| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RECKSON ASSOCIATES REALTY CORP [ RA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/15/2003 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 10/15/2003 | P | 950,000 | A | $23.52 | 51,666 | I | See Footnotes(1)(2)(3) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Common Stock | (4) | 10/15/2003 | S | 950,000 | (4) | (4) | Class A Common Stock | 950,000 | $23.6528 | 839,300 | I | See Footnotes(1)(2) | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The securities reported herein as purchased and sold were purchased and sold and were beneficially owned directly by Goldman, Sachs & Co. ("Goldman Sachs"). Without admitting any legal obligation, Goldman Sachs will remit appropriate profits, if any, to the Company (as defined below). Goldman Sachs is an indirect wholly-owned subsidiary of GS Group. As of October 15, 2003, the Reporting Persons ceased to be the owners of more than 10% of the shares of the Class B Common Stock (as defined below) reported to be outstanding in the Company's (as defined below) Quarterly Report on Form 10-Q for the period ended June 30, 2003, and are therefore no longer subject to Section 16. |
| 2. Goldman Sachs beneficially owns directly and The Goldman Sachs Group, Inc. ("GS Group") may be deemed to beneficially own indirectly 41,483 shares of Class A Common Stock of Reckson Associates Realty Corp. ("Class A Common Stock"), which reflects exempt acquisitions and dispositions for a net decrease of 2,757 shares of Class A Common Stock, in connection with basket transactions, and 839,300 shares of Class B Common Stock of Reckson Associates Realty Corp. ("Class B Common Stock"). Goldman Sachs also has open short positions of 839,403 shares of Class A Common Stock, which includes exempt closing of a net position of 1,621 shares of Class A Common Stock in connection with basket transactions, in addition to the transaction reported on Table I of this Form 4. The Reporting Persons, other than Goldman Sachs and GS Group, disclaim beneficial ownership of the securities owned by Goldman Sachs. |
| 3. Goldman Sachs International ("GSI") beneficially owns directly and GS Group may be deemed to beneficially own indirectly 10,183 shares of Class A Common Stock, which reflects exempt acquisitions and dispositions for a net increase of 2,409 shares of Class A Common Stock in connection with basket transactions. GSI also has open short positions of 661 shares of Class A Common Stock. GSI is an indirect wholly-owned subsidiary of GS Group. The Reporting Persons, other than GSI and GS Group, disclaim beneficial ownership of the securities owned by GSI. |
| 4. The shares of Class B Common Stock are exchangeable at any time, at the option of the holder, into an equal number of shares of Class A Common Stock, subject to customary antidilution adjustments. Reckson Associates Realty Corp. (the "Company"), at its option, may redeem any or all of the Class B Common Stock in exchange for an equal number of shares of the Company's Class A Common stock at any time following November 23, 2003 at which time the Company anticipates that it will exercise its option to redeem all of its Class B Common Stock outstanding. |
| s/ Roger S. Begelman, Attorney-in-fact | 10/17/2003 | |
| s/ Roger S. Begelman, Attorney-in-fact | 10/17/2003 | |
| s/ Roger S. Begelman, Attorney-in-fact | 10/17/2003 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||