BOSTON PROPERTIES INC - FORM 8-K - EX-99.1 - BOSTON PROPERTIES, INC. SUPPLEMENTAL OPERATING AND FINANCIAL DATA

Attached files

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8-K - FORM 8-K - BOSTON PROPERTIES INC	d8k.htm
EX-99.2 - PRESS RELEASE - BOSTON PROPERTIES INC	dex992.htm

Exhibit 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended March 31, 2010

Boston Properties, Inc.

First Quarter 2010

Table of Contents


		*Page*
Company Profile		3
Investor Information		4
Research Coverage		5
Financial Highlights		6
Consolidated Balance Sheets		7
Consolidated Income Statements		8
Funds From Operations		9
Reconciliation to Diluted Funds From Operations		10
Funds Available for Distribution and Interest Coverage Ratios		11
Capital Structure		12
Debt Analysis		13-15
Unconsolidated Joint Ventures		16-17
Value-Added Fund		18
Portfolio Overview-Square Footage		19
In-Service Property Listing		20-22
Top 20 Tenants and Tenant Diversification		23
Office Properties-Lease Expiration Roll Out		24
Office/Technical Properties-Lease Expiration Roll Out		25
Retail Properties - Lease Expiration Roll Out		26
Grand Total - Office, Office/Technical, Industrial and Retail Properties		27
Greater Boston Area Lease Expiration Roll Out		28-29
Washington, D.C. Area Lease Expiration Roll Out		30-31
San Francisco Area Lease Expiration Roll Out		32-33
Midtown Manhattan Area Lease Expiration Roll Out		34-35
Princeton Area Lease Expiration Roll Out		36-37
CBD/Suburban Lease Expiration Roll Out		38-39
Hotel Performance and Occupancy Analysis		40
Same Property Performance		41
Reconciliation to Same Property Performance and Net Income		42-43
Leasing Activity		44
Capital Expenditures, Tenant Improvements and Leasing Commissions		45
Acquisitions/Dispositions		46
Value Creation Pipeline - Construction in Progress		47
Value Creation Pipeline - Land Parcels and Purchase Options		48
Definitions		49-50

This supplemental package contains forward-looking statements within the meaning of the Federal securities laws. You can identify these statements by our use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects,” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Boston Properties’ control and could materially affect actual results, performance or achievements. These factors include, without limitation, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the ability of our joint venture partners to satisfy their obligations, the costs and availability of financing, the effectiveness of our interest rate hedging programs, the effects of local economic and market conditions, the effects of acquisitions, dispositions and possible impairment charges on our operating results, the impact of newly adopted accounting principles on the Company’s accounting policies and on period-to-period comparisons of financial results, regulatory changes and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. Boston Properties does not undertake a duty to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Boston Properties, Inc.

First Quarter 2010

COMPANY PROFILE

The Company

Boston Properties, Inc. (the “Company”), a self-administered and self-managed real estate investment trust (REIT), is one of the largest owners, managers, and developers of first-class office properties in the United States, with a significant presence in five markets: Boston, Washington, D.C., Midtown Manhattan, San Francisco, and Princeton, N.J. The Company was founded in 1970 by Mortimer B. Zuckerman and Edward H. Linde in Boston, where it maintains its headquarters. Boston Properties became a public company in June 1997. The Company acquires, develops, and manages its properties through full-service regional offices. Its property portfolio is comprised primarily of first-class office space, one hotel, two residential properties and three retail properties. Boston Properties is well-known for its in-house building management expertise and responsiveness to tenants’ needs. The Company holds a superior track record in developing premium Central Business District (CBD) office buildings, suburban office centers and build-to-suit projects for the U.S. government and a diverse array of creditworthy tenants.

Management

Boston Properties’ senior management team is among the most respected and accomplished in the REIT industry. Our deep and talented team of thirty-four individuals average twenty-six years of real estate experience and sixteen years with Boston Properties. We believe that our size, management depth, financial strength, reputation, and relationships of key personnel provide a competitive advantage to realize growth through property development and acquisitions. Boston Properties benefits from the reputation and relationships of key personnel, including Mortimer B. Zuckerman, Chairman of our Board of Directors and Chief Executive Officer, Douglas T. Linde, our President, E. Mitchell Norville, our Chief Operating Officer and Executive Vice President, Raymond A. Ritchey, our Executive Vice President and National Director of Acquisitions and Development and Michael E. LaBelle, our Chief Financial Officer. Each has a national reputation, which attracts business and investment opportunities. In addition, other senior officers that serve as Regional Managers have strong reputations that aid us in identifying and closing on new opportunities, having opportunities brought to us, and negotiating with tenants and build-to-suit prospects. Boston Properties’ Board of Directors consists of eleven distinguished members, the majority of which serve as Independent Directors.

Strategy

Boston Properties’ primary business objective is to maximize return on investment in an effort to provide its stockholders with the greatest possible total return. To achieve this objective, the Company maintains a consistent strategy, which includes: concentrating on a few carefully selected markets - characterized by high barriers to the creation of new supply and strong real estate fundamentals - where tenants have demonstrated a preference for high-quality office buildings and other facilities; selectively acquiring assets which increase its penetration in these select markets; taking on complex, technically-challenging projects that leverage the skills of its management team to successfully develop, acquire, and reposition properties; exploring joint-venture opportunities with partners who seek to benefit from the Company’s depth of development and management expertise; pursuing the sale of properties (on a selective basis) to take advantage of its value creation and the demand for its premier properties; and continuing to enhance the Company’s balanced capital structure through its access to a variety of capital sources.

Snapshot

(as of March 31, 2010)


Corporate Headquarters		Boston, Massachusetts
Markets		Boston, Midtown Manhattan, Washington, D.C., San Francisco, and Princeton, N.J.
Fiscal Year-End		December 31
Total Properties (includes unconsolidated joint ventures, other than the Value-Added Fund)		143
Total Square Feet (includes unconsolidated joint ventures, other than the Value-Added Fund)		50.4 million
Common Shares and Units Outstanding (as converted, but excluding outperformance plan units)		161.9 million
Dividend - Quarter/Annualized		$0.50/$2.00
Dividend Yield		2.65%
Total Combined Market Capitalization		$20.4 billion
Senior Debt Ratings		Baa2 (Moody’s); BBB (Fitch); A- (S&P)

Boston Properties, Inc.

First Quarter 2010

INVESTOR INFORMATION


Board of Directors		Management
Mortimer B. Zuckerman Chairman of the Board and Chief Executive Officer	Fredrick J. Iseman Director	E. Mitchell Norville Executive Vice President, Chief Operating Officer	Robert E. Pester Senior Vice President and Regional Manager of San Francisco

Douglas T. Linde	Alan J. Patricof	Raymond A. Ritchey	Robert E. Selsam
President and Director	Director, Chair of Audit Committee	Executive Vice President, National Director of Acquisitions & Development	Senior Vice President and Regional Manager of New York

Lawrence S. Bacow	Richard E. Salomon	Michael E. LaBelle	Frank D. Burt
Director	Director, Chair of Compensation Committee	Senior Vice President, Chief Financial Officer	Senior Vice President, General Counsel

Zoë Baird	Martin Turchin	Peter D. Johnston	Michael R. Walsh
Director, Chair of Nominating & Corporate Governance Committee	Director	Senior Vice President and Regional Manager of Washington, D.C.	Senior Vice President, Finance

Carol B. Einiger	David A. Twardock	Bryan J. Koop	Arthur S. Flashman
Director	Director	Senior Vice President and Regional Manager of Boston	Vice President, Controller

Dr. Jacob A. Frenkel
Director		Mitchell S. Landis
		Senior Vice President and Regional Manager of Princeton

Company Information
Corporate Headquarters	Trading Symbol	Investor Relations	Inquires
800 Boylston Street	BXP	Boston Properties, Inc.	Inquiries should be directed to
Suite 1900		800 Boylston Street, Suite 1900	Michael Walsh, Senior Vice President, Finance
Boston, MA 02199	Stock Exchange Listing	Boston, MA 02199	at 617.236.3410 or
(t) 617.236.3300	New York Stock Exchange	(t) 617.236.3322	mwalsh@bostonproperties.com
(f) 617.236.3311		(f) 617.236.3311
		www.bostonproperties.com	Arista Joyner, Investor Relations Manager
			at 617.236.3343 or
			ajoyner@bostonproperties.com

Common Stock Data (NYSE: BXP)

Boston Properties’ common stock has the following characteristics (based on information reported by the New York Stock Exchange):


	Q1 2010			Q4 2009			Q3 2009			Q2 2009			Q1 2009
High Closing Price	$	77.14		$	70.80		$	70.55		$	53.01		$	55.55
Low Closing Price	$	62.49		$	57.25		$	43.62		$	34.74		$	31.49
Average Closing Price	$	69.14		$	65.43		$	57.27		$	46.52		$	41.40
Closing Price, at the end of the quarter	$	75.44		$	67.07		$	65.55		$	47.70		$	35.03
Dividends per share - annualized	$	2.00		$	2.00		$	2.00		$	2.00		$	2.72
Closing dividend yield - annualized		2.65	%		2.98	%		3.05	%		4.19	%		7.76	%
Closing common shares outstanding, plus common, preferred and LTIP units on an as-converted basis (but excluding outperformance plan units) (thousands) (1)		161,911			161,571			161,462			161,345			144,069
Closing market value of outstanding shares and units (thousands)	$	12,214,566		$	10,836,567		$	10,583,834		$	7,696,157		$	5,046,737

(1)

For additional detail, see page 12.

Timing

Quarterly results for the remainder of 2010 will be announced according to the following schedule:


Second Quarter		Late July 2010
Third Quarter		Late October 2010
Fourth Quarter		Late January 2011

Boston Properties, Inc.

First Quarter 2010

RESEARCH COVERAGE


Equity Research Coverage
John Eade		Mitch Germain
Argus Research Company		JMP Securities
212.427.7500		212.906.3546

Jeffrey Spector / Jamie Feldman		Anthony Paolone / Michael Mueller
Bank of America-Merrill Lynch		J.P. Morgan Securities
212.449.6329 / 212.449.6339		212.622.6682 / 212.622.6689

Ross Smotrich / Jeff Langbaum		Sheila McGrath / Bill Carrier
Barclays Capital		Keefe, Bruyette & Woods
212.526.2306 / 212.526.0971		212.887.7793 / 212.887.3810

Michael Bilerman / Joshua Attie		Jordan Sadler / Craig Mailman
Citigroup Global Markets		KeyBanc Capital Markets
212.816.1383 / 212.816.1685		917.368.2280 / 917.368.2316

Andrew Rosivach		Robert Stevenson
Credit Suisse		Macquarie Research
415.249-7942		212.857.6168

John Perry		David Rodgers / Mike Carroll
Deutsche Bank Securities		RBC Capital Markets
212.250.4912		440.715.2647 / 440.715.2649

Jay Habermann / Sloan Bohlen		Alexander Goldfarb / James Milam
Goldman Sachs & Company		Sandler O’Neill & Partners
917.343.4260 / 212.902.2796		212.466.7937 / 212.466.8066

Michael Knott / Lukas Hartwich		John Guinee / Erin Aslakson
Green Street Advisors		Stifel, Nicolaus & Company
949.640.8780 / 949.640.8780		443.224.1307 / 443.224.1350

Steve Sakwa / Ian Weissman		Ross Nussbaum / Rob Salisbury
ISI Group		UBS Securities
212.446.9462 / 212.446.9461		212.713.2484 / 212.713.4760

Debt Research Coverage
Thomas Cook		Rating Agencies:
Citi Investment Research
212.723.1112		Janice Svec
		Fitch Ratings
John Giordano		212.908.0304
Credit Suisse Securities
212.538.4935		Karen Nickerson
		Moody’s Investors Service
Mark Streeter		212.553.4924
J.P. Morgan Securities
212.834.5086		James Fielding
		Standard & Poor’s
Thierry Perrein / Jason Jones		212.438.2452
Wells Fargo
704.715.8455 / 704.715.7932

With the exception of Green Street Advisors, an independent research firm, the equity analysts listed above are those analysts that, according to First Call Corporation, have published research material on the Company and are listed as covering the Company. Please note that any opinions, estimates or forecasts regarding Boston Properties’ performance made by the analysts listed above do not represent the opinions, estimates or forecasts of Boston Properties or its management. Boston Properties does not by its reference above imply its endorsement of or concurrence with any information, conclusions or recommendations made by any of such analysts.

Boston Properties, Inc.

First Quarter 2010

FINANCIAL HIGHLIGHTS

(unaudited and in thousands, except per share amounts)

This section includes non-GAAP financial measures, which are accompanied by what we consider the most directly comparable financial measures calculated and presented in accordance with GAAP. Quantitative reconciliations of the differences between the non-GAAP financial measures presented and the most directly comparable GAAP financial measures are shown on pages 9-11. A description of the non-GAAP financial measures we present and a statement of the reasons why management believes the non-GAAP measures provide useful information to investors about the Company’s financial condition and results of operations can be found on pages 49-50.


	Three Months Ended
	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
Selected Items:
Revenue	$	379,781		$	377,912		$	377,303		$	389,490		$	377,544
Straight-line rent (1)	$	29,068		$	13,279		$	16,224		$	12,966		$	16,081
Fair value lease revenue (1) (2)	$	23,319		$	23,705		$	24,343		$	25,421		$	24,660
Company share of funds from operations from unconsolidated joint ventures	$	38,923		$	31,469		$	37,612		$	33,447		$	36,473
Lease termination fees (included in revenue) (1)	$	1,907		$	1,060		$	474		$	14,859		$	1,179
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment (3)	$	10,112		$	9,893		$	9,848		$	9,470		$	9,430
Capitalized interest	$	8,087		$	11,637		$	12,982		$	12,087		$	12,110
Capitalized wages	$	2,524		$	2,929		$	3,037		$	2,923		$	2,375
Operating Margins [(rental revenue - rental expense)/rental revenue] (4)		67.3	%		66.9	%		65.9	%		68.2	%		67.6	%
Impairment losses on investments in unconsolidated joint ventures (5)	$	—		$	6,198		$	—		$	7,357		$	—
Net income attributable to Boston Properties, Inc.	$	52,714		$	53,317		$	65,795		$	67,152		$	44,598
Funds from operations (FFO) attributable to Boston Properties, Inc.	$	149,596		$	146,056		$	158,450		$	166,668		$	134,847
FFO per share - diluted	$	1.07		$	1.04		$	1.13		$	1.32		$	1.11
Net income attributable to Boston Properties, Inc. per share - basic	$	0.38		$	0.38		$	0.47		$	0.54		$	0.37
Net income attributable to Boston Properties, Inc. per share - diluted	$	0.38		$	0.38		$	0.47		$	0.53		$	0.37
Dividends per common share	$	0.50		$	0.50		$	0.50		$	0.50		$	0.68
Funds available for distribution to common shareholders and common unitholders (FAD) (6)	$	55,328		$	120,838		$	129,195		$	141,494		$	129,807
Ratios:
Interest Coverage Ratio (excluding capitalized interest) - cash basis (7)		2.80			3.08			3.50			3.65			3.46
Interest Coverage Ratio (including capitalized interest) - cash basis (7)		2.54			2.67			2.92			3.09			2.93
FFO Payout Ratio		46.73	%		48.08	%		44.25	%		37.88	%		61.26	%
FAD Payout Ratio		145.10	%		66.29	%		61.89	%		56.54	%		74.76	%

	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
Capitalization:
Common Stock Price @ Quarter End	$	75.44		$	67.07		$	65.55		$	47.70		$	35.03
Equity Value @ Quarter End	$	12,214,566		$	10,836,567		$	10,583,834		$	7,696,157		$	5,046,737
Total Consolidated Debt	$	6,674,899		$	6,719,771		$	6,008,990		$	5,957,696		$	6,112,800
Total Consolidated Market Capitalization	$	18,889,465		$	17,556,338		$	16,592,824		$	13,653,853		$	11,159,537
Total Consolidated Debt/Total Consolidated Market Capitalization (8)		35.34	%		38.28	%		36.21	%		43.63	%		54.78	%
BXP’s Share of Joint Venture Debt	$	1,520,976		$	1,555,494		$	1,555,560		$	1,555,344		$	1,554,546
Total Combined Debt	$	8,195,875		$	8,275,265		$	7,564,550		$	7,513,040		$	7,667,346
Total Combined Market Capitalization (9)	$	20,410,440		$	19,111,832		$	18,148,384		$	15,209,196		$	12,714,083
Total Combined Debt/Total Combined Market Capitalization (9) (10)		40.16	%		43.30	%		41.68	%		49.40	%		60.31	%

(1)	Includes the Company’s share of unconsolidated joint venture amounts. For additional detail, see page 17.

(2)	Represents the net adjustment for above- and below-market leases that are being amortized over the terms of the respective leases in place at the property acquisition dates.

(3)

During the first quarter of 2009, the Company adopted the provisions of Accounting Standards Codification (“ASC”) 470-20 “Debt with Conversion and Other Options,” formerly known as FASB Staff Position (“FSP”) No. APB 14-1 “Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)” (“FSP No. APB 14-1”) that requires the liability and equity components of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) to be separately accounted for in a manner that reflects the issuer’s nonconvertible debt borrowing rate.

(4)

Rental Expense consists of operating expenses and real estate taxes. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $9,131, $8,813, $9,641, $8,993 and $9,311 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

(5)

Represents the non-cash impairment losses on the Company’s investments in unconsolidated joint ventures in accordance with guidance included in ASC 323 “Investments-Equity Method and Joint Ventures” (formerly known as APB No. 18, “The Equity Method of Accounting for Investments in Common Stock”) and ASC 360 “Property, Plant and Equipment” (formerly known as SFAS No. 144 “Accounting for the Impairment or Disposal of Long Lived Assets”).

(6)	For a quantitative reconciliation of the differences between FAD and FFO, see page 11.

(7)	For additional detail, see page 11.

(8)	For disclosures related to our definition of Total Consolidated Debt to Total Consolidated Market Capitalization Ratio, see page 49.

(9)	For additional detail, see page 12.

(10)	For disclosures related to our definition of Total Combined Debt to Total Combined Market Capitalization Ratio, see page 49.

Boston Properties, Inc.

First Quarter 2010

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
ASSETS
Real estate	$	9,823,024		$	9,817,388		$	9,768,619		$	9,687,069		$	9,577,375
Development in progress (1)		662,809			563,645			976,758			934,397			916,220
Land held for future development (1)		730,201			718,525			241,617			240,377			239,765
Less accumulated depreciation		(2,103,274	)		(2,033,677	)		(1,966,780	)		(1,901,558	)		(1,835,283	)

Total real estate		9,112,760			9,065,881			9,020,214			8,960,285			8,898,077
Cash and cash equivalents		1,220,392			1,448,933			782,106			819,245			143,789
Cash held in escrows		20,848			21,867			20,681			22,289			19,420
Marketable securities		7,592			9,946			10,436			11,173			9,408
Tenant and other receivables, net		102,085			93,240			71,845			78,495			69,116
Note receivable (2)		270,000			270,000			270,000			270,000			270,000
Accrued rental income, net		376,942			363,121			353,709			340,123			331,237
Deferred charges, net		291,564			294,395			288,642			283,830			301,889
Prepaid expenses and other assets		50,998			17,684			41,977			22,905			47,664
Investments in unconsolidated joint ventures		798,161			763,636			772,167			772,319			781,336

Total assets	$	12,251,342		$	12,348,703		$	11,631,777		$	11,580,664		$	10,871,936

LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	2,637,534		$	2,643,301		$	2,643,497		$	2,603,597		$	2,669,705
Unsecured senior notes, net of discount		2,172,525			2,172,389			1,472,740			1,472,617			1,472,495
Unsecured exchangeable senior notes, net of discount (3)		1,864,840			1,904,081			1,892,753			1,881,482			1,870,600
Unsecured line of credit		—			—			—			—			100,000
Accounts payable and accrued expenses		189,633			220,089			229,177			223,909			200,269
Dividends and distributions payable		80,756			80,536			80,463			80,475			97,547
Accrued interest payable		69,166			76,058			49,536			66,463			50,329
Other liabilities		115,755			127,538			131,193			126,560			133,662

Total liabilities		7,130,209			7,223,992			6,499,359			6,455,103			6,594,607

Commitments and contingencies		—			—			—			—			—

Noncontrolling interest (4):
Redeemable preferred units of the Operating Partnership		55,652			55,652			55,652			55,652			55,652

Equity:
Stockholders’ equity attributable to Boston Properties, Inc.:
Excess stock, $.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Preferred stock, $.01 par value, 50,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Common stock, $.01 par value, 250,000,000 shares authorized, 139,003,995, 138,880,010, 138,702,374, 138,548,661 and 121,278,522 outstanding, respectively		1,390			1,389			1,387			1,385			1,213
Additional paid-in capital		4,381,075			4,373,679			4,362,874			4,353,410			3,555,274
Earnings in excess of dividends		78,645			95,433			111,463			115,027			117,082
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(21,145	)		(21,777	)		(22,411	)		(23,044	)		(23,679	)

Total stockholders’ equity attributable to Boston Properties, Inc.		4,437,243			4,446,002			4,450,591			4,444,056			3,647,168
Noncontrolling interests (4):
Common units of the Operating Partnership		622,263			617,386			620,460			620,752			568,849
Property partnerships		5,975			5,671			5,715			5,101			5,660

Total equity		5,065,481			5,069,059			5,076,766			5,069,909			4,221,677

Total liabilities and equity	$	12,251,342		$	12,348,703		$	11,631,777		$	11,580,664		$	10,871,936

(1)

At March 31, 2010 and December 31, 2009, land held for future development includes land and improvement costs associated with the Company’s 250 West 55th Street project, which was previously included in development in progress. The Company announced in February 2009 that it was suspending construction of the 1,000,000 square foot office project and during the fourth quarter of 2009 the Company completed the construction of foundations and steel/deck to grade to facilitate a restart of construction in the future.

