UNITED STATES
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 10, 2014


PACIFIC OFFICE PROPERTIES TRUST, INC.
__________________________________________________________________________________________________________
(Exact name of registrant as specified in its charter)


Maryland
001-09900
86-0602478
__________________________________________________________________________________________________________
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)


841 Bishop Street, Suite 1700
Honolulu, Hawaii

96813
____________________________________________________________
______________________________
(Address of principal executive offices)
(Zip Code)

(808) 521-7444
(Registrant’s telephone number, including area code)


Not applicable
__________________________________________________________________________________________________________
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 1.01.
Entry into a Material Definitive Agreement.

As of January 10, 2014, Pacific Office Properties Trust, Inc., a Maryland corporation (the “Company”), through its subsidiaries, entered into a Purchase and Sale Agreement (the “Agreement”) to sell the Company’s fee and leasehold interests in its Clifford Center property, located in Honolulu, Hawaii, to Broadmoor Capital Corporation for cash consideration of $10,100,000. The completion of the sale transaction is scheduled to occur on February 24, 2014, subject to customary closing conditions.
 
Other than the Agreement, there are no material relationships between the Company and Broadmoor Capital Corporation. There is no assurance that the transaction contemplated by the Agreement will be completed because the proposed sale transaction is subject to a variety of factors and contingencies, including customary closing conditions.






SIGNATURE

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.

PACIFIC OFFICE PROPERTIES TRUST, INC.



By:     /s/ Kimberly F. Aquino        
Name:    Kimberly F. Aquino
Title:    Vice President and Corporate Secretary


Dated: January 16, 2014