffiliates ~~the~~serve ~~current~~as ~~expectations~~external ofadvisor ~~the~~to ~~management of~~ CPA®:15 ~~and W~~. PUpon ~~Carey.~~the Itterms and issubject ~~important~~ to ~~note~~the ~~that~~conditions ~~CPA®:15’s~~set ~~actual~~forth ~~results could be materially different from those projected~~ in ~~such~~the ~~forward-looking~~Merger ~~statements.~~Agreement, ~~There~~CPA ~~are~~15 aHoldco ~~number~~will ofmerge ~~risks~~with and ~~uncertainties~~into ~~that~~CPA®:15 ~~could~~Merger ~~cause~~Sub, ~~actual~~with ~~results~~CPA®:15 toMerger ~~differ~~Sub ~~materially~~surviving ~~from~~ the ~~forward-looking~~merger ~~statements.~~as ~~Other~~an ~~unknown~~indirect orsubsidiary ~~unpredictable factors could also have material adverse effects on future results, performance or achievements~~ of ~~the~~W. ~~combined company~~P. ~~Discussions of~~Carey ~~some~~Inc. ~~of these other important factors~~ and ~~assumptions are contained in~~ CPA®:15’s ~~and~~being W.a P.direct ~~Carey’s filings~~subsidiary ~~with~~of ~~the~~CPA®:15 ~~SEC~~Merger ~~and~~Sub ~~are available at~~ (the ~~SEC’s website at http://www~~“Merger”).~~sec.gov.~~ ~~These~~The ~~risks,~~consummation asof ~~well as other risks associated with~~ the ~~Transactions,~~proposed ~~are~~Merger ~~more~~is ~~fully~~subject ~~discussed~~to incertain ~~the joint proxy statement/prospectus. In light of these risks~~conditions, ~~uncertainties,~~including ~~assumptions~~among ~~and~~other ~~factors~~things, ~~the~~effectiveness of ~~forward-looking~~a ~~events~~registration ~~discussed~~statement ~~in this communication may or may not occur. Readers are cautioned not to place undue reliance~~ on ~~these~~Form ~~forward~~S-~~looking~~4 ~~statements, which speak only as of~~ (the ~~date~~“Form ~~of this~~S-4”), ~~communication. Except~~ as ~~required~~amended ~~under~~from ~~the~~time ~~federal~~to ~~securities~~time, ~~laws~~relating ~~and~~to the ~~rules~~shares ~~and regulations~~ of ~~the~~W. ~~SEC, CPA®:15~~P. ~~does~~Carey ~~not~~Inc. ~~undertake~~common ~~any~~stock ~~obligation~~ to ~~release~~be ~~publicly~~issued ~~any~~in ~~revisions to~~ the ~~forward-looking~~proposed ~~statements~~Merger, ~~to reflect~~which ~~events~~can orbe ~~circumstances~~found ~~after~~on the ~~date~~website of ~~this~~the ~~communication~~Securities and orExchange toCommission ~~reflect~~ (the ~~occurrence~~“SEC”) ofat ~~unanticipated events~~http://www.sec.gov/Archives/edgar/data/1545406/000119312512129935/0001193125-12-129935-index.htm.

Once the review of the Form S-4 by the SEC is complete and the Form S-4 has been declared effective by the SEC, the stockholders of CPA^®:15 (the “CPA^®:15 Stockholders”) and the shareholders of W. P. Carey will receive a copy of a joint proxy / prospectus, which will contain important information about CPA^®:15, W. P. Carey, W. P. Carey Inc. and the proposed Merger. CPA^®:15 Stockholders are urged to read these documents carefully and in their entirety.

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of CPA^®:15 and can be identified by the use of words such as “may,” “will,” “should,” “would,” “assume,” “outlook,” “seek,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” and other comparable terms. These forward-looking statements include, but are not limited to, statements regarding the benefits of the Merger and the other transactions contemplated in the Merger Agreement, integration plans and expected synergies, anticipated future financial and operating performance and results, including estimates of growth, and the expected timing of completion of the proposed Merger. These statements are based on the current expectations of the management of CPA^®:15 and W. P. Carey. It is important to note that CPA^®:15’s actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of the combined company. Discussions of some of these other important factors and assumptions are contained in CPA^®:15’s and W. P. Carey’s filings with the Securities and Exchange Commission (the “SEC”) and are available at the SEC’s website at http://www.sec.gov. These risks, as well as other risks associated with the proposed Merger, are more fully discussed in the joint proxy statement/prospectus included in the Form S-4. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may or may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Except as required under the federal securities laws and the rules and regulations of the SEC, CPA^®:15 does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.

Additional Information and Where to Find It:

This communication shall not constitute an offer to sell or the solicitation of an offer to buy ~~any~~ any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. W. P. Carey intends to finalize the Form S-4 that includes the joint proxy statement/prospectus and other relevant documents to be mailed by CPA®:15 and W. P. Carey to their respective security

- holders 2in connection with the proposed Merger and the other transactions contemplated in the Merger Agreement. WE URGE INVESTORS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CPA®:15, W. P. CAREY AND THE PROPOSED MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED IN THE MERGER AGREEMENT. INVESTORS ARE URGED TO READ THESE DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY. Investors will be able to obtain these materials (when they become available) and other documents filed with the SEC free of charge at the SEC’s website (http://www.sec.gov). In addition, these materials (when they become available) will also be available free of charge by accessing CPA®:15’s website (http://www.cpa15.com) or by accessing W. P. Carey’s website (http://www.wpcarey.com). Investors may also read and copy any reports, statements and other information filed by W. P. Carey or CPA®:15, with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.

of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Act. The Form S-4, upon effectiveness, will include a joint proxy statement/prospectus and other relevant documents to be mailed by CPA®:15 and W. P. Carey to their respective security holders in connection with the Transactions. CPA®:15 URGES INVESTORS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS (AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CPA®:15, W. P. CAREY, W. P. CAREY INC. AND THE TRANSACTIONS. INVESTORS ARE URGED TO READ THESE DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY. Investors will be able to obtain the joint proxy statement/prospectus and other documents filed with the SEC free of charge at the SEC’s website (http://www.sec.gov). In addition, these materials will also be available free of charge by accessing CPA®:15’s website (http://www.cpa15.com) or by accessing W. P. Carey’s website (http://www.wpcarey.com). Investors may also read and copy any reports, statements and other information filed by CPA®:15 or W. P. Carey, with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.

Participants in the Proxy Solicitation:

Information regarding ~~CPA®:15~~W. P. Carey’s directors and executive officers is available in its ~~annual~~proxy ~~report~~statement ~~on Form 10-K~~ filed with the SEC by W. ~~CPA®:15~~P. Carey on ~~March~~April 530, 2012 in connection with its 2012 annual meeting of shareholders, and information regarding ~~W. P. Carey~~ CPA®:15’s directors and executive officers is available in its ~~proxy~~2011 ~~statement~~Annual Report on Form 10-K filed with the SEC by W.CPA®:15 ~~P. Carey~~ on ~~April~~March 295, ~~2011 in connection with its 2011 annual meeting of shareholders~~2012. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

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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, thereunto duly authorized.

	Corporate Property Associates 15 Incorporated
Date: March 29, 2012	By:	/s/ Susan C. Hyde
Date: May 11, 2012	By:	/s/ Mark J. DeCesaris
		Susan C. Hyde
		Mark J. DeCesaris
		Managing Director and Secretary
		Chief Financial Officer

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