UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 20549





FORM 10-Q/A


(Amendment No. 1)





xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended March 31, 2015.


 ̈TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from  to  .


Commission File Number 1-31824





FIRST POTOMAC REALTY TRUST


(Exact name of registrant as specified in its charter)





MARYLAND37-1470730(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)


7600 Wisconsin Avenue, 11 th Floor, Bethesda, MD 20814


(Address of principal executive offices) (Zip Code)


(301) 986-9200


(Registrant’s telephone number, including area code)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    YES x NO  ̈


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    YES x NO  ̈


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filter,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large Accelerated FilerxAccelerated Filer ̈Non-Accelerated Filer ̈Smaller Reporting Company ̈


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    YES  ̈ NO x


As of April 29, 2015, there were 58,726,808 common shares, par value $0.001 per share, outstanding.





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EXPLANATORY NOTE





This Amendment No. 1 (“Amendment No. 1”) amends the Quarterly Report on Form 10-Q of First Potomac Realty Trust (the “Company”) for the quarterly period ended March 31, 2015, originally filed with the Securities and Exchange Commission (the “SEC”) on May 1, 2015 (the “Original Filing”).  The Company is filing this Amendment No. 1 solely to correct an inadvertent typographical error in the certification of the Company’s Chief Financial Officer required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, which was filed as Exhibit 31.2. Except as described above, no other changes have been made to the Original Filing and the Company has not updated the disclosure contained herein to reflect events that have occurred since the Original Filing. Accordingly, this amendment should be read in conjunction with the Original Filing and any of the Company’s other filings made with the SEC subsequent to the Original Filing.























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SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.





FIRST POTOMAC REALTY TRUSTDate: October 1, 2015/s/ Douglas J. DonatelliDouglas J. DonatelliChief Executive OfficerDate: October 1, 2015/s/ Andrew P. BlocherAndrew P. BlocherExecutive Vice President and Chief Financial Officer








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EXHIBIT INDEX








Exhibit NumberDescription31.1Section 302 Certification of Chief Executive Officer.31.2Section 302 Certification of Chief Financial Officer.