BOSTON PROPERTIES INC - FORM 8-K - EX-99.1

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8-K - 8-K - BOSTON PROPERTIES INC	d665200d8k.htm
EX-99.2 - EX-99.2 - BOSTON PROPERTIES INC	d665200dex992.htm

Exhibit 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended December 31, 2013

Boston Properties, Inc.

Fourth Quarter 2013

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
Consolidated Joint Ventures		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 and Retail Properties		27
Boston Lease Expiration Roll Out		28-29
New York Lease Expiration Roll Out		30-31
Princeton Lease Expiration Roll Out		32-33
San Francisco Lease Expiration Roll Out		34-35
Washington, DC Lease Expiration Roll Out		36-37
CBD/Suburban Lease Expiration Roll Out		38-39
Hotel and Residential Performance		40
Same Property Occupancy Analysis		41
Same Property Performance		42
Reconciliation to Same Property Performance and Net Income		43-44
Leasing Activity		45
Capital Expenditures, Tenant Improvements and Leasing Commissions		46
Acquisitions/Dispositions		47
Value Creation Pipeline - Construction in Progress		48
Value Creation Pipeline - Land Parcels and Purchase Options		49
Definitions		50-52

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,” “may,” “might,” “plans,” “projects,” “should,” “will” 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 uncertainties of investing in new markets, 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, national and international 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.

(Cover photo: Fountain Square, Reston, VA; back left, One Freedom Square and Two Freedom Square, Reston, VA)

Boston Properties, Inc.

Fourth Quarter 2013

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, New York, Princeton, San Francisco, and Washington, DC. 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, three residential properties and four 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, successful mixed use complexes, 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 averages thirty years of real estate experience and eighteen 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, Executive Chairman; Owen D. Thomas, Chief Executive Officer; Douglas T. Linde, President; Raymond A. Ritchey, Executive Vice President, National Director of Acquisitions and Development; and Michael E. LaBelle, Senior Vice President, Chief Financial Officer. Our senior management team’s national reputation helps us attract business and investment opportunities. In addition, our other senior officers that serve as Regional Managers have strong reputations that assist in identifying and closing on new opportunities, having opportunities brought to us, and in negotiating with tenants and build-to-suit prospects. Additionally, Boston Properties’ Board of Directors consists of eleven distinguished members, the majority of whom 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 that includes the following:

•

concentrating on 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 December 31, 2013)


Corporate Headquarters		Boston, Massachusetts
Markets		Boston, New York, Princeton, San Francisco and Washington, DC
Fiscal Year-End		December 31
Total Properties (includes unconsolidated joint ventures)		175
Total Square Feet (includes unconsolidated joint ventures and structured parking)		59.8 million
Closing common shares outstanding, plus common, preferred and LTIP units on an as-converted basis (but excluding Outperformance Plan and 2013 Multi-Year Long-Term Incentive Program Units)		170.9 million
Dividend - Quarter/Annualized		$0.65/$2.60
Dividend Yield		2.59% (excludes the $2.25 per share special dividend declared in December 2013)
Total Adjusted Market Capitalization		$28.2 billion
Senior Debt Ratings		Baa2 (Moody’s); BBB (Fitch); A- (S&P)

Boston Properties, Inc.

Fourth Quarter 2013

INVESTOR INFORMATION


Board of Directors		Management
Mortimer B. Zuckerman Executive Chairman Owen D. Thomas Chief Executive Officer and Director Douglas T. Linde President and Director Zoë Baird Budinger Director Carol B. Einiger Director Dr. Jacob A. Frenkel Director, Chair of Nominating & Corporate Governance Committee	Joel I. Klein Director Matthew J. Lustig Director Alan J. Patricof Director, Chair of Audit Committee Martin Turchin Director David A. Twardock Director, Chair of Compensation Committee	Raymond A. Ritchey Executive Vice President, National Director of Acquisitions & Development Michael E. LaBelle Senior Vice President, Chief Financial Officer Peter D. Johnston Senior Vice President and Regional Manager of Washington, DC Bryan J. Koop Senior Vice President and Regional Manager of Boston Mitchell S. Landis Senior Vice President and Regional Manager of Princeton	Robert E. Pester Senior Vice President and Regional Manager of San Francisco John F. Powers Senior Vice President and Regional Manager of New York Frank D. Burt Senior Vice President, General Counsel Michael R. Walsh Senior Vice President, Finance Arthur S. Flashman Vice President, Controller















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


	Q4 2013			Q3 2013			Q2 2013			Q1 2013			Q4 2012

High Closing Price	$	109.64		$	111.35		$	114.59		$	109.46		$	111.46
Low Closing Price	$	98.46		$	98.27		$	100.50		$	100.33		$	100.03
Average Closing Price	$	103.44		$	105.81		$	108.58		$	105.48		$	105.70
Closing Price, at the end of the quarter	$	100.37		$	106.90		$	105.47		$	101.06		$	105.81
Dividends per share - annualized (1)	$	2.60		$	2.60		$	2.60		$	2.60		$	2.60
Closing dividend yield - annualized (1)		2.59	%		2.43	%		2.47	%		2.57	%		2.46	%
Closing common shares outstanding, plus common, preferred and LTIP units on an as-converted basis (but excluding Outperformance Plan and 2013 Multi-Year Long-Term Incentive Program Units) (thousands) (2)		170,896			170,897			170,896			170,448			170,265
Closing market value of outstanding shares and units (thousands)	$	17,370,837		$	18,486,904		$	18,285,486		$	17,486,559		$	18,076,824

(1)

Excludes the special dividend of $2.25 per share payable on January 29, 2014.

(2)

For additional detail, see page 12.

Timing

Quarterly results for the next four quarters will be announced according to the following schedule:

Boston Properties, Inc.

Fourth Quarter 2013

RESEARCH COVERAGE


Equity Research Coverage		Debt Research Coverage	Rating Agencies

Lucy Moore Argus Research Company 646.747.5456 Jeffrey Spector / Jamie Feldman Bank of America Merrill Lynch 212.449.6329 / 212.449.6339 Ross Smotrich / Michael Lewis Barclays Capital 212.526.2306 / 212.526.3098 David Toti / Evan Smith Cantor Fitzgerald 212.829.5224 / 215.915.1220 Michael Bilerman / Joshua Attie Citigroup Global Markets 212.816.1383 / 212.816.1685 James Sullivan / Tom Catherwood Cowen and Company 646.562.1380 / 646.562.1382 Vin Chao / Jeremy Metz Deutsche Bank Securities 212.250.6799 / 212.250.4667 Sheila McGrath / Nathan Crossett Evercore Partners 212.497.0882 / 212.497.0870 Michael Knott / Jed Reagan Green Street Advisors 949.640.8780 / 949.640.8780 David Harris Imperial Capital 212.351.9429 Steve Sakwa / George Auerbach ISI Group 212.446.9462 / 212.446.9459	Omotayo Okusanya / David Shamis Jefferies & Co. 212.336.7076 / 212.284.1796 Mitch Germain JMP Securities 212.906.3546 Anthony Paolone / Joseph Dazio J.P. Morgan Securities 212.622.6682 / 212.622.6416 Jordan Sadler / Craig Mailman KeyBanc Capital Markets 917.368.2280 / 917.368.2316 Vance Edelson Morgan Stanley 212.761.4000 Rich Moore / Mike Carroll RBC Capital Markets 440.715.2646 / 440.715.2649 David Rodgers / Matthew Spencer RW Baird 216.737.7341 / 414.298.5053 Alexander Goldfarb / Andrew Schaffer Sandler O’Neill & Partners 212.466.7937 / 212.466.8062 John Guinee / Erin Aslakson Stifel, Nicolaus & Company 443.224.1307 / 443.224.1350 Ross Nussbaum / Gabriel Hilmore UBS Securities 212.713.2484 / 212.713.3876	Scott Frost Bank of America Merrill Lynch 646.855.8078 Thomas Cook Citi Investment Research 212.723.1112 John Giordano Credit Suisse Securities 212.538.4935 Mark Streeter J.P. Morgan Securities 212.834.5086 Thierry Perrein / Jason Jones Wells Fargo 704.715.8455 / 704.715.7932	Stephen Boyd Fitch Ratings 212.908.9153 Chris Wimmer Moody’s Investors Service 212.553.2947 Scott Sprinzen Standard & Poor’s 212.438.7812

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.

Fourth Quarter 2013

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 50-52.


