UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
SCHEDULE 13G
(Amendment No. __)
Under the Securities Exchange Act of 1934
SL Green Realty Corp.
- --------------------------------------------------------------------------------
(Name of issuer)
Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
(Title of class of securities)
78440X101
- --------------------------------------------------------------------------------
(CUSIP number)
December 31, 2000
- --------------------------------------------------------------------------------
(Date of Event which requires filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
schedule is filed:
| | Rule 13d-1(b)
|X| Rule 13d-1(c)
| | Rule 13d-1(d)
- --------------------------------- ---------------------------------
CUSIP No. 78440X101 13G Page 2 of 6 Pages
- --------------------------------- ---------------------------------
- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Deutsche Bank A.G.
- -------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
- -------- -----------------------------------------------------------------------
3 SEC USE ONLY
- -------- -----------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
- ---------------------------- ------ --------------------------------------------
NUMBER OF SHARES 5 SOLE VOTING POWER
1,415,771
------ --------------------------------------------
BENEFICIALLY OWNED BY SHARED VOTING POWER
6 0
------ --------------------------------------------
EACH REPORTING SOLE DISPOSITIVE POWER
7 1,415,771
------ --------------------------------------------
PERSON WITH SHARED DISPOSITIVE POWER
8 0
- -------- -----------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,415,771*
- -------- -----------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES |_|
- -------- -----------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.5%**
- -------- -----------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
HC, BK, CO
- -------- -----------------------------------------------------------------------
* The figure represents 1,382,350 shares of convertible preferred stock and
3,700 shares of Common Stock.
** The percentage reflects the adjustment of outstanding shares to include the
number of shares of Common Stock which would be receivable by the Reporting
Person if it were to convert all of its shares of convertible preferred stock
into Common Stock.
Item 1(a). Name of Issuer:
SL Green Realty Corp. (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices:
The address of the Issuer's principal executive offices is 420
Lexington Avenue, New York, New York 10170.
Item 2(a). Name of Person Filing:
This statement is filed on behalf of Deutsche Bank AG (the
"Reporting Person").
Item 2(b). Address of Principal Business Office or, if none, Residence:
The principal place of business of the Reporting Person is
Taunusanlage 12, D-60325, Frankfurt am Main, Federal Republic of Germany.
Item 2(c). Citizenship:
The citizenship of the Reporting Person is set forth on the cover
page.
Item 2(d). Title of Class of Securities:
The title of the securities is Common Stock (the "Common Stock").
Item 2(e). CUSIP Number:
The CUSIP number of the Common Stock is set forth on the cover
page.
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the
Act;
(b) |_| Bank as defined in section 3(a)(6) of the Act;
(c) |_| Insurance Company as defined in section 3(a)(19) of the
Act;
(d) |_| Investment Company registered under section 8 of the
Investment Company Act of 1940;
(e) |_| An investment adviser in accordance with Rule 13d-1
(b)(1)(ii)(E);
(f) |_| An employee benefit plan, or endowment fund in
accordance with Rule 13d-1 (b)(1)(ii)(F);
(g) |_| A parent holding company or control person in
accordance with Rule 13d-1 (b)(1)(ii)(G);
(h) |_| A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act;
(i) |_| A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940;
(j) |_| Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1 (c), check this box. |X|
Item 4. Ownership.
(a) Amount beneficially owned:
The Reporting Person owns the amount of the Common Stock as set
forth on the cover page.
(b) Percent of class:
The Reporting Person owns the percentage of the Common Stock as
set forth on the cover page.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
The Reporting Person has the sole power to vote or direct
the vote of the Common Stock as set forth on the cover page.
(ii) shared power to vote or to direct the vote:
The Reporting Person has the shared power to vote or direct
the vote of the Common Stock as set forth on the cover page.
(iii) sole power to dispose or to direct the disposition of:
The Reporting Person has the sole power to dispose or direct
the disposition of the Common Stock as set forth on the cover
page.
(iv) shared power to dispose or to direct the disposition of:
The Reporting Person has the shared power to dispose or
direct the disposition of the Common Stock as set forth on the
cover page.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 9, 2001
DEUTSCHE BANK AG
By: /s/ Christoph Kirschhofer
------------------------------------
Name: Christoph Kirschhofer
Title: Director
By: /s/ Hagen Repke
-------------------------------------
Name: Hagen Repke
Title: Vice President