(2)	The note receivable consists of a partner loan from the Company to the unconsolidated joint venture entity that owns the General Motors Building. The unconsolidated entity has a corresponding note payable to the Company, see page 17.

(3)

During the first quarter 2009, the Company adopted ASC 470-20 (formerly known as FSP No. APB 14-1), which requires the liability and equity components of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) to be separately accounted for in a manner that reflects the issuer’s nonconvertible debt borrowing rate. For additional detail, see page 12.

(4)

Effective January 1, 2009, the Company adopted a new accounting standard included in ASC 810 “Consolidation” (“ASC 810”) (formerly known as Statement of Financial Accounting Standard No. 160, “Noncontrolling Interests in Consolidated Financial Statements - an Amendment of ARB No. 51” (“SFAS No. 160”)) and ASC 480-10-S99 “Distinguishing Liabilities from Equity” (formerly known as EITF Topic No. D-98 “Classification and Measurement of Redeemable Securities” (Amended)), under which noncontrolling interests of the Company (previously known as “minority interests”) are reclassified either as a component of equity or in the mezzanine section of the balance sheet as temporary equity depending on the terms of such noncontrolling interests. Under ASC 810 (formerly known as SFAS No. 160), net income encompasses the total income of all consolidated subsidiaries and there is a separate disclosure of the attribution of that income between controlling and noncontrolling interests. The implementation of this standard had no effect on the Company’s results of operations.

Boston Properties, Inc.

First Quarter 2010

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
Revenue:
Rental
Base Rent	$	302,383		$	295,448		$	291,602		$	304,864		$	293,517
Recoveries from tenants		45,544			46,769			51,901			49,821			52,408
Parking and other		15,297			15,357			15,883			18,416			16,941

Total rental revenue		363,224			357,574			359,386			373,101			362,866
Hotel revenue		5,903			10,277			6,650			7,396			6,062
Development and management services		8,944			8,277			9,754			8,551			8,296
Interest and other		1,710			1,784			1,513			442			320

Total revenue		379,781			377,912			377,303			389,490			377,544

Expenses:
Operating		69,062			69,280			70,261			70,918			70,082
Real estate taxes		55,923			54,908			58,759			53,812			53,779
Hotel operating		5,268			7,717			5,418			5,359			5,472
General and administrative (1) (2)		26,822			19,506			19,989			18,532			17,420
Interest (3) (4)		92,029			88,180			77,090			78,633			78,930
Depreciation and amortization		83,075			79,125			78,181			87,005			77,370
Loss (gain) from suspension of development (5)		(7,200	)		—			—			—			27,766
Losses from early extinguishments of debt		2,170			—			16			494			—
Losses (gains) from investments in securities (1)		(200	)		(510	)		(1,317	)		(1,194	)		587

Total expenses		326,949			318,206			308,397			313,559			331,406

Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and net income attributable to noncontrolling interests		52,832			59,706			68,906			75,931			46,138
Income (loss) from unconsolidated joint ventures (6)		7,910			962			6,350			(351	)		5,097
Gains on sales of real estate		1,765			2,078			2,394			4,493			2,795

Net income		62,507			62,746			77,650			80,073			54,030
Net income attributable to noncontrolling interests (7):
Noncontrolling interests in property partnerships		(804	)		(463	)		(1,114	)		(691	)		(510	)
Noncontrolling interest - common units of the Operating Partnership (8)		(7,870	)		(7,841	)		(9,662	)		(10,629	)		(7,531	)
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership (8)		(227	)		(265	)		(307	)		(629	)		(401	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(892	)		(860	)		(772	)		(972	)		(990	)

Net income attributable to Boston Properties, Inc.	$	52,714		$	53,317		$	65,795		$	67,152		$	44,598

INCOME PER SHARE OF COMMON STOCK (EPS)
Net income attributable to Boston Properties, Inc. per share - basic	$	0.38		$	0.38		$	0.47		$	0.54		$	0.37

Net income attributable to Boston Properties, Inc. per share - diluted	$	0.38		$	0.38		$	0.47		$	0.53		$	0.37

(1)

Losses (gains) from investments in securities includes $(200), $(486), $(1,285), $(1,036) and $620, and general and administrative expense includes $288, $444, $1,263, $1,126 and $(392) for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively, related to the Company’s deferred compensation plan.

(2)

For the three months ended March 31, 2010, general and administrative expense includes an aggregate of approximately $5.8 million of remaining stock-based compensation granted between 2006 and 2009 to Edward H. Linde, our former Chief Executive Officer, which expense was accelerated as a result of his passing on January 10, 2010.

(3)	Interest expense is reported net of capitalized interest of $8,087, $11,637, $12,982, $12,087 and $12,110 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

(4)	Includes additional non-cash interest expense related to the adoption of ASC 470-20 (formerly known as FSP No. APB 14-1). For additional detail, see page 12.

(5)

On February 6, 2009, the Company announced that it was suspending construction on its 1,000,000 square foot office building at 250 West 55th Street in New York City. During the first quarter of 2009, the Company recognized costs aggregating approximately $27.8 million related to the suspension of development, which amount included a $20.0 million contractual amount due pursuant to a lease agreement. During December 2009, the Company completed the construction of foundations and steel/deck to grade to facilitate a restart of construction in the future and as a result ceased interest capitalization on the project. On January 19, 2010, the Company paid $12.8 million related to the termination of the lease agreement. As a result, the Company recognized approximately $7.2 million of income during the first quarter of 2010.

(6)

Includes non-cash impairment losses aggregating approximately $6.2 million and $7.4 million for the three months ended December 31, 2009 and June 30, 2009 , respectively, in accordance with guidance included in ASC 323 “Investments-Equity Method and Joint Ventures” (formerly known as APB No. 18 “The Equity Method of Accounting for Investments in Common Stock”) and ASC 360 “Property, Plant and Equipment” (formerly known as SFAS No. 144 “Accounting for the Impairment or Disposal of Long Lived Assets”).

(7)

(8)

Equals noncontrolling interest - common units of the Operating Partnership’s share of 12.88%, 12.77%, 12.81%, 13.99% and 14.34% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

Boston Properties, Inc.

First Quarter 2010

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Mar-10		31-Dec-09		30-Sep-09		30-Jun-09			31-Mar-09
Net income attributable to Boston Properties, Inc.	$	52,714	$	53,317	$	65,795	$	67,152		$	44,598
Add:
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		227		265		307		629			401
Noncontrolling interest - common units of the Operating Partnership		7,870		7,841		9,662		10,629			7,531
Noncontrolling interest - redeemable preferred units of the Operating Partnership		892		860		772		972			990
Noncontrolling interests in property partnerships		804		463		1,114		691			510
Less:
Income (loss) from unconsolidated joint ventures		7,910		962		6,350		(351	)		5,097
Gains on sales of real estate		1,765		2,078		2,394		4,493			2,795

Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and net income attributable to noncontrolling interests		52,832		59,706		68,906		75,931			46,138
Add:
Real estate depreciation and amortization (1)		113,618		109,153		108,975		120,359			108,231
Income (loss) from unconsolidated joint ventures (2)		7,910		962		6,350		(351	)		5,097
Less:
Noncontrolling interests in property partnerships’ share of funds from operations		1,755		1,523		1,731		1,199			1,060
Noncontrolling interest - redeemable preferred units of the Operating Partnership		892		860		772		972			990

Funds from operations (FFO) attributable to the Operating Partnership		171,713		167,438		181,728		193,768			157,416
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		22,117		21,382		23,278		27,100			22,569

FFO attributable to Boston Properties, Inc. (3)	$	149,596	$	146,056	$	158,450	$	166,668		$	134,847

FFO per share - basic (2)	$	1.08	$	1.05	$	1.14	$	1.33		$	1.11

Weighted average shares outstanding - basic		138,931		138,761		138,641		125,267			121,256

FFO per share - diluted (2)	$	1.07	$	1.04	$	1.13	$	1.32		$	1.11

Weighted average shares outstanding - diluted		141,058		140,920		140,686		127,081			122,929

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $83,075, $79,125, $78,181, $87,005 and $77,370, our share of unconsolidated joint venture real estate depreciation and amortization of $31,013, $30,507, $31,262, $33,798 and $31,376, less corporate related depreciation of $470, $479, $468, $444 and $515 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

(2)

Includes non-cash impairment losses aggregating approximately $6.2 million, or $0.04 per share diluted, and $7.4 million, or $0.05 per share diluted, for the three months ended December 31, 2009 and June 30, 2009, respectively, in accordance with guidance included in ASC 323 “Investments-Equity Method and Joint Ventures” (formerly known as APB No. 18 “The Equity Method of Accounting for Investments in Common Stock”) and ASC 360 “Property, Plant and Equipment” (formerly known as SFAS No. 144 “Accounting for the Impairment or Disposal of Long Lived Assets”).

(3)	Based on weighted average shares for the quarter. Company’s share for the quarter ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009 was 87.12%, 87.23%, 87.19%, 86.01% and 85.66%, respectively.

Boston Properties, Inc.

First Quarter 2010

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	March 31, 2010			December 31, 2009			September 30, 2009			June 30, 2009			March 31, 2009
	Income (Numerator)		Shares/Units (Denominator)	Income (Numerator)		Shares/Units (Denominator)	Income (Numerator)		Shares/Units (Denominator)	Income (Numerator)		Shares/Units (Denominator)	Income (Numerator)		Shares/Units (Denominator)
Basic FFO	$	171,713	159,472	$	167,438	159,076	$	181,728	159,009	$	193,768	145,635	$	157,416	141,550
Effect of Dilutive Securities
Convertible Preferred Units		892	1,461		860	1,461		772	1,461		972	1,461		990	1,461
Stock based compensation		—	666		—	698		—	584		—	353		—	212

Diluted FFO	$	172,605	161,599	$	168,298	161,235	$	182,500	161,054	$	194,740	147,449	$	158,406	143,223
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of diluted funds from operations
		21,940	20,541		21,204	20,315		23,080	20,368		26,901	20,368		22,446	20,294

Company’s share of diluted FFO (1)	$	150,665	141,058	$	147,094	140,920	$	159,420	140,686	$	167,839	127,081	$	135,960	122,929

FFO per share - basic	$	1.08		$	1.05		$	1.14		$	1.33		$	1.11

FFO per share - diluted	$	1.07		$	1.04		$	1.13		$	1.32		$	1.11

(1)	Based on weighted average diluted shares for the quarter. Company’s share for the quarter ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009 was 87.29%, 87.40%, 87.35%, 86.19% and 85.83%, respectively.

Boston Properties, Inc.

First Quarter 2010

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
Basic FFO (see page 9)	$	171,713		$	167,438		$	181,728		$	193,768		$	157,416
2nd generation tenant improvements and leasing commissions		(90,072	)		(28,886	)		(26,638	)		(34,102	)		(25,929	)
Straight-line rent (1)		(29,068	)		(13,279	)		(16,224	)		(12,966	)		(16,081	)
Recurring capital expenditures		(1,044	)		(8,854	)		(4,443	)		(5,702	)		(8,814	)
Fair value interest adjustment (1)		1,795			1,755			1,723			1,562			1,490
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment		10,112			9,893			9,848			9,470			9,430
Fair value lease revenue (1) (2)		(23,319	)		(23,705	)		(24,343	)		(25,421	)		(24,660	)
Hotel improvements, equipment upgrades and replacements		(307	)		(198	)		(376	)		(279	)		(662	)
Non real estate depreciation		470			479			468			444			515
Stock-based compensation		14,011			6,500			6,483			6,559			7,094
Impairment losses on investments in unconsolidated joint ventures (3)		—			6,198			—			7,357			—
Loss (gain) from suspension of development		(7,200	)		—			—			—			27,766
Losses from early extinguishments of debt		2,170			—			—			—			—
Non-cash termination income (including fair value lease amounts)		(585	)		—			—			(5,153	)		—
Partners’ share of joint venture 2nd generation tenant improvement and leasing commissions		6,652			3,497			969			5,957			2,242

Funds available for distribution to common shareholders and common unitholders (FAD)	$	55,328		$	120,838		$	129,195		$	141,494		$	129,807


*Interest Coverage Ratios*
*(in thousands, except for ratio amounts)*

	Three Months Ended
	31-Mar-10			31-Dec-09			30-Sep-09			30-Jun-09			31-Mar-09
*Excluding Capitalized Interest*
Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and net income attributable to noncontrolling interests	$	52,832		$	59,706		$	68,906		$	75,931		$	46,138
Interest expense		92,029			88,180			77,090			78,633			78,930
Depreciation and amortization expense		83,075			79,125			78,181			87,005			77,370
Depreciation from joint ventures		31,013			30,507			31,262			33,798			31,376
Income (loss) from unconsolidated joint ventures		7,910			962			6,350			(351	)		5,097
Impairment losses on investments in unconsolidated joint ventures (3)		—			6,198			—			7,357			—
Loss (gain) from suspension of development		(7,200	)		—			—			—			27,766
Losses from early extinguishments of debt		2,170			—			—			—			—
Non-cash termination income (including fair value lease amounts)		(585	)		—			—			(5,153	)		—
Stock-based compensation		14,011			6,500			6,483			6,559			7,094
Straight-line rent (1)		(29,068	)		(13,279	)		(16,224	)		(12,966	)		(16,081	)
Fair value lease revenue (1) (2)		(23,319	)		(23,705	)		(24,343	)		(25,421	)		(24,660	)

Subtotal		222,868			234,194			227,705			245,392			233,030

Adjusted interest expense (4) (5)		79,677			76,033			65,120			67,269			67,374
Interest Coverage Ratio		2.80			3.08			3.50			3.65			3.46

*Including Capitalized Interest*
Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and net income attributable to noncontrolling interests	$	52,832		$	59,706		$	68,906		$	75,931		$	46,138
Interest expense		92,029			88,180			77,090			78,633			78,930
Depreciation and amortization expense		83,075			79,125			78,181			87,005			77,370
Depreciation from joint ventures		31,013			30,507			31,262			33,798			31,376
Income (loss) from unconsolidated joint ventures		7,910			962			6,350			(351	)		5,097
Impairment losses on investments in unconsolidated joint ventures (3)		—			6,198			—			7,357			—
Loss (gain) from suspension of development		(7,200	)		—			—			—			27,766
Losses from early extinguishments of debt		2,170			—			—			—			—
Non-cash termination income (including fair value lease amounts)		(585	)		—			—			(5,153	)		—
Stock-based compensation		14,011			6,500			6,483			6,559			7,094
Straight-line rent (1)		(29,068	)		(13,279	)		(16,224	)		(12,966	)		(16,081	)
Fair value lease revenue (1) (2)		(23,319	)		(23,705	)		(24,343	)		(25,421	)		(24,660	)

Subtotal		222,868			234,194			227,705			245,392			233,030
Divided by:

Adjusted interest expense (4) (5) (6)		87,764			87,670			78,102			79,356			79,484
Interest Coverage Ratio		2.54			2.67			2.92			3.09			2.93

(1)	Includes the Company’s share of unconsolidated joint venture amounts.

(2)	Represents the net adjustment for above- and below-market leases that are being amortized over the terms of the respective leases in place at the property acquisition dates.

(3)

(4)	Excludes the impact of the ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment of $10,112, $9,893, $9,848, $9,470 and $9,430 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

(5)	Excludes amortization of financing costs of $2,240, $2,254, $2,122, $1,894 and $2,126 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

(6)	Includes capitalized interest of $8,087, $11,637, $12,982, $12,087 and $12,110 for the three months ended March 31, 2010, December 31, 2009, September 30, 2009, June 30, 2009 and March 31, 2009, respectively.

Boston Properties, Inc.

First Quarter 2010

CAPITAL STRUCTURE

Consolidated Debt

(in thousands)


	Aggregate Principal March 31, 2010
Mortgage Notes Payable	$	2,629,436
Unsecured Line of Credit		—
Unsecured Senior Notes, at face value		2,175,000
Unsecured Exchangeable Senior Notes, at face value		2,006,461

Total Debt		6,810,897
Fair Value Adjustment on Mortgage Notes Payable		8,098
Discount on Unsecured Senior Notes		(2,475	)
Discount on Unsecured Exchangeable Senior Notes		(13,504	)
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment (1)		(128,117	)

Total Consolidated Debt	$	6,674,899


Boston Properties Limited Partnership Unsecured Senior Notes
	10/9/2009			5/22/2003			3/18/2003			1/17/2003			12/13/2002			Total/Average
Settlement Date
Principal Amount	$	700,000		$	250,000		$	300,000		$	175,000		$	750,000		$	2,175,000
Yield (on issue date)		5.967	%		5.194	%		5.693	%		6.291	%		6.381	%		6.01	%
Coupon		5.875	%		5.000	%		5.625	%		6.250	%		6.250	%		5.90	%
Public Offering Price		99.931	%		99.329	%		99.898	%		99.763	%		99.650	%		99.75	%
Ratings:
Moody’s		Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)
S&P		A- (negative)			A- (negative)			A- (negative)			A- (negative)			A- (negative)
Fitch		BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)
Maturity Date		10/15/2019			6/1/2015			4/15/2015			1/15/2013			1/15/2013
Discount	$	466		$	846		$	153		$	158		$	852		$	2,475

Unsecured Senior Notes, net of discount	$	699,534		$	249,154		$	299,847		$	174,842		$	749,148		$	2,172,525


Boston Properties Limited Partnership Unsecured Exchangeable Senior Notes
	8/19/2008			2/6/2007			4/6/2006									Total/Average
Settlement Date
Original Principal Amount	$	747,500		$	862,500		$	450,000								$	2,060,000
Principal Amount at Quarter End	$	747,500		$	808,961	(2)	$	450,000								$	2,006,461
Yield (on issue date)		4.037	%		3.462	%		3.787	%								3.749	%
GAAP Yield		6.555	%		5.630	%		5.958	%								6.048	%
Coupon		3.625	%		2.875	%		3.750	%
Exchange Rate		8.5051			7.0430			10.0066
Exchange Price	$	137.17	(3)	$	141.98		$	99.93
First Optional Redemption Date		N/A			2/20/2012			5/18/2013
Maturity Date		2/15/2014			2/15/2037			5/15/2036
Discount	$	5,421		$	8,083		$	—								$	13,504
ASC 470-20 (FSP APB 14-1) Adjustment (1)	$	68,918		$	31,056		$	28,143								$	128,117

Unsecured Senior Exchangeable Notes	$	673,161		$	769,822		$	421,857								$	1,864,840

Equity

(in thousands)


	Shares/Units Outstanding as of 03/31/10	Common Stock Equivalents		Equivalent (4)
Common Stock	139,004	139,004	(5)	$	10,486,462
Common Operating Partnership Units	21,446	21,446	(6)		1,617,886
Series Two Preferred Operating Partnership Units	1,113	1,461			110,218

Total Equity		161,911		$	12,214,566

Total Consolidated Debt					6,674,899

Total Consolidated Market Capitalization				$	18,889,465

BXP’s share of Joint Venture Debt					1,520,976	(7)
Total Combined Debt (8)					8,195,875

Total Combined Market Capitalization (9)				$	20,410,440

(1)

Represents the remaining debt discount which will be amortized over the period during which the exchangeable senior notes are expected to be outstanding (i.e., through the first optional redemption dates or, in the case of the exchangeable senior notes due 2014, the maturity date) as additional non-cash interest expense.

