UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 23, 2004 VORNADO OPERATING COMPANY (Exact name of registrant as specified in charter) Delaware 001-14525 22-3569068 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 888 Seventh Avenue 10019 New York, New York (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (212) 894-7000 Former name or former address, if changed since last report: N/A Item 5. Other Events and Regulation FD Disclosure On February 23, 2004, Vornado Operating Company and Crescent Operating, Inc. issued a joint press release. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference. Item 7. Financial Statements and Exhibits (c) Exhibits The following document is filed as an exhibit to this report: 99.1 - Press release, dated February 23, 2004 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 thereunto duly authorized. VORNADO OPERATING COMPANY ---------------------------------- (Registrant) By: /s/ Joseph Macnow ------------------------------- Joseph Macnow Executive Vice President - Finance and Administration and Chief Financial Officer Date: February 23, 2004