	Three Months Ended
	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
Selected Items:

Revenue	$	576,199		$	571,481		$	510,033		$	477,826		$	478,047
Straight-line rent (1)	$	15,936		$	14,837		$	16,142		$	17,807		$	19,474
Fair value lease revenue (1) (2)	$	7,202		$	7,073		$	13,286		$	16,037		$	16,101
Revenue from residential properties	$	5,606		$	5,493		$	5,484		$	5,578		$	5,555
Company share of funds from operations from unconsolidated joint ventures	$	7,467		$	7,951		$	20,991		$	30,378		$	28,727
Lease termination fees (included in revenue) (1)	$	664		$	1,380		$	288		$	476		$	2,395
Ground rent expense (3)	$	5,004		$	5,016		$	5,006		$	5,008		$	4,981
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment	$	4,971		$	4,888		$	6,035		$	7,158		$	7,043
Fair value interest adjustment (1)	$	7,512		$	7,491		$	1,918		$	(558	)	$	(585	)
Capitalized interest	$	17,900		$	17,398		$	18,436		$	14,418		$	12,869
Capitalized wages	$	4,113		$	3,147		$	2,784		$	2,750		$	3,948
Operating Margins [(rental revenue - rental expense)/rental revenue] (4)		66.3	%		66.2	%		66.3	%		65.2	%		65.9	%
Gains (losses) from early extinguishments of debt	$	—		$	(30	)	$	152		$	—		$	—
Net income attributable to Boston Properties, Inc. common shareholders	$	88,719		$	152,677		$	452,417		$	47,854		$	65,400
Funds from operations (FFO) attributable to Boston Properties, Inc.	$	197,605		$	197,859		$	195,415		$	160,624		$	192,462
FFO per share - diluted	$	1.29		$	1.29		$	1.28		$	1.06		$	1.27
Net income attributable to Boston Properties, Inc. per share - basic	$	0.58		$	1.00		$	2.95		$	0.32		$	0.43
Net income attributable to Boston Properties, Inc. per share - diluted	$	0.58		$	1.00		$	2.94		$	0.31		$	0.43
Dividends per common share (5)	$	2.90		$	0.65		$	0.65		$	0.65		$	0.65
Funds available for distribution to common shareholders and common unitholders (FAD) (6)	$	154,562		$	150,285		$	167,699		$	145,867		$	148,533

Ratios:

Interest Coverage Ratio (excluding capitalized interest) - cash basis (7)		3.23			3.18			3.32			3.15			3.12
Interest Coverage Ratio (including capitalized interest) - cash basis (7)		2.77			2.74			2.77			2.72			2.74
FFO Payout Ratio (8)		50.39	%		50.39	%		50.78	%		61.32	%		51.18	%
FAD Payout Ratio (9)		71.55	%		73.40	%		65.78	%		75.42	%		73.97	%

	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
Capitalization:

Common Stock Price @ Quarter End	$	100.37		$	106.90		$	105.47		$	101.06		$	105.81
Equity Value @ Quarter End	$	17,370,837		$	18,486,904		$	18,285,486		$	17,486,559		$	18,076,824
Total Consolidated Debt	$	11,341,508		$	11,354,369		$	11,365,545		$	8,871,518		$	8,912,369
Total Consolidated Market Capitalization	$	28,712,345		$	29,841,273		$	29,651,031		$	26,358,077		$	26,989,193
Total Consolidated Debt/Total Consolidated Market Capitalization (10)		39.50	%		38.05	%		38.33	%		33.66	%		33.02	%

BXP’s Share of Unconsolidated Joint Venture Debt	$	329,746		$	328,373		$	326,714		$	1,445,565		$	1,445,346
Less:
Partners’ Share of Consolidated Debt	$	883,655		$	889,008		$	894,341		$	177,228		$	178,291
Total Adjusted Debt	$	10,787,599		$	10,793,734		$	10,797,918		$	10,139,855		$	10,179,424
Total Adjusted Market Capitalization (11)	$	28,158,436		$	29,280,638		$	29,083,404		$	27,626,414		$	28,256,248
Total Adjusted Debt/Total Adjusted Market Capitalization (11) (12)		38.31	%		36.86	%		37.13	%		36.70	%		36.03	%

(1)	Includes the Company’s share of consolidated and 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)	Includes non-cash straight-line adjustments to ground rent. See page 11 for the straight-line adjustments to the ground rent expense.

(4)

Rental expense consists of operating expenses, real estate taxes and ground rent expense. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $15,473, $17,524, $14,916, $13,324 and $12,761 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

(5)	For the three months ended December 31, 2013, dividends per share includes the $2.25 per common share special dividend to be paid on January 29, 2014.

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

(7)	For additional detail, see page 11.

(8)	FFO Payout Ratio is defined as dividends per share to common shareholders divided by FFO per share. For the three months ended December 31, 2013, excludes the $2.25 per share special dividend to be paid on January 29, 2014.

(9)	FAD Payout Ratio is defined as distributions to common shareholders and unitholders divided by FAD. For the three months ended December 31, 2013, excludes the $2.25 per share special distribution to be paid on January 29, 2014. For additional information, see page 11.

(10)	For disclosures related to our definition of Total Consolidated Debt to Total Consolidated Market Capitalization Ratio, see page 50.

(11)	For additional detail, see page 12.

(12)	For disclosures related to our definition of Total Adjusted Debt to Total Adjusted Market Capitalization Ratio, see page 50.

Boston Properties, Inc.

Fourth Quarter 2013

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
ASSETS
Real estate	$	17,158,210		$	17,105,492		$	17,059,235		$	13,550,889		$	13,581,454
Construction in progress (1)		1,523,179			1,502,017			1,483,114			1,145,517			1,036,780
Land held for future development		297,376			295,370			290,085			503,684			275,094
Less accumulated depreciation		(3,161,571	)		(3,076,280	)		(2,996,520	)		(2,929,385	)		(2,934,160	)

Total real estate		15,817,194			15,826,599			15,835,914			12,270,705			11,959,168
Cash and cash equivalents		2,365,137			1,641,275			1,608,731			909,376			1,041,978
Cash held in escrows		57,201			53,499			54,829			55,410			55,181
Marketable securities		16,641			15,377			14,226			13,825			12,172
Tenant and other receivables, net		59,464			55,393			66,039			75,849			69,555
Related party notes receivable		—			—			—			282,307			282,491
Interest receivable from related party notes receivable		—			—			—			106,313			104,816
Accrued rental income, net		651,603			641,041			625,654			612,041			598,199
Deferred charges, net		884,450			918,798			939,675			572,890			588,235
Prepaid expenses and other assets		184,477			238,688			179,741			71,756			90,610
Investments in unconsolidated joint ventures		126,084			129,038			137,975			652,807			659,916

Total assets	$	20,162,251		$	19,519,708		$	19,462,784		$	15,623,279		$	15,462,321


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	4,449,734		$	4,468,069		$	4,484,657		$	3,053,798		$	3,102,485
Unsecured senior notes, net of discount		5,835,854			5,835,424			5,834,973			4,639,843			4,639,528
Unsecured exchangeable senior notes, net of discount		744,880			739,536			734,278			1,177,877			1,170,356
Unsecured line of credit		—			—			—			—			—
Mezzanine notes payable		311,040			311,340			311,637			—			—
Related party notes payable		180,000			180,000			180,000			—			—
Accounts payable and accrued expenses		202,470			215,778			212,998			210,359			199,102
Dividends and distributions payable		497,242			112,470			112,425			110,886			110,488
Accrued interest payable		167,523			181,310			141,676			99,491			72,461
Other liabilities		578,969			567,464			556,730			316,683			324,613

Total liabilities		12,967,712			12,611,391			12,569,374			9,608,937			9,619,033


Commitments and contingencies		—			—			—			—			—


Noncontrolling interests:
Redeemable preferred units of the Operating Partnership		51,312			67,806			110,876			110,876			110,876


Redeemable interest in property partnership		99,609			98,649			98,162			98,216			97,558


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.:
Excess stock, $0.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Preferred stock, $0.01 par value, 50,000,000 shares authorized; 5.25% Series B cumulative redeemable preferred stock, $0.01 par value, liquidation preference $2,500 per share, 92,000 shares authorized, 80,000 shares issued and outstanding		200,000			200,000			200,000			200,000			—
Common stock, $0.01 par value, 250,000,000 shares authorized, 152,983,101, 152,390,595, 152,384,740, 151,601,209 and 150,856,237 outstanding, respectively		1,530			1,524			1,524			1,516			1,516
Additional paid-in capital (2)		5,662,453			5,250,174			5,246,243			5,232,030			5,222,073
Earnings (dividends) in excess of dividends (earnings)		(108,552	)		246,206			192,492			(160,697	)		(109,985	)
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(11,556	)		(12,122	)		(12,689	)		(13,253	)		(13,817	)

Total stockholders’ equity attributable to Boston Properties, Inc.		5,741,153			5,683,060			5,624,848			5,256,874			5,097,065

Noncontrolling interests:
Common units of the Operating Partnership		576,333			577,173			570,135			540,103			539,753
Property partnerships (2)		726,132			481,629			489,389			8,273			(1,964	)

Total equity		7,043,618			6,741,862			6,684,372			5,805,250			5,634,854



Total liabilities and equity	$	20,162,251		$	19,519,708		$	19,462,784		$	15,623,279		$	15,462,321

On May 31, 2013, the Company’s two joint venture partners in 767 Venture, LLC (the entity that owns 767 Fifth Avenue (The GM Building) in New York City) transferred all of their interests in the joint venture to third parties. In connection with the transfer, the Company and its new joint venture partners modified the Company’s relative decision making authority and consent rights with respect to the joint venture’s assets and operations. These changes resulted in the Company having sufficient financial and operating control over 767 Venture, LLC such that the Company now accounts for the assets, liabilities and operations of 767 Venture, LLC on a consolidated basis in its financial statements instead of under the equity method of accounting. Upon consolidation, the Company recognized a non-cash gain on its investment of approximately $359.5 million.

(1)	Represents the portion of the Company’s consolidated development projects that qualifies for interest capitalization. Such portion generally excludes intangible assets.

