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Prepared By R.R. Donnelley Financial -- Form 8-K
 
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
 
Date of Report (Date of earliest event reported):  07/02/2007
 
Wells Real Estate Investment Trust, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  000-25739
 
MD
  
58-2328421
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
6200 The Corners Parkway
Suite 500
Norcross, GA 30092-3365
(Address of principal executive offices, including zip code)
 
770-325-3700
(Registrant’s telephone number, including area code)
 
(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:
[  ]   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))
 

Information to be included in the report

 
Item 5.03.    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
 
On July 2, 2007, the board of directors of Wells Real Estate Investment Trust, Inc. (the "Registrant'), amended the Bylaws of the Registrant to allow for the annual meeting of stockholders to be held each year between the dates of October 15 and November 14, as the board of directors may determine.
 
 
Item 8.01.    Other Events
 
On July 2, 2007, the board of directors of the Registrant amended the Registrant's Dividend Reinvestment Plan (the "DRP"), to allow the board of directors to suspend or terminate the DRP for any reason without being required to provide prior written notice to participants in the DRP. Other amendments and modifications to the terms of the DRP require 10 days' written notice to participants in the DRP.
 
 
Item 9.01.    Financial Statements and Exhibits
 
Exhibit 99.1   Letter to Stockholders Notifying Stockholders of Changes to Bylaws and Dividend Reinvestment Plan
 

 

Signature(s)
 
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.
 
      
 
Wells Real Estate Investment Trust, Inc.
 
 
Date: July 09, 2007
     
By:
 
/s/    Robert E. Bowers
               
Robert E. Bowers
               
Chief Financial Officer and Executive Vice President
 
 

 

Exhibit Index
 
Exhibit No.
  
Description
EX-99.1
  
Letter to Stockholders Notifying Stockholders of Changes to Bylaws and Dividend Reinvestment Plan
July 6, 2007

July 9, 2007

Re: Amendment to Wells REIT Bylaws and Dividend Reinvestment Plan

Dear Wells REIT Investor:

We would like to inform you of recent updates made regarding your Wells REIT investment. Our management team and our Board of Directors have been busy working on our business plan for the future of Wells REIT. In connection with these efforts, we have made the following amendments to our bylaws and Dividend Reinvestment Plan (DRP).

Annual Meeting: On July 2, 2007, our Board amended our bylaws to move our annual meeting of stockholders from a date in the month of July each year until some time between the dates of October 15 and November 14, as our Board may determine.

Amendment or Termination of DRP by Wells REIT: On July 2, 2007, our Board also amended the Dividend Reinvestment Plan so that our Board may by majority vote (including a majority of the independent directors) (a) amend or modify the DRP for any reason upon 10 days' written notice to DRP participants, or (b) suspend or terminate the DRP for any reason without being required to provide prior written notice to DRP participants. This letter is a supplement to the prospectus of the DRP and will constitute notice to all participants of the amendment to the DRP. All other terms and conditions of the Wells REIT Dividend Reinvestment Plan remain in effect.

We recommend you visit www.wellsreit.com for more information or to read the Form 8-K filed with the SEC on July 9, 2007 regarding these matters.

If you have any further questions, please call your financial representative or feel free to contact us at 800-557-4830. Our Investor Services Specialists are available Monday through Thursday, 8:15 a.m. to 6:30 p.m., or Friday, 8:15 a.m. to 5:30 p.m. (ET). You also may send an e-mail to investor.services@wellsreit.com.

Sincerely,

Donald A. Miller, CFA

President and Chief Executive Officer

Wells Real Estate Investment Trust, Inc.

Cc: Financial Representative

This correspondence may contain forward-looking statements about Wells REIT. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "will," "expect," "intend," "anticipate," "estimate," "believe," or other similar words. Readers of this correspondence should be aware that there are various factors that could cause actual results to differ materially from any forward-looking statements made in this correspondence, which include changes in general economic conditions, changes in real estate conditions, increases in interest rates, the potential need to fund capital expenditures out of operating cash flow, and lack of availability of financing or capital proceeds. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this correspondence. We do not make any representations or warranti es (expressed or implied) about the accuracy of any such forward-looking statements. This is neither an offer nor a solicitation to purchase securities.