NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.
UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 25
NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION
UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number 001-11954
Issuer: VORNADO REALTY TRUST
Exchange: NEW YORK STOCK EXCHANGE LLC
(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)
Address: 888 Seventh Avenue
New York NEW YORK 10019
Telephone number: (212) 894-7000
(Address, including zip code, and telephone number, including area code, of Issuer's principal executive offices)
Series A Convertible Preferred Shares of Beneficial Interest, liquidation preference $50.00 per share, no par value per share
(Description of class of securities)
Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:
17 CFR 240.12d2-2(a)(1)
17 CFR 240.12d2-2(a)(2)
17 CFR 240.12d2-2(a)(3)
17 CFR 240.12d2-2(a)(4)
Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. 1
Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with its rules of the Exchange and the requirements of 17 CFR 240.12d-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.
Pursuant to the requirements fo the Securities Exchange Act of 1934, NEW YORK STOCK EXCHANGE LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.
2013-12-20 By Edwin Mecabe Director
Date Name Title
1 Form 25 and attached Notice will be considered compliance with the provisions of 17 CFR 240.19d-1 as applicable. See General Instructions.
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.
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES New York Stock Exchange LLC (the 'Exchange' or the 'NYSE') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of the Series A Convertible Preferred Shares of Beneficial Interest (the ‘Preferred Stock’) of Vornado Realty Trust (the 'Company') from listing and registration on the Exchange at the opening of business on December 31, 2013, pursuant to the provisions of Rule 12d2-2 (b), because, in the opinion of the Exchange, the Preferred Stock is no longer suitable for continued listing and trading on the Exchange. The NYSE’s delisting determination was based on the fact that the Preferred Stock does not meet the minimum continued listing distribution requirement of 100,000 publicly held shares outstanding as set forth in Section 802.01 of the NYSE Listed Company Manual. 1. The Exchange's Listed Company Manual, Sections 802.01, states, in part, that the Exchange would promptly delist a security of either a domestic or non-U.S. issuer when the number of publicly-held shares is less than 100,000. 2. The Exchange, on March 25, 2013, determined that the Preferred Stock should be suspended from trading before the opening of the trading session on March 26, 2013, and directed the preparation and filing with the Commission of this application for the removal of the Preferred Stock from listing and registration on the Exchange. The Company was notified by letter on March 25, 2013. 3. Pursuant to the above authorization, a press release was issued on March 25, 2013, and an announcement was made on the 'ticker' of the Exchange at the close of trading session on March 25, 2013 and the opening and close of the trading session on March 26, 2013 of the suspension of trading in the Preferred Stock. Similar information was included on the Exchange's website. Trading in the Preferred Stock on the Exchange was suspended before the opening of the trading session on March 26, 2013. 4. The Company had a right to appeal to the Committee for Review of the Board of Directors of NYSE Regulation the determination to delist the Preferred Stock, provided that it filed a written request for such a review with the Secretary of the Exchange within ten business days of receiving notice of delisting determination. The Company did not file such request within the specified time period. Consequently, all conditions precedent to its filing having been met, the Exchange is filing this Form 25 with the Commission.