REALTY INCOME CORPORATION (NYSE:O) Files An 8-K Other Events

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REALTY INCOME CORPORATION (NYSE:O) Files An 8-K Other Events

Item 8.01 Other Events

On March15, 2017, Realty Income Corporation (the Company) closed
its offering of $300,000,000 aggregate principal amount of its
4.650% Notes due 2047 and $400,000,000 aggregate principal amount
of its 4.125% Notes due 2026 to a purchase agreement dated
March8, 2017 entered into by and between the Company and
Citigroup Global Markets Inc., Barclays Capital Inc., BNY Mellon
Capital Markets, LLC and Goldman, Sachs Co., as representatives
of the underwriters.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits

4.1

Indenture dated as of October28, 1998 between the Company
and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (filed as exhibit 4.1 to the Companys
Form8-K, filed on October28, 1998 and dated October27, 1998
and incorporated herein by reference).

4.2

Formof 4.650% Note due 2047.

4.3

Formof 4.125% Note due 2026.

4.4

Officers Certificate to Sections 201, 301 and 303 of the
Indenture dated October28, 1998 between the Company and The
Bank of New York Mellon Trust Company, N.A., as successor
trustee, establishing a series of securities entitled
4.650% Notes due 2047 and re-opening a series of securities
entitled 4.125% Notes due 2026.

5.1

Opinion of Venable LLP.

5.2

Opinion of Latham Watkins LLP.

23.1

Consent of Venable LLP (contained in the opinion filed as
Exhibit5.1 hereto).

23.2

Consent of Latham Watkins LLP (contained in the opinion
filed as Exhibit5.2 hereto).

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.

Dated: March15, 2017

REALTY INCOME CORPORATION

By:

/s/ MICHAEL R. PFEIFFER

Michael R. Pfeiffer

Executive Vice President, General Counsel and Secretary

INDEX TO EXHIBITS

ExhibitNo.

Description

4.1

Indenture dated as of October28, 1998 between the Company
and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (filed as exhibit 4.1 to the Companys
Form8-K, filed on October28, 1998 and dated October27,
1998 and incorporated herein by reference).

4.2

Formof 4.650% Note due 2047.

4.3

Formof 4.125% Note due 2026.

4.4

Officers Certificate


About REALTY INCOME CORPORATION (NYSE:O)

Realty Income Corporation is a real estate investment trust (REIT). The Company is engaged in in-house acquisition, portfolio management, asset management, credit research, real estate research, legal, finance and accounting, information technology and capital markets capabilities. Its portfolio includes approximately 4,540 properties, of which over 4,519 are single-tenant properties, and the remaining are multi-tenant properties. The Company has over 280 lease expirations and re-leased approximately 250 properties. It sold over 30 vacant properties. The Company has grouped its tenants into 48 activity segments, including Apparel, Automotive tire services, Beverages, Child care, Convenience stores, Dollar stores, Drug stores, Financial services, Food processing, Grocery stores, Health and fitness, Health care, Home improvement, Restaurants-casual dining, Restaurants-quick service, Sporting goods, Theaters, Transportation services, Wholesale club and 30 other non-reportable segments.

REALTY INCOME CORPORATION (NYSE:O) Recent Trading Information

REALTY INCOME CORPORATION (NYSE:O) closed its last trading session up +1.49 at 59.23 with 1,698,575 shares trading hands.