(2)	For additional detail see note 6 on page 47.

Boston Properties, Inc.

Fourth Quarter 2013

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
Revenue
Rental
Base Rent	$	453,538		$	449,636		$	399,192		$	373,046		$	376,401
Recoveries from tenants		79,586			80,718			68,321			64,319			59,624
Parking and other		25,174			25,000			23,547			23,437			21,991

Total rental revenue		558,298			555,354			491,060			460,802			458,016
Hotel revenue		10,269			10,652			11,118			8,291			11,691
Development and management services		7,632			5,475			7,855			8,733			8,340

Total revenue		576,199			571,481			510,033			477,826			478,047


Expenses
Operating (1)		108,147			108,668			97,914			94,677			91,744
Real estate taxes		90,441			90,620			78,104			74,385			72,855
Hotel operating		7,488			6,580			7,335			7,044			8,519
General and administrative (1) (2) (3)		20,656			24,841			24,316			45,516			17,921
Transaction costs		—			766			535			443			401
Impairment loss (9)		—			—			—			8,306			—
Depreciation and amortization		154,475			153,253			133,456			119,453			118,752

Total expenses		381,207			384,728			341,660			349,824			310,192


Operating income		194,992			186,753			168,373			128,002			167,855
Other income (expense)
Income from unconsolidated joint ventures (4)		2,834			14,736			48,783			8,721			6,949
Gains on consolidation of joint ventures (5)		—			(1,810	)		387,801			—			—
Interest and other income		1,664			3,879			1,296			1,471			2,062
Gains from investments in securities (2)		1,039			956			181			735			187
Interest expense (6)		(121,134	)		(122,173	)		(103,140	)		(100,433	)		(102,802	)
Gains (losses) from early extinguishments of debt		—			(30	)		152			—			—

Income from continuing operations		79,395			82,311			503,446			38,496			74,251
Discontinued operations
Income from discontinued operations		536			1,677			3,315			2,494			2,357
Gains on sales of real estate from discontinued operations (7)		26,381			86,448			—			—			—
Gain on forgiveness of debt from discontinued operations (7)		—			—			—			20,182			—
Impairment loss from discontinued operations (7)		—			—			—			(3,241	)		—

Net income		106,312			170,436			506,761			57,931			76,608
Net income attributable to noncontrolling interests
Noncontrolling interest in property partnerships		(2,271	)		3,279			219			(2,574	)		(2,331	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(2,661	)		(1,082	)		(1,123	)		(1,180	)		(1,057	)
Noncontrolling interest - common units of the Operating Partnership (8)		(7,302	)		(8,339	)		(50,489	)		(4,111	)		(7,575	)
Noncontrolling interest in discontinued operations - common units of the Operating Partnership (8)		(2,713	)		(8,970	)		(333	)		(2,066	)		(245	)

Net income attributable to Boston Properties, Inc.		91,365			155,324			455,035			48,000			65,400
Preferred dividends		(2,646	)		(2,647	)		(2,618	)		(146	)		—

Net income attributable to Boston Properties, Inc. common shareholders	$	88,719		$	152,677		$	452,417		$	47,854		$	65,400


INCOME PER SHARE OF COMMON STOCK (EPS)

Net income attributable to Boston Properties, Inc. per share - basic	$	0.58		$	1.00		$	2.95		$	0.32		$	0.43

Net income attributable to Boston Properties, Inc. per share - diluted	$	0.58		$	1.00		$	2.94		$	0.31		$	0.43

(1)

Beginning in the third quarter of 2013, the Company revised the presentation of costs to operate its San Francisco and Princeton regional offices. These expenses, which totaled approximately $2.1 million, $2.0 million, $2.1 million, $1.9 million and $2.0 million for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively, were previously included in Operating Expenses and are now included in General and Administrative Expenses for all periods presented.

(2)

Gains from investments in securities includes $1,039, $956, $181, $735 and $187 and general and administrative expense includes $(1,055), $(941), $(176), $(752) and $(187) for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively, related to the Company’s deferred compensation plan.

(3)

For the three months ended March 31, 2013, general and administrative expense includes an aggregate of approximately $19.5 million consisting of (i) the acceleration of the remaining approximately $12.9 million of stock-based compensation expense associated with the Company’s Executive Chairman’s unvested long-term equity awards and (ii) approximately $6.6 million of compensation expense associated with the Company’s Executive Chairman’s transition benefits agreement related to the Company’s succession planning.

(4)

For the three months ended September 30, 2013, includes the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and an adjustment to the gain on sale of 125 West 55th Street totaling approximately $(0.1) million. For the three months ended June 30, 2013, includes the gain on sale of 125 West 55th Street totaling approximately $43.3 million.

(5)

For the three months ended September 30, 2013, the gains on consolidation of joint ventures consisted of adjustments to the gains from (1) 767 Fifth Avenue (The GM Building) totaling approximately $(3.9) million and (2) the Company’s Value-Added Fund’s Mountain View properties totaling approximately $2.1 million. For the three months ended June 30, 2013, the gains on consolidation of joint ventures consisted of (1) 767 Fifth Avenue (The GM Building) totaling approximately $363.4 million and (2) the Company’s Value-Added Fund’s Mountain View properties totaling approximately $24.4 million.

(6)

For the three months ended December 31, 2013, September 30, 2013 and June 30, 2013, interest expense includes $6,906, $6,873 and $2,265, respectively, consisting of the interest expense on the partner loans for the 767 Fifth Avenue (the GM Building) consolidated joint venture, which amount is allocated to the partners within noncontrolling interests in property partnerships. The Company’s share of the interest expense on its loan to the joint venture eliminates in consolidation.

(7)	See page 47 for further detail.

(8)

Equals noncontrolling interest - common units of the Operating Partnership’s share of 9.89%, 9.94%, 10.06%, 10.14% and 10.39% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

Note: Certain prior period amounts have been reclassified to conform to the current period presentation.

Boston Properties, Inc.

Fourth Quarter 2013

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-13		30-Sep-13			30-Jun-13			31-Mar-13		31-Dec-12

Net income attributable to Boston Properties, Inc. common shareholders	$	88,719	$	152,677		$	452,417		$	47,854	$	65,400
Add:
Preferred dividends		2,646		2,647			2,618			146		—
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		2,713		8,970			333			2,066		245
Noncontrolling interest - common units of the Operating Partnership		7,302		8,339			50,489			4,111		7,575
Noncontrolling interest - redeemable preferred units of the Operating Partnership		2,661		1,082			1,123			1,180		1,057
Noncontrolling interests in property partnerships		2,271		(3,279	)		(219	)		2,574		2,331
Impairment loss from discontinued operations		—		—			—			3,241		—
Less:
Income from discontinued operations		536		1,677			3,315			2,494		2,357
Gains on sales of real estate from discontinued operations		26,381		86,448			—			—		—
Gain on forgiveness of debt from discontinued operations		—		—			—			20,182		—


Income from continuing operations		79,395		82,311			503,446			38,496		74,251
Add:
Real estate depreciation and amortization (1)		159,706		158,274			149,817			142,555		142,029
Income from discontinued operations		536		1,677			3,315			2,494		2,357
Less:
Gains on sales of real estate included within income from unconsolidated joint ventures (2)		—		11,174			43,327			—		—
Gains on consolidation of joint ventures (3)		—		(1,810	)		387,801			—		—
Noncontrolling interests in property partnerships’ share of funds from operations		16,994		9,462			4,436			3,038		2,795
Noncontrolling interest - redeemable preferred units of the Operating Partnership (4)		694		1,082			1,123			1,180		1,057
Preferred dividends		2,646		2,647			2,618			146		—


Funds from operations (FFO) attributable to the Operating Partnership		219,303		219,707			217,273			179,181		214,785
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		21,698		21,848			21,858			18,557		22,323

FFO attributable to Boston Properties, Inc. (5)	$	197,605	$	197,859		$	195,415		$	160,624	$	192,462


FFO per share - basic	$	1.29	$	1.30		$	1.29		$	1.06	$	1.27

Weighted average shares outstanding - basic		152,798		152,407			151,938			151,646		151,006

FFO per share - diluted	$	1.29	$	1.29		$	1.28		$	1.06	$	1.27

Weighted average shares outstanding - diluted		153,900		153,999			153,797			153,259		152,708

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $154,475, $153,253, $133,456, $119,453 and $118,752, our share of unconsolidated joint venture real estate depreciation and amortization of $4,633, $4,389, $15,535, $21,657 and $21,778, and depreciation and amortization from discontinued operations of $934, $940, $1,148, $1,738 and $1,798, less corporate related depreciation of $336, $308, $322, $293 and $299 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

(2)

For the three months ended September 30, 2013, consists of the portion of income from unconsolidated joint ventures related to the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and an adjustment to the gain on sale of 125 West 55th Street totaling approximately $(0.1) million. For the three months ended June 30, 2013, consists of the portion of income from unconsolidated joint ventures related to the gain on sale of 125 West 55th Street totaling approximately $43.3 million.

(3)

(4)

Excludes approximately $2.0 million for the three months ended December 31, 2013 of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the special dividend that was primarily the result of the sale of a 45% interest in the Company’s Times Square Tower property.

