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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2004

OR

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                           to                          .

Part I - Financial Information

Item 1. Financial Statements

Condensed Consolidated Balance Sheets as of
March 31, 2004 (Unaudited) and December 31, 2003

Condensed Consolidated Statements of Operations (Unaudited)
for the three months ended March 31, 2004 and 2003

Condensed Consolidated Statements of Cash Flows (Unaudited)
for the three months ended March 31, 2004 and 2003

Condensed Consolidated Statement of Shareholders’ Equity
(Unaudited) for the three months ended March 31, 2004

Notes to Condensed Consolidated Financial Statements (Unaudited)

Independent Accountants’ Review Report

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3.Quantitative and Qualitative Disclosures About Market Risk

Item 4. Controls and Procedures

Part II - Other Information

Item 1.

Legal Proceedings

Item 2.

Changes in Securities

Item 3.

Defaults Upon Senior Securities

Item 4.

Submission of Matters to a Vote of Security Holders

Item 5.

Other Information

Item 6.

Exhibits and Reports on Form 8-K

March 31,
2004

December 31,
2003

(Unaudited)

ASSETS

Real estate investments:

Land and improvements

$

652,791

$

641,544

Buildings and tenant improvements

4,534,277

4,452,624

Construction in progress

60,543

119,441

Investments in unconsolidated companies

292,962

295,837

Land held for development

302,455

314,996

5,843,028

5,824,442

Accumulated depreciation

(709,921

)

(677,357

)

Net real estate investments

5,133,107

5,147,085

Cash and cash equivalents

11,899

12,632

Accounts receivable, net of allowance of $1,881 and $2,430

16,431

16,215

Straight-line rent receivable, net of allowance of $1,240 and $1,240

75,969

71,049

Receivables on construction contracts, including retentions

42,922

44,905

Deferred financing costs, net of accumulated amortization of $8,693 and $10,703

16,313

13,421

Deferred leasing and other costs, net of accumulated amortization of $73,361 and $67,317

165,040

158,562

Escrow deposits and other assets

164,783

97,380

$

5,626,464

$

5,561,249

LIABILITIES AND SHAREHOLDERS’ EQUITY

Indebtedness:

Secured debt

$

206,849

$

208,649

Unsecured notes

1,965,821

1,775,887

Unsecured lines of credit

230,000

351,000

2,402,670

2,335,536

Construction payables and amounts due subcontractors, including retentions

55,854

60,789

Accounts payable

1,275

2,268

Accrued expenses:

Real estate taxes

59,886

52,958

Interest

24,670

33,259

Other

36,668

51,808

Other liabilities

102,833

107,113

Tenant security deposits and prepaid rents

43,849

37,975

Total liabilities

2,727,705

2,681,706

Minority interest

205,808

212,794

Shareholders’ equity:

Preferred shares ($.01 par value); 5,000 shares authorized; 1,565 and
1,898 shares issued and outstanding

457,250

540,508

Common shares ($.01 par value); 250,000 shares authorized;
141,993 and 136,594 shares issued and outstanding

1,420

1,366

Additional paid-in capital

2,519,714

2,379,817

Accumulated other comprehensive income (loss)

(118

)

—

Distributions in excess of net income

(285,315

)

(254,942

)

Total shareholders’ equity

2,692,951

2,666,749

$

5,626,464

$

5,561,249

Three Months Ended

2004

2003

RENTAL OPERATIONS:

Revenues:

Rental income from continuing operations

$

186,825

$

176,341

Equity in earnings of unconsolidated companies

4,525

4,269

191,350

180,610

Operating expenses:

Rental expenses

40,306

39,593

Real estate taxes

21,518

19,991

Interest expense

33,222

31,952