<PAGE>

                       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 10, 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>


                    INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.           Changes in Control of Registrant.
- ---------------------------------------------------
                  Not applicable.

Item 2.           Acquisition or Disposition of Assets.
- -------------------------------------------------------
                  Not applicable.

Item 3.           Bankruptcy or Receivership.
- ---------------------------------------------
                  Not applicable.

Item 4.           Changes in Registrant's Certifying Accountant.
- ----------------------------------------------------------------
                  Not applicable.

Item 5.           Other Events.
- -------------------------------

                  CarrAmerica  Realty  Corporation  (the  "Company") has entered
into contracts to acquire ten office  properties,  certain land and an option to
acquire certain additional land in Austin, Texas for an aggregate purchase price
of approximately $100 million.  The consideration for these acquisitions will be
paid through a combination of cash, repayment of seller  indebtedness,  issuance
of units of limited  partnership  interest in CarrAmerica  Realty,  L.P. and the
assumption  of  approximately  $9.7  million in debt that bears  interest  at an
annual  rate of 7.375% and  matures  in 1999.  The ten  office  properties  (the
"Littlefield  Portfolio")  contain  approximately  894,000 square feet of space.
Seven of the office properties  containing  approximately 481,000 square feet of
space are located in suburban Austin's  Northwest and Southwest  sub-markets and
three of the office properties  containing  approximately 413,000 square feet of
space are located in Austin's  central business  district.  As of June 30, 1996,
the office properties were 78% leased to over 100 tenants,  including such major
tenants as Holt,  Reinhart & Wilson,  a publishing  company  (occupying  103,000
square  feet or 12% of the  total  space),  First  USA,  a credit  card  service
(occupying  65,000  square feet or 7% of the total space),  and Blue  Cross/Blue
Shield,  an insurance  company  (occupying 32,000 square feet or 4% of the total
space).  In  addition,  the Company  will  acquire  land which will  support the
development  of up to  approximately  730,000 square feet of office space and an
option  to  purchase  land  which  will  support  the   development   of  up  to
approximately  750,000 square feet of office space, all of which land is located
in  suburban  Austin's  Northwest  sub-market.  Closing  of the  transaction  is
currently scheduled for late July 1996. The Littlefield Portfolio acquisition is
subject to  completion  of due  diligence,  approval by the  Company's  Board of
Directors, the obtaining of certain seller-related consents and the satisfaction
of certain other conditions, and there can be no assurance that this transaction
will be consummated.


                                      - 2 -

<PAGE>

                  Encompassing such large corporate users as Microsoft,  IBM and
Texas  Instruments,  Austin's  office market contains  approximately  20 million
square feet, with a vacancy rate of 20.4%,  18.0%, 14.9%, 12.4%, and 11.2% as of
December  31 in  each  of  1991  through  1995,  respectively.  The  Company  is
concentrating  its acquisitions of office properties and land in two of Austin's
suburban  sub-markets,  the Northwest and Southwest  sub-markets.  The Northwest
sub-market contains approximately 8 million square feet of office space. Vacancy
rates in this sub-market were 19.8%, 14.6%, 10.5%, 6.7%, and 5.9% as of December
31 in each of 1991 through 1995, respectively. The Southwest sub-market contains
approximately  3 million  square  feet of office  space.  Vacancy  rates in this
sub-market  were 14.9%,  8.1%,  5.9%, 4.4% and 3.7% as of December 31 in each of
December 1991 through 1995,  respectively.  Austin's central  business  district
sub-market contains approximately 7 million square feet of office space. Vacancy
rates in this  sub-market  were  24.1%,  25.2%,  23.1%,  22.1%  and  19.8% as of
December 31 in each of 1991 through  1995,  respectively.  (Market data has been
obtained from CB Commercial/Torto Wheaton Research.)


Item 6.           Resignations of Registrant's Directors.
- ---------------------------------------------------------
                  Not applicable.

Item 7.           Financial Statements and Exhibits.
- ----------------------------------------------------

                  (a) Financial Statements.
                      ---------------------
                  None.

                  (b) Pro forma financial information.
                      --------------------------------
                  None.

                  (c) Exhibits.
                      ---------
                  None.

Item 8.           Change in Fiscal Year
- ---------------------------------------
                  Not applicable.