(5)	Based on weighted average basic shares for the quarter. The Company’s share for the quarter ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012 was 90.11%, 90.06%, 89.94%, 89.86% and 89.61%, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	December 31, 2013				September 30, 2013				June 30, 2013				March 31, 2013				December 31, 2012
	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	$	219,303		169,576	$	219,707		169,236	$	217,273		168,933	$	179,181		168,750	$	214,785		168,521
Effect of Dilutive Securities
Convertible Preferred Units (1)		603		968		850		1,307		818		1,307		879		1,307		749		1,307
Stock based compensation and exchangeable senior notes		—		134		—		285		—		552		—		306		—		395


Diluted FFO	$	219,906		170,678	$	220,557		170,828	$	218,091		170,792	$	180,060		170,363	$	215,534		170,223

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of diluted funds from operations		21,617		16,778		21,728		16,829		21,702		16,995		18,077		17,104		22,177		17,515


Company’s share of diluted FFO (2)	$	198,289		153,900	$	198,829		153,999	$	196,389		153,797	$	161,983		153,259	$	193,357		152,708


FFO per share - basic	$	1.29			$	1.30			$	1.29			$	1.06			$	1.27


FFO per share - diluted	$	1.29			$	1.29			$	1.28			$	1.06			$	1.27

(1)

(2)	Based on weighted average diluted shares for the quarter. The Company’s share for the quarter ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012 was 90.17%, 90.15%, 90.05%, 89.96% and 89.71%, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
Basic FFO (see page 9)	$	219,303		$	219,707		$	217,273		$	179,181		$	214,785
2nd generation tenant improvements and leasing commissions		(28,132	)		(46,722	)		(20,311	)		(38,380	)		(34,815	)
Straight-line rent (1)		(15,936	)		(14,837	)		(16,142	)		(17,807	)		(19,474	)
Recurring capital expenditures		(19,913	)		(11,839	)		(12,856	)		(6,418	)		(10,711	)
Fair value interest adjustment (1)		(7,512	)		(7,491	)		(1,918	)		558			585
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment		4,971			4,888			6,035			7,158			7,043
Fair value lease revenue (1) (2)		(7,202	)		(7,073	)		(13,286	)		(16,037	)		(16,101	)
Hotel improvements, equipment upgrades and replacements		(715	)		(206	)		(1,006	)		(143	)		(214	)
Straight-line ground rent expense adjustment (3)		1,785			1,785			1,785			1,801			1,838
Non real estate depreciation		336			308			322			293			299
Stock-based compensation (4)		6,154			6,537			6,681			25,783			4,820
Impairment loss		—			—			—			8,306			—
Non-cash losses (gains) from early extinguishments of debt		—			—			(264	)		—			—
Non-cash termination adjustment (including fair value lease amounts)		—			999			(3	)		1,106			155
Partners’ share of consolidated and unconsolidated joint venture 2nd generation tenant improvement and leasing commissions		1,423			4,229			1,389			466			323

Funds available for distribution to common shareholders and common unitholders (FAD)	$	154,562		$	150,285		$	167,699		$	145,867		$	148,533

Interest Coverage Ratios

(in thousands, except for ratio amounts)


	Three Months Ended
	31-Dec-13			30-Sep-13			30-Jun-13			31-Mar-13			31-Dec-12
*Excluding Capitalized Interest*
Income from continuing operations	$	79,395		$	82,311		$	503,446		$	38,496		$	74,251
Interest expense		121,134			122,173			103,140			100,433			102,802
Depreciation and amortization expense		154,475			153,253			133,456			119,453			118,752
Depreciation and amortization expense from unconsolidated joint ventures		4,633			4,389			15,535			21,657			21,778
Gains on sales of real estate included within income from unconsolidated joint ventures		—			(11,174	)		(43,327	)		—			—
Gains on consolidation of joint ventures		—			1,810			(387,801	)		—			—
Depreciation and amortization expense - discontinued operations		934			940			1,148			1,738			1,798
Interest expense - discontinued operations		—			—			—			360			650
Income from discontinued operations		536			1,677			3,315			2,494			2,357
Impairment loss		—			—			—			8,306			—
Non-cash losses (gains) from early extinguishments of debt		—			—			(264	)		—			—
Non-cash termination adjustment (including fair value lease amounts)		—			999			(3	)		1,106			155
Stock-based compensation		6,154			6,537			6,681			25,783			4,820
Straight-line ground rent expense adjustment (3)		1,785			1,785			1,785			1,801			1,838
Straight-line rent (1)		(15,936	)		(14,837	)		(16,142	)		(17,807	)		(19,474	)
Fair value lease revenue (1) (2)		(7,202	)		(7,073	)		(13,286	)		(16,037	)		(16,101	)

Subtotal		345,908			342,790			307,683			287,783			293,626
Divided by:

Adjusted interest expense (5) (6) (7) (8)		106,998			107,633			92,600			91,462			94,212

Interest Coverage Ratio		3.23			3.18			3.32			3.15			3.12


*Including Capitalized Interest*
Income from continuing operations	$	79,395		$	82,311		$	503,446		$	38,496		$	74,251
Interest expense		121,134			122,173			103,140			100,433			102,802
Depreciation and amortization expense		154,475			153,253			133,456			119,453			118,752
Depreciation and amortization expense from unconsolidated joint ventures		4,633			4,389			15,535			21,657			21,778
Gains on sales of real estate included within income from unconsolidated joint ventures		—			(11,174	)		(43,327	)		—			—
Gains on consolidation of joint ventures		—			1,810			(387,801	)		—			—
Depreciation and amortization expense - discontinued operations		934			940			1,148			1,738			1,798
Interest expense - discontinued operations		—			—			—			360			650
Income from discontinued operations		536			1,677			3,315			2,494			2,357
Impairment loss		—			—			—			8,306			—
Non-cash losses (gains) from early extinguishments of debt		—			—			(264	)		—			—
Non-cash termination adjustment (including fair value lease amounts)		—			999			(3	)		1,106			155
Stock-based compensation		6,154			6,537			6,681			25,783			4,820
Straight-line ground rent expense adjustment (3)		1,785			1,785			1,785			1,801			1,838
Straight-line rent (1)		(15,936	)		(14,837	)		(16,142	)		(17,807	)		(19,474	)
Fair value lease revenue (1) (2)		(7,202	)		(7,073	)		(13,286	)		(16,037	)		(16,101	)

Subtotal		345,908			342,790			307,683			287,783			293,626
Divided by:

Adjusted interest expense (5) (6) (7) (8) (9)		124,898			125,031			111,036			105,880			107,081

Interest Coverage Ratio		2.77			2.74			2.77			2.72			2.74

(1)	Includes the Company’s share of consolidated and 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)	For additional information, see page 6.

(4)

For the three months ended March 31, 2013, stock-based compensation expense includes an aggregate of approximately $16.9 million consisting of (i) the acceleration of the remaining approximately $12.9 million of stock-based compensation expense associated with the Company’s Executive Chairman’s unvested long-term equity awards and (ii) approximately $4.0 million of stock-based compensation awards associated with the Company’s Executive Chairman’s transition benefits agreement related to the Company’s succession planning.

(5)	Excludes the impact of the ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment of $4,971, $4,888, $6,035, $7,158 and $7,043 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

(6)	Excludes amortization of financing costs of $2,259, $2,779, $2,240, $2,173 and $2,197 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

(7)	Includes interest expense from discontinued operations of $0, $0, $0, $360 and $650 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

(8)

Excludes interest expense of $6,906, $6,873 and $2,265 for the three months ended December 31, 2013, September 30, 2013 and June 30, 2013, respectively, consisting of the interest expense on the partner loans for the 767 Fifth Avenue (the GM Building) consolidated joint venture, which amount is allocated to the partners within noncontrolling interests in property partnerships. The Company’s share of the interest expense on its loan to the joint venture eliminates in consolidation.

(9)	Includes capitalized interest of $17,900, $17,398, $18,436, $14,418 and $12,869 for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013 and December 31, 2012, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

CAPITAL STRUCTURE

Consolidated Debt

(in thousands)


	Aggregate Principal December 31, 2013
Mortgage Notes Payable	$	4,258,530
Mezzanine Notes Payable		306,000
Unsecured Line of Credit		—
Unsecured Senior Notes, at face value		5,850,000
Unsecured Exchangeable Senior Notes, at face value		747,500

Total Debt		11,162,030
Fair Value Adjustment on Mortgage Notes Payable		191,204
Fair Value Adjustment on Mezzanine Notes Payable		5,040
Discount on Unsecured Senior Notes		(14,146	)
Discount on Unsecured Exchangeable Senior Notes		(182	)
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment (1)		(2,438	)

Total Consolidated Debt	$	11,341,508


Boston Properties Limited Partnership Unsecured Senior Notes

Settlement Date	6/27/2013			4/11/2013			6/11/2012			11/10/2011			11/18/2010			4/19/2010			10/9/2009			5/22/2003			3/18/2003			Total/Average
Original Principal Amount	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	250,000		$	300,000		$	5,850,000
Principal Amount at Quarter End	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	250,000		$	300,000		$	5,850,000
Yield (on issue date)		3.916	%		3.279	%		3.954	%		3.853	%		4.289	%		5.708	%		5.967	%		5.194	%		5.693	%		4.52	%
Coupon		3.800	%		3.125	%		3.850	%		3.700	%		4.125	%		5.625	%		5.875	%		5.000	%		5.625	%		4.40	%
Public Offering Price		99.694	%		99.379	%		99.779	%		99.767	%		99.260	%		99.891	%		99.931	%		99.329	%		99.898	%		99.68	%
Ratings:
Moody’s		Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)
S&P		A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)
Fitch		BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)
Maturity Date		2/1/2024			9/1/2023			2/1/2023			11/15/2018			5/15/2021			11/15/2020			10/15/2019			6/1/2015			4/15/2015
Discount	$	2,033		$	2,920		$	1,924		$	1,428		$	4,691		$	539		$	314		$	233		$	64		$	14,146

