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): March 28, 2008

ALEXANDRIA REAL ESTATE EQUITIES, INC.

(Exact name of registrant as specified in its charter)

Maryland	1-12993	95-4502084
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

385 East Colorado Boulevard, Suite 299 Pasadena, California	91101
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (626) 578-0777

N/A

(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:

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

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

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

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

Item 8.01               Other Events

On March 28, 2008, J.P. Morgan Securities Inc., Citigroup Global Markets Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, the underwriters of Alexandria Real Estate Equities, Inc.’s recent public offering of 8,800,000 shares of 7.00% Series D Cumulative Convertible Preferred Stock, exercised their over-allotment option to purchase an additional 1,200,000 shares of Alexandria Real Estate Equities, Inc.’s 7.00% Series D Cumulative Convertible Preferred Stock at a price of $25.00 per share. The closing of the over-allotment option is scheduled to occur on April 2, 2008.

The press release announcing the exercise of the over-allotment option is attached hereto as Exhibit 99.1 and is filed herewith.

Item 9.01               Financial Statements and Exhibits

 (d)          Exhibits

                99.1         Press Release, dated March 31, 2008

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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 hereunto duly authorized.

	ALEXANDRIA REAL ESTATE EQUITIES, INC.
Date: April 1, 2008	By:	/s/ Dean A. Shigenaga
		Dean A. Shigenaga
		Chief Financial Officer

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EX-99.1

EXHIBIT 99.1

For Immediate Release

Contact:	Joel S. Marcus
	Chief Executive Officer
	Alexandria Real Estate Equities, Inc.
	(626) 578-9693

ALEXANDRIA REAL ESTATE EQUITIES, INC.
REPORTS EXERCISE OF OVER-ALLOTMENT OPTION BY UNDERWRITERS

PASADENA, CA. — March 31, 2008 — Alexandria Real Estate Equities, Inc. (NYSE:ARE) announced today  that the underwriters of its recent public offering of 8,800,000 shares of its 7.00% Series D Cumulative Convertible Preferred Stock have fully exercised their over-allotment option to purchase an additional 1,200,000 shares of the 7.00% Series D Cumulative Convertible Preferred Stock, bringing the total net proceeds to approximately $242 million, after payment of underwriting discounts and commissions.  The closing of the over-allotment option is scheduled to occur on April 2, 2008.

J.P. Morgan Securities Inc., Citi and Merrill Lynch & Co. acted as joint book-running managers of the offering.

Alexandria Real Estate Equities, Inc., Landlord and Developer of Choice to the Life Science Industry®, is a publicly-traded real estate investment trust focused principally on the ownership, operation, management, selective development, redevelopment and acquisition of life science properties. Our properties are designed and improved for lease primarily to institutional (universities and independent not-for-profit institutions), pharmaceutical, biotechnology, medical device, life science product, service, and translational medicine entities, as well as governmental agencies. We are the largest and leading provider of real estate to the broad and diverse life science industry with an asset base, as of December 31, 2007, that will enable us to grow to approximately 22.4 million square feet consisting of 166 properties approximating 12.1 million rentable square feet, properties undergoing ground-up development approximating 1.6 million square feet, plus an imbedded pipeline for ground-up development approximating 8.7 million developable square feet.

The Series D Cumulative Convertible Preferred Stock will be issued pursuant to an effective registration statement on Form S-3 that was previously filed with the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s Series D Cumulative Convertible Preferred Stock, nor shall there be any sale of the Series D Cumulative Convertible Preferred Stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Copies of the prospectus supplement relating to this offering, may be obtained by contacting: J.P. Morgan Securities Inc., 4 Chase Metrotech Center, CS Level, Brooklyn, NY 11245 (tel: 718-242-8002; fax 718-242-1350), or Citi, Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220 (tel: 718-765-6732; fax: 718-765-6734), or Merrill Lynch & Co., 4 World Financial Center, Prospectus Department, New York, NY 10080.  The offering may be made only by means of a prospectus and related prospectus supplement.

This press release contains forward-looking statements within the meaning of the federal securities laws. The Company’s actual results might differ materially from those projected in the forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained in the Company’s Annual Report on Form 10-K and its other periodic reports filed with the Securities and Exchange Commission.

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