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                                 UNITED STATES
                       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) May 21, 2004

                              BRE Properties, Inc.
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             (Exact name of registrant as specified in its charter)

          Maryland                      1-14306                  94-1722214
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(State or other jurisdiction       (Commission File             (IRS Employer
     of incorporation)                  Number)              Identification No.)

44 Montgomery Street, 36th floor, San Francisco, CA              94104-4809
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(Address of principal executive offices)                         (Zip Code)

       Registrant's telephone number, including area code (415) 445-6530

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          (Former name or former address if changed since last report)

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Item.5

    On May 21, 2004, we announced that our board of directors approved regular
common and preferred stock dividends for the quarter ended June 30, 2004.
    The common dividend of $0.4875 per share will be payable on June 30, 2004
to shareholders of record as of June 15, 2004. The quarterly dividend payment
is equivalent to $1.95 per share on an annualized basis, and an approximate
5.9% annualized yield, based on yesterday's closing share price of $33.30.
BRE has paid uninterrupted quarterly dividends to shareholders since the
company's founding in 1970.
    Dividends on BRE's 8.08% Series B and 6.75% Series C Cumulative Redeemable
Preferred Stock will be payable on June 30, 2004 to shareholders of record as
of June 15, 2004. The Series B dividend is $0.505 per share; the Series C
dividend is $0.421875 per share.

    About BRE Properties
    BRE Properties -- a real estate investment trust -- develops, acquires and
manages apartment communities convenient to its Customers' work, shopping,
entertainment and transit in supply-constrained Western U.S. markets. BRE
directly owns and operates 84 apartment communities totaling 23,493 units in
California, Arizona, Washington, Utah and Colorado. The company currently has
eight other apartment communities in various stages of development and
construction, totaling 1,852 units, and joint venture interests in two
additional apartment communities, totaling 488 units. Additional information
about BRE is available at www.breproperties.com.


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                                   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.

                                                         (Registrant)

                       Date: May 21, 2004        By:  /s/ Edward F. Lange, Jr.
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