Unsecured Senior Notes, net of discount	$	697,967		$	497,080		$	998,076		$	848,572		$	845,309		$	699,461		$	699,686		$	249,767		$	299,936		$	5,835,854

Boston Properties Limited Partnership Unsecured Exchangeable Senior Notes


Settlement Date	8/19/2008			Total/Average
Original Principal Amount	$	747,500		$	747,500
Principal Amount at Quarter End	$	747,500		$	747,500
Yield (on issue date)		4.037	%		4.04	%
GAAP Yield		6.555	%		6.56	%
Coupon		3.625	%
Exchange Rate		8.6974	(2)
Exchange Price	$	130.21	(2)
Diluted share impact for the current quarter		—			—
First Optional Redemption Date		N/A
Maturity Date		2/15/2014
Discount	$	182		$	182
ASC 470-20 (FSP APB 14-1) Adjustment (1)	$	2,438		$	2,438

Unsecured Senior Exchangeable Notes	$	744,880		$	744,880

Equity

(in thousands)


	Shares/Units Outstanding as of 12/31/2013		Common Stock Equivalents			Equivalent Value (3)
Common Stock		152,983		152,983	(4)	$	15,354,904
Common Operating Partnership Units		17,039		17,039	(5)		1,710,204
Series Two Preferred Operating Partnership Units		666		874			87,723
Series Four Preferred Operating Partnership Units		360		—			18,006	(6)
5.25% Series B Cumulative Redeemable Preferred Stock		80		—			200,000	(7)

Total Equity				170,896		$	17,370,837

Total Consolidated Debt						$	11,341,508

Total Consolidated Market Capitalization						$	28,712,345

BXP’s share of Unconsolidated Joint Venture Debt						$	329,746
Less:
Partners’ Share of Consolidated Debt						$	883,655
Total Adjusted Debt (8)						$	10,787,599

Total Adjusted Market Capitalization (8)						$	28,158,436

(1)	Represents the remaining debt discount which will be amortized as additional non-cash interest expense through February 15, 2014, the maturity date of the outstanding exchangeable senior notes.

(2)

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. In connection with the special dividend declared on December 2, 2013, the exchange rate of 8.5051 was adjusted to 8.6974 shares per $1,000 principal amount of notes effective as of December 31, 2013, resulting in an exchange price of approximately $114.98 per share of Boston Properties, Inc.’s common stock. As of December 31, 2013, the effective exchange price to the Company was $130.21 per share.

(3)

Values based on December 31, 2013 closing price of $100.37 per share of common stock, except for the Series Four Preferred Operating Partnership Units which have been valued at the liquidation preference of $50.00 per unit (see Note 6 below) and the shares of Series B Cumulative Redeemable Preferred Stock which have been valued at the liquidation preference of $2,500.00 per share (see Note 7 below).

(4)	Includes 64 shares of restricted stock.

(5)	Includes 1,456 long-term incentive plan units, but excludes an aggregate of 1,109 Outperformance Plan Units and 2013 Multi-Year Long-Term Incentive Program Units.

(6)

In connection with the acquisition of 680 Folsom Street in San Francisco on August 29, 2012, the Company’s Operating Partnership issued 1,588 Series Four Preferred Units to the sellers as a portion of the consideration paid. The Series Four Preferred Units are not convertible into or exchangeable for any common equity of the Company or Operating Partnership, have a per unit liquidation preference of $50.00 and are entitled to receive quarterly distributions of $0.25 per unit (or an annual rate of 2%). On August 31, 2012, a holder redeemed 366 Series Four Preferred Units for cash totaling approximately $18.3 million. On August 29, 2013, the Company’s Operating Partnership redeemed 861 Series Four Preferred Units for cash totaling approximately $43.1 million.

(7)

On March 27, 2013, the Company completed an underwritten public offering of 80,000 shares (8,000,000 depositary shares, each representing 1/100th of a share) of its newly designated 5.25% Series B Cumulative Redeemable Preferred Stock, at a price of $2,500.00 per share ($25.00 per depositary share). The net proceeds from this offering were approximately $194 million, after deducting the underwriting discount and transaction expenses. The Company will pay cumulative cash dividends on the Series B Preferred Stock at a rate of 5.25% per annum of the $2,500.00 liquidation preference per share. The Company may not redeem the Series B Preferred Stock prior to March 27, 2018. On or after March 27, 2018, the Company, at its option, may redeem the Series B Preferred Stock for a cash redemption price of $2,500.00 per share ($25.00 per depositary share), plus all accrued and unpaid dividends. The Series B Preferred Stock is not redeemable by the holders, has no maturity date and is not convertible into any other security of the Company or its affiliates.

(8)	For disclosures relating to our definition of Total Adjusted Debt and Total Adjusted Market Capitalization, see page 50.

Boston Properties, Inc.

Fourth Quarter 2013

DEBT ANALYSIS (1)

Debt Maturities and Principal Payments

as of December 31, 2013

(in thousands)


	2014			2015			2016			2017			2018			Thereafter			Total

Floating Rate Debt
Mortgage Notes Payable	$	—		$	—		$	—		$	—		$	—		$	—		$	—
Unsecured Line of Credit		—			—			—			—			—			—			—

Total Floating Debt	$	—		$	—		$	—		$	—		$	—		$	—		$	—

Fixed Rate Debt
Mortgage Notes Payable	$	87,759		$	26,182		$	608,879		$	2,821,750		$	18,633		$	695,327		$	4,258,530
Fair Value Adjustment		52,492			53,888			50,632			34,192			—			—			191,204

Mortgage Notes Payable		140,251			80,070			659,511			2,855,942			18,633			695,327			4,449,734


Mezzanine Notes Payable		—			—			—			306,000			—			—			306,000
Fair Value Adjustment		1,244			1,314			1,389			1,093			—			—			5,040

		1,244			1,314			1,389			307,093			—			—			311,040

Unsecured Exchangeable Senior Notes, net of discount		747,318			—			—			—			—			—			747,318
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(2,438	)		—			—			—			—			—			(2,438	)

Unsecured Exchangeable Senior Notes		744,880			—			—			—			—			—			744,880

Unsecured Senior Notes, net of discount		—			549,703			—			—			848,572			4,437,579			5,835,854


Total Fixed Debt	$	886,375		$	631,087		$	660,900		$	3,163,035		$	867,205		$	5,132,906		$	11,341,508

Total Consolidated Debt	$	886,375		$	631,087		$	660,900		$	3,163,035		$	867,205		$	5,132,906		$	11,341,508


GAAP Weighted Average Floating Rate Debt		—			—			—			—			—			—			—
GAAP Weighted Average Fixed Rate Debt		6.46	%		5.48	%		5.29	%		4.05	%		3.89	%		4.59	%		4.60	%

Total GAAP Weighted Average Rate		6.46	%		5.48	%		5.29	%		4.05	%		3.89	%		4.59	%		4.60	%



Total Stated Weighted Average Rate		4.02	%		5.40	%		6.43	%		5.76	%		3.77	%		4.51	%		4.93	%

Unsecured Debt

Unsecured Line of Credit - Matures July 26, 2018

(in thousands)


Facility		Outstanding at 12/31/2013		Letters of Credit		Remaining Capacity at 12/31/2013

$	1,000,000	$	—	$	10,564	$	989,436

Unsecured and Secured Debt Analysis


	% of Total Debt			Stated Weighted Average Rate			GAAP Weighted Average Rate			Weighted Average Maturity

Unsecured Debt		58.02	%		4.37	%		4.75	%		6.2 years
Secured Debt		41.98	%		5.72	%		4.39	%		4.1 years

Total Consolidated Debt		100.00	%		4.93	%		4.60	%		5.4 years

Floating and Fixed Rate Debt Analysis


	% of Total Debt			Stated Weighted Average Rate			GAAP Weighted Average Rate			Weighted Average Maturity

Floating Rate Debt		—			—			—			— years
Fixed Rate Debt		100.00	%		4.93	%		4.60	%		5.4 years

Total Consolidated Debt		100.00	%		4.93	%		4.60	%		5.4 years

(1)

Excludes unconsolidated joint ventures. The GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges, effects of hedging transactions, adjustments required to reflect loans at their fair values upon acquisition and the adjustments required to reflect the nonconvertible debt borrowing rate on the unsecured exchangeable senior notes in accordance with ASC 470-20 (formerly known as FSP APB 14-1).

Boston Properties, Inc.

