UNITED STATES

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): October 30, 2014

DCT INDUSTRIAL TRUST INC.

(Exact name of registrant as specified in its charter)

518 17^th Street, Suite 800

Denver, CO 80202

(Address of principal executive offices)

(303) 597-2400

(Registrant’s telephone number, including area code)

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:

Item 2.02 Results of Operations and Financial Condition.

On October 30, 2014, we issued a press release entitled “DCT INDUSTRIAL TRUST REPORTS THIRD QUARTER 2014 RESULTS” which sets forth disclosure regarding our results of operations for the third quarter ended September 30, 2014. A copy of this press release as well as a copy of the supplemental information referred to in the press release are made available on our website and are attached hereto as Exhibits 99.1 and 99.2 and incorporated herein by reference. This Item 2.02 and the attached exhibits 99.1 and 99.2 are provided under Item 2.02 of Form 8-K and are furnished to, and shall not be deemed to be “filed” with, the Securities and Exchange Commission.

DCT Industrial Trust Inc. will hold its third quarter 2014 earnings conference call on Friday, October 31, 2014 at 11:00 a.m. Eastern time.  You may join the conference call through a live Internet webcast via DCT Industrial’s website at http://www.dctindustrial.com by clicking on the webcast link in the Investors section of the website.  Alternatively, you may join the conference call by telephone by dialing (877) 506-6112 or (412) 902-6686.  If you are unable to join the live conference call, you may access the webcast replay on DCT Industrial’s website until October 31, 2015.  A telephone replay will be available through Friday, November 14, 2014 following the call by dialing (877) 344-7529 or (412) 317-0088 and using the passcode 10053316.  Please note that the full text of the press release and supplemental schedules are available through DCT Industrial’s website at http://www.dctindustrial.com.  The information contained on DCT Industrial’s website is not incorporated by reference herein.

Set forth below are several non-GAAP financial measures that are included in the attached press release together with the most directly comparable GAAP financial measure.

For the three months ended September 30, 2014: Net Income Attributable to Common Stockholders was $12.4 million, or $0.04 per diluted common share; and Funds From Operations, or FFO, as adjusted for acquisition costs, was $43.7 million, or $0.12 per diluted common share and unit.  For the three months ended September 30, 2013: Net Loss Attributable to Common Stockholders was $10.2 million, or $0.03 per diluted common share; and FFO, as adjusted for acquisition costs, was $39.3 million, or $0.12 per diluted common share and unit.  

For the three months ended September 30, 2014, Income From Continuing Operations was $12.9 million; and net operating income, or NOI, was $61.3 million. For the three months ended September 30, 2013, Income From Continuing Operations was $1.0 million and NOI was $53.3 million.

For the three months ended September 30, 2014, our Income From Continuing Operations increased $11.9 million from income of $1.0 million for the three months ended September 30, 2013 to income of $12.9 million for the same period in 2014. Same store NOI, excluding lease termination revenue, for the three months ended September 30, 2014, increased 5.9% compared to the same period in 2013 and increased 6.2% on a cash-adjusted basis.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

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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 hereunto duly authorized.

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