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^*

SIEGEL STEVEN F

(Last)

(First)

(Middle)

C/O NEW PLAN EXCEL REALTY TRUST, INC.

1120 AVENUE OF THE AMERICAS, SUITE 1200

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NEW PLAN EXCEL REALTY TRUST INC [ NXL ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec VP, Gen Counsel and Secy

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2004

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	11/15/2004		M		7,500	A	$19.875	23,843	D
Common Stock	11/15/2004		M		5,000	A	$12.8125	28,843	D
Common Stock	11/15/2004		M		4,500	A	$15.48	33,343	D
Common Stock	11/15/2004		M		3,000	A	$19.99	36,343	D
Common Stock	11/15/2004		S		700	D	$26.91	35,643	D
Common Stock	11/15/2004		S		4,300	D	$26.9	31,343	D
Common Stock	11/15/2004		S		5,000	D	$26.85	26,343	D
Common Stock	11/15/2004		S		10,000	D	$26.75	16,343	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)
Stock Option (right to buy)	$19.875	11/15/2004		M			7,500	05/19/2000⁽¹⁾	05/17/2009	Common Stock	7,500	$0	42,500	D
Stock Option (right to buy)	$12.8125	11/15/2004		M			5,000	02/23/2001⁽²⁾	02/23/2010	Common Stock	5,000	$0	51,870	D
Stock Option (right to buy)	$15.48	11/15/2004		M			4,500	03/19/2002⁽³⁾	03/19/2011	Common Stock	4,500	$0	70,500	D
Stock Option (right to buy)	$19.99	11/15/2004		M			3,000	04/02/2003⁽⁴⁾	04/02/2012	Common Stock	3,000	$0	72,000	D

Explanation of Responses:

1. The option for 50,000 shares vested in five equal annual installments beginning on May 19, 2000.

2. The option for 75,000 shares vests with respect to 54,000 shares in five equal annual installments beginning on February 23, 2001. The option vests with respect to the remaining 21,000 shares on February 23, 2008, subject to accelerated vesting upon the satisfaction of certain performance criteria.

3. The option for 75,000 shares vests with respect to 54,000 shares in five equal annual installments beginning on March 19, 2002. The option vests with respect to the remaining 21,000 shares on March 19, 2009, subject to accelerated vesting upon the satisfaction of certain performance criteria.

4. The option for 75,000 shares vests with respect to 54,000 shares in five equal annual installments beginning on April 2, 2003. The option vests with respect to the remaining 21,000 shares on April 2, 2010, subject to accelerated vesting upon the satisfaction of certain performance criteria.

	/s/ Steven F. Siegel	11/17/2004
	** 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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