(2)

During the first quarter of 2010, the Company’s Operating Partnership repurchased approximately $53.6 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $53.0 million. The repurchased notes had an aggregate carrying value of approximately $50.8 million, resulting in the recognition of a loss on extinguishment of approximately $2.2 million. From April 1, 2010 through April 27, 2010, the Company’s Operating Partnership repurchased approximately $99.6 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $99.5 million. These repurchased notes had an aggregate carrying value of approximately $94.8 million, resulting in the recognition of a loss on extinguishment of approximately $4.7 million during the second quarter of 2010.

(3)

The initial exchange rate is 8.5051 shares per $1,000 principal amount of the notes (or an initial exchange price of approximately $117.58 per share of Boston Properties, Inc.’s common stock). In addition, the Company entered into capped call transactions with affiliates of certain of the initial purchasers, which are intended to reduce the potential dilution upon future exchange of the notes. The capped call transactions are expected to have the effect of increasing the effective exchange price to the Company of the notes from $117.58 to approximately $137.17 per share (subject to adjustments), representing an overall effective premium of approximately 40% over the closing price on August 13, 2008 of $97.98 per share of Boston Properties, Inc.’s common stock. The net cost of the capped call transactions was approximately $44.4 million.

(4)	Value based on March 31, 2010 closing price of $75.44 per share of common stock.

(5)	Includes 118 shares of restricted stock.

(6)	Includes 1,640 long-term incentive plan units, but excludes 1,081 unvested outperformance plan units.

(7)	Excludes the Company’s share ($270,000) of the aggregate of $450,000 of loans made to the joint venture that owns the General Motors Building by its partners.

(8)	For disclosures relating to our definition of Total Combined Debt, see page 49.

(9)	For disclosures relating to our definition of Total Combined Market Capitalization, see page 49.

Boston Properties, Inc.

First Quarter 2010

DEBT ANALYSIS (1)

Debt Maturities and Principal Payments

as of March 31, 2010

(in thousands)


	2010			2011			2012			2013			2014			Thereafter			Total
Floating Rate Debt
Mortgage Notes Payable	$	247,715		$	97,169		$	345		$	827		$	48,828		$	—		$	394,884
Unsecured Line of Credit		—			—			—			—			—			—			—

Total Floating Debt	$	247,715		$	97,169		$	345		$	827		$	48,828		$	—		$	394,884
Fixed Rate Debt
Mortgage Notes Payable	$	94,882		$	549,209		$	105,059		$	100,436		$	76,409		$	1,308,557		$	2,234,552
Fair Value Adjusment		3,005			2,605			1,582			632			137			137			8,098

Mortgage Notes Payable		97,887			551,814			106,641			101,068			76,546			1,308,694			2,242,650

Unsecured Exchangeable Senior Notes, net of discount (2)		—			—			800,878			450,000			742,079			—			1,992,957
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(30,213	)		(42,718	)		(29,696	)		(23,052	)		(2,438	)		—			(128,117	)

Unsecured Exchangeable Senior Notes		(30,213	)		(42,718	)		771,182			426,948			739,641			—			1,864,840

Unsecured Senior Notes, net of discount		—			—			—			923,990			—			1,248,535			2,172,525

Total Fixed Debt	$	67,674		$	509,096		$	877,823		$	1,452,006		$	816,187		$	2,557,229		$	6,280,015

Total Consolidated Debt	$	315,389		$	606,265		$	878,168		$	1,452,833		$	865,015		$	2,557,229		$	6,674,899

GAAP Weighted Average Floating Rate Debt		1.65	%		1.59	%		4.33	%		4.33	%		4.33	%		0.00	%		1.97	%
GAAP Weighted Average Fixed Rate Debt		7.76	%		7.02	%		5.64	%		6.22	%		6.48	%		5.87	%		6.12	%

Total GAAP Weighted Average Rate		3.38	%		6.20	%		5.64	%		6.22	%		6.35	%		5.87	%		5.87	%

Total Stated Weighted Average Rate		3.25	%		6.34	%		3.89	%		5.61	%		4.03	%		5.81	%		5.22	%

Unsecured Debt

Unsecured Line of Credit - Matures August 3, 2010 (3)

(in thousands)


	Facility			Outstanding @ 03/31/10			Letters of Credit			Remaining Capacity @ 03/31/10
	$	1,000,000		$	—		$	9,459		$	990,541
*Unsecured and Secured Debt Analysis*

	% of Total Debt			Stated Weighted Average Rate			GAAP Weighted Average Rate			Weighted Average Maturity
Unsecured Debt		60.49	%		4.88	%		6.02	%		4.3 years
Secured Debt		39.51	%		5.74	%		5.65	%		4.4 years

Total Consolidated Debt		100.00	%		5.22	%		5.87	%		4.4 years

*Floating and Fixed Rate Debt Analysis*

	% of Total Debt			Stated Weighted Average Rate			GAAP Weighted Average Rate			Weighted Average Maturity
Floating Rate Debt		5.92	%		1.75	%		1.97	%		1.2 years
Fixed Rate Debt		94.08	%		5.44	%		6.12	%		4.6 years

Total Consolidated Debt		100.00	%		5.22	%		5.87	%		4.4 years

(1)	Excludes unconsolidated joint ventures.

(2)	For our unsecured exchangeable notes, amounts are included in the year in which the first optional redemption date occurs (or, in the case of the exchangeable notes due 2014, the year of maturity).

(3)	Subject to certain conditions, the Company may extend the maturity date of the Unsecured Line of Credit to August 3, 2011.

Boston Properties, Inc.

First Quarter 2010

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

as of March 31, 2010

(in thousands)


Property	2010			2011			2012			2013			2014			Thereafter			Total
599 Lexington Avenue	$	—		$	—		$	—		$	—		$	—		$	750,000		$	750,000
601 Lexington Avenue (formerly Citigroup Center)		7,199			456,633			—			—			—			—			463,832	(2)
Embarcadero Center Four		—			4,520			4,803			5,105			5,425			355,147			375,000
South of Market		187,957			—			—			—			—			—			187,957	(3)
505 9th Street		1,468			2,057			2,177			2,306			2,441			118,919			129,368
Wisconsin Place Office		—			97,169			—			—			—			—			97,169	(4)
One Freedom Square		1,066			1,521			65,511			—			—			—			68,098	(2)
New Dominion Technology Park, Building Two		—			—			—			—			63,000			—			63,000
Democracy Tower		59,758			—			—			—			—			—			59,758	(5)
202, 206 & 214 Carnegie Center		56,044			—			—			—			—			—			56,044
140 Kendrick Street		746			1,061			1,143			47,889			—			—			50,839	(2)
New Dominion Technology Park, Building One		873			1,846			1,987			2,140			2,304			40,975			50,125
Reservoir Place		—			—			345			827			48,828			—			50,000
1330 Connecticut Avenue		1,040			44,796			—			—			—			—			45,836	(2)
Kingstowne Two and Retail		1,093			1,535			1,630			1,730			1,837			31,227			39,052	(2)
10 & 20 Burlington Mall Rd & 91 Hartwell		805			32,618			—			—			—			—			33,423
Sumner Square		609			865			930			22,896			—			—			25,300
Montvale Center		—			—			25,000			—			—			—			25,000
Eight Cambridge Center		22,696			—			—			—			—			—			22,696
Kingstowne One		439			618			657			17,062			—			—			18,776	(2)
University Place		804			1,139			1,221			1,308			1,402			12,289			18,163
Atlantic Wharf (formerly Russia Wharf)		—			—			—			—			—			—			—	(6)

		342,597			646,378			105,404			101,263			125,237			1,308,557			2,629,436

Aggregate Fair Value Adjustments		3,005			2,605			1,582			632			137			137			8,098

		345,602			648,983			106,986			101,895			125,374			1,308,694			2,637,534

Unsecured Exchangeable Senior Notes, net of discount								800,878			450,000			742,079			—			1,992,957	(7)
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(30,213	)		(42,718	)		(29,696	)		(23,052	)		(2,438	)		—			(128,117	)

		(30,213	)		(42,718	)		771,182			426,948			739,641			—			1,864,840

Unsecured Senior Notes, net of discount		—			—			—			923,990			—			1,248,535			2,172,525
Unsecured Line of Credit		—			—			—			—			—			—			—	(8)

	$	315,389		$	606,265		$	878,168		$	1,452,833		$	865,015		$	2,557,229		$	6,674,899

% of Total Consolidated Debt		4.72	%		9.08	%		13.16	%		21.77	%		12.96	%		38.31	%		100.00	%
Balloon Payments	$	325,699		$	625,866		$	890,584		$	1,460,242		$	853,425		$	2,505,690		$	6,661,506
Scheduled Amortization	$	19,903		$	23,117		$	17,280		$	15,643		$	14,028		$	51,539		$	141,510

(1)	Excludes unconsolidated joint ventures. For information on our unconsolidated joint venture debt, see page 16.

(2)	This property has a fair value adjustment which is aggregated below.

(3)	Loan matures on November 21, 2010 and has a one-year extension option subject to certain conditions.

(4)	Loan matures on January 29, 2011 and has two, one-year extension options subject to certain conditions.

(5)	Loan matures on December 19, 2010 and has two, one-year extension options subject to certain conditions.

(6)	As of March 31, 2010, the Company has not drawn any amounts under its $215 million construction loan facility. Loan matures on April 21, 2012 and has two, one-year extension options subject to certain conditions.

(7)	For our unsecured exchangeable senior notes, amounts are included in the year in which the first optional redemption date occurs (or, in the case of the unsecured exchangeable senior notes due 2014, the year of maturity).

(8)	Unsecured Line of Credit matures on August 3, 2010 and has a one-year extension option subject to certain conditions.

Boston Properties, Inc.

First Quarter 2010

Senior Unsecured Debt Covenant Compliance Ratios

(in thousands)

In the fourth quarter of 2002, the Company’s operating partnership (Boston Properties Limited Partnership) received investment grade ratings on its senior unsecured debt securities and thereafter issued unsecured notes. The notes were issued under an indenture, dated as of December 13, 2002, by and between Boston Properties Limited Partnership and The Bank of New York, as trustee, as supplemented, which, among other things, requires us to comply with the following limitations on incurrence of debt: Limitation on Outstanding Debt; Limitation on Secured Debt; Ratio of Annualized Consolidated EBITDA to Annualized Interest Expense; and Maintenance of Unencumbered Assets. Compliance with these restrictive covenants requires us to apply specialized terms the meanings of which are described in detail in our filings with the SEC, and to calculate ratios in the manner prescribed by the indenture.

This section presents such ratios as of March 31, 2010 to show that the Company’s operating partnership was in compliance with the terms of the indenture, as amended, which has been filed with the SEC. This section also presents certain other indenture-related data which we believe assists investors in the Company’s unsecured debt securities. Management is not presenting these ratios and the related calculations for any other purpose or for any other period, and is not intending for these measures to otherwise provide information to investors about the Company’s financial condition or results of operations. Investors should not rely on these measures other than for purposes of testing our compliance with the indenture.


		Senior Notes Issued Prior to October 9, 2009			Senior Notes Issued On or After October 9, 2009
		March 31, 2010
Total Assets:
Capitalized Property Value (1)		$	15,395,806		$	15,787,410
Cash and Cash Equivalents			1,220,392			1,220,392
Investments in Marketable Securities			7,592			7,592
Undeveloped Land, at Cost			730,201			730,201
Development in Process, at Cost (including Joint Venture %)			677,823			677,823

Total Assets		$	18,031,814		$	18,423,418

Unencumbered Assets		$	10,418,241		$	10,642,299

Secured Debt (Fixed and Variable) (2)		$	2,629,436		$	2,629,436
Joint Venture Debt			1,520,976			1,520,976
Contingent Liabilities & Letters of Credit			12,495			12,495
Unsecured Debt (3)			4,181,461			4,181,461

Total Outstanding Debt		$	8,344,368		$	8,344,368

Consolidated EBITDA:
Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and income (loss) attributable to noncontrolling interests (per Consolidated Income Statement)		$	52,832		$	52,832
Add: Interest Expense (per Consolidated Income Statement)			92,029			92,029
Add: Depreciation and Amortization (per Consolidated Income Statement)			83,075			83,075
Add: Loss (Gain) from Suspension of Development (per Consolidated Income Statement)			(7,200	)		(7,200	)
Add: Losses from Early Extinguishments of Debt (per Consolidated Income Statement)			2,170			2,170
Add: Losses (Gains) from Investments in Securities (per Consolidated Income Statement)			(200	)		(200	)

EBITDA			222,706			222,706
Add: Company share of unconsolidated joint venture EBITDA			61,994			61,994

Consolidated EBITDA		$	284,700		$	284,700

Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)		$	92,029		$	92,029
Add: Company share of unconsolidated joint venture interest expense			24,577			24,577
Less: Amortization of financing costs			(2,240	)		(2,240	)
Less: Interest expense funded by construction loan draws			—			—

Adjusted Interest Expense		$	114,366		$	114,366


Covenant Ratios and Related Data	Test	Actual			Actual
Total Outstanding Debt/Total Assets	Less than 60%		46.3	%		45.3	%
Secured Debt/Total Assets	Less than 50%		23.0	%		22.5	%
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)	Greater than 1.50x		2.49			2.49
Unencumbered Assets/ Unsecured Debt	Greater than 150%		249.2	%		254.5	%

Unencumbered Consolidated EBITDA		$	159,954		$	159,954

Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)			2.62			2.62

% of Unencumbered Consolidated EBITDA to Consolidated EBITDA			56.2	%		56.2	%

# of unencumbered properties			100			100

(1)

For senior notes issued prior to October 9, 2009, Capitalized Property Value is determined for each property and is the greater of (A) annualized EBITDA capitalized at an 8.5% rate for CBD properties and a 9.0% rate for non-CBD properties, and (B) the undepreciated book value as determined under GAAP. Capitalized Property Value for the 5.875% senior notes due 2019 that were issued on October 9, 2009 and the 5.625% senior notes due 2020 that were issued on April 19, 2010 will be determined for each property and is the greater of (A) annualized EBITDA capitalized at an 8.0% rate for CBD properties and a 9.0% rate for non-CBD properties, and (B) the undepreciated book values value as determined under GAAP.

(2)	Excludes fair value adjustment of $8,098.

(3)	Excludes debt discount of $15,979 and ASC 470-20 (formerly known as FSP APB 14-1) adjustment of $128,117.

Boston Properties, Inc.

First Quarter 2010

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

(in thousands)


Property	2010			2011			2012			2013			2014			Thereafter			Total
General Motors Building (60%)	$	—		$	—		$	—		$	—		$	—		$	963,600		$	963,600	(1)(2)
125 West 55th Street (60%)		990			1,562			1,659			1,763			1,874			116,352			124,200
Two Grand Central Tower (60%)		114,000			—			—			—			—			—			114,000	(2)(7)
540 Madison Avenue (60%)		180			240			240			70,920			—			—			71,580	(3)
Metropolitan Square (51%)		63,134			—			—			—			—			—			63,134	(8)
Market Square North (50%)		41,218			—			—			—			—			—			41,218
901 New York Avenue (25%)		505			705			742			782			823			37,590			41,147
Annapolis Junction (50%)		21,349			—			—			—			—			—			21,349	(4)
Eighth Avenue and 46th Street (50%)		11,800			—			—			—			—			—			11,800	(5)
Wisconsin Place Retail (5%)		—			3,117			—			—			—			—			3,117	(6)

		253,176			5,624			2,641			73,465			2,697			1,117,542			1,455,145

Aggregate Fair Value Adjustments		5,055			6,620			7,102			7,186			7,087			22,316			55,366

	$	258,231		$	12,244		$	9,743		$	80,651		$	9,784		$	1,139,858		$	1,510,511

GAAP Weighted Average Rate		6.35	%		3.64	%		5.95	%		6.41	%		5.91	%		6.55	%		6.50	%
% of Total Debt		17.10	%		0.81	%		0.65	%		5.34	%		0.65	%		75.46	%		100.00	%

Floating and Fixed Rate Debt Analysis


	% of Total Debt		Stated Weighted Average Rate (1)		GAAP Weighted Average Rate		Weighted Average Maturity
Floating Rate Debt	2.49	%	1.80	%	1.93	%	0.4 years
Fixed Rate Debt	97.51	%	6.00	%	6.61	%	5.9 years

Total Debt	100.00	%	5.90	%	6.50	%	5.7 years

(*)	All amounts represent the Company’s share. Amounts exclude the Value-Added Fund. See page 18 for additional information on debt pertaining to the Value-Added Fund.

(1)	Excludes the Company’s share ($270,000) of the aggregate of $450,000 of loans made to the joint venture by its partners.

(2)	This property has a fair value adjustment which is aggregated below. Although these mortgages require interest only payments with a balloon payment at maturity, the fair value adjustment is amortized over the term of the loan.

(3)	This property has a fair value adjustment which is aggregated below.

(4)	Debt has two, one-year extension options subject to certain conditions.

(5)	Loan has matured and the venture is negotiating an extension agreement with the lender.

(6)	Loan has a, one-year extension option subject to certain conditions.

(7)	On April 9, 2010, Two Grand Central Tower’s mortgage loan was refinanced with a new mortgage loan totaling $180,000, bearing interest at a fixed rate of 6.00% per annum and maturing on April 10, 2015.

(8)	On April 16, 2010, Metropolitan Square’s mortgage loan was refinanced with a new mortgage loan totaling $175,000, bearing interest at a fixed rate of 5.75% per annum and maturing on May 5, 2020.

Boston Properties, Inc.