                                     - 3 -
<PAGE>




         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:  July 10, 1996                           CARRAMERICA  REALTY CORPORATION



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



                                     - 4 -


<PAGE>
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 6990}]
{"company-data": {"conformed-name": "CARRAMERICA REALTY CORP", "cik": "0000893577", "assigned-sic": "6500", "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": "96592648"}, "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): July 10, 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
INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.           Changes in Control of Registrant.
- ---------------------------------------------------
                  Not applicable.

Item 2.           Acquisition or Disposition of Assets.
- -------------------------------------------------------
                  Not applicable.

Item 3.           Bankruptcy or Receivership.
- ---------------------------------------------
                  Not applicable.

Item 4.           Changes in Registrant's Certifying Accountant.
- ----------------------------------------------------------------
                  Not applicable.

Item 5.           Other Events.
- -------------------------------

                  CarrAmerica  Realty  Corporation  (the  "Company") has entered
into contracts to acquire ten office  properties,  certain land and an option to
acquire certain additional land in Austin, Texas for an aggregate purchase price
of approximately $100 million.  The consideration for these acquisitions will be
paid through a combination of cash, repayment of seller  indebtedness,  issuance
of units of limited  partnership  interest in CarrAmerica  Realty,  L.P. and the
assumption  of  approximately  $9.7  million in debt that bears  interest  at an
annual  rate of 7.375% and  matures  in 1999.  The ten  office  properties  (the
"Littlefield  Portfolio")  contain  approximately  894,000 square feet of space.
Seven of the office properties  containing  approximately 481,000 square feet of
space are located in suburban Austin's  Northwest and Southwest  sub-markets and
three of the office properties  containing  approximately 413,000 square feet of
space are located in Austin's  central business  district.  As of June 30, 1996,
the office properties were 78% leased to over 100 tenants,  including such major
tenants as Holt,  Reinhart & Wilson,  a publishing  company  (occupying  103,000
square  feet or 12% of the  total  space),  First  USA,  a credit  card  service
(occupying  65,000  square feet or 7% of the total space),  and Blue  Cross/Blue
Shield,  an insurance  company  (occupying 32,000 square feet or 4% of the total
space).  In  addition,  the Company  will  acquire  land which will  support the
development  of up to  approximately  730,000 square feet of office space and an
option  to  purchase  land  which  will  support  the   development   of  up  to
approximately  750,000 square feet of office space, all of which land is located
in  suburban  Austin's  Northwest  sub-market.  Closing  of the  transaction  is
currently scheduled for late July 1996. The Littlefield Portfolio acquisition is
subject to  completion  of due  diligence,  approval by the  Company's  Board of
Directors, the obtaining of certain seller-related consents and the satisfaction
of certain other conditions, and there can be no assurance that this transaction
will be consummated.

                                      - 2 -
Encompassing such large corporate users as Microsoft,  IBM and
Texas  Instruments,  Austin's  office market contains  approximately  20 million
square feet, with a vacancy rate of 20.4%,  18.0%, 14.9%, 12.4%, and 11.2% as of
December  31 in  each  of  1991  through  1995,  respectively.  The  Company  is
concentrating  its acquisitions of office properties and land in two of Austin's
suburban  sub-markets,  the Northwest and Southwest  sub-markets.  The Northwest
sub-market contains approximately 8 million square feet of office space. Vacancy
rates in this sub-market were 19.8%, 14.6%, 10.5%, 6.7%, and 5.9% as of December
31 in each of 1991 through 1995, respectively. The Southwest sub-market contains
approximately  3 million  square  feet of office  space.  Vacancy  rates in this
sub-market  were 14.9%,  8.1%,  5.9%, 4.4% and 3.7% as of December 31 in each of
December 1991 through 1995,  respectively.  Austin's central  business  district
sub-market contains approximately 7 million square feet of office space. Vacancy
rates in this  sub-market  were  24.1%,  25.2%,  23.1%,  22.1%  and  19.8% as of
December 31 in each of 1991 through  1995,  respectively.  (Market data has been
obtained from CB Commercial/Torto Wheaton Research.)

Item 6.           Resignations of Registrant's Directors.
- ---------------------------------------------------------
                  Not applicable.

Item 7.           Financial Statements and Exhibits.
- ----------------------------------------------------

                  (a) Financial Statements.
                      ---------------------
                  None.

                  (b) Pro forma financial information.
                      --------------------------------
                  None.

                  (c) Exhibits.
                      ---------
                  None.

Item 8.           Change in Fiscal Year
- ---------------------------------------
                  Not applicable.

                                     - 3 -
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:  July 10, 1996                           CARRAMERICA  REALTY CORPORATION

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

                                     - 4 -