Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Weinberg David S
2. Date of Event Requiring Statement (Month/Day/Year)
05/23/2014
3. Issuer Name and Ticker or Trading Symbol
CommonWealth REIT [CWH]
(Last)
(First)
(Middle)
C/O COMMONWEALTH REIT, TWO NORTH RIVERSIDE PLAZA, SUITE 600
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & Chief Operating Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
06/02/2014
(Street)

CHICAGO, IL 60606
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Call Option (right to buy) 03/26/2014 07/22/2014 Common shares 2,380,952 (1) (2) $ 21 I See footnotes (1) (2)
Call Option (right to buy) 03/26/2014 07/22/2014 Common shares 1,666,666 (1) (2) $ 24 I See footnotes (1) (2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Weinberg David S
C/O COMMONWEALTH REIT
TWO NORTH RIVERSIDE PLAZA, SUITE 600
CHICAGO, IL 60606
      EVP & Chief Operating Officer  

Signatures

/s/ Orrin S. Shifrin, attorney-in-fact 06/23/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The reporting person disclaims beneficial ownership of these securities, which represent options to purchase shares of the Issuer that were granted by Related Fund Management, LLC ("Related") and Corvex Management LP ("Corvex") to EGI-CW Holdings, L.L.C. ("EGI-CW") pursuant to an agreement entered into between Related, Corvex and EGI-CW on February 11, 2014. EGI-CW is indirectly controlled by Chai Trust Company, LLC, an Illinois limited liability company ("Chai"). On June 2, 2014, the date the original Form 3 to which this amendment relates was filed, the reporting person had an indirect pecuniary interest in the options through his interest in EGI Fund (11-13) Investors, L.L.C. ("EGI (11-13)"), which is the Managing Member of EGI-CW.
(2) On June 19, 2014, subsequent to the date of the original Form 3, the reporting person became a member of EGI-CW, effective as of February 5, 2014, thereby resulting in the reporting person having an additional reportable indirect pecuniary interest in the options as of the date on which the reporting person became an officer of the Company. The reporting person is not an officer or a director of EGI-CW, EGI (11-13), Chai, or any other controlling person of EGI-CW, and does not have voting or dispositive power over the options, and therefore disclaims beneficial ownership thereof, except to the extent of his pecuniary interest therein.

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