Filed Pursuant to 424(b)(3)
                                                           File Number 333-56908

PROSPECTUS SUPPLEMENT
(To Prospectus Dated June 19, 2001)


                        FEDERAL REALTY INVESTMENT TRUST

     As described under the caption "The Offering" on page 3 of our prospectus
dated June 19, 2001, the contracts we entered into for the acquisitions of two
corporations that had been our partners since 1996 in the ownership of several
properties located in Santa Monica and San Diego, contained an earnout
provision.  Under this provision, we assumed the obligation to issue additional
common shares to the selling shareholders named in the prospectus with a value
of up to $237,514 if the selling shareholders and we were able to relet spaces
in the Santa Monica properties on terms more favorable to us than the terms on
which the spaces were previously leased.

     This prospectus supplement is being prepared as a result of our issuance to
the selling shareholders named in the prospectus pursuant to this earnout
provision of an aggregate of 7,120 additional common shares.  These earnout
shares had an aggregate value, based on the average of the closing prices of our
common shares on the New York Stock Exchange over the 30 consecutive trading
days during the period ending December 6, 2001, of $188,218.50.

     The following table shows:

     . the number of additional common shares each of the selling shareholders
       have acquired as a result of the earnout; and

     . the total number of shares currently held by each selling shareholder,
       giving effect to prior sales made pursuant to the prospectus, and offered
       hereby.

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                            Number of Shares Acquired    Number of Shares Owned
Name of Selling Shareholder        in Earnout              and Offered Hereby
- -------------------------------------------------------------------------------
Richard Ressler                       3,560                      167,618
- -------------------------------------------------------------------------------
Shaul Kuba                            1,780                       83,809
- -------------------------------------------------------------------------------
Avraham Shemesh                       1,780                       83,809
- -------------------------------------------------------------------------------
    Total                             7,120                      335,236
- -------------------------------------------------------------------------------

     All of the offered shares may be offered by the selling shareholders. The
address for each selling shareholder is c/o CIM Group, LLC, 6922 Hollywood
Boulevard, Suite 900, Los Angeles, California, 90028. Since the selling
shareholders may sell all, some or none of the offered shares, no estimate can
be made of the number of offered shares that will be sold by the selling
shareholders or that will be owned by the selling shareholders upon completion
of the offering. The offered shares represent less than 1% of our common shares
outstanding as of the date of this prospectus supplement.

         The date of this Prospectus Supplement is December 21, 2001.