First Quarter 2010

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of March 31, 2010


	General Motors Building			125 West 55th Street			Two Grand Central Tower			540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			Eighth Avenue and 46th Street (2)			Subtotal		Value- Added Fund (3)(4)			Total Unconsolidated Joint Ventures
Investment (5)	$	684,096	(6)	$	113,644		$	81,686		$	70,286		$	7,075		$	40,111		$	(1,193	)	$	55,040		$	8,011		$	(2,243	)	$	1,056,513	$	11,648		$	1,068,161
Note Receivable (6)		270,000			—			—			—			—			—			—			—			—			—			270,000		—			270,000

Net Equity	$	414,096		$	113,644		$	81,686		$	70,286		$	7,075		$	40,111		$	(1,193	)	$	55,040		$	8,011		$	(2,243	)	$	786,513	$	11,648		$	798,161

Mortgage/Construction loans payable (5) (7)	$	963,600		$	124,200		$	114,000		$	71,580		$	41,218		$	63,134		$	41,147		$	3,117		$	21,349		$	11,800		$	1,455,145	$	65,831		$	1,520,976

BXP’s nominal ownership percentage		60.00	%		60.00	%		60.00	%		60.00	%		50.00	%		51.00	%		25.00	%		23.89	%		50.00	%		50.00	%				36.92	%

Results of Operations

(unaudited and in thousands)

for the three months ended March 31, 2010


	General Motors Building			125 West 55th Street		Two Grand Central Tower			540 Madison Avenue		Market Square North			Metropolitan Square		901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)		Eighth Avenue and 46th Street (2)			Subtotal			Value- Added Fund (3)			Total Unconsolidated Joint Ventures
REVENUE
Rental	$	49,173		$	9,975	$	9,066		$	6,842	$	5,661		$	7,619	$	8,222		$	818		$	2,533	$	—		$	99,909		$	4,583		$	104,492
Straight-line rent		5,992			1,325		399			85		(297	)		605		32			—			8		—			8,149			98			8,247
Fair value lease revenue		33,645			622		1,747			457		—			—		—			—			—		—			36,471			296			36,767
Termination Income		787					80			586		—			—		3			—			—		—			1,456			—			1,456

Total revenue		89,597			11,922		11,292			7,970		5,364			8,224		8,257			818			2,541		—			145,985			4,977			150,962

EXPENSES
Operating		19,127			3,372		4,194			2,819		2,339			2,997		3,153			613			1,150		55			39,819			1,885			41,704

NET OPERATING INCOME		70,470			8,550		7,098			5,151		3,025			5,227		5,104			205			1,391		(55	)		106,166			3,092			109,258
Interest		25,696			4,290		2,862			1,871		1,601			2,551		2,164			—			175		148			41,358			2,681			44,039
Interest other - partner loans		14,297			—		—			—		—			—		—			—			—		—			14,297			—			14,297
Depreciation and amortization		37,089			4,092		4,582			2,615		1,095			1,832		1,492			1,367			597		—			54,761			2,063			56,824

SUBTOTAL		77,082			8,382		7,444			4,486		2,696			4,383		3,656			1,367			772		148			110,416			4,744			115,160
Gains on sale of real estate		—			—		—			—		—			—		—			—			—		—			—			—			—
Impairment loss		—			—		—			—		—			—		—			—			—		—			—			—			—
Losses from early extinguishment of debt		—			—		—			—		—			—		—			—			—		—			—			—			—

NET INCOME/(LOSS)	$	(6,612	)	$	168	$	(346	)	$	665	$	329		$	844	$	1,448		$	(1,162	)	$	619	$	(203	)	$	(4,250	)	$	(1,652	)	$	(5,902	)

BXP’s share of net income/(loss)	$	(3,966	)	$	102	$	(208	)	$	400	$	164		$	430	$	812	(9)	$	(389	)	$	310	$	(102	)	$	(2,447	)	$	(514	)(4)	$	(2,961	)
Basis differential (8)		—			472		1,199			466		—			—		—			—			—		—			2,137			156	(4)		2,292
Impairment loss on investment		—			—		—			—		—			—		—			—			—		—			—			—			—
Elimination of inter-entity interest on partner loan		8,578			—		—			—		—			—		—			—			—		—			8,578			—			8,578

Income/(loss) from unconsolidated joint ventures	$	4,612		$	573	$	991		$	866	$	164		$	430	$	812		$	(389	)	$	310	$	(102	)	$	8,268		$	(358	)(4)	$	7,910
BXP’s share of depreciation & amortization		22,253			2,066		1,983			1,269		547			934		554			457			299		—			30,362			651	(4)		31,013

BXP’s share of Funds from Operations (FFO)	$	26,865		$	2,639	$	2,974		$	2,135	$	711		$	1,364	$	1,366		$	68		$	609	$	(102	)	$	38,630		$	293	(4)	$	38,923

BXP’s share of net operating income/(loss)	$	42,282		$	5,212	$	4,691		$	3,257	$	1,513		$	2,666	$	1,276		$	68		$	696	$	(28	)	$	61,632		$	1,234	(4)	$	62,866

(1)

Represents the Company’s interest in the joint venture entity that owns the land and infrastructure, as well as a nominal interest in the retail component of the project. The entity that owns the office component of the project, of which the Company has a 66.67% interest, has been consolidated within the accounts of the Company. The Company’s 5% ownership interest in the retail component of the project is not included in the Company’s property listing (approximately 5,900 square feet represents our share).

(2)	Property is currently not in service (i.e., under construction or undeveloped land). Two of three land parcels of Annapolis Junction are undeveloped land.

(3)

For additional information on the Value-Added Fund, see page 18. Information presented includes costs which relate to the organization and operations of the Value-Added Fund. The investments held by the Value-Added Fund are not included in the Company’s portfolio information tables or any other portfolio level statistics and therefore are presented below.

(4)	Represents the Company’s 25% interest in 300 Billerica Road and Circle Star, as well as a 39.5% interest in Mountain View Research Park and Mountain View Technology Park.

(5)	Represents the Company’s share.

(6)	Includes the Company’s share ($270,000) of the aggregate of $450,000 of loans made to the joint venture by its partners.

(7)	Excludes fair value adjustments.

(8)	Represents adjustment related to the impairment of the carrying values of certain of the Company’s investments in unconsolidated joint ventures.

(9)	Reflects the changes in the allocation percentages pursuant to the achievement of specified investment return thresholds as provided for in the joint venture agreement.

Boston Properties, Inc.

First Quarter 2010

Boston Properties Office Value-Added Fund, L.P.

On October 25, 2004, the Company formed Boston Properties Office Value-Added Fund, L.P. (the “Value-Added Fund”), a strategic partnership with third parties, to pursue the acquisition of value-added investments in non-core office assets within the Company’s existing markets. The Value-Added Fund had total equity commitments of $140 million. The Company receives asset management, property management, leasing and redevelopment fees and, if certain return thresholds are achieved, will be entitled to an additional promoted interest.

On January 7, 2008, the Company transferred the Mountain View properties to its Value-Added Fund. In connection with the transfer of the Research Park and Technology Park properties to the Value-Added Fund, the Company and its partners agreed to certain modifications to the Value-Added Fund’s original terms, including bifurcating the Value-Added Fund’s promote structure such that Research Park and Technology Park will be accounted for separately from the non-Mountain View properties currently owned by the Value-Added Fund (i.e., Circle Star and 300 Billerica Road). As a result of the modifications, the Company’s interest in the Mountain View properties is approximately 39.5% and its interest in the non-Mountain View properties is 25%. The Company does not expect that the Value-Added Fund will make any future investments in new properties. The investments held by the Value-Added Fund are not included in the Company’s portfolio information tables or any other portfolio level statistics and therefore are presented below.

Property Information


Property Name	Number of Buildings	Square Feet	Leased %		Annual Revenue per leased SF (1)		Mortgage Notes Payable (2)
300 Billerica Road, Chelmsford, MA	1	110,882	100.0	%	$	9.10	$	1,875	(3)
Circle Star, San Carlos, CA	2	206,945	—			—		10,500	(4)
Mountain View Research Park, Mountain View, CA	16	600,449	76.3	%		30.98		43,843	(5)
Mountain View Technology Park, Mountain View, CA	7	135,279	57.6	%		26.50		9,612	(6)

Total	26	1,053,555	61.4	%	$	26.69	$	65,831

Results of Operations

(unaudited and in thousands)

for the three months ended March 31, 2010


	Value-Added Fund
REVENUE
Rental	$	4,583
Straight-line rent		98
Fair value lease revenue		296

Total revenue		4,977

EXPENSES
Operating		1,885

SUBTOTAL		3,092
Interest		2,681
Depreciation and amortization		2,063

SUBTOTAL		4,744
Gains on sale of real estate		—
Impairment loss		—
Loss from early extinguishment of debt		—

NET INCOME	$	(1,652	)

BXP’s share of net income	$	(514	)
Basis differential		156
Impairment loss on investment		—

Loss from Value-Added Fund	$	(358	)
BXP’s share of depreciation & amortization		651

BXP’s share of Funds from Operations (FFO)	$	293

The Company’s Equity in the Value-Added Fund	$	11,648

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Represents the Company’s share.

(3)	The mortgage bears interest at a fixed rate of 5.69% and matures on January 1, 2016.

(4)	The mortgage bears interest at a fixed rate of 6.57% and matures on September 1, 2013.

(5)

The mortgage bears interest at a variable rate of LIBOR plus 1.75% and matures on May 31, 2011, with two, one-year extension options. The Value-Added Fund has entered into three (3) interest rate swap contracts to fix the one-month LIBOR index rate at 3.63% per annum on an aggregate notional amount of $103 million. The swap contracts went into effect on June 2, 2008 and expire on April 1, 2011.

(6)

The mortgage bears interest at a variable rate of LIBOR plus 1.50% and matures on March 31, 2011, with two, one-year extension options. The Value-Added Fund has entered into an interest rate swap contract to fix the one-month LIBOR index rate at 4.085% per annum on a notional amount of $24 million. The swap contract went into effect on June 12, 2008 and expires on March 31, 2011.

Boston Properties, Inc.

First Quarter 2010

PORTFOLIO OVERVIEW

Rentable Square Footage and Percentage of Portfolio Net Operating Income of In-Service Properties by Location and Type of Property

for the Quarter Ended March 31, 2010 (1) (2) (3)


Geographic Area	Square Feet Office (3)		% of NOI Office (4)		Square Feet Office/ Technical		% of NOI Office/ Technical (4)		Square Feet Total (3)		Square Feet % of Total		% of NOI Hotel (4)		% of NOI Total (4)
Greater Boston	8,178,007		18.3	%	834,062		1.8	%	9,012,069		25.5	%	0.2	%	20.3	%
Greater Washington	9,186,884	(5)	21.9	%	756,325		1.0	%	9,943,209	(5)	28.2	%	—		22.9	%
Greater San Francisco	4,979,375		11.4	%	—		—		4,979,375		14.1	%	—		11.4	%
Midtown Manhattan	8,931,259	(6)	42.5	%	—		—		8,931,259	(6)	25.3	%	—		42.5	%
Princeton/East Brunswick, NJ	2,451,558		2.9	%	—		—		2,451,558		6.9	%	—		2.9	%

	33,727,083		97.0	%	1,590,387		2.8	%	35,317,470		100.0	%	0.2	%	100.0	%

% of Total	95.5	%			4.5	%			100.0	%


*Percentage of Portfolio Net Operating Income of In-Service Properties* *by Location and Type of Property (2) (4)*							*Hotel Properties*
Geographic Area	CBD		Suburban		Total		Hotel Properties	Number of Rooms	Square Feet
							Cambridge Center Marriott, Cambridge, MA	433	330,400

Greater Boston	14.9	%	5.4	%	20.3	%	Total Hotel Properties	433	330,400

Greater Washington	9.1	%	13.8	%	22.9	%
Greater San Francisco	9.2	%	2.2	%	11.4	%
Midtown Manhattan	42.5	%	—		42.5	%	*Structured Parking*
Princeton/East Brunswick, NJ	—		2.9	%	2.9	%		Number of Spaces	Square Feet

Total	75.7	%	24.3	%	100.0	%	Total Structured Parking	38,017	12,789,161

(1)	For disclosures relating to our definition of In-Service Properties, see page 50.

(2)	Portfolio Net Operating Income is a non-GAAP financial measure. For a quantitative reconciliation of Portfolio NOI to net income available to common shareholders, see page 42. For disclosures relating to our use of Portfolio NOI see page 50.

(3)	Includes approximately 1,700,000 square feet of retail space.

(4)	The calculation for percentage of Portfolio Net Operating Income excludes termination income.

(5)

Includes 586,782 square feet at Metropolitan Square which is 51% owned by Boston Properties, 401,279 square feet at Market Square North which is 50% owned by Boston Properties, 539,229 square feet at 901 New York Avenue which is 25% owned by Boston Properties, 321,943 square feet at 505 9th Street, N.W. which is 50% owned by Boston Properties, 117,599 square feet at Annapolis Junction which is 50% owned by Boston Properties and 299,136 square feet at Wisconsin Place which is 66.67% owned by Boston Properties.

(6)	Includes 1,801,939 square feet at the General Motors Building, 581,437 square feet at 125 West 55th Street, 637,644 square feet at Two Grand Central Tower and 288,340 square feet at 540 Madison Avenue, each of which is 60% owned by Boston Properties.

Boston Properties, Inc.

First Quarter 2010

In-Service Property Listing

as of March 31, 2010


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Greater Boston
Office
	800 Boylston Street - The Prudential Center	CBD Boston MA	1	1,224,664	90.9	%	$	47.68	N	CBD
	111 Huntington Avenue - The Prudential Center	CBD Boston MA	1	859,641	99.6	%		58.37	N	CBD
	101 Huntington Avenue - The Prudential Center	CBD Boston MA	1	505,939	99.4	%		41.05	N	CBD
	The Shops at the Prudential Center	CBD Boston MA	1	510,029	99.0	%		66.05	N	CBD
	Shaws Supermarket at the Prudential Center	CBD Boston MA	1	57,235	100.0	%		49.44	N	CBD
	One Cambridge Center	East Cambridge MA	1	215,385	52.0	%		43.56	N	CBD
	Three Cambridge Center	East Cambridge MA	1	108,152	43.0	%		21.91	N	CBD
	Four Cambridge Center	East Cambridge MA	1	198,723	98.3	%		45.06	N	CBD
	Five Cambridge Center	East Cambridge MA	1	240,480	100.0	%		45.07	N	CBD
	Eight Cambridge Center	East Cambridge MA	1	177,226	100.0	%		40.75	Y	CBD
	Ten Cambridge Center	East Cambridge MA	1	152,664	100.0	%		40.02	N	CBD
	Eleven Cambridge Center	East Cambridge MA	1	79,616	100.0	%		48.44	N	CBD
	University Place	Mid-Cambridge MA	1	195,282	100.0	%		39.52	Y	CBD
	Reservoir Place	Route 128 Mass Turnpike MA	1	526,386	94.5	%		31.92	Y	S
	Reservoir Place North	Route 128 Mass Turnpike MA	1	73,258	100.0	%		29.15	N	S
	140 Kendrick Street	Route 128 Mass Turnpike MA	3	380,987	100.0	%		31.54	Y	S
	230 CityPoint	Route 128 Mass Turnpike MA	1	299,944	92.5	%		35.57	N	S
	77 CityPoint	Route 128 Mass Turnpike MA	1	209,707	100.0	%		42.77	N	S
(2)(3)	Waltham Office Center	Route 128 Mass Turnpike MA	1	67,005	44.2	%		13.05	N	S
	195 West Street	Route 128 Mass Turnpike MA	1	63,500	100.0	%		37.61	N	S
	200 West Street	Route 128 Mass Turnpike MA	1	253,890	32.5	%		31.11	N	S
	Waltham Weston Corporate Center	Route 128 Mass Turnpike MA	1	306,789	78.6	%		36.57	N	S
	10 & 20 Burlington Mall Road	Route 128 Northwest MA	2	153,081	88.8	%		24.82	Y	S
	Bedford Business Park	Route 128 Northwest MA	1	92,207	100.0	%		27.32	N	S
	32 Hartwell Avenue	Route 128 Northwest MA	1	69,154	100.0	%		25.69	N	S
	91 Hartwell Avenue	Route 128 Northwest MA	1	121,425	47.0	%		28.33	Y	S
	92 Hayden Avenue	Route 128 Northwest MA	1	31,100	100.0	%		35.12	N	S
	100 Hayden Avenue	Route 128 Northwest MA	1	55,924	100.0	%		34.39	N	S
	33 Hayden Avenue	Route 128 Northwest MA	1	80,128	100.0	%		31.92	N	S
	Lexington Office Park	Route 128 Northwest MA	2	166,359	81.6	%		27.17	N	S
	191 Spring Street	Route 128 Northwest MA	1	158,900	100.0	%		31.45	N	S
	181 Spring Street	Route 128 Northwest MA	1	55,793	100.0	%		36.95	N	S
	201 Spring Street	Route 128 Northwest MA	1	106,300	100.0	%		32.90	N	S
	40 Shattuck Road	Route 128 Northwest MA	1	121,216	70.5	%		20.86	N	S
	Quorum Office Park	Route 128 Northwest MA	2	259,918	100.0	%		23.98	N	S

			40	8,178,007	90.7	%	$	41.82

Office/Technical
	Seven Cambridge Center	East Cambridge MA	1	231,028	100.0	%	$	82.67	N	CBD
	Fourteen Cambridge Center	East Cambridge MA	1	67,362	100.0	%		24.72	N	CBD
(2)	103 Fourth Avenue	Route 128 Mass Turnpike MA	1	62,476	58.5	%		24.29	N	S
	Bedford Business Park	Route 128 Northwest MA	2	379,056	69.3	%		19.02	N	S
	17 Hartwell Avenue	Route 128 Northwest MA	1	30,000	100.0	%		15.25	N	S
	164 Lexington Road	Route 128 Northwest MA	1	64,140	0.0	%		—	N	S

			7	834,062	75.3	%	$	43.19

		Total Greater Boston:	47	9,012,069	89.2	%	$	41.92

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Property held for redevelopment.

(3)	The Company reclassified two buildings in Waltham Office Center to land held for future development. These two buildings total approximately 62,000 square feet, are currently planned for redevelopment and are no longer held available for lease.

Boston Properties, Inc.

First Quarter 2010

In-Service Property Listing (continued)

as of March 31, 2010


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Greater Washington, DC
Office
	Capital Gallery	Southwest Washington DC	1	621,009	100.0	%	$	47.74	N	CBD
	500 E Street, S. W.	Southwest Washington DC	1	248,336	100.0	%		44.74	N	CBD
	Metropolitan Square (51% ownership)	East End Washington DC	1	586,782	99.5	%		51.57	Y	CBD
	1301 New York Avenue	East End Washington DC	1	188,357	100.0	%		46.14	N	CBD
	Market Square North (50% ownership)	East End Washington DC	1	401,279	90.9	%		56.70	Y	CBD
	505 9th Street, N.W. (50% ownership)	CBD Washington DC	1	321,943	96.0	%		62.46	Y	CBD
	901 New York Avenue (25% ownership)	CBD Washington DC	1	539,229	99.4	%		60.05	Y	CBD
	1333 New Hampshire Avenue	CBD Washington DC	1	315,371	100.0	%		47.83	N	CBD
	1330 Connecticut Avenue	CBD Washington DC	1	252,136	100.0	%		56.08	Y	CBD
(2)	635 Massachusetts Avenue	CBD Washington DC	1	211,000	100.0	%		28.31	N	CBD
	Sumner Square	CBD Washington DC	1	208,665	96.8	%		44.60	Y	CBD
	Annapolis Junction (50% ownership)	Arundel County, MD	1	117,599	58.1	%		140.27	Y	S
	Montvale Center	Montgomery County MD	1	123,317	80.2	%		26.51	Y	S
(3)	One Preserve Parkway	Montgomery County MD	1	183,460	73.7	%		35.92	N	S
	2600 Tower Oaks Boulevard	Montgomery County MD	1	178,917	88.7	%		39.42	N	S
(3)	Wisconsin Place (66.67% ownership)	Montgomery County MD	1	299,136	91.1	%		46.20	Y	S
(3)	Democracy Tower	Fairfax County VA	1	235,436	100.0	%		45.16	Y	S
	Kingstowne One	Fairfax County VA	1	150,838	100.0	%		36.54	Y	S
	Kingstowne Two	Fairfax County VA	1	156,251	98.2	%		37.82	Y	S
	Kingstowne Retail	Fairfax County VA	1	88,288	100.0	%		30.75	Y	S
	One Freedom Square	Fairfax County VA	1	420,537	94.3	%		41.57	Y	S
	Two Freedom Square	Fairfax County VA	1	421,253	99.4	%		45.20	N	S
	One Reston Overlook	Fairfax County VA	1	312,685	100.0	%		31.66	N	S
	Two Reston Overlook	Fairfax County VA	1	134,615	93.3	%		32.53	N	S
	One and Two Discovery Square	Fairfax County VA	2	366,990	100.0	%		44.57	N	S
	New Dominion Technology Park - Building One	Fairfax County VA	1	235,201	100.0	%		33.05	Y	S
	New Dominion Technology Park - Building Two	Fairfax County VA	1	257,400	100.0	%		39.41	Y	S
	Reston Corporate Center	Fairfax County VA	2	261,046	100.0	%		35.15	N	S
	South of Market	Fairfax County VA	3	648,270	92.3	%		44.85	Y	S
	12290 Sunrise Valley	Fairfax County VA	1	182,424	100.0	%		38.25	N	S
	12300 Sunrise Valley	Fairfax County VA	1	255,244	100.0	%		35.81	N	S
	12310 Sunrise Valley	Fairfax County VA	1	263,870	100.0	%		46.36	N	S

			36	9,186,884	96.5	%	$	45.62

Office/Technical
(2)	6601 Springfield Center Drive	Fairfax County VA	1	26,388	100.0	%	$	11.13	N	S
	7435 Boston Boulevard	Fairfax County VA	1	103,557	100.0	%		21.15	N	S
	7451 Boston Boulevard	Fairfax County VA	1	47,001	100.0	%		23.79	N	S
	7450 Boston Boulevard	Fairfax County VA	1	62,402	100.0	%		20.14	N	S
	7374 Boston Boulevard	Fairfax County VA	1	57,321	100.0	%		16.35	N	S
	8000 Grainger Court	Fairfax County VA	1	88,775	100.0	%		19.59	N	S
	7500 Boston Boulevard	Fairfax County VA	1	79,971	100.0	%		15.07	N	S
	7501 Boston Boulevard	Fairfax County VA	1	75,756	100.0	%		23.26	N	S
	7601 Boston Boulevard	Fairfax County VA	1	103,750	100.0	%		14.38	N	S
	7375 Boston Boulevard	Fairfax County VA	1	26,865	100.0	%		20.35	N	S
	8000 Corporate Court	Fairfax County VA	1	52,539	100.0	%		19.10	N	S
	7300 Boston Boulevard	Fairfax County VA	1	32,000	100.0	%		27.52	N	S

			12	756,325	100.0	%	$	19.07

		Total Greater Washington (4):	48	9,943,209	96.8	%	$	43.53

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Property held for redevelopment.