Fourth Quarter 2013

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

as of December 31, 2013

(in thousands)


Property	2014			2015			2016			2017			2018			Thereafter			Total

767 Fifth Avenue (The GM Building) (60% ownership)	$	—		$	—		$	—		$	1,300,000		$	—		$	—		$	1,300,000	(2)(3)
599 Lexington Avenue		—			—			—			750,000			—			—			750,000
601 Lexington Avenue		11,321			11,870			12,447			13,051			13,684			659,880			722,253
John Hancock Tower and Garage		—			—			—			640,500			—			—			640,500	(2)
Embarcadero Center Four		5,453			5,794			348,886			—			—			—			360,133
Fountain Square (50% ownership)		—			—			211,250			—			—			—			211,250	(2)
505 9th Street (50% ownership)		2,442			2,585			2,737			113,596			—			—			121,360
New Dominion Technology Park, Building Two		63,000			—			—			—			—			—			63,000
New Dominion Technology Park, Building One		2,304			2,481			2,672			2,878			3,100			29,843			43,278
Kingstowne Two and Retail		1,837			1,950			29,277			—			—			—			33,064	(2)
University Place		1,402			1,502			1,610			1,725			1,849			5,604			13,692

		87,759			26,182			608,879			2,821,750			18,633			695,327			4,258,530


Aggregate Fair Value Adjustments		52,492			53,888			50,632			34,192			—			—			191,204

		140,251			80,070			659,511			2,855,942			18,633			695,327			4,449,734


Mezzanine Notes Payable (associated with 767 Fifth Avenue (The GM Building))(60% ownership)		—			—			—			306,000			—			—			306,000
Fair Value Adjustment		1,244			1,314			1,389			1,093			—			—			5,040

		1,244			1,314			1,389			307,093			—			—			311,040


Unsecured Exchangeable Senior Notes, net of discount		747,318			—			—			—			—			—			747,318
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(2,438	)		—			—			—			—			—			(2,438	)

		744,880			—			—			—			—			—			744,880


Unsecured Senior Notes, net of discount		—			549,703						—			848,572			4,437,579			5,835,854
Unsecured Line of Credit		—			—			—			—			—			—			—

	$	886,375		$	631,087		$	660,900		$	3,163,035		$	867,205		$	5,132,906		$	11,341,508


% of Total Consolidated Debt		7.81	%		5.56	%		5.83	%		27.89	%		7.65	%		45.26	%		100.00	%
Balloon Payments	$	810,319		$	549,703		$	583,782		$	3,107,619			848,572		$	5,071,133		$	10,971,128
Scheduled Amortization	$	78,494		$	81,384		$	77,118		$	55,416		$	18,633		$	61,773		$	372,818

(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)

In connection with the capitalization of the joint venture, loans totaling $450.0 million were funded by the venture’s partners on a pro-rata basis. Our partners’ share of the partner loans totaling $180.0 million has been reflected in Related Party Notes Payable on our Consolidated Balance Sheets and has not been included in the above balance.

Boston Properties, Inc.

Fourth Quarter 2013

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 Mellon Trust Company, N.A., 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 December 31, 2013 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
	December 31, 2013
Total Assets:
Capitalized Property Value (1)	$	20,723,529		$	21,171,844
Cash and Cash Equivalents		2,365,137			2,365,137
Investments in Marketable Securities		16,641			16,641
Undeveloped Land, at Cost (including Joint Venture %)		302,626			302,626
Development in Process, at Cost (including Joint Venture %)		1,702,789			1,702,789

Total Assets	$	25,110,722		$	25,559,037



Unencumbered Assets	$	16,709,367		$	16,986,616


Secured Debt (Fixed and Variable)(2)	$	4,258,530		$	4,258,530
Mezzanine Notes Payable(3)		306,000			306,000
Joint Venture Debt		329,188			329,188
Related Party Notes Payable		180,000			180,000
Contingent Liabilities & Letters of Credit		13,871			13,871
Unsecured Debt (4)		6,597,500			6,597,500

Total Outstanding Debt	$	11,685,089		$	11,685,089


Consolidated EBITDA:
Income from Continuing Operations (per Consolidated Income Statement)	$	79,395		$	79,395
Subtract: Income from Unconsolidated Joint Ventures (per Consolidated Income Statement)		(2,834	)		(2,834	)
Subtract: Gains from Investments in Securities (per Consolidated Income Statement)		(1,039	)		(1,039	)
Add: Interest Expense (per Consolidated Income Statement)		121,134			121,134
Add: Depreciation and Amortization (per Consolidated Income Statement)		154,475			154,475

EBITDA		351,131			351,131
Add: Company share of unconsolidated joint venture EBITDA		9,724			9,724

Consolidated EBITDA	$	360,855		$	360,855


Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)	$	121,134		$	121,134
Add: Company share of unconsolidated joint venture interest expense		3,400			3,400
Less: Amortization of financing costs		(2,259	)		(2,259	)
Less: Interest expense funded by construction loan draws		—			—

Adjusted Interest Expense	$	122,275		$	122,275


Covenant Ratios and Related Data	Test	Actual			Actual
Total Outstanding Debt/Total Assets	Less than 60%		46.5	%		45.7	%
Secured Debt/Total Assets	Less than 50%		19.5	%		19.1	%
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)	Greater than 1.50x		2.95			2.95
Unencumbered Assets/ Unsecured Debt	Greater than 150%		253.3	%		257.5	%

Unencumbered Consolidated EBITDA		$	235,458		$	235,458



Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)			3.05			3.05



% of Unencumbered Consolidated EBITDA to Consolidated EBITDA			65.3	%		65.3	%



# of unencumbered properties			145			145

(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 senior notes issued on or after October 9, 2009 is 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 value as determined under GAAP.

(2)	Excludes aggregate fair value adjustment of $191,204.

(3)	Excludes aggregate fair value adjustment of $5,040.

(4)	Excludes aggregate debt discount of $14,328 and ASC 470-20 (formerly known as FSP APB 14-1) adjustment of $2,438.

Boston Properties, Inc.

Fourth Quarter 2013

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

(in thousands)


Property	2014			2015			2016			2017			2018			Thereafter			Total

Metropolitan Square (51%)	$	1,187		$	1,257		$	1,332		$	1,410		$	1,493		$	81,909		$	88,588
540 Madison Avenue (60%)		—			—			—			—			72,000			—			72,000
Market Square North (50%)		993			1,043			1,094			1,148			1,205			59,356			64,839
901 New York Avenue (25%)		823			37,590			—			—			—			—			38,413
500 North Capitol Street, N.W. (30%)		—			—			—			—			—			31,500			31,500
Annapolis Junction Building One (50%)		279			279			279			279			19,519			—			20,635	(1)
Annapolis Junction Building Six (50%)		6,997			—			—			—			—			—			6,997	(2)
Annapolis Junction Building Seven (50%)		—			—			6,216			—			—			—			6,216	(3)

	$	10,279		$	40,169		$	8,921		$	2,837		$	94,217		$	172,765		$	329,188


GAAP Weighted Average Rate		2.99	%		5.25	%		3.20	%		5.08	%		1.99	%		5.20	%		4.17	%

% of Total Debt		3.12	%		12.20	%		2.70	%		0.86	%		28.62	%		52.50	%		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		32.15	%		1.74	%		1.93	%		4.0 years
Fixed Rate Debt		67.85	%		5.17	%		5.23	%		6.0 years

Total Debt		100.00	%		4.06	%		4.17	%		5.4 years

(*)	All amounts represent the Company’s share.

(1)	Loan has one, three-year extension option, subject to certain conditions.

(2)	Loan has two, one-year extension options, subject to certain conditions. On October 29, 2013, the Company exercised the first extension option.

(3)	Loan has two, one-year extension options, subject to certain conditions.

Boston Properties, Inc.

Fourth Quarter 2013

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of December 31, 2013


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.			Other Joint Ventures (3)		Total Unconsolidated Joint Ventures

Net Equity (4)	$	68,349		$	(10,159	)	$	6,284		$	(2,832	)	$	47,394		$	17,247		$	(1,022	)	$	823	$	126,084


Mortgage/Construction loans payable (4)	$	72,000		$	64,839		$	88,588		$	38,413		$	—		$	33,848		$	31,500		$	—	$	329,188


BXP’s nominal ownership percentage		60.00	%		50.00	%		51.00	%		25.00	%		33.33	%		50.00	%		30.00	%

Results of Operations

(unaudited and in thousands)

for the three months ended December 31, 2013


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.		Other Joint Ventures (3)			Total Unconsolidated Joint Ventures
REVENUE
Rental	$	5,799		$	5,634		$	8,619		$	9,048		$	1,255		$	4,558		$	3,096	$	16		$	38,025
Straight-line rent		318			(2	)		(141	)		(374	)		—			(4	)		383		—			180
Fair value lease revenue		(121	)		—			—			—			—			—			—		—			(121	)
Termination Income		—			—			—			—			—			—			—		—			—


Total revenue		5,996			5,632			8,478			8,674			1,255			4,554			3,479		16			38,084


EXPENSES
Operating		3,163			2,442			3,387			3,160			536			1,460			1,318		27			15,493


NET OPERATING INCOME		2,833			3,190			5,091			5,514			719			3,094			2,161		(11	)		22,591

Interest		563			1,595			2,525			2,023			—			265			1,128		—			8,099
Depreciation and amortization		1,852			872			1,919			1,432			1,404			1,571			836		—			9,886


