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 24, 1996



                         CARRAMERICA REALTY CORPORATION
               --------------------------------------------------
             (Exact name of registrant as specified in its charter)


         Maryland                     1-11706                    52-1796339
----------------------------       -------------          ----------------------
(State or Other Jurisdiction        (Commission               (IRS Employer
of Incorporation)                   File Number)          Identification Number)


1700 Pennsylvania Avenue, N.W., Washington, D.C.                     20006
------------------------------------------------                  -------------
(Address of Principal Executive Offices)                          (Zip Code)

The Registrant's telephone number, including area code:  (202) 624-7500
                                                         ---------------

<PAGE>


Item 7.           Financial Statements and Exhibits.


Exhibit
Number              Exhibit
------              -------

5                   Opinion  of Hogan &  Hartson  L.L.P.,  which is being  filed
                    pursuant  to  Regulation  601(b)(5)  as an  exhibit  to  the
                    Registrant's  registration  statement on Form S-3,  file no.
                    333-04519, under the Securities Act of 1933, as amended.

10                  Form of Stock  Purchase  Agreement  between  the Company and
                    prospective  purchasers  of Series A Cumulative  Convertible
                    Redeemable  Preferred  Stock of the Company,  which is being
                    filed pursuant to Regulation 601(b)(5) as an exhibit to  the
                    Registratant's registration statement on Form S-3,  file no.
                    333-04519, under the Securities Act of 1933, as amended.


                                   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.




Date:  October 25, 1996                      CARRAMERICA  REALTY CORPORATION


                                             By:   /s/ Brian K. Fields
                                                   -------------------
                                                   Brian K. Fields
                                                   Chief Financial Officer
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{"company-data": {"conformed-name": "CARRAMERICA REALTY CORP", "cik": "0000893577", "assigned-sic": "6798", "irs-number": "521796339", "state-of-incorporation": "MD", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-11706", "film-number": "96648157"}, "business-address": {"street1": "1700 PENNSYLVANIA AVE N W", "city": "WASHINGTON", "state": "DC", "zip": "20006", "phone": "2026247500"}, "mail-address": {"street1": "1700 PENNSYLVANIA AVENUE", "street2": "SUITE 700", "city": "WASHINGTON", "state": "DC", "zip": "20006"}, "former-company": {"former-conformed-name": "CARR REALTY CORP", "date-changed": "19940218"}}
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 24, 1996

                         CARRAMERICA REALTY CORPORATION
               --------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Maryland                     1-11706                    52-1796339
----------------------------       -------------          ----------------------
(State or Other Jurisdiction        (Commission               (IRS Employer
of Incorporation)                   File Number)          Identification Number)

1700 Pennsylvania Avenue, N.W., Washington, D.C.                     20006
------------------------------------------------                  -------------
(Address of Principal Executive Offices)                          (Zip Code)

The Registrant's telephone number, including area code:  (202) 624-7500
                                                         ---------------
Item 7.           Financial Statements and Exhibits.

Exhibit
Number              Exhibit
------              -------

5                   Opinion  of Hogan &  Hartson  L.L.P.,  which is being  filed
                    pursuant  to  Regulation  601(b)(5)  as an  exhibit  to  the
                    Registrant's  registration  statement on Form S-3,  file no.
                    333-04519, under the Securities Act of 1933, as amended.

10                  Form of Stock  Purchase  Agreement  between  the Company and
                    prospective  purchasers  of Series A Cumulative  Convertible
                    Redeemable  Preferred  Stock of the Company,  which is being
                    filed pursuant to Regulation 601(b)(5) as an exhibit to  the
                    Registratant's registration statement on Form S-3,  file no.
                    333-04519, under the Securities Act of 1933, as amended.

                                   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.

Date:  October 25, 1996                      CARRAMERICA  REALTY CORPORATION

                                             By:   /s/ Brian K. Fields
                                                   -------------------
                                                   Brian K. Fields
                                                   Chief Financial Officer