(3)	Not included in Same Property analysis.

(4)	The Company reclassified 6605 Springfield Center Drive to land held for future development. The building total approximately 69,000 square feet, is currently planned for redevelopment and is no longer held available for lease.

Boston Properties, Inc.

First Quarter 2010

In-Service Property Listing (continued)

as of March 31, 2010


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Midtown Manhattan
Office
	599 Lexington Avenue	Park Avenue NY	1	1,039,158	96.2	%	$	80.53	Y	CBD
	601 Lexington Avenue (formerly Citigroup Center)	Park Avenue NY	1	1,626,890	92.4	%		81.78	Y	CBD
	399 Park Avenue	Park Avenue NY	1	1,712,223	95.5	%		81.13	N	CBD
	Times Square Tower	Times Square NY	1	1,243,628	99.7	%		70.44	N	CBD
	General Motors Building (60% ownership)	Plaza District NY	1	1,801,939	98.2	%		107.18	Y	CBD
	125 West 55th Street (60% ownership)	Sixth/Rock Center NY	1	581,437	100.0	%		66.25	Y	CBD
	Two Grand Central Tower (60% ownership)	Grand Central District NY	1	637,644	94.5	%		55.27	Y	CBD
	540 Madison Avenue (60% ownership)	5th/Madison District NY	1	288,340	91.7	%		101.97	Y	CBD

		Total Midtown Manhattan:	8	8,931,259	96.2	%	$	82.82

Princeton/East Brunswick, NJ
Office
	101 Carnegie Center	Princeton NJ	1	123,659	100.0	%	$	28.92	N	S
	104 Carnegie Center	Princeton NJ	1	102,830	97.2	%		34.98	N	S
	105 Carnegie Center	Princeton NJ	1	69,955	55.3	%		28.99	N	S
	201 Carnegie Center	Princeton NJ	—	6,500	100.0	%		30.00	N	S
	202 Carnegie Center	Princeton NJ	1	130,582	76.4	%		33.17	Y	S
	206 Carnegie Center	Princeton NJ	1	161,763	100.0	%		33.85	Y	S
	210 Carnegie Center	Princeton NJ	1	162,368	98.3	%		36.67	N	S
	211 Carnegie Center	Princeton NJ	1	47,025	100.0	%		32.27	N	S
	212 Carnegie Center	Princeton NJ	1	149,354	81.0	%		36.25	N	S
	214 Carnegie Center	Princeton NJ	1	150,774	77.2	%		32.01	Y	S
	302 Carnegie Center	Princeton NJ	1	64,926	100.0	%		33.15	N	S
	502 Carnegie Center	Princeton NJ	1	118,120	82.1	%		34.94	N	S
	504 Carnegie Center	Princeton NJ	1	121,990	100.0	%		30.05	N	S
	506 Carnegie Center	Princeton NJ	1	145,213	100.0	%		34.17	N	S
	508 Carnegie Center	Princeton NJ	1	128,662	57.8	%		32.57	N	S
	510 Carnegie Center	Princeton NJ	1	234,160	100.0	%		28.88	N	S
(2)	701 Carnegie Center	Princeton NJ	1	120,000	100.0	%		36.32	N	S

			16	2,037,881	89.9	%	$	32.95

	One Tower Center	East Brunswick NJ	1	413,677	40.8	%	$	32.86	N	S

			1	413,677	40.8	%	$	32.86

		Total Princeton/East Brunswick, NJ:	17	2,451,558	81.6	%	$	32.94

Greater San Francisco
Office
	Embarcadero Center One	CBD San Francisco CA	1	833,723	87.0	%	$	47.17	N	CBD
	Embarcadero Center Two	CBD San Francisco CA	1	779,768	96.7	%		52.38	N	CBD
	Embarcadero Center Three	CBD San Francisco CA	1	775,086	84.7	%		43.50	N	CBD
	Embarcadero Center Four	CBD San Francisco CA	1	936,877	91.3	%		63.09	Y	CBD

			4	3,325,454	89.9	%	$	52.16

	611 Gateway	South San Francisco CA	1	256,302	100.0	%	$	34.06	N	S
	601 and 651 Gateway	South San Francisco CA	2	506,224	92.8	%		32.74	N	S
	303 Almaden	San Jose CA	1	156,859	94.1	%		35.48	N	CBD
(3)	North First Business Park	San Jose CA	5	190,636	75.8	%		16.15	N	S
	3200 Zanker Road	San Jose CA	4	543,900	100.0	%		15.13	N	S

			13	1,653,921	94.4	%	$	25.55

		Total Greater San Francisco:	17	4,979,375	91.4	%	$	43.00

		Total In-Service Properties (4):	137	35,317,470	92.9	%	$	52.71

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

(4)

The Total In-Service Properties reflect a reduction in the number of properties related to the Company’s decision to reclassify three in-service properties to land held for future development. These three properties total approximately 131,000 square feet, are currently planned for redevelopment and are no longer held available for lease.

Boston Properties, Inc.

First Quarter 2010

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

TOP 20 TENANTS BY SQUARE FEET LEASED


	Tenant	Sq. Ft.		% of Portfolio
1	US Government	1,831,242	(1)	5.19	%
2	Lockheed Martin	1,305,094		3.70	%
3	Citibank	1,047,695	(2)	2.97	%
4	Kirkland & Ellis	648,566	(3)	1.84	%
5	Genentech	621,651		1.76	%
6	Ropes & Gray	508,673		1.44	%
7	Shearman & Sterling	472,808		1.34	%
8	O’Melveny & Myers	460,187		1.30	%
9	Weil Gotshal Manges	456,744	(4)	1.29	%
10	Parametric Technology	380,987		1.08	%
11	Finnegan Henderson Farabow	356,195	(5)	1.01	%
12	Ann Taylor	338,942		0.96	%
13	Accenture	332,583		0.94	%
14	Northrop Grumman	327,677		0.93	%
15	Biogen	302,526		0.86	%
16	Washington Group International	299,079		0.85	%
17	Aramis (Estee Lauder)	295,610	(6)	0.84	%
18	Bingham McCutchen	291,415		0.83	%
19	Akin Gump Strauss Hauer & Feld	290,132		0.82	%
20	Macquarie Holdings	286,288	(7)	0.81	%

	Total % of Portfolio Square Feet			30.73	%
	Total % of Portfolio Revenue			32.40	%

Notable Signed Deals (8)


Tenant	Property	Sq. Ft.
Wellington Management	Atlantic Wharf (formerly Russia Wharf)	454,000
Biogen Idec	Weston Corporate Center	356,367
Hunton & Williams LLP	2200 Pennsylvania Avenue	189,806

(1)	Includes 116,353, 68,276 & 56,351 square feet of space in properties in which Boston Properties has a 60%, 51% and 50% interest, respectively.

(2)	Includes 10,080 & 2,761 square feet of space in properties in which Boston Properties has a 60% and 51% interest, repectively.

(3)	Includes 256,904 square feet of space in a property in which Boston Properties has a 51% interest.

(4)	All space is in a property in which Boston Properties has a 60% interest.

(5)	Includes 258,990 square feet of space in a property in which Boston Properties has a 25% interest.

(6)	All space is in a property in which Boston Properties has a 60% interest.

(7)	Includes 261,387 square feet of space in a property in which Boston Properties has a 60% interest.

(8)	Represents leases signed with occupancy commencing in the future.

TENANT DIVERSIFICATION (GROSS RENT) *

LOGO

*	The classification of the Company’s tenants is based on the U.S. Government’s North American Industry Classification System (NAICS), which has replaced the Standard Industrial Classification (SIC) system.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE OFFICE PROPERTIES

Lease Expirations (1) (2)


Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Current Annualized Revenues Under Expiring Leases p.s.f.		Annualized Revenues Under Expiring Leases with future step-ups		Annualized Revenues Under Expiring Leases with future step-ups - p.s.f.		Percentage of Total Square Feet
2010	2,069,601	$	82,866,579	$	40.04	$	88,465,298	$	42.75	6.43	%
2011	2,743,922		134,120,572		48.88		134,830,911		49.14	8.53	%
2012	2,694,057		129,171,846		47.95		131,546,622		48.83	8.38	%
2013	1,489,383		62,199,432		41.76		64,088,756		43.03	4.63	%
2014	2,964,875		123,575,129		41.68		134,036,500		45.21	9.22	%
2015	2,372,813		109,111,114		45.98		128,421,282		54.12	7.38	%
2016	2,350,692		116,588,380		49.60		126,982,222		54.02	7.31	%
2017	3,073,700		210,556,206		68.50		226,875,762		73.81	9.56	%
2018	516,045		39,362,536		76.28		44,444,994		86.13	1.60	%
2019	2,960,611		167,228,422		56.48		187,226,265		63.24	9.20	%
Thereafter	6,377,330		398,117,295		62.43		485,258,892		76.09	19.83	%

Occupancy By Location (3)


	CBD				Suburban				Total
Location	31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09

Midtown Manhattan	96.2	%	98.0	%	n/a		n/a		96.2	%	98.0	%
Greater Boston	93.6	%	96.5	%	87.0	%	92.3	%	90.7	%	94.6	%
Greater Washington	98.4	%	99.9	%	95.1	%	94.1	%	96.5	%	96.8	%
Greater San Francisco	90.1	%	91.4	%	94.5	%	95.4	%	91.4	%	92.6	%
Princeton/East Brunswick, NJ	n/a		n/a		81.6	%	82.4	%	81.6	%	82.4	%

Total Portfolio	95.0	%	96.9	%	90.2	%	91.5	%	93.2	%	94.9	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

(3)	Includes approximately 1,700,000 square feet of retail space.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE OFFICE/TECHNICAL PROPERTIES

Lease Expirations (1) (2)


Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Current Annualized Revenues Under Expiring Leases p.s.f.		Annualized Revenues Under Expiring Leases with future step-ups		Annualized Revenues Under Expiring Leases with future step-ups - p.s.f.		Percentage of Total Square Feet
2010	367,883	$	7,329,648	$	19.92	$	7,329,648	$	19.92	23.13	%
2011	117,109		1,918,771		16.38		1,940,297		16.57	7.36	%
2012	132,820		2,940,656		22.14		2,946,589		22.18	8.35	%
2013	7,479		148,517		19.86		154,497		20.66	0.47	%
2014	258,020		4,677,988		18.13		4,942,371		19.15	16.22	%
2015	23,439		454,593		19.39		512,271		21.86	1.47	%
2016	225,532		18,729,287		83.04		19,029,245		84.37	14.18	%
2017	—		—		—		—		—	0.00	%
2018	—		—		—		—		—	0.00	%
2019	—		—		—		—		—	0.00	%
Thereafter	237,776		4,860,439		20.44		5,179,327		21.78	14.95	%

Occupancy By Location


	CBD				Suburban				Total
Location	31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09
Midtown Manhattan	n/a		n/a		n/a		n/a		n/a		n/a
Greater Boston	100.0	%	100.0	%	61.5	%	56.8	%	75.3	%	72.3	%
Greater Washington	n/a		n/a		100.0	%	91.6	%	100.0	%	91.6	%
Greater San Francisco	n/a		n/a		n/a		n/a		n/a		n/a
Princeton/East Brunswick, NJ	n/a		n/a		n/a		n/a		n/a		n/a

Total Portfolio	100.0	%	100.0	%	84.0	%	77.9	%	87.0	%	81.9	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE RETAIL PROPERTIES

Lease Expirations (1) (2)


Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Current Annualized Revenues Under Expiring Leases p.s.f.		Annualized Revenues Under Expiring Leases with future step-ups		Annualized Revenues Under Expiring Leases with future step-ups - p.s.f.		Percentage of Total Square Feet
2010	58,084	$	2,747,537	$	47.30	$	2,853,287	$	49.12	3.72	%
2011	69,067		5,668,047		82.07		5,744,333		83.17	4.42	%
2012	143,825		9,494,929		66.02		9,684,497		67.34	9.21	%
2013	72,586		6,006,376		82.75		6,211,836		85.58	4.65	%
2014	53,679		4,674,062		87.07		4,981,451		92.80	3.44	%
2015	143,322		11,217,744		78.27		13,753,713		95.96	9.18	%
2016	149,046		16,822,049		112.86		15,177,524		101.83	9.54	%
2017	106,895		6,676,397		62.46		7,140,393		66.80	6.85	%
2018	251,526		11,697,006		46.50		12,195,337		48.49	16.11	%
2019	55,477		3,602,105		64.93		4,267,963		76.93	3.55	%
Thereafter	458,125		26,036,715		56.83		32,791,004		71.58	29.34	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations (1) (2)


Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Current Annualized Revenues Under Expiring Leases p.s.f.		Annualized Revenues Under Expiring Leases with future step-ups		Annualized Revenues Under Expiring Leases with future step-ups - p.s.f.		Percentage of Total Square Feet

2010	2,495,568	$	92,943,764	$	37.24	$	98,648,233	$	39.53	7.1	%
2011	2,930,098		141,707,391		48.36		142,515,540		48.64	8.3	%
2012	2,970,702		141,607,431		47.67		144,177,708		48.53	8.4	%
2013	1,569,448		68,354,324		43.55		70,455,089		44.89	4.4	%
2014	3,276,574		132,927,179		40.57		143,960,322		43.94	9.3	%
2015	2,539,574		120,783,450		47.56		142,687,265		56.19	7.2	%
2016	2,725,270		152,139,716		55.83		161,188,991		59.15	7.7	%
2017	3,180,595		217,232,603		68.30		234,016,156		73.58	9.0	%
2018	767,571		51,059,542		66.52		56,640,331		73.79	2.2	%
2019	3,016,088		170,830,527		56.64		191,494,228		63.49	8.5	%
Thereafter	7,073,231		429,014,449		60.65		523,229,223		73.97	20.0	%

Occupancy By Location


	CBD				Suburban				Total
Location	31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09

Midtown Manhattan	96.2	%	98.0	%	n/a		n/a		96.2	%	98.0	%
Greater Boston	94.0	%	96.7	%	83.8	%	87.9	%	89.2	%	92.5	%
Greater Washington	98.4	%	99.9	%	95.7	%	93.8	%	96.8	%	96.3	%
Greater San Francisco	90.1	%	91.4	%	94.5	%	95.4	%	91.4	%	92.6	%
Princeton/East Brunswick, NJ	n/a		n/a		81.6	%	82.4	%	81.6	%	82.4	%

Total Portfolio	95.1	%	96.9	%	89.6	%	90.1	%	92.9	%	94.3	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER BOSTON PROPERTIES

Lease Expirations - Greater Boston (1) (2)


	OFFICE											OFFICE/TECHNICAL
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	517,744	$	17,554,060	$	33.90		$	17,543,944	$	33.89		61,528	$	1,024,184	$	16.65	$	1,024,184	$	16.65
2011	1,007,436		41,975,501		41.67			41,856,375		41.55		—		—		—		—		—
2012	1,076,476		40,156,709		37.30			40,762,192		37.87		67,362		1,665,183		24.72		1,665,183		24.72
2013	502,245		21,104,618		42.02			22,002,648		43.81		—		—		—		—		—
2014	636,714		26,391,282		41.45			26,778,094		42.06		30,000		457,500		15.25		457,500		15.25
2015	718,975		25,790,117		35.87			28,483,504		39.62		—		—		—		—		—
2016	274,802		8,945,714		32.55			9,923,884		36.11		225,532		18,729,287		83.04		19,029,245		84.37
2017	336,581		15,185,669		45.12			17,563,024		52.18		—		—		—		—		—
2018	4,064		102,359		25.19			116,249		28.60		—		—		—		—		—
2019	621,239		26,345,738		42.41			28,788,322		46.34		—		—		—		—		—
Thereafter	906,500		44,231,747		48.79			55,754,363		61.51		237,776		4,860,439		20.44		5,179,327		21.78

	Retail											Total Property Types
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	8,903	$	1,306,527	$	146.75	(3)	$	1,412,277	$	158.63	(3)	588,175	$	19,884,770	$	33.81	$	19,980,404	$	33.97
2011	22,343		2,716,778		121.59			2,717,378		121.62		1,029,779		44,692,279		43.40		44,573,753		43.28
2012	60,981		2,290,562		37.56			2,290,562		37.56		1,204,819		44,112,454		36.61		44,717,937		37.12
2013	28,465		3,438,662		120.80			3,507,703		123.23		530,710		24,543,280		46.25		25,510,351		48.07
2014	16,269		1,960,367		120.50			1,987,997		122.20		682,983		28,809,149		42.18		29,223,590		42.79
2015	72,482		4,946,864		68.25			5,153,946		71.11		791,457		30,736,982		38.84		33,637,450		42.50
2016	14,617		1,711,955		117.12			1,785,820		122.17		514,951		29,386,956		57.07		30,738,948		59.69
2017	43,745		2,557,609		58.47			2,718,720		62.15		380,326		17,743,278		46.65		20,281,744		53.33
2018	178,454		7,783,166		43.61			7,840,368		43.93		182,518		7,885,525		43.20		7,956,618		43.59
2019	16,025		1,660,381		103.61			1,992,912		124.36		637,264		28,006,118		43.95		30,781,233		48.30
Thereafter	215,778		8,631,652		40.00			10,303,410		47.75		1,360,054		57,723,837		42.44		71,237,100		52.38

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

(3)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $45.69 per square foot and $45.69 per square foot in 2010.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER BOSTON PROPERTIES

Quarterly Lease Expirations - Greater Boston (1) (2)


	OFFICE											OFFICE/TECHNICAL
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—		$	—	$	—		—	$	—	$	—	$	—	$	—
Q2 2010	198,201		5,102,053		25.74			5,102,053		25.74		25,000		136,860		5.47		136,860		5.47
Q3 2010	171,854		6,906,868		40.19			6,906,868		40.19		36,528		887,324		24.29		887,324		24.29
Q4 2010	147,689		5,545,138		37.55			5,535,022		37.48		—		—		—		—		—

Total 2010	517,744	$	17,554,060	$	33.90		$	17,543,944	$	33.89		61,528	$	1,024,183.56	$	16.65	$	1,024,183.56	$	16.65


Q1 2011	183,363	$	6,508,669	$	35.50		$	6,532,045	$	35.62		—	$	—	$	—	$	—	$	—
Q2 2011	373,299		11,510,820		30.84			11,537,415		30.91		—		—		—		—		—
Q3 2011	336,929		18,818,347		55.85			18,595,738		55.19		—		—		—		—		—
Q4 2011	113,845		5,137,664		45.13			5,191,176		45.60		—		—		—		—		—

Total 2011	1,007,436	$	41,975,501	$	41.67		$	41,856,375	$	41.55		—	$	—	$	—	$	—	$	—


	Retail											Total Property Types
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—		$	—	$	—		—	$	—	$	—	$	—	$	—
Q2 2010	8,782		728,430		82.95			745,230		84.86		231,983		5,967,343		25.72		5,984,143		25.80
Q3 2010	7		401,200		57,314.28			460,150		65,735.71		208,389		8,195,392		39.33		8,254,342		39.61
Q4 2010	114		176,897		1,551.73			206,897		1,814.89		147,803		5,722,035		38.71		5,741,919		38.85

Total 2010	8,903	$	1,306,527	$	146.75	(3)	$	1,412,277	$	158.63	(3)	588,175	$	19,884,770	$	33.81	$	19,980,404	$	33.97


