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): July 19, 2006
Stratus
Properties Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-19989
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72-1211572
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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98
San Jacinto Blvd., Suite 220
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Austin,
Texas
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78701
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (512) 478-5788
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:
[
]
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.
Effective
July 19, 2006, Stratus Properties Inc. (“Stratus”) entered into a Modification
and Extension Agreement (“Agreement”) of the Loan Agreement by and among (1)
Stratus Properties Operating Co., L.P., Circle C Land, L.P., Austin 290
Properties, Inc., Calera Court, L.P., all of which are wholly owned subsidiaries
of the Company and (2) Comerica Bank (“Comerica”). The Agreement extends the
maturity date from May 30, 2007, to May 30, 2008. In addition, the interest
rate
applicable to amounts borrowed under the Loan Agreement is decreased to an
annual rate of either the base rate minus 0.8% with a minimum interest rate
of
5.0% or the LIBOR rate plus 1.95% with a minimum interest rate of 5%. The
maximum amount available to Stratus under the revolving credit facility remains
$45 million. A copy of the Agreement is attached hereto as Exhibit
10.1.
Item
9.01. Financial
Statements and Exhibits.
(c) Exhibit
The
Exhibit included as part of this Current Report is listed in the attached
Exhibit Index.
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.
Stratus
Properties Inc.
By:
/s/
John E. Baker
----------------------------------------
John
E.
Baker
Senior
Vice President and
Chief
Financial Officer
(authorized
signatory and
Principal
Financial Officer)
Date:
July 25, 2006
Stratus
Properties Inc.
Exhibit
Index
Exhibit
Number
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Modification
and Extension Agreement by and between Stratus Properties Inc., Stratus
Properties Operating Co., L.P., Circle C Land, L.P., Austin 290
Properties, Inc., Calera Court, L.P., and Comerica Bank effective
July 19,
2006.
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