SEC FORM 4

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^*

MACK DAVID S

(Last)

(First)

(Middle)

C/O MACK-CALI REALTY CORPORATION

11 COMMERCE DRIVE

(Street)

CRANFORD

07016

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MACK CALI REALTY CORP [ CLI ]

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)
07/11/2005

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/11/2005		J⁽¹⁾		50,000	A	$0⁽²⁾	50,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		600	D	$47.35	49,400⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		1,400	D	$47.36	48,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		2,700	D	$47.37	45,300⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		200	D	$47.38	45,100⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		1,800	D	$47.39	43,300⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		300	D	$47.4	43,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		2,900	D	$47.42	40,100⁽³⁾	I	By Charitable Foundation
Common Stock	07/11/2005		S		100	D	$47.43	40,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		6,000	D	$47.4	34,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		2,300	D	$47.41	31,700⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		300	D	$47.42	31,400⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		1,400	D	$47.43	30,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		7,000	D	$47.55	23,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		800	D	$47.66	22,200⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		200	D	$47.78	22,000⁽³⁾	I	By Charitable Foundation
Common Stock	07/12/2005		S		2,000	D	$47.8	20,000⁽³⁾	I	By Charitable Foundation

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Units of Limited Partnership Interest	$0⁽²⁾	07/11/2005		J⁽¹⁾			50,000	08/08/1988⁽⁴⁾	08/08/1988⁽⁴⁾	Common Stock	50,000	$0⁽²⁾	110,000⁽⁵⁾	I	By Charitable Foundation

Explanation of Responses:

1. Shares of common stock of Mack-Cali Realty Corporation (the "Corporation") were issued upon redemption of Units of Limited Partnership Interest (the "Common Units") of Mack-Cali Realty, L.P., a Delaware limited partnership through which the Corporation conducts its real estate activities (the "Operating Partnership").

2. The Common Units are redeemable on a one-for-one basis for shares of common stock of the Corporation.

3. Represents shares of the Corporation's common stock held by the David and Sondra Mack Foundation (the "Foundation"), a charitable foundation of which the reporting person is a trustee. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended, the reporting person disclaims beneficial ownership of the shares of common stock held by the Foundation. The ownership amounts reported exclude 1,000 shares of the Corporation's common stock directly beneficially owned by the reporting person.

4. The right to convert Common Units of the Operating Partnership is not subject to expiration.

5. Represents 110,000 Common Units held by the Foundation. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended, the reporting person disclaims beneficial ownership of the 110,000 Common Units held by the Foundation. Reported amounts exclude the following securities directly beneficially owned by the reporting person: (i) 951.935 phantom stock units issued to the reporting person pursuant to the Mack-Cali Realty Corporation Deferred Compensation Plan for Directors, which units are to be settled 100% in the Corporation's common stock upon the termination of the reporting person's service on the Board of Directors of the Corporation or upon a change in control of the Corporation; (ii) 2,156,947.38 Common Units; and (iii) options to purchase 5,000 shares of the Corporation's common stock.

	/s/ David S. Mack	07/13/2005
	** 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).
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