8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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) January 6, 2009

WINTHROP REALTY TRUST

(Exact Name of Registrant as Specified in Its Charter)

Ohio

                                         (State or Other Jurisdiction of Incorporation)                                        

001-06249		34-6513657
(Commission File Number)		(I.R.S. Employer Identification No.)
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts		02114
(Address of Principal Executive Offices)		(Zip Code)
	(617) 570-4614
(Registrant's Telephone Number, Including Area Code)

 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 obligations of the registrant under any of the following provisions

o Written communications pursuant to Rule 425 under the Securities Act (17 CFT|R 230.425)

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

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

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

ITEM 8.01             Other Events

On January 6, 2009, Winthrop Realty Trust (the “Trust”) announced that it has acquired 917,105 of its Series B-1 Cumulative Convertible Redeemable Preferred Shares with a liquidation value of $23,000,000 at price of approximately $17,100,000 which represents a 25.5% discount to its liquidation value.  As a result of this repurchase, the Trust has repurchased in the past three months a total of 1,941,105 shares of its Series B-1 Shares at a blended discount of approximately 26.5%.  1,496,000 of the Series B-1 Shares currently remain outstanding.  A copy of the press release is attached hereto as exhibit 99.1.

ITEM 9.01             Financial Statements and Exhibits.

(d)           Exhibits

99.1         Press Release issued January 6, 2009

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 on this 8th day of January, 2009.

WINTHROP REALTY TRUST
By:	/s/ Carolyn Tiffany
	Carolyn Tiffany
	President

EX-99.1

Contact at Winthrop Realty Trust

Beverly Bergman

Investor or Media Inquiries

Phone: (617) 570-4614; e-mail: bbergman@firstwinthrop.com

FOR IMMEDIATE RELEASE

January 6, 2009

WINTHROP REALTY TRUST ACQUIRES 917,105 OF ITS OUTSTANDING

SERIES B-1 PREFERRED SHARES AT A DISCOUNT

BOSTON, MA – January 6/PRNewswire-FirstCall/ - Winthrop Realty Trust (NYSE:FUR) today announced that it has acquired 917,105 of its Series B-1 Cumulative Convertible Redeemable Preferred Shares (“Series B-1 Shares”) with a liquidation value of approximately $23,000,000 for price of approximately $17,100,000 which represents a 25.5% discount to its liquidation value.  As a result of this repurchase, the Company has repurchased in the past three months a total of 1,941,105 shares of its Series B-1 Shares at a blended discount of approximately 26.5%.  1,496,000 of the Series B-1 Shares currently remain outstanding.

___________________

Winthrop Realty Trust is a NYSE-listed real estate investment trust (REIT) headquartered in Boston, Massachusetts.  Additional information on Winthrop Realty Trust is available on its Web site at www.winthropreit.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995.  With the exception of the historical information contained in this news release, the matters described herein contain “forward-looking” statements that involve risk and uncertainties that may individually or collectively impact the matters herein described.  These are detailed from time to time in the “Risk Factors” section of the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2007, as may be updated or supplemented in the Company's Form 10-Q filings which discuss the factors that could adversely affect the Company's results.  Further information relating to the Company’s financial position, results of operations, and investor information is also contained in the Company’s reports filed with the SEC, which reports are available for download at our website www.winthropreit.com or at the SEC website www.sec.gov.