SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MCCOY WILLIAM O

(Last) (First) (Middle)
1450 RALEIGH ROAD, SUITE 300

(Street)
CHAPEL HILL, NC 27517

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DUKE REALTY CORP [ DRE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/14/2006 M 4,260 A $0 32,231 D
Common Stock 11/14/2006 S 2,501 D $39.85 29,730 D
Common Stock 15,599 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options-Right to Buy $23.4028 11/14/2006 M 4,260 (1) 12/31/2006 Common Stock 4,260 $0 0 D
Employee Stock Options-Right to Buy $22.523 (1) 12/31/2007 Common Stock 4,260 4,260 D
Employee Stock Options-Right to Buy $19.8395 (1) 12/31/2008 Common Stock 7,100 7,100 D
Employee Stock Options-Right to Buy $19.4261 (2) 01/25/2010 Common Stock 2,573 2,573 D
Employee Stock Options-Right to Buy $24.2632 (3) 01/31/2011 Common Stock 2,573 2,573 D
Employee Stock Options-Right to Buy $22.6799 (4) 01/30/2012 Common Stock 2,573 2,573 D
Employee Stock Options-Right to Buy $24.1854 (5) 01/29/2013 Common Stock 2,573 2,573 D
Employee Stock Options-Right to Buy $31.5771 (6) 01/28/2014 Common Stock 2,573 2,573 D
Phantom Stock Units (7) (7) (7) Common Stock 16,089 16,089 D
Phantom Stock Units (8) (8) (8) Common Stock 1,980 1,980(8) D
Explanation of Responses:
1. The Stock Options were fully vested on the grant date.
2. The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/25/05.
3. The Stock Options vested annually at a rate of 20% per year and were fully vested on 1/31/06.
4. The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/30/07.
5. The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/29/08.
6. The Stock Options vest annually at a rate of 20% per year and will be fully vested on 1/28/09.
7. Represents phantom stock units accrued under the Directors' Deferred Compensation Plan of Duke Realty Corporation. The units are valued on a one to one basis to the Company's common stock and are to be settled in cash and stock upon the Reporting Person's termination as a drector of the Issurer.
8. Represents phantom stock units accrued under the Weeks Corporation 1998 Deferred Compensation Plan. Between July 6, 2006 and October 3, 2006, the Reporting Person acquired 25 shares of the Company's common stock through dividend reinvestment. All amounts accrued under the plan are to be paid in cash upon the Reporting Person's termination as a director of the Issuer.
Remarks:
Tracy D. Swearingen for William O. McCoy per POA previously filed 11/16/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.