SEC FORM 4/A

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^*

LAFITTE MICHAEL J

(Last)

(First)

(Middle)

2001 ROSS AVENUE

SUITE 3400

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TRAMMELL CROW CO [ TCC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Global Serv.Group

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/24/2005

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	08/22/2005		F⁽²⁾		8,744⁽⁴⁾	D	$25.99	166,421⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		11,000	D	$25.75	155,421⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		900	D	$25.76	154,521⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		1,200	D	$25.77	153,321⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		1,900	D	$25.78	151,421⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		100	D	$25.83	151,321⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		100	D	$25.88	151,221⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		600	D	$25.89	150,621⁽¹⁾⁽⁵⁾	D
Common Stock	08/22/2005		S⁽³⁾		243	D	$25.92	150,378⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		300	D	$25.5	150,078⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		100	D	$25.51	149,978⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		1,500	D	$25.53	148,478⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		700	D	$25.54	147,778⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		900	D	$25.56	146,878⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		600	D	$25.57	146,278⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		200	D	$25.58	146,078⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		800	D	$25.59	145,278⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		400	D	$25.6	144,878⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		500	D	$25.75	144,378⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		200	D	$25.76	144,178⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		700	D	$25.77	143,478⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		400	D	$25.78	143,078⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		700	D	$25.79	142,378⁽¹⁾⁽⁵⁾	D
Common Stock	08/23/2005		S⁽³⁾		1,700	D	$25.8	140,678⁽¹⁾⁽⁵⁾	D
Common Stock	08/24/2005		S⁽³⁾		100	D	$25.55	140,578⁽¹⁾⁽⁵⁾	D
Common Stock	08/24/2005		S⁽³⁾		3,300	D	$25.72	137,278⁽¹⁾⁽⁵⁾	D
Common Stock	08/24/2005		S⁽³⁾		700	D	$25.78	136,578⁽¹⁾⁽⁵⁾	D
Common Stock	08/24/2005		S⁽³⁾		1,300	D	$25.79	135,278⁽¹⁾⁽⁵⁾	D

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)

Explanation of Responses:

1. Includes 564 shares acquired under the Issuer's Employee Stock Purchase Plan, 60,000 shares of restricted stock, with 20,000 shares vesting on 3/5/2006, 20,000 shares vesting on 3/5/2007, and 20,000 shares vesting on 3/5/2008, and a restricted stock award granted on 5/18/2005 of 26,502 shares vesting on 5/18/2009.

2. The shares were withheld by the Issuer to satisfy the tax withholding obligation incident to the exercise of options on 8/22/2005 that were issued in accordance with Rule 16b-3.

3. The shares were sold in connection with a broker assisted cashless exercise of options.

4. A previous filing dated August 24, 2005 disclosed that 113 additional shares were withheld to satisfy the tax withholding obligation incident to the exercise of options on 8/22/05. The Issuer recently identified a clerical mistake in calculating this tax withholding obligation and has voided the withholding of 113 shares, such that this number reflects the voiding of the witholding of 113 shares.

5. A previous filing dated August 24, 2005 disclosed that 113 fewer shares were held. The Issuer recently identified a clerical mistake in calculating the tax withholding obligation incident to the exercise of options on 8/22/05 and has voided the withholding of 113 shares, such that this number reflects the voiding of the withholding of 113 shares.

	/s/ J. Christopher Kirk, by power of attorney	01/09/2006
	** 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).
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