SUBTOTAL		2,415			2,467			4,444			3,455			1,404			1,836			1,964		—			17,985

Gain on sale of real estate		—			—			—			—			—			—			—		—			—

NET INCOME/(LOSS)	$	418		$	723		$	647		$	2,059		$	(685	)	$	1,258		$	197	$	(11	)	$	4,606


BXP’s share of net income/(loss)	$	251		$	362		$	330		$	1,209	(5)	$	(223	)	$	629		$	59	$	7		$	2,624
Basis differential (6)		189			1			40			(17	)		(7	)		(5	)		9		—			210
Gain on investment		—			—			—			—			—			—			—		—			—

Subtotal		440			363			370			1,192			(230	)		624			68		7			2,834
Gain upon consolidation in income statement		—			—			—			—			—			—			—		—			—

Income/(loss) from unconsolidated joint ventures	$	440		$	363		$	370		$	1,192		$	(230	)	$	624		$	68	$	7		$	2,834

Gain on investment		—			—			—			—			—			—			—		—			—
BXP’s share of depreciation & amortization		962			440			980			736	(5)		470			793			252		—			4,633

BXP’s share of Funds from Operations (FFO)	$	1,402		$	803		$	1,350		$	1,928		$	240		$	1,417		$	320	$	7		$	7,467



BXP’s share of net operating income/(loss)	$	1,712		$	1,595		$	2,596		$	1,379		$	240		$	1,547		$	648	$	7		$	9,724

(1)	Represents the Company’s interest in the joint venture entity that owns the land, parking garage and infrastructure. The Company’s entity that owns 100% of the office component of the project is consolidated within the accounts of the Company.

(2)	Annapolis Junction includes two properties in service, one property in development and two undeveloped land parcels.

(3)	Includes Two Grand Central Tower, Value-Added Fund and 125 West 55th Street properties, which were sold on October 25, 2011, April 10, 2013 and May 30, 2013, respectively.

(4)	Represents the Company’s share.

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

(6)	Represents adjustments related to the carrying values and depreciation of certain of the Company’s investment in unconsolidated joint ventures.

Boston Properties, Inc.

Fourth Quarter 2013

CONSOLIDATED JOINT VENTURES

Balance Sheets

(unaudited and in thousands)

as of December 31, 2013


BXP’s nominal ownership percentage		60.00	%		55.00	%		95.00	%		50.00	%		50.00	%


	767 Fifth Avenue (The GM Building)			Times Square Tower (1)			Transbay Tower			Fountain Square			505 9th Street			Total Consolidated Joint Ventures

ASSETS
Real estate, net	$	3,623,386		$	478,398		$	256,446		$	383,520		$	111,451		$	4,853,201
Cash and cash held in escrows		113,700			18,992			4,650			23,555			5,535			166,432
Other assets		111,843			63,333			187			8,700			9,076			193,139

Total assets	$	3,848,929		$	560,723		$	261,283		$	415,775		$	126,062		$	5,212,772


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	1,463,142		$	—		$	—		$	211,250		$	121,360		$	1,795,752
Mezzanine notes payable		311,040			—			—			—			—			311,040
Related party notes payable		180,000			—			—			—			—			180,000
Accrued interest on related party notes		76,364			—			—			—			—			76,364
Other liabilities		265,481			8,519			4,579			26,259			6,814			311,652

Total liabilities		2,296,027			8,519			4,579			237,509			128,174			2,674,808


Equity:
BXP		1,085,592	(2)		303,210			244,339			78,657			539			1,712,337
Redeemable interest in property partnership		—			—			—			99,609			—			99,609
Noncontrolling interests		467,310			248,994			12,365			—			(2,651	)		726,018	(3)

Total equity		1,552,902			552,204			256,704			178,266			(2,112	)		2,537,964

Total liabilities and equity	$	3,848,929		$	560,723		$	261,283		$	415,775		$	126,062		$	5,212,772

Income Statements

(unaudited and in thousands)

for the three months ended December 31, 2013


BXP’s nominal ownership percentage		60.00	%		55.00	%		95.00	%		50.00	%		50.00	%


	767 Fifth Avenue (The GM Building)			Times Square Tower (1)			Transbay Tower			Fountain Square			505 9th Street			Total Consolidated Joint Ventures

REVENUE
Rental income	$	61,979		$	20,025		$	—		$	8,672		$	5,643		$	96,319
Straight-line rent		4,405			214			—			904			70			5,593
Fair value lease revenue		5,147			—			—			(84	)		—			5,063
Parking and Other		1,605			283			—			42			576			2,506


Total revenue		73,136			20,522			—			9,534			6,289			109,481


EXPENSES
Operating		22,992			3,531			—			3,190			2,333			32,046


NET OPERATING INCOME		50,144			16,991			—			6,344			3,956			77,435

Interest		24,137			—			—			3,120			1,789			29,046
Interest other - partner notes		6,906			—			—			—			—			6,906
Fair value interest expense		(10,656	)		—			—			(1,593	)		—			(12,249	)
Depreciation and amortization		31,594			3,693			—			5,237			877			41,401
Other		—			1			—			—			—			1


SUBTOTAL		51,981			3,694			—			6,764			2,666			65,105

NET INCOME/(LOSS)	$	(1,837	)	$	13,297		$	—		$	(420	)	$	1,290		$	12,330


Reconciliation of partners’ noncontrolling interest (NCI)
Add back depreciation & amortization - BXP basis difference		—			—			—			—			31			31
Add back partners’ share of partner loan interest		6,906			—			—			—			—			6,906

Partners’ net income/(loss) before interest allocation		5,069			13,297			—			(420	)		1,321			19,267

Partners’ NCI share of net income		2,028			5,984			—			(210	)		661			8,463
Partners’ share of partner loan interest		(6,906	)		—			—			—			—			(6,906	)
Allocation of management and other fees to non-controlling partner		(851	)		(165	)		—			(105	)		(91	)		(1,212	)
Accretion and adjustments		—			—			—			1,926	(4)		—			1,926

Partners’ NCI	$	(5,729	)	$	5,819		$	—		$	1,611		$	570		$	2,271


Reconciliation of BXP share of FFO
BXP Share of net income(loss)		3,892			7,478			—			(2,031	) (4)		720			10,059
Depreciation & amortization - BXP basis difference (5)		—			—			—			—			31			31
Other adjustment (5)		36			—			—			1			—			37
BXP share of depreciation & amortization		18,956			2,031			—			5,237	(4)		423			26,647


BXP share of FFO	$	22,884		$	9,509		$	—		$	3,207		$	1,174		$	36,774


Unearned portion of capitalized fees (5)	$	540		$	—		$	—		$	31		$	—		$	571

(1)	Refer to footnote 6 on page 47.

(2)	BXP equity adjusted for related party notes and accrued interest that are allocated to our partners through NCI.

(3)	Amount excludes preferred shareholders capital of $0.1 million.

(4)	The allocation of net income and FFO to the NCI partner reflects the accretion to their redemption value, which is expected to occur in Q1 2016.

(5)	Capitalized fees are eliminated in consolidation and recognized in FFO over the life of the asset as depreciation and amortization are added back to the Company’s net income.

Boston Properties, Inc.

Fourth Quarter 2013

PORTFOLIO OVERVIEW

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

for the Quarter Ended December 31, 2013 (1) (2)


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 Residential (4)			% of NOI Hotel (4)			% of NOI Total (4)

Boston		13,245,001			28.4	%		392,530			1.1	%		13,637,531			33.5	%		0.2	%		0.8	%		30.5	%
New York		8,089,534	(5)		35.9	%		—			—			8,089,534	(5)		19.9	%		—			—			35.9	%
Princeton		2,470,911			2.4	%		—			—			2,470,911			6.1	%		—			—			2.4	%
San Francisco		4,961,188			9.4	%		768,463			1.3	%		5,729,651			14.1	%		—			—			10.7	%
Washington, DC		10,089,525	(6)		19.4	%		728,551			0.7	%		10,818,076	(6)		26.6	%		0.4	%		—			20.5	%

		38,856,159			95.5	%		1,889,544			3.1	%		40,745,703			100.0	%		0.6	%		0.8	%		100.0	%

% of Total		95.4	%					4.6	%					100.0	%

Percentage of Combined Net Operating Income of In-Service Properties

by Location and Type of Property (2) (4)


Geographic Area	CBD			Suburban			Total

Boston		25.3	%		5.2	%		30.5	%
New York		35.9	%		—			35.9	%
Princeton		—			2.4	%		2.4	%
San Francisco		7.6	%		3.1	%		10.7	%
Washington, DC		8.0	%		12.5	%		20.5	%

Total		76.8	%		23.2	%		100.0	%

Hotel Properties


Hotel Properties	Number of		Square
	Rooms		Feet (7)

Cambridge Center Marriott, Cambridge, MA		433		334,260

Total Hotel Properties		433		334,260

Residential Properties


Residential Properties	Number of		Square
	Units		Feet

Residences on The Avenue, Washington, DC		335		323,050	(8)
The Lofts at Atlantic Wharf, Boston, MA		86		87,097	(9)

Total Residential Properties		421		410,147

Structured Parking


	Number of Spaces		Square Feet

Total Structured Parking		45,234		15,440,948

(1)	For disclosures relating to our definition of In-Service Properties, see page 51.

(2)	Combined Net Operating Income is a non-GAAP financial measure. For a quantitative reconciliation of Combined NOI to net income available to common shareholders, see page 43. For disclosures relating to our use of Combined NOI see page 51.