Q1 2011	10,133	$	1,433,714.52	$	141.49			1,404,915	$	138.65		193,496	$	7,942,383	$	41.05	$	7,936,959	$	41.02
Q2 2011	1,930		394,629		204.47			397,629		206.03		375,229		11,905,449		31.73		11,935,044		31.81
Q3 2011	—		—		—			—		—		336,929		18,818,347		55.85		18,595,738		55.19
Q4 2011	10,280		888,435		86.42			914,835		88.99		124,125		6,026,099		48.55		6,106,011		49.19

Total 2011	22,343	$	2,716,778	$	121.59		$	2,717,378	$	121.62		1,029,779	$	44,692,279	$	43.40	$	44,573,753	$	43.28

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

(3)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $45.69 per square foot and $45.69 per square foot in 2010.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER WASHINGTON PROPERTIES

Lease Expirations - Greater Washington (1) (2)


	OFFICE									OFFICE/TECHNICAL
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	714,245	$	29,995,389	$	42.00	$	32,594,952	$	45.64	306,355	$	6,305,464	$	20.58	$	6,305,464	$	20.58
2011	794,069		35,009,967		44.09		35,512,287		44.72	117,109		1,918,771		16.38		1,940,297		16.57
2012	874,572		37,855,956		43.29		39,001,631		44.60	65,458		1,275,473		19.49		1,281,406		19.58
2013	167,745		8,786,830		52.38		9,164,248		54.63	7,479		148,517		19.86		154,497		20.66
2014	987,904		39,052,179		39.53		46,812,687		47.39	228,020		4,220,488		18.51		4,484,871		19.67
2015	655,892		29,952,153		45.67		33,179,633		50.59	23,439		454,593		19.39		512,271		21.86
2016	373,669		14,884,796		39.83		17,343,053		46.41	—		—		—		—		—
2017	846,192		46,305,484		54.72		50,335,312		59.48	—		—		—		—		—
2018	288,337		14,559,355		50.49		17,507,620		60.72	—		—		—		—		—
2019	1,091,151		51,951,657		47.61		61,745,580		56.59	—		—		—		—		—
Thereafter	1,737,311		82,275,694		47.36		105,239,494		60.58	—		—		—		—		—

	Retail									Total Property Types
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	4,719	$	243,172	$	51.53	$	243,172	$	51.53	1,025,319	$	36,544,025	$	35.64	$	39,143,587	$	38.18
2011	18,533		698,561		37.69		700,970		37.82	929,711		37,627,300		40.47		38,153,553		41.04
2012	11,984		513,102		42.82		524,670		43.78	952,014		39,644,530		41.64		40,807,708		42.86
2013	8,207		413,800		50.42		441,453		53.79	183,431		9,349,147		50.97		9,760,199		53.21
2014	12,053		615,109		51.03		696,220		57.76	1,227,977		43,887,777		35.74		51,993,778		42.34
2015	24,183		1,141,592		47.21		1,214,192		50.21	703,514		31,548,337		44.84		34,906,096		49.62
2016	17,696		908,265		51.33		1,004,208		56.75	391,365		15,793,062		40.35		18,347,260		46.88
2017	24,412		1,079,672		44.23		1,174,633		48.12	870,604		47,385,156		54.43		51,509,946		59.17
2018	56,153		3,129,893		55.74		3,444,423		61.34	344,490		17,689,248		51.35		20,952,044		60.82
2019	29,933		1,282,781		42.86		1,454,973		48.61	1,121,084		53,234,438		47.48		63,200,553		56.37
Thereafter	118,299		4,026,566		34.04		5,109,388		43.19	1,855,610		86,302,260		46.51		110,348,881		59.47

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER WASHINGTON PROPERTIES

Quarterly Lease Expirations - Greater Washington (1) (2)


	OFFICE									OFFICE/TECHNICAL
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	80,612		3,390,215		42.06		3,391,676		42.07	275,295		5,637,987		20.48		5,637,987		20.48
Q3 2010	49,158		1,912,618		38.91		1,912,618		38.91	—		—		—		—		—
Q4 2010	584,475		24,692,556		42.25		27,290,658		46.69	31,060		667,477		21.49		667,477		21.49

Total 2010	714,245	$	29,995,389	$	42.00	$	32,594,952	$	45.64	306,355	$	6,305,464	$	20.58	$	6,305,464	$	20.58


Q1 2011	380,673	$	12,835,434	$	33.72	$	12,872,752	$	33.82	57,321	$	937,043	$	16.35	$	937,043	$	16.35
Q2 2011	259,727		15,041,772		57.91		15,290,197		58.87	—		—		—		—		—
Q3 2011	23,544		1,092,966		46.42		1,127,609		47.89	59,788		981,729		16.42		1,003,254		16.78
Q4 2011	130,125		6,039,795		46.42		6,221,728		47.81	—		—		—		—		—

Total 2011	794,069	$	35,009,967	$	44.09	$	35,512,287	$	44.72	117,109	$	1,918,771	$	16.38	$	1,940,297	$	16.57


	Retail									Total Property Types
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	1,130		69,790		61.76		69,790		61.76	357,037		9,097,992		25.48		9,099,452		25.49
Q3 2010	—		—		—		—		—	49,158		1,912,618		38.91		1,912,618		38.91
Q4 2010	3,589		173,382		48.31		173,382		48.31	619,124		25,533,415		41.24		28,131,517		45.44

Total 2010	4,719	$	243,172	$	51.53	$	243,172	$	51.53	1,025,319	$	36,544,025	$	35.64	$	39,143,587	$	38.18


Q1 2011	7,747	$	429,062	$	55.38	$	429,062	$	55.38	445,741	$	14,201,538	$	31.86	$	14,238,857	$	31.94
Q2 2011	4,238		—		—		—		—	263,965		15,041,772		56.98		15,290,197		57.93
Q3 2011	3,757		152,206		40.51		152,710		40.65	87,089		2,226,901		25.57		2,283,573		26.22
Q4 2011	2,791		117,294		42.03		119,198		42.71	132,916		6,157,089		46.32		6,340,926		47.71

Total 2011	18,533	$	698,561	$	37.69	$	700,970	$	37.82	929,711	$	37,627,300	$	40.47	$	38,153,553	$	41.04

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

Lease Expirations - Greater San Francisco (1) (2)


	OFFICE									OFFICE/TECHNICAL
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	387,859	$	8,949,393	$	23.07	$	8,949,393	$	23.07	—	$	—	$	—	$	—	$	—
2011	391,347		25,974,701		66.37		26,231,525		67.03	—		—		—		—		—
2012	275,076		14,069,427		51.15		14,365,460		52.22	—		—		—		—		—
2013	492,266		13,731,727		27.89		14,071,704		28.59	—		—		—		—		—
2014	462,966		18,119,877		39.14		19,109,246		41.28	—		—		—		—		—
2015	429,880		18,410,250		42.83		18,432,652		42.88	—		—		—		—		—
2016	974,748		39,725,989		40.76		42,357,157		43.45	—		—		—		—		—
2017	270,863		11,599,186		42.82		12,664,350		46.76	—		—		—		—		—
2018	58,268		3,533,759		60.65		3,985,531		68.40	—		—		—		—		—
2019	80,697		3,540,656		43.88		3,863,444		47.88	—		—		—		—		—
Thereafter	441,682		24,902,053		56.38		27,751,676		62.83	—		—		—		—		—

	Retail									Total Property Types
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	43,911	$	1,093,865	$	24.91	$	1,093,865	$	24.91	431,770	$	10,043,258	$	23.26	$	10,043,258	$	23.26
2011	12,061		552,674		45.82		569,089		47.18	403,408		26,527,375		65.76		26,800,614		66.44
2012	33,691		2,443,840		72.54		2,566,008		76.16	308,767		16,513,266		53.48		16,931,468		54.84
2013	34,232		1,981,499		57.88		2,076,610		60.66	526,498		15,713,226		29.84		16,148,314		30.67
2014	14,339		793,989		55.37		848,650		59.18	477,305		18,913,866		39.63		19,957,895		41.81
2015	34,169		1,810,004		52.97		1,905,573		55.77	464,049		20,220,254		43.57		20,338,224		43.83
2016	25,352		1,137,210		44.86		1,274,945		50.29	1,000,100		40,863,199		40.86		43,632,102		43.63
2017	12,053		680,583		56.47		734,648		60.95	282,916		12,279,769		43.40		13,398,998		47.36
2018	16,919		783,946		46.34		910,545		53.82	75,187		4,317,705		57.43		4,896,076		65.12
2019	5,642		289,707		51.35		344,092		60.99	86,339		3,830,363		44.36		4,207,535		48.73
Thereafter	27,027		805,319		29.80		919,157		34.01	468,709		25,707,372		54.85		28,670,833		61.17

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

Quarterly Lease Expirations - Greater San Francisco (1) (2)


	OFFICE									OFFICE/TECHNICAL
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	38,552		1,657,806		43.00		1,657,806		43.00	—		—		—		—		—
Q3 2010	19,069		789,970		41.43		789,970		41.43	—		—		—		—		—
Q4 2010	330,238		6,501,618		19.69		6,501,618		19.69	—		—		—		—		—

Total 2010	387,859	$	8,949,393	$	23.07	$	8,949,393	$	23.07	—	$	—	$	—	$	—	$	—


Q1 2011	18,639	$	835,217	$	44.81	$	837,101	$	44.91	—	$	—	$	—	$	—	$	—
Q2 2011	48,830		2,621,462		53.69		2,645,822		54.18	—		—		—		—		—
Q3 2011	130,534		11,276,895		86.39		11,295,367		86.53	—		—		—		—		—
Q4 2011	193,344		11,241,128		58.14		11,453,236		59.24	—		—		—		—		—

Total 2011	391,347	$	25,974,701	$	66.37	$	26,231,525	$	67.03	—	$	—	$	—	$	—	$	—


	Retail									Total Property Types
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	3,048		77,420		25.40		77,420		25.40	41,600		1,735,226		41.71		1,735,226		41.71
Q3 2010	1,463		73,234		50.06		73,234		50.06	20,532		863,204		42.04		863,204		42.04
Q4 2010	39,400		943,211		23.94		943,211		23.94	369,638		7,444,829		20.14		7,444,829		20.14

Total 2010	43,911	$	1,093,865	$	24.91	$	1,093,865	$	24.91	431,770	$	10,043,258	$	23.26	$	10,043,258	$	23.26

Q1 2011	8,599	$	358,307	$	41.67	$	358,307	$	41.67	27,238	$	1,193,523	$	43.82	$	1,195,407		43.89
Q2 2011	—		—		—		—		—	48,830		2,621,462		53.69		2,645,822		54.18
Q3 2011	180		26,370		146.50		27,049		150.27	130,714		11,303,265		86.47		11,322,416		86.62
Q4 2011	3,282		167,997		51.19		183,733		55.98	196,626		11,409,125		58.02		11,636,969		59.18

Total 2011	12,061	$	552,674	$	45.82	$	569,089	$	47.18	403,408	$	26,527,375	$	65.76	$	26,800,614	$	66.44

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

Lease Expirations - Midtown Manhattan (1) (2)


	OFFICE									OFFICE/TECHNICAL
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	344,439	$	22,605,482	$	65.63	$	25,614,755	$	74.37	—	$	—	$	—	$	—	$	—
2011	226,829		19,716,531		86.92		19,765,349		87.14	—		—		—		—		—
2012	418,289		35,375,550		84.57		35,703,134		85.36	—		—		—		—		—
2013	132,200		12,137,888		91.81		12,137,888		91.81	—		—		—		—		—
2014	208,445		18,030,757		86.50		18,475,670		88.64	—		—		—		—		—
2015	388,055		29,465,378		75.93		42,411,141		109.29	—		—		—		—		—
2016	665,125		50,990,515		76.66		55,185,099		82.97	—		—		—		—		—
2017	1,498,954		133,236,452		88.89		141,837,898		94.62	—		—		—		—		—
2018	165,376		21,167,064		127.99		22,835,594		138.08	—		—		—		—		—
2019	1,018,764		80,947,376		79.46		87,851,879		86.23	—		—		—		—		—
Thereafter	3,171,837		242,349,689		76.41		291,675,247		91.96	—		—		—		—		—

	Retail									Total Property Types
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	551	$	103,974	$	188.70	$	103,974	$	188.70	344,990	$	22,709,457	$	65.83	$	25,718,729	$	74.55
2011	16,130		1,700,033		105.40		1,756,896		108.92	242,959		21,416,564		88.15		21,522,245		88.58
2012	37,169		4,247,426		114.27		4,303,256		115.78	445,458		39,622,975		87.00		40,006,390		87.84
2013	1,682		172,415		102.51		186,069		110.62	133,882		12,310,302		91.95		12,323,957		92.05
2014	11,018		1,304,597		118.41		1,448,584		131.47	219,463		19,335,354		88.10		19,924,254		90.79
2015	12,488		3,319,283		265.80		5,480,002		438.82	400,543		32,784,661		81.85		47,891,143		119.57
2016	91,381		13,064,619		142.97		11,112,551		121.61	756,506		64,055,134		84.67		66,297,650		87.64
2017	26,685		2,358,533		88.38		2,512,392		94.15	1,525,639		135,594,985		88.88		144,350,290		94.62
2018	—		—		—		—		—	165,376		21,167,064		127.99		22,835,594		138.08
2019	3,877		369,235		95.24		475,987		122.77	1,022,641		81,316,612		79.52		88,327,866		86.37
Thereafter	97,021		12,573,179		129.59		16,459,050		169.64	3,268,858		254,922,867		77.99		308,134,298		94.26

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

Quarterly Lease Expirations - Midtown Manhattan (1) (2)


	OFFICE									OFFICE/TECHNICAL
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	81,382		5,413,271		66.52		5,413,271		66.52	—		—		—		—		—
Q3 2010	158,876		10,209,641		64.26		13,216,243		83.19	—		—		—		—		—
Q4 2010	104,181		6,982,570		67.02		6,985,240		67.05	—		—		—		—		—

Total 2010	344,439	$	22,605,482	$	65.63	$	25,614,755	$	74.37	—	$	—	$	—	$	—	$	—

Q1 2011	46,606	$	3,038,729	$	65.20	$	3,034,773	$	65.12	—	$	—	$	—	$	—	$	—
Q2 2011	82,781		7,016,613		84.76		7,069,388		85.40	—		—		—		—		—
Q3 2011	42,850		3,375,058		78.76		3,375,058		78.76	—		—		—		—		—
Q4 2011	54,592		6,286,130		115.15		6,286,130		115.15	—		—		—		—		—

Total 2011	226,829	$	19,716,531	$	86.92	$	19,765,349	$	87.14	—	$	—	$	—	$	—	$	—


	Retail									Total Property Types
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	—		—		—		—		—	81,382		5,413,271		66.52		5,413,271		66.52
Q3 2010	—		—		—		—		—	158,876		10,209,641		64.26		13,216,243		83.19
Q4 2010	551		103,974		188.70		103,974		188.70	104,732		7,086,544		67.66		7,089,214		67.69

Total 2010	551	$	103,974	$	188.70	$	103,974	$	188.70	344,990	$	22,709,457	$	65.83	$	25,718,729	$	74.55

Q1 2011	715	$	101,492	$	141.95	$	101,492	$	141.95	47,321	$	3,140,221	$	66.36	$	3,136,265	$	66.28
Q2 2011	2,800		408,365		145.84		408,365		145.84	85,581		7,424,979		86.76		7,477,753		87.38
Q3 2011	3,465		553,350		159.70		592,063		170.87	46,315		3,928,408		84.82		3,967,121		85.66
Q4 2011	9,150		636,826		69.60		654,976		71.58	63,742		6,922,956		108.61		6,941,106		108.89

Total 2011	16,130	$	1,700,033	$	105.40	$	1,756,896	$	108.92	242,959	$	21,416,564	$	88.15	$	21,522,245	$	88.58

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

Lease Expirations - Princeton/East Brunswick (1) (2)


	OFFICE									OFFICE/TECHNICAL
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	105,314	$	3,762,254	$	35.72	$	3,762,254	$	35.72	—	$	—	$	—	$	—	$	—
2011	324,241		11,443,873		35.29		11,465,375		35.36	—		—		—		—		—
2012	49,644		1,714,205		34.53		1,714,205		34.53	—		—		—		—		—
2013	194,927		6,438,369		33.03		6,712,267		34.43	—		—		—		—		—
2014	668,846		21,981,033		32.86		22,860,804		34.18	—		—		—		—		—
2015	180,011		5,493,216		30.52		5,914,351		32.86	—		—		—		—		—
2016	62,348		2,041,366		32.74		2,173,031		34.85	—		—		—		—		—
2017	121,110		4,229,415		34.92		4,475,177		36.95	—		—		—		—		—
2018	—		—		—		—		—	—		—		—		—		—
2019	148,760		4,442,996		29.87		4,977,041		33.46	—		—		—		—		—
Thereafter	120,000		4,358,112		36.32		4,838,112		40.32	—		—		—		—		—

	Retail									Total Property Types
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	—	$	—	$	—	$	—	$	—	105,314	$	3,762,254	$	35.72	$	3,762,254	$	35.72
2011	—		—		—		—		—	324,241		11,443,873		35.29		11,465,375		35.36
2012	—		—		—		—		—	49,644		1,714,205		34.53		1,714,205		34.53
2013	—		—		—		—		—	194,927		6,438,369		33.03		6,712,267		34.43
2014	—		—		—		—		—	668,846		21,981,033		32.86		22,860,804		34.18
2015	—		—		—		—		—	180,011		5,493,216		30.52		5,914,351		32.86
2016	—		—		—		—		—	62,348		2,041,366		32.74		2,173,031		34.85
2017	—		—		—		—		—	121,110		4,229,415		34.92		4,475,177		36.95
2018	—		—		—		—		—	—		—		—		—		—
2019	—		—		—		—		—	148,760		4,442,996		29.87		4,977,041		33.46
Thereafter	—		—		—		—		—	120,000		4,358,112		36.32		4,838,112		40.32
	—		—		—		—		—

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

Quarterly Lease Expirations - Princeton/East Brunswick (1) (2)


	OFFICE									OFFICE/TECHNICAL
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	11,173		367,675		32.91		367,675		32.91	—		—		—		—		—
Q3 2010	5,260		186,422		35.44		186,422		35.44	—		—		—		—		—
Q4 2010	88,881		3,208,157		36.09		3,208,157		36.09	—		—		—		—		—

Total 2010	105,314	$	3,762,254	$	35.72	$	3,762,254	$	35.72	—	$	—	$	—	$	—	$	—


Q1 2011	131,110	$	4,611,750	$	35.17	$	4,613,261	$	35.19	—	$	—	$	—	$	—	$	—
Q2 2011	—		—		—		—		—	—		—		—		—		—
Q3 2011	115,536		4,114,953		35.62		4,134,944		35.79	—		—		—		—		—
Q4 2011	77,595		2,717,170		35.02		2,717,170		35.02	—		—		—		—		—

Total 2011	324,241	$	11,443,873	$	35.29	$	11,465,375	$	35.36	—	$	—	$	—	$	—	$	—


	Retail									Total Property Types
Lease Expiration by Quarter	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

Q1 2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2010	—		—		—		—		—	11,173		367,675		32.91		367,675		32.91
Q3 2010	—		—		—		—		—	5,260		186,422		35.44		186,422		35.44
Q4 2010	—		—		—		—		—	88,881		3,208,157		36.09		3,208,157		36.09

Total 2010	—	$	—	$	—	$	—	$	—	105,314	$	3,762,254	$	35.72	$	3,762,254	$	35.72


Q1 2011	—	$	—	$	—	$	—	$	—	131,110	$	4,611,750	$	35.17	$	4,613,261	$	35.19
Q2 2011	—		—		—		—		—	—		—		—		—		—
Q3 2011	—		—		—		—		—	115,536		4,114,953		35.62		4,134,944		35.79
Q4 2011	—		—		—		—		—	77,595		2,717,170		35.02		2,717,170		35.02

Total 2011	—	$	—	$	—	$	—	$	—	324,241	$	11,443,873	$	35.29	$	11,465,375	$	35.36

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

CBD PROPERTIES

Lease Expirations (1) (2)


