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                       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)           DECEMBER 2, 1996


Commission File Number:    1-11954


                              VORNADO REALTY TRUST
             (Exact name of registrant as specified in its charter)


                  MARYLAND                                      22-1657560
(State or other jurisdiction of incorporation                (I.R.S. Employer
               or organization)                           Identification Number)


PARK 80 WEST, PLAZA II, SADDLE BROOK, NEW JERSEY                        07663
    (Address of principal executive offices)                          (Zip Code)


                                  (201)587-1000
              (Registrant's telephone number, including area code)


                                       N/A
          (Former Name or Former Address, if Changed Since Last Report)






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Items 1-4.        Not Applicable.

Items 5.          Other Events.


                           Vornado Realty Trust, a Maryland real estate
                  investment trust, (the "Company"), announced on December 2,
                  1996 that Michael D. Fascitelli had become the new President
                  of the Company and had been elected to the Company's Board.
                  Mr. Fascitelli has signed a five year employment contract
                  under which he has been granted options for 1,750,000 common
                  shares of beneficial interest ("Common Shares") of the
                  Company. He will also receive a deferred payment which is
                  intended to compensate him for the loss of his present
                  compensation, consisting of $5 million in cash and a $20
                  million convertible obligation, payable at the Company's
                  option in 459,770 Common Shares or the cash equivalent of
                  their appreciated value.

                           In connection with the employment arrangements for
                  Mr. Fascitelli, the Board of Directors has passed a
                  resolution, the effect of which is to raise the limitation
                  that previously restricted, with certain exceptions,
                  shareholders from owning more than 2% of the outstanding
                  Common Shares, to 6.7%.

Item 6.  Not Applicable.

Item 7.  Exhibits.

                  99       Press release, dated December 2, 1996, issued by the
                           Company.

Item 8-9.         Not Applicable.



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                              VORNADO REALTY TRUST


                                   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 thereunto duly authorized.




                                                           VORNADO REALTY TRUST
                                                         -----------------------
                                                                (Registrant)



Date:  December 10, 1996                                 /s/ Joseph Macnow
                                                         -----------------------
                                                             JOSEPH MACNOW
                                                             Vice President,
                                                         Chief Financial Officer



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                                   EXHIBIT 99



                                                           VORNADO REALTY TRUST
                                                          Park 80 West, Plaza II
                                                          Saddle Brook, NJ 07663



FOR IMMEDIATE RELEASE


                       VORNADO NAMES MICHAEL D. FASCITELLI
                        ITS NEW PRESIDENT AND A DIRECTOR

SADDLE BROOK, NJ, December 2, 1996 -- Steven Roth, Chairman and Chief Executive
Officer of Vornado Realty Trust (NYSE:VNO), announced today the appointment of
Michael D. Fascitelli as the company's new President. He has also been elected
to Vornado's board.

Mr. Fascitelli, age 40, formerly the partner at Goldman Sachs in charge of its
real estate practice, has more than 11 years of broad real estate experience,
including acquisitions, divestitures, development and capital markets. Prior to
joining Goldman Sachs, he was a consultant at McKinsey & Co.

Mr. Fascitelli has entered into a five year employment contract with Vornado
under which he will receive options for 1,750,000 Vornado common shares. He will
also receive a deferred payment which is intended to compensate him for the loss
of his present compensation, consisting of $5 million in cash and a $20 million
convertible obligation, payable at the company's option into 459,770 Vornado
shares or the cash equivalent of their appreciated value.

Mr. Fascitelli also has been elected a director of Alexander's, Inc. (NYSE:ALX)
and has received an option for 350,000 shares of Alexander's common stock.



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