Item 1.01 Entry into a Material Definitive Agreement



On January 5, 2023 ("Effective Date"), American Assets Trust, Inc. (the
"Company") and American Assets Trust, L.P. (the "Operating Partnership") entered
into the Amended and Restated Term Loan Agreement ("Amended and Restated Term
Loan Agreement") with the lenders party thereto, and U.S. Bank National
Association, as Administrative Agent, which amends and restates the Term Loan
Agreement dated as of March 1, 2016, as amended.

As of the Effective Date, the Amended and Restated Term Loan Agreement increased
the aggregate, unsecured borrowings from $150 million to $225 million (as
amended and restated, the "Term Loan") and extended the maturity date of the
Term Loan from March 1, 2023 to January 5, 2025, with one, twelve-month
extension option, subject to certain conditions. The Term Loan was fully drawn
as of the Effective Date.

Additionally, as of the Effective Date, borrowings under the Amended and
Restated Term Loan Agreement bear interest at floating rates equal to, at the
Operating Partnership's option, either (1) the greater of (a) zero and (b) the
applicable Secured Overnight Financing Rate ("SOFR") for an interest period of
one, three or six months, as selected by the Operating Partnership, plus a SOFR
adjustment and a spread (based on the Operating Partnership's consolidated
leverage ratio and applicable year of the Term Loan) ranging from 1.20% to
1.90%, or (2) a base rate equal to the highest of (a) 1.0%, (b) the prime rate,
(c) the federal funds rate plus 50 bps and (d) the one-month SOFR, plus a SOFR
adjustment and 100 bps, plus, in each case, a spread (based on the Operating
Partnership's consolidated leverage ratio and applicable year of the Term Loan)
ranging from 0.20% to 0.90%. Additionally, the Operating Partnership may elect
for borrowings to bear interest based on a ratings-based pricing grid based on
the Operating Partnership's then-applicable investment grade debt ratings under
the terms set forth in the Amended and Restated Term Loan Agreement.

Prior to entering into the Amended and Restated Term Loan Agreement, the
Operating Partnership entered into interest rate swaps that are intended to fix
the interest rate associated with the Term Loan at approximately (1) 5.47% for
the first year of the Term Loan and (2) 5.57% for the second year of the Term
Loan, subject to adjustments based on the Company's consolidated leverage ratio.

Certain of the banks and financial institutions that are parties to the Amended
and Restated Term Loan Agreement and their respective affiliates have in the
past provided, are currently providing, and in the future may continue to
provide investment banking, commercial banking and other financial services to
the Company, Operating Partnership and their affiliates in the ordinary course
of business for which they have received and will receive customary
compensation.

The foregoing description of the Amended and Restated Term Loan Agreement does
not purport to be complete and is qualified in its entirety by reference to the
full text of the Amended and Restated Term Loan Agreement, which is filed as
Exhibit 10.1 hereto, and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant

The terms of the direct financial obligations are summarized in Item 1.01 of this Form 8-K and are incorporated by reference into this Item 2.03.

Item 7.01 Regulation FD Disclosure.



On January 5, 2023, the Company and Operating Partnership issued a press release
announcing the Amended and Restated Term Loan Agreement. A copy of the press
release is attached hereto as Exhibit 99.1. The information contained in Item
7.01 of this Current Report, including Exhibit 99.1, is being furnished and
shall not be deemed "filed" for any purposes, including for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section. Such information shall not be
incorporated by reference into any filing of the Company and Operating
Partnership, whether made before or after the date hereof, regardless of any
general incorporation language in such filing. .

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

The following exhibits are filed herewith:

Exhibit Number Exhibit Description


      10.1*               Amended and Restated Term Loan Agreement dated

January 5, 2023, by and among


                        the Company, the Operating Partnership, each lender

from time-to-time party


                        thereto, and U.S. Bank National Association, as Administrative Agent
      99.1*               Press release issued by American Assets Trust, Inc. on January 5,
                        202    3    .


*  Furnished herewith



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