	Greater Boston									Greater Washington
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	196,273	$	7,453,840	$	37.98	$	7,549,474	$	38.46	115,023	$	5,913,974	$	51.42	$	5,913,974	$	51.42
2011	510,461		30,366,461		59.49		30,145,624		59.06	111,490		5,101,222		45.75		5,186,289		46.52
2012	382,516		17,779,075		46.48		17,823,415		46.60	187,586		8,420,227		44.89		8,540,092		45.53
2013	298,869		17,392,776		58.20		18,025,351		60.31	34,022		1,684,963		49.53		1,796,207		52.80
2014	462,807		22,560,993		48.75		22,697,052		49.04	551,720		22,300,676		40.42		28,629,420		51.89
2015	391,861		18,425,450		47.02		19,796,133		50.52	340,013		19,102,023		56.18		20,974,472		61.69
2016	296,421		22,386,013		75.52		22,977,083		77.52	57,782		2,777,043		48.06		3,174,171		54.93
2017	218,659		12,542,203		57.36		14,357,330		65.66	782,697		43,434,234		55.49		46,783,319		59.77
2018	178,454		7,783,166		43.61		7,840,368		43.93	83,953		5,060,423		60.28		5,687,579		67.75
2019	372,461		17,008,076		45.66		18,814,805		50.51	696,330		36,125,704		51.88		45,121,460		64.80
Thereafter	1,122,278		52,863,399		47.10		66,057,773		58.86	865,382		46,001,437		53.16		59,729,670		69.02

	New York									San Francisco
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	344,990	$	22,709,457	$	65.83	$	25,718,729	$	74.55	136,331	$	5,232,447	$	38.38	$	5,232,447	$	38.38
2011	242,959		21,416,564		88.15		21,522,245		88.58	318,630		24,714,775		77.57		24,869,529		78.05
2012	445,458		39,622,975		87.00		40,006,390		87.84	270,224		15,208,767		56.28		15,558,266		57.58
2013	133,882		12,310,302		91.95		12,323,957		92.05	218,779		10,755,104		49.16		11,095,836		50.72
2014	219,463		19,335,354		88.10		19,924,254		90.79	221,003		10,184,805		46.08		10,644,466		48.16
2015	400,543		32,784,661		81.85		47,891,143		119.57	238,551		12,895,051		54.06		11,981,558		50.23
2016	756,506		64,055,134		84.67		66,297,650		87.64	871,712		37,650,191		43.19		39,922,822		45.80
2017	1,525,639		135,594,985		88.88		144,350,290		94.62	208,015		9,763,095		46.93		10,303,807		49.53
2018	165,376		21,167,064		127.99		22,835,594		138.08	75,187		4,317,705		57.43		4,896,076		65.12
2019	1,022,641		81,316,612		79.52		88,327,866		86.37	86,339		3,830,363		44.36		4,207,535		48.73
Thereafter	3,268,858		254,922,867		77.99		308,134,298		94.26	468,709		25,707,372		54.85		28,670,833		61.17

	Princeton/East Brunswick									Other
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2010	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
2011	—		—		—		—		—	—		—		—		—		—
2012	—		—		—		—		—	—		—		—		—		—
2013	—		—		—		—		—	—		—		—		—		—
2014	—		—		—		—		—	—		—		—		—		—
2015	—		—		—		—		—	—		—		—		—		—
2016	—		—		—		—		—	—		—		—		—		—
2017	—		—		—		—		—	—		—		—		—		—
2018	—		—		—		—		—	—		—		—		—		—
2019	—		—		—		—		—	—		—		—		—		—
Thereafter	—		—		—		—		—	—		—		—		—		—

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

SUBURBAN PROPERTIES

Lease Expirations (1) (2)


	Greater Boston									Greater Washington
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	391,902	$	12,430,930	$	31.72	$	12,430,930	$	31.72	910,296	$	30,630,051	$	33.65	$	33,229,614	$	36.50
2011	519,318		14,325,818		27.59		14,428,129		27.78	818,221		32,526,078		39.75		32,967,264		40.29
2012	822,303		26,333,379		32.02		26,894,522		32.71	764,428		31,224,303		40.85		32,267,616		42.21
2013	231,841		7,150,504		30.84		7,485,000		32.29	149,409		7,664,184		51.30		7,963,992		53.30
2014	220,176		6,248,156		28.38		6,526,538		29.64	676,257		21,587,101		31.92		23,364,358		34.55
2015	399,596		12,311,532		30.81		13,841,317		34.64	363,501		12,446,315		34.24		13,931,624		38.33
2016	218,530		7,000,943		32.04		7,761,865		35.52	333,583		13,016,018		39.02		15,173,089		45.49
2017	161,667		5,201,075		32.17		5,924,414		36.65	87,907		3,950,923		44.94		4,726,627		53.77
2018	4,064		102,359		25.19		116,249		28.60	260,537		12,628,825		48.47		15,264,465		58.59
2019	264,803		10,998,042		41.53		11,966,428		45.19	424,754		17,108,734		40.28		18,079,093		42.56
Thereafter	237,776		4,860,439		20.44		5,179,327		21.78	990,228		40,300,823		169.49		50,619,211		51.12

	New York									San Francisco
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	—	$	—	$	—	$	—	$	—	295,439	$	4,810,811	$	16.28	$	4,810,811	$	16.28
2011	—		—		—		—		—	84,778		1,812,600		21.38		1,931,085		22.78
2012	—		—		—		—		—	38,543		1,304,499		33.85		1,373,202		35.63
2013	—		—		—		—		—	307,719		4,958,122		16.11		5,052,478		16.42
2014	—		—		—		—		—	256,302		8,729,061		34.06		9,313,429		36.34
2015	—		—		—		—		—	225,498		7,325,203		32.48		8,356,667		37.06
2016	—		—		—		—		—	128,388		3,213,009		25.03		3,709,280		28.89
2017	—		—		—		—		—	74,901		2,516,674		33.60		3,095,191		41.32
2018	—		—		—		—		—	—		—		—		—		—
2019	—		—		—		—		—	—		—		—		—		—
Thereafter	—		—		—		—		—	—		—		—		—		—

	Princeton/East Brunswick									Other
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2010	105,314	$	3,762,254	$	35.72	$	3,762,254	$	35.72	—	$	—	$	—	$	—	$	—
2011	324,241		11,443,873		35.29		11,465,375		35.36	—		—		—		—		—
2012	49,644		1,714,205		34.53		1,714,205		34.53	—		—		—		—		—
2013	194,927		6,438,369		33.03		6,712,267		34.43	—		—		—		—		—
2014	668,846		21,981,033		32.86		22,860,804		34.18	—		—		—		—		—
2015	180,011		5,493,216		30.52		5,914,351		32.86	—		—		—		—		—
2016	62,348		2,041,366		32.74		2,173,031		34.85	—		—		—		—		—
2017	121,110		4,229,415		34.92		4,475,177		36.95	—		—		—		—		—
2018	—		—		—		—		—	—		—		—		—		—
2019	148,760		4,442,996		29.87		4,977,041		33.46	—		—		—		—		—
Thereafter	120,000		4,358,112		36.32		4,838,112		40.32	—		—		—		—		—

(1)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(2)	Includes 100% of unconsolidated joint venture properties. Does not include any data on properties owned by the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

HOTEL PERFORMANCE

Cambridge Center Marriott


	First Quarter 2010			First Quarter 2009			Percent Change
Occupancy		74.4	%		69.2	%	7.5	%
Average Daily Rate	$	154.39		$	168.32		-8.3	%
Revenue per available room	$	114.87		$	116.68		-1.6	%

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾ - By Location


	CBD				Suburban				Total
Location	31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09

Greater Boston	94.0	%	96.7	%	83.8	%	88.8	%	89.2	%	93.0	%
Greater Washington	98.4	%	99.9	%	96.6	%	95.0	%	97.3	%	97.1	%
Midtown Manhattan	96.2	%	98.0	%	n/a		n/a		96.2	%	98.0	%
Princeton/East Brunswick, NJ	n/a		n/a		80.7	%	82.4	%	80.7	%	82.4	%
Greater San Francisco	90.1	%	91.4	%	94.5	%	95.4	%	91.4	%	92.6	%

Total Portfolio	95.1	%	96.9	%	89.5	%	90.9	%	93.0	%	94.6	%

Same Property Occupancy⁽¹⁾ - By Type of Property


	CBD				Suburban				Total
	31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09		31-Mar-10		31-Mar-09
Total Office Portfolio	95.0	%	96.9	%	90.1	%	91.8	%	93.2	%	95.0	%
Total Office/Technical Portfolio	100.0	%	100.0	%	84.0	%	82.1	%	87.0	%	85.5	%
Total Portfolio	95.1	%	96.9	%	89.5	%	90.9	%	93.0	%	94.6	%

(1)	For disclosures related to our definition of Same Property, see page 50.

Boston Properties, Inc.

First Quarter 2010

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel Properties


	Office		Office/Technical		Hotel (1)		Total
Number of Properties	114		19		1		134
Square feet	32,889,051		1,590,387		330,400		34,809,838
Percent of in-service properties	97.5	%	100.0	%	100.0	%	97.6	%
Occupancy @ 03/31/09	95.0	%	85.5	%	—		94.6	%
Occupancy @ 03/31/10	93.2	%	87.0	%	—		93.0	%
Percent change from 1st quarter 2010 over 1st quarter 2009 (2):
Rental revenue	-3.5	%	-3.1	%	-2.6	%
Operating expenses and real estate taxes	-3.9	%	-9.3	%	-3.7	%
Consolidated Net Operating Income (3) - excluding hotel							-3.3	% (2)
Consolidated Net Operating Income (3) - Hotel							7.6	% (2)
Net Operating Income - BXP’s share of unconsolidated joint ventures (3) (4)							4.5	% (2)
Portfolio Net Operating Income (3)							-1.7	%

Rental revenue - cash basis	-6.3	%	-2.6	%	-2.6	%
Consolidated Net Operating Income (3) - cash basis (5) excluding hotel	-7.7	%	0.5	%			-7.4	% (2)
Consolidated Net Operating Income (3) - cash basis (5) - Hotel							7.6	% (2)
Net Operating Income - cash basis (5) - BXP’s share of unconsolidated joint ventures							3.5	% (2)
Portfolio Net Operating Income (3) - cash basis (5)							-6.0	%

Same Property Lease Analysis - quarter ended March 31, 2010


	Office			Office/Technical			Total
Vacant space available @ 1/1/2010 (sf)		2,180,265			206,368			2,386,633
Square footage of leases expiring or terminated 1/1/2010-3/31/2010		2,037,944			31,060			2,069,004

Total space for lease (sf)		4,218,209			237,428			4,455,637

New tenants (sf)		1,071,528			—			1,071,528
Renewals (sf)		923,608			31,060			954,668

Total space leased (sf)		1,995,136			31,060			2,026,196

Space available @ 3/31/2010 (sf)		2,223,073			206,368			2,429,441

Net (increase)/decrease in available space (sf)		(42,808	)		—			(42,808	)
2nd generation Average lease term (months)		127			12			125
2nd generation Average free rent (days)		138			—			136
2nd generation TI/Comm PSF	$	45.21		$	0.51		$	44.46
Increase (decrease) in 2nd generation gross rents (6)		10.23	%		3.82	%		10.18	%
Increase (decrease) in 2nd generation net rents (6)		13.76	%		4.89	%		13.67	%

(1)	Includes revenue and expenses from retail tenants at the hotel property.

(2)	See page 43 for a quantitative reconciliation of Same Property Net Operating Income (NOI) by reportable segment.

(3)	For a quantitative reconciliation of NOI to net income available to common shareholders, see page 42. For disclosures relating to our use of Portfolio NOI and Consolidated NOI, see page 50.

(4)	For disclosures related to the calculation of NOI from unconsolidated joint ventures, see page 17.

(5)	For a quantitative reconciliation of NOI to NOI on a cash basis, see page 43.

(6)	Represents change in rents on a “cash to cash” basis (actual rent at time of expiration vs. initial rent of new lease) and for only 2nd generation space after eliminating any space vacant for more than 12 months. The total footage being weighted is 1,848,548 square feet.

Boston Properties, Inc.

First Quarter 2010

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	March 31, 2010			March 31, 2009
	(in thousands)
Net income attributable to Boston Properties, Inc.	$	52,714		$	44,598
Net income (loss) attributable to noncontrolling interests:
Noncontrolling interest - redeemable preferred units of the Operating Partnership		892			990
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		227			401
Noncontrolling interest - common units of the Operating Partnership		7,870			7,531
Noncontrolling interests in property partnerships		804			510
Gains on sales of real estate		(1,765	)		(2,795	)
Income (loss) from unconsolidated joint ventures		(7,910	)		(5,097	)

Income before income (loss) from unconsolidated joint ventures, gains on sales of real estate and income (loss) attributable to noncontrolling interests		52,832			46,138

Add:
Losses (gains) from investments in securities		(200	)		587
Losses from early extinguishment of debt		2,170			—
Loss (gain) from suspension of development		(7,200	)		27,766
Depreciation and amortization		83,075			77,370
Interest expense		92,029			78,930
General and administrative expense		26,822			17,420

Subtract:
Interest and other income		(1,710	)		(320	)
Development and management services income		(8,944	)		(8,296	)

Consolidated Net Operating Income		238,874			239,595
Net Operating Income from unconsolidated joint ventures (BXP’s share) (1)		62,866			59,920

Combined Net Operating Income		301,740			299,515
Subtract:
Net Operating Income from Value-Added Fund (BXP’s share)		(1,234	)		(1,320	)

Portfolio Net Operating Income	$	300,506		$	298,195


Same Property Net Operating Income		291,904			296,989
Net operating income from non Same Properties (2)		6,695			31
Termination income		1,907			1,175

Portfolio Net Operating Income	$	300,506		$	298,195


Same Property Net Operating Income		291,904			296,989
Less straight-line rent and fair value lease revenue		50,507			40,193

Same Property Net Operating Income - cash basis	$	241,397		$	256,796

(1)	For disclosures related to the calculation of Net Operating Income from unconsolidated joint ventures, see page 17.

(2)	Pages 20-22 indicate by footnote the properties which are not included as part of Same Property Net Operating Income.

Boston Properties, Inc.

First Quarter 2010

Same Property Net Operating Income by Reportable Segment

(in thousands)


	Office									Office/Technical
	For the three months ended				$ Change			% Change		For the three months ended						$ Change			% Change
	31-Mar-10		31-Mar-09		$ Change			% Change		31-Mar-10			31-Mar-09			$ Change			% Change
Rental Revenue	$	342,754	$	350,498						$	11,604		$	11,973
Less Termination Income		1,034		607							—			—

Rental revenue - subtotal		341,720		349,891		(8,171	)	-2.3	%		11,604			11,973			(369	)	-3.1	%
Operating expenses and real estate taxes		119,366		119,812		(446	)	-0.4	%		3,382			3,730			(348	)	-9.3	%

Net Operating Income (1)	$	222,354	$	230,079	$	(7,725	)	-3.4	%	$	8,222		$	8,243		$	(21	)	-0.3	%

Rental revenue - subtotal	$	341,720	$	349,891						$	11,604		$	11,973
Less straight line rent and fair value lease revenue		23,077		14,189		8,888		62.6	%		14			75			(61	)	-81.3	%

Rental revenue - cash basis		318,643		335,702		(17,059	)	-5.1	%		11,590			11,898			(308	)	-2.6	%
Less:
Operating expenses and real estate taxes		119,366		119,812		(446	)	-0.4	%		3,382			3,730			(348	)	-9.3	%

Net Operating Income (2) - cash basis	$	199,277	$	215,890	$	(16,613	)	-7.7	%	$	8,208		$	8,168		$	40		0.5	%


	Sub-Total									Hotel
	For the three months ended				$ Change			% Change		For the three months ended						$ Change			% Change
	31-Mar-10		31-Mar-09		$ Change			% Change		31-Mar-10			31-Mar-09			$ Change			% Change
Rental Revenue	$	354,358	$	362,471						$	5,903		$	6,062
Less Termination Income		1,034		607							—			—

Rental revenue - subtotal		353,324		361,864		(8,540	)	-2.4	%		5,903			6,062		$	(159	)	-2.6	%
Operating expenses and real estate taxes		122,748		123,542		(794	)	-0.6	%		5,268			5,472			(204	)	-3.7	%

Net Operating Income (1)	$	230,576	$	238,322	$	(7,746	)	-3.3	%	$	635		$	590		$	45		7.6	%

Rental revenue - subtotal	$	353,324	$	361,864						$	5,903		$	6,062
Less straight line rent and fair value lease revenue		23,091		14,264		8,827		61.9	%		(1	)		(1	)		—		0.0	%

Rental revenue - cash basis		330,233		347,600		(17,367	)	-5.0	%		5,904			6,063			(159	)	-2.6	%
Less:
Operating expenses and real estate taxes		122,748		123,542		(794	)	-0.6	%		5,268			5,472			(204	)	-3.7	%

Net Operating Income (2) - cash basis	$	207,485	$	224,058	$	(16,573	)	-7.4	%	$	636		$	591		$	45		7.6	%


	Unconsolidated Joint Ventures (3)									Total
	For the three months ended				$ Change			% Change		For the three months ended						$ Change			% Change
	31-Mar-10		31-Mar-09		$ Change			% Change		31-Mar-10			31-Mar-09			$ Change			% Change
Rental Revenue	$	83,361	$	80,554						$	443,622		$	449,087
Less Termination Income		873		568							1,907			1,175

Rental revenue - subtotal		82,488		79,986	$	2,502		3.1	%		441,715			447,912			(6,197	)	-1.4	%
Operating expenses and real estate taxes		21,795		21,909		(114	)	-0.5	%		149,811			150,923			(1,112	)	-0.7	%

Net Operating Income (1)	$	60,693	$	58,077	$	2,616		4.5	%	$	291,904		$	296,989		$	(5,085	)	-1.7	%

Rental revenue - subtotal	$	82,488	$	79,986						$	441,715		$	447,912
Less straight line rent and fair value lease revenue		27,417		25,930		1,487		5.7	%		50,507			40,193			10,314		25.7	%

Rental revenue - cash basis		55,071		54,056		1,015		1.9	%		391,208			407,719			(16,511	)	-4.0	%
Less:
Operating expenses and real estate taxes		21,795		21,909		(114	)	-0.5	%		149,811			150,923			(1,112	)	-0.7	%

Net Operating Income (2) - cash basis	$	33,276	$	32,147	$	1,129		3.5	%	$	241,397		$	256,796		$	(15,399	)	-6.0	%

(1)	For a quantitative reconciliation of net operating income (NOI) to net income available to common shareholders, see page 42. For disclosures relating to our use of NOI see page 50.

(2)	For a quantitative reconciliation of NOI to NOI on a cash basis see page 42. For disclosures relating to our use of NOI see page 50.

(3)	Does not include the Value-Added Fund.

Boston Properties, Inc.

First Quarter 2010

LEASING ACTIVITY

All In-Service Properties - quarter ended March 31, 2010


	Office			Office/Technical			Total
Vacant space available @ 1/1/2010 (sf)		2,415,564			275,275			2,690,839
Property dispositions/ assets taken out of service (sf)		(62,189	)		(68,907	)		(131,096	)
Property acquisitions/ assets placed in-service (sf)		—			—			—
Leases expiring or terminated 1/1/2010-3/31/2010 (sf)		2,038,212			31,060			2,069,272

Total space for lease (sf)		4,391,587			237,428			4,629,015

New tenants (sf)		1,169,987			—			1,169,987
Renewals (sf)		923,608			31,060			954,668

Total space leased (sf)		2,093,595			31,060			2,124,655	(1)

Space available @ 3/31/2010 (sf)		2,297,992			206,368			2,504,360

Net (increase)/decrease in available space (sf)		117,572			68,907			186,479
2nd generation Average lease term (months)		126			12			125
2nd generation Average free rent (days)		144			—			142
2nd generation TI/Comm PSF	$	45.21		$	0.51		$	44.46
Increase (decrease) in 2nd generation gross rents (2)		10.23	%		3.82	%		10.18	%
Increase (decrease) in 2nd generation net rents (3)		13.76	%		4.89	%		13.67	%


	All leases 1st Generation	All leases 2nd Generation	Incr (decr) in 2nd gen. gross cash rents (2)		Incr (decr) in 2nd gen. net cash rents (3)		Total Leased (4)	Total square feet of leases executed in the quarter (5)
Boston	—	956,130	10.33	%	14.21	%	956,130	211,719
Washington	101,651	477,549	14.35	%	20.79	%	579,200	733,341
New York	—	402,239	9.02	%	9.58	%	402,239	436,600
San Francisco	—	72,331	8.76	%	13.63	%	72,331	415,872
Princeton	—	114,755	-5.39	%	-8.35	%	114,755	48,012

	101,651	2,023,004	10.18	%	13.67	%	2,124,655	1,845,544

(1)	Details of 1st and 2nd generation space is located in chart below.

