Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
FASCITELLI MICHAEL D
  2. Issuer Name and Ticker or Trading Symbol
GMH Communities Trust [GCT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O GMH COMMUNITIES TRUST, 10 CAMPUS BOULEVARD
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2005
(Street)

NEWTOWN SQUARE, PA 19073
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 08/10/2005   A   3,500 (3) A (2) 3,500 (3) D (3)  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Partnership Units (1) (1)               (1)   (1) Common Shares (1) 0 (1)   0 (1) I By Vornado Realty Trust (1)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FASCITELLI MICHAEL D
C/O GMH COMMUNITIES TRUST
10 CAMPUS BOULEVARD
NEWTOWN SQUARE, PA 19073
  X      

Signatures

 /s/ Michael D. Fascitelli   08/12/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Mr. Fascitelli is a Trustee and the President of Vornado Realty Trust. Vornado Realty Trust and its subsidiaries own, as of the date hereof, 6,666,667 units of limited partnership interest ("Unit") in GMH Communities Trust, 671,190 Units redemable for an equivalent number of Common Shares commencing November 2, 2005, and a warrant currently exercisable for 5,762,694 Common Shares or Units at price per Common Share or Unit of $8.68. Mr. Fascitelli disclaims beneficial ownership of any of these securities except to the extent he has any pecuniary interest therein.
(2) Constitutes restricted shares granted under the GMH Communities Trust Equity Incentive Plan, which shares will vest in annual installments over three years. The shares were granted in connection with the appointment of Mr. Fascitelli to the Board of Trustees on August 10, 2005.
(3) Mr. Fascitelli holds such restricted common shares for the benefit of Vornado Realty Trust and disclaims beneficial ownership except to the extent he has any pecuniary interest therein.

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