(2)	Represents increase (decrease) in gross rent (total base rent and expense reimbursements), comparing the change in rent at lease expiration vs. initial rent of the new lease for 2nd generation space that has been vacant for less than twelve months. The total footage being weighted is 1,848,548.

(3)	Represents increase (decrease) in net rent (base rent less base year expense), comparing the rent at lease expiration vs. initial rent of the new lease for 2nd generation space that has been vacant for less than twelve months. The total footage being weighted is 1,848,548.

(4)	Represents leases for which rental revenue has commenced in accordance with GAAP during the quarter.

(5)	Represents leases executed in the quarter for which the GAAP impact may be recognized in the current or future quarters, including properties currently under development. The total square feet of leases executed in the current quarter and recognized in the current quarter is 680,789.

Boston Properties, Inc.

First Quarter 2010

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q1 2010		2009		2008			2007
Recurring capital expenditures	$	1,044	$	27,813	$	29,781		$	36,599

Planned non-recurring capital expenditures associated with acquisition properties		112		865		3,203			1,490

Hotel improvements, equipment upgrades and replacements		307		1,515		2,317	(1)		1,127

	$	1,463	$	30,193	$	35,301		$	39,216

2nd Generation Tenant Improvements and Leasing Commissions


	Q1 2010		2009		2008		2007
Office
Square feet		1,991,944		3,545,251		2,472,619		3,201,812

Tenant improvement and lease commissions PSF	$	45.21	$	32.59	$	30.17	$	23.88

Office/Technical
Square feet		31,060		115,848		26,388		226,692

Tenant improvement and lease commissions PSF	$	0.51	$	0.13	$	—	$	26.62


Average tenant improvement and lease commissions PSF	$	44.46	$	31.56	$	29.85	$	24.06

(1)	Includes approximately $723 of costs related to suites renovation at Cambridge Center Marriott.

Boston Properties, Inc.

First Quarter 2010

ACQUISITIONS/DISPOSITIONS

as of March 31, 2010

ACQUISITIONS

For the period from January 1, 2010 through March 31, 2010

Property

Date Acquired

Square Feet

Initial Investment

Anticipated
Future
Investment

Total
Investment

Percentage
Leased

Not Applicable

Total Acquisitions

—

DISPOSITIONS

For the period from January 1, 2010 through March 31, 2010


Property	Date Disposed	Square Feet	Gross Sales Price		Book Gain

20 F Street Land (1)	Apr-08	—	$	—	$	1,765,000


Total Dispositions		—	$	—	$	1,765,000

(1)

On April 14, 2008, the Company sold a parcel of land located in Washington, D.C. for approximately $33.7 million. The Company had previously entered into a development agreement with the buyer to develop a Class A office property on the parcel totaling approximately 165,000 net rentable square feet. The gain on sale totaling approximately $23.4 million was deferred and has been recognized over the construction period.

Boston Properties, Inc.

First Quarter 2010

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

as of March 31, 2010


Construction Properties	Initial Occupancy	Estimated Stabilization Date	Location	# of Buildings	Square feet	Investment to Date (2)		Estimated Total Investment (2)		Total Construction Loan		Amount Drawn at March 31, 2010		Estimated Future Equity Requirement			Percentage Leased (3)

Weston Corporate Center	Q3 2010	Q3 2010	Weston, MA	1	356,367	$	117,305,949	$	150,000,000	$	—	$	—	$	32,694,051		100	%
Atlantic Wharf (formerly Russia Wharf) (4)	Q1 2011	Q1 2012	Boston, MA	2	860,000		424,767,037		600,000,000		215,000,000		—		(39,767,037	)(5)	58	%(6)
2200 Pennsylvania Avenue (7)	Q2 2011	Q2 2012	Washington, DC	2	780,000		126,884,460		380,000,000		—		—		253,115,540		50	%(8)


Total Properties under Construction				5	1,996,367	$	668,957,446	$	1,130,000,000	$	215,000,000	$	—	$	246,042,554		64	%(6)(8)


*PROJECTS PLACED-IN-SERVICE DURING 2010*

	Initial In Service Date	Estimated Stabilization Date	Location	# of Buildings	Square feet	Investment to Date (2)		Estimated Total Investment (2)		Debt		Drawn at March 31, 2010		Estimated Future Equity Requirement			Percentage Leased

Not Applicable


Total Projects Placed in Service				—	—	$	—	$	—	$	—	$	—	$	—		—

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF (9)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Estimated Future SF (10)

103 Fourth Avenue	Route 128 Mass Turnpike MA	1	62,476	58.5	%	$	24.29	N	S	265,000
Waltham Office Center (11)	Route 128 Mass Turnpike MA	1	67,005	44.2	%		13.05	N	S	414,000	(12)
6601 Springfield Center Drive	Fairfax County VA	1	26,388	100.0	%		11.13	N	S	386,000	(12)
North First Business Park	San Jose, CA	5	190,636	75.8	%		16.15	N	S	683,000
635 Massachusetts Avenue	Washington, DC	1	211,000	100.0	%		28.31	N	CBD	450,000


Total Properties held for Re-Development (11)		9	557,505	80.4	%	$	22.04			2,198,000	(12)

(1)	A project is classified as Construction in Progress when construction or supply contracts have been signed, physical improvements have commenced or a lease has been signed.

(2)	Includes net revenue during lease up period.

(3)	Represents percentage leased as of April 27, 2010.

(4)	Project includes 70,000 square feet of residential space for rent and 24,000 square feet of retail space.

(5)	The Company has not drawn from the construction loan to date, but reserves the right to do so in the future.

(6)	Percentage leased excludes 70,000 square feet of residential space.

(7)	Project includes 280,000 square feet of residential space and 77,000 square feet of retail space and is subject to a ground lease expiring in 2068.

(8)	Percentage leased excludes 280,000 square feet of residential space.

(9)	For disclosures relating to our definition of Annualized Revenue, see page 50.

(10)	Included in Approximate Developable Square Feet of Value Creation Pipeline—Owned Land Parcels on page 48.

(11)

Total properties held for re-development reflect a reduction in the number of properties related to the Company’s decision to reclassify three in-service properties to land held for future development. These three properties total approximately 131,000 square feet, are currently planned for redevelopment and are no longer held available for lease.

(12)	Total estimated square footage unchanged to represent the entire site including the buildings reclassified.

Boston Properties, Inc.

First Quarter 2010

VALUE CREATION PIPELINE - OWNED LAND PARCELS

as of March 31, 2010


Location	Acreage	Approximate Developable Square Feet
San Jose, CA (1) (2)	44.0	2,600,000
Waltham, MA (1)	25.4	1,150,000
New York, NY (3)	1.0	1,000,000
Reston, VA	33.8	910,000
Dulles, VA	76.6	760,000
Gaithersburg, MD	27.0	850,000
Springfield, VA (1)	17.8	800,000
Rockville, MD	58.1	759,000
Boston, MA (4)	1.0	450,000
Washington, DC (1)	1.0	450,000
Marlborough, MA	50.0	400,000
Annapolis, MD (50% ownership)	20.0	300,000
Cambridge, MA	1.1	170,000
Andover, MA	10.0	110,000
New York, NY (50% ownership) (5)	0.2	TBD

	367.0	10,709,000

VALUE CREATION PIPELINE-LAND PURCHASE OPTIONS

as of March 31, 2010


Location	Acreage	Approximate Developable Square Feet
Princeton, NJ (6)	143.1	1,780,000
Cambridge, MA (7)	—	200,000

	143.1	1,980,000

(1)	Properties on-site are held for future re-development and are referenced on page 47.

(2)	Includes an additional 460,000 square feet of developable square footage at our 3200 Zanker Road project.

(3)	On November 30, 2009, we completed the construction of foundations and steel/deck to grade at 250 West 55th Street, to facilitate a restart of construction in the future.

(4)	Excludes 250,000 developable square feet of which the Company has executed an agreement to ground lease with a Residential developer.

(5)	Previously reported as land purchase options, this includes four remaining sites comprised of five lots with air rights. The developable square feet remains to be determined.

(6)	Option to purchase at a fixed price of $30.50 per square foot plus annual non-refundable option payments of $125,000.

(7)	The Company also has the option to purchase 200,000 square feet of residential rights.

Boston Properties, Inc.

First Quarter 2010

Definitions

This section contains an explanation of certain non-GAAP financial measures we provide in other sections of this document, as well as the reasons why management believes these measures provide useful information to investors about the Company’s financial condition or results of operations. Additional detail can be found in the Company’s most recent annual report on Form 10-K and quarterly report on Form 10-Q, as well as other documents filed with or furnished to the SEC from time to time.

Funds from Operations

Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), we calculate Funds from Operations, or “FFO,” by adjusting net income (loss) (computed in accordance with GAAP, including non-recurring items) for gains (or losses) from sales of properties, real estate related depreciation and amortization, and after adjustment for unconsolidated partnerships and joint ventures. FFO is a non-GAAP financial measure. The use of FFO, combined with the required primary GAAP presentations, has been fundamentally beneficial in improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for reviewing our comparative operating and financial performance because, by excluding gains and losses related to sales of previously depreciated operating real estate assets and excluding real estate asset depreciation and amortization (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO can help one compare the operating performance of a company’s real estate between periods or as compared to different companies. Our computation of FFO may not be comparable to FFO reported by other REITs or real estate companies that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently.

FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance. FFO does not represent cash generated from operating activities determined in accordance with GAAP, and is not a measure of liquidity or an indicator of our ability to make cash distributions. We believe that to further understand our performance, FFO should be compared with our reported net income and considered in addition to cash flows determined in accordance with GAAP, as presented in our consolidated financial statements.

Funds Available for Distribution (FAD)

In addition to FFO, we present Funds Available for Distribution (FAD) by (1) adding to FFO non-real estate depreciation, fair value interest adjustment, net derivative losses (gains), impairments, ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment, loss from suspension of development, non-cash termination income and partners' share of joint venture 2nd generation tenant improvement and leasing commission, (2) eliminating the effects of straight-line rent and fair value lease revenue, (3) subtracting: recurring capital expenditures; hotel improvements, equipment upgrades and replacements; and second generation tenant improvement and leasing commissions (included in the period in which the lease commences); and (4) subtracting all non-cash compensation expense related to restricted securities. Although our FAD may not be comparable to that of other REITs and real estate companies, we believe it provides a meaningful indicator of our ability to fund cash needs and to make cash distributions to equity owners. In addition, we believe that to further understand our liquidity, FAD should be compared with our cash flows determined in accordance with GAAP, as presented in our consolidated financial statements. FAD does not represent cash generated from operating activities determined in accordance with GAAP, and FAD should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of our liquidity.

Total Consolidated Debt to Total Consolidated Market Capitalization Ratio

Total consolidated debt to total consolidated market capitalization ratio, defined as total consolidated debt as a percentage of the market value of our outstanding equity securities plus our total consolidated debt, is a measure of leverage commonly used by analysts in the REIT sector. Total consolidated market capitalization is the sum of (A) our total consolidated indebtedness outstanding plus (B) the market value of our outstanding equity securities calculated using the closing price per share of common stock of the Company multiplied by the sum of (1) outstanding shares of common stock of the Company, (2) outstanding common units of limited partnership interest in Boston Properties Limited Partnership (excluding common units held by the Company), (3) common units issuable upon conversion of all outstanding Series Two Preferred Units of partnership interest in Boston Properties Limited Partnership and (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units. The calculation of total consolidated market capitalization does not include OPP Units because, unlike other LTIP Units, they are not earned until certain thresholds are achieved. We are presenting this ratio because our degree of leverage could affect our ability to obtain additional financing for working capital, capital expenditures, acquisitions, development or other general corporate purposes. Investors should understand that our total consolidated debt to total consolidated market capitalization ratio is in part a function of the market price of the common stock of the Company, and as such will fluctuate with changes in such price and does not necessarily reflect our capacity to incur additional debt to finance our activities or our ability to manage our existing debt obligations. However, for a company like ours, whose assets are primarily income-producing real estate, the total consolidated debt to total consolidated market capitalization ratio may provide investors with an alternate indication of leverage, so long as it is evaluated along with the ratio of indebtedness to other measures of asset value used by financial analysts and other financial ratios, as well as the various components of our outstanding indebtedness.

Total Combined Debt to Total Combined Market Capitalization Ratio

Total combined debt to total combined market capitalization ratio, defined as total combined debt (which equals our total consolidated debt plus our share of unconsolidated joint venture debt) as a percentage of the market value of our outstanding equity securities plus our total combined debt, is an alternative measure of leverage used by some analysts in the REIT sector. Total combined market capitalization is the sum of (A) our total combined debt plus (B) the market value of our outstanding equity securities calculated using the closing price per share of common stock of the Company multiplied by the sum of (1) outstanding shares of common stock of the Company, (2) outstanding common units of limited partnership interest in Boston Properties Limited Partnership (excluding common units held by the Company), (3) common units issuable upon conversion of all outstanding Series Two Preferred Units of partnership interest in Boston Properties Limited Partnership and (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units. The calculation of total combined market capitalization does not include OPP Units because, unlike other LTIP Units, they are not earned until certain thresholds are achieved.

We present this ratio because, following our acquisitions of the General Motors Building, Two Grand Central Tower, 125 West 55th Street and 540 Madison Avenue through unconsolidated joint ventures in June and August 2008, our share of unconsolidated joint venture debt increased significantly compared to prior periods when the amount of assets held through unconsolidated joint ventures was significantly smaller. In light of the difference between our total consolidated debt and our total combined debt, we believe that presenting our total combined debt to total combined market capitalization as well may provide investors with a more complete picture of our leverage. Investors should understand that our total combined debt to total combined market capitalization ratio is in part a function of the market price of the common stock of the Company, and as such will fluctuate with changes in such price and does not necessarily reflect our capacity to incur additional debt to finance our activities or our ability to manage our existing debt obligations. The total combined debt to total combined market capitalization ratio should be evaluated along with the ratio of indebtedness to other measures of asset value used by financial analysts and other financial ratios, as well as the various components of our outstanding indebtedness.

Boston Properties, Inc.

First Quarter 2010

Definitions

Consolidated Net Operating Income (NOI)

Consolidated NOI is a non-GAAP financial measure equal to net income attributable to Boston Properties, Inc., the most directly comparable GAAP financial measure, plus income attributable to noncontorlling interests, corporate general and administrative expense, depreciation and amortization, interest expense, loss from suspension of development, net derivative losses and losses from early extinguishment of debt, less interest income, development and management services income, gains from property dispositions, gains on sale from discontinued operations, income from discontinued operations and income from unconsolidated joint ventures. In some cases we also present Consolidated NOI on a cash basis, which is Consolidated NOI after eliminating the effects of straight-lining of rent and fair value lease revenue. We use Consolidated NOI internally as a performance measure and believe Consolidated NOI provides useful information to investors regarding our financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. Therefore, we believe Consolidated NOI is a useful measure for evaluating the operating performance of our real estate assets. Our management also uses Consolidated NOI to evaluate regional property level performance and to make decisions about resource allocations. Further, we believe Consolidated NOI is useful to investors as a performance measure because, when compared across periods, Consolidated NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income. Consolidated NOI excludes certain components from net income in order to provide results that are more closely related to a property's results of operations. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level. In addition, depreciation and amortization, because of historical cost accounting and useful life estimates, may distort operating performance at the property level. Consolidated NOI presented by us may not be comparable to Consolidated NOI reported by other REITs that define Consolidated NOI differently. We believe that in order to facilitate a clear understanding of our operating results, Consolidated NOI should be examined in conjunction with net income as presented in our consolidated financial statements. Consolidated NOI should not be considered as an alternative to net income as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

Combined Net Operating Income (NOI)

Combined NOI is a non-GAAP financial measure equal to Consolidated NOI plus our share of income from unconsolidated joint ventures. In some cases we also present Combined NOI on a cash basis, which is Combined NOI after eliminating the effects of straight-lining of rent and fair value lease revenue. In addition to Consolidated NOI, we use Combined NOI internally as a performance measure and believe Combined NOI provides useful information to investors regarding our financial condition and results of operations because it includes the impact of our unconsolidated joint ventures, which have become significant. Therefore, we believe Combined NOI is a useful measure for evaluating the operating performance of all of our real estate assets, including those held by our unconsolidated joint ventures. Our management also uses Combined NOI to evaluate regional property level performance and to make decisions about resource allocations. Further, like Consolidated NOI, we believe Combined NOI is useful to investors as a performance measure because, when compared across periods, Combined NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income. Combined NOI presented by us may not be comparable to Combined NOI reported by other REITs that define Combined NOI differently. We believe that in order to facilitate a clear understanding of our operating results, Combined NOI should be examined in conjunction with net income as presented in our consolidated financial statements. Combined NOI should not be considered as an alternative to net income as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

Portfolio Net Operating Income (NOI)

Portfolio NOI is a non-GAAP financial measure equal to Combined NOI less our share of income from the Value-Added Fund in recognition of the fact that we do not include non-core office properties held by the fund in the Company's portfolio information tables or other portfolio level statistics because they have deficiencies in property characteristics which provide opportunity to create value. In some cases we also present Portfolio NOI on a cash basis, which is Portfolio NOI after eliminating the effects of straight-lining of rent and fair value lease revenue. In addition to Consolidated NOI and Combined NOI, we use Portfolio NOI internally as a performance measure and believe Portfolio NOI provides useful information to investors regarding our financial condition and results of operations because it includes the impact of our unconsolidated joint ventures, which have become significant, but excludes the impact of the Value-Added Fund. Therefore, we believe Portfolio NOI is a useful measure for evaluating the operating performance of our active portfolio, including both consolidated assets and those held by our unconsolidated joint ventures. Our management also uses Portfolio NOI to evaluate regional property level performance and to make decisions about resource allocations. Further, like Consolidated NOI and Combined NOI, we believe Portfolio NOI is useful to investors as a performance measure because, when compared across periods, Portfolio NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income. Portfolio NOI presented by us may not be comparable to Portfolio NOI reported by other REITs that define Portfolio NOI differently. We believe that in order to facilitate a clear understanding of our operating results, Portfolio NOI should be examined in conjunction with net income as presented in our consolidated financial statements. Portfolio NOI should not be considered as an alternative to net income as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

In-Service Properties

We treat a property as being "in-service" upon the earlier of (i) lease-up and completion of tenant improvements or (ii) one year after cessation of major construction activity under GAAP. The determination as to when a property should be treated as "in-service" involves a degree of judgment and is made by management based on the relevant facts and circumstances of the particular property. For portfolio operating and occupancy statistics we specify a single date for treating a property as "in-service" which is generally later than the date the property is placed in-service for GAAP. Under GAAP a property may be placed in service in stages as construction is completed and the property is held available for occupancy. In accordance with GAAP, when a portion of a property has been substantially completed and occupied or held available for occupancy, we cease capitalization on that portion, though we may not treat the property as being "in-service," and continue to capitalize only those costs associated with the portion still under construction. In-service properties include properties held by our unconsolidated joint ventures (other than the Value-Added Fund).

Same Properties

In our analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented. We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us through the end of the latest period presented as "Same Properties." "Same Properties" therefore exclude properties placed in-service, acquired or repositioned after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as "in-service" for that property to be included in "Same Properties." Pages 20-22 indicate by footnote the "In-Service Properties" which are not included in "Same Properties." "Same Properties NOI" includes our share of net operating income from unconsolidated joint ventures (other than the Value-Added Fund).

Annualized Revenue

Contractual rental obligations at the end of the reporting period, including contractual reimbursements, on an annualized cash basis.

Future Annualized Revenue

Contractual rental obligations at lease expiration, including current contractual reimbursements, on an annualized cash basis.

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