(3)	Includes approximately 2,100,000 square feet of retail space.

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

(5)	Includes 1,245,823 square feet at Times Square Tower which is 55% owned by the Company, 1,806,957 square feet at 767 Fifth Avenue (The GM Building) which is 60% owned by the Company and 294,345 square feet at 540 Madison Avenue which is 60% owned by the Company.

(6)

Includes 588,917 square feet at Metropolitan Square which is 51% owned by the Company, 407,607 square feet at Market Square North which is 50% owned by the Company, 539,679 square feet at 901 New York Avenue which is 25% owned by the Company, 231,411 square feet at 500 North Capitol which is 30% owned by the Company, 321,943 square feet at 505 9th Street, N.W. which is 50% owned by the Company, 117,599 square feet at Annapolis Junction which is 50% owned by the Company, 119,339 square feet at Annapolis Junction Building Six which is 50% owned by the Company and 755,967 square feet at Fountain Square which is 50% owned by the Company.

(7)	Includes 4,260 square feet of retail space which is 100% occupied.

(8)	Includes 49,528 square feet of retail space which is 100% occupied.

(9)	Includes 9,617 square feet of retail space which is 100% occupied.

Boston Properties, Inc.

Fourth Quarter 2013

In-Service Property Listing

as of December 31, 2013


		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)
Boston
Office
	John Hancock Tower	CBD Boston MA		1		1,722,629		95.9	%	$	54.41	Y	CBD
	100 Federal Street	CBD Boston MA		1		1,265,399		94.6	%		47.99	N	CBD
	800 Boylston Street - The Prudential Center	CBD Boston MA		1		1,228,651		98.5	%		51.75	N	CBD
	111 Huntington Avenue - The Prudential Center	CBD Boston MA		1		858,326		98.2	%		59.84	N	CBD
	Atlantic Wharf Office	CBD Boston MA		1		793,827		100.0	%		61.01	N	CBD
	101 Huntington Avenue - The Prudential Center	CBD Boston MA		1		505,389		99.2	%		42.60	N	CBD
	The Shops at the Prudential Center	CBD Boston MA		1		501,357		100.0	%		78.27	N	CBD
	Shaws Supermarket at the Prudential Center	CBD Boston MA		1		57,235		100.0	%		49.62	N	CBD
	One Cambridge Center	East Cambridge MA		1		215,629		100.0	%		50.53	N	CBD
	Three Cambridge Center	East Cambridge MA		1		115,061		100.0	%		41.81	N	CBD
	Four Cambridge Center	East Cambridge MA		1		216,156		100.0	%		44.49	N	CBD
	Five Cambridge Center	East Cambridge MA		1		263,450		100.0	%		54.38	N	CBD
	Eight Cambridge Center	East Cambridge MA		1		177,226		100.0	%		42.00	N	CBD
	Ten Cambridge Center	East Cambridge MA		1		152,664		100.0	%		44.95	N	CBD
	Eleven Cambridge Center	East Cambridge MA		1		79,616		100.0	%		54.87	N	CBD
(2)	Seventeen Cambridge Center	East Cambridge MA		1		195,191		100.0	%		52.07	N	CBD
	University Place	Mid-Cambridge MA		1		195,282		100.0	%		41.20	Y	CBD
	Bay Colony Corporate Center	Route 128 Mass Turnpike MA		4		992,042		76.4	%		33.55	N	S
	Reservoir Place	Route 128 Mass Turnpike MA		1		527,860		85.2	%		33.62	N	S
	Reservoir Place North	Route 128 Mass Turnpike MA		1		73,258		100.0	%		30.54	N	S
	140 Kendrick Street	Route 128 Mass Turnpike MA		3		380,987		95.6	%		33.77	N	S
	230 CityPoint	Route 128 Mass Turnpike MA		1		301,373		74.1	%		32.43	N	S
	77 CityPoint	Route 128 Mass Turnpike MA		1		209,707		100.0	%		42.02	N	S
	195 West Street	Route 128 Mass Turnpike MA		1		63,500		100.0	%		38.24	N	S
	200 West Street	Route 128 Mass Turnpike MA		1		256,245		87.9	%		31.24	N	S
	Weston Corporate Center	Route 128 Mass Turnpike MA		1		356,995		100.0	%		48.25	N	S
	Waltham Weston Corporate Center	Route 128 Mass Turnpike MA		1		306,687		99.1	%		32.53	N	S
	32 Hartwell Avenue	Route 128 Northwest MA		1		69,154		100.0	%		24.80	N	S
	91 Hartwell Avenue	Route 128 Northwest MA		1		120,458		63.6	%		22.96	N	S
	92 Hayden Avenue	Route 128 Northwest MA		1		31,100		100.0	%		38.38	N	S
	100 Hayden Avenue	Route 128 Northwest MA		1		55,924		100.0	%		37.65	N	S
	33 Hayden Avenue	Route 128 Northwest MA		1		80,128		64.3	%		39.83	N	S
	Lexington Office Park	Route 128 Northwest MA		2		166,759		94.5	%		25.79	N	S
	191 Spring Street	Route 128 Northwest MA		1		158,900		100.0	%		31.70	N	S
	181 Spring Street	Route 128 Northwest MA		1		55,793		100.0	%		30.25	N	S
	201 Spring Street	Route 128 Northwest MA		1		106,300		100.0	%		35.14	N	S
	40 Shattuck Road	Route 128 Northwest MA		1		121,216		87.7	%		19.56	N	S
	Quorum Office Park	Route 128 Northwest MA		2		267,527		90.0	%		17.16	N	S

				45		13,245,001		94.4	%	$	46.85

Office/Technical
	Seven Cambridge Center	East Cambridge MA		1		231,028		100.0	%	$	88.22	N	CBD
	Fourteen Cambridge Center	East Cambridge MA		1		67,362		100.0	%		24.69	N	CBD
	17 Hartwell Avenue	Route 128 Northwest MA		1		30,000		0.0	%		—	N	S
	164 Lexington Road	Route 128 Northwest MA		1		64,140		0.0	%		—	N	S

				4		392,530		76.0	%	$	73.88


		Total Boston:		49		13,637,531		93.9	%	$	47.48

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Not included in Same Property analysis.

Boston Properties, Inc.

Fourth Quarter 2013

In-Service Property Listing (continued)

as of December 31, 2013


		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)

New York
Office
	599 Lexington Avenue	Park Avenue NY		1		1,045,128		99.2	%	$	88.11	Y	CBD
	601 Lexington Avenue	Park Avenue NY		1		1,631,300		99.8	%		88.06	Y	CBD
	399 Park Avenue	Park Avenue NY		1		1,710,383		99.0	%		85.91	N	CBD
	Times Square Tower (55% ownership)	Times Square NY		1		1,245,823		100.0	%		70.68	N	CBD
(2)	767 Fifth Avenue (The GM Building) (60% ownership)	Plaza District NY		1		1,806,957		98.7	%		136.82	Y	CBD
	510 Madison Avenue	Fifth/Madison Avenue NY		1		355,598		68.2	%		109.70	N	CBD
	540 Madison Avenue (60% ownership)	Fifth/Madison Avenue NY		1		294,345		75.8	%		103.71	Y	CBD

		Total New York:		7		8,089,534		97.1	%	$	97.03


Princeton
Office
	101 Carnegie Center	Princeton NJ		1		125,269		84.0	%	$	30.20	N	S
	104 Carnegie Center	Princeton NJ		1		102,886		90.2	%		33.25	N	S
	105 Carnegie Center	Princeton NJ		1		69,955		62.7	%		30.83	N	S
	201 Carnegie Center	Princeton NJ		—		6,500		100.0	%		31.49	N	S
	202 Carnegie Center	Princeton NJ		1		130,582		97.4	%		35.55	N	S
	206 Carnegie Center	Princeton NJ		1		161,763		100.0	%		26.90	N	S
	210 Carnegie Center	Princeton NJ		1		162,372		79.3	%		34.93	N	S
	211 Carnegie Center	Princeton NJ		1		47,025		100.0	%		32.83	N	S
	212 Carnegie Center	Princeton NJ		1		152,576		79.5	%		29.12	N	S
	214 Carnegie Center	Princeton NJ		1		150,774		67.1	%		30.83	N	S
	302 Carnegie Center	Princeton NJ		1		64,926		96.1	%		33.70	N	S
	502 Carnegie Center	Princeton NJ		1		122,460		83.3	%		35.31	N	S
	504 Carnegie Center	Princeton NJ		1		121,990		100.0	%		33.08	N	S
	506 Carnegie Center	Princeton NJ		1		149,110		100.0	%		24.12	N	S
	508 Carnegie Center	Princeton NJ		1		133,915		69.4	%		30.76	N	S
	510 Carnegie Center	Princeton NJ		1		234,160		100.0	%		31.07	N	S
	701 Carnegie Center	Princeton NJ		1		120,000		100.0	%		36.78	N	S

				16		2,056,263		88.4	%	$	31.49


	One Tower Center	East Brunswick NJ		1		414,648		37.3	%	$	29.16	N	S

				1		414,648		37.3	%	$	29.16


		Total Princeton:		17		2,470,911		79.8	%	$	31.31


San Francisco
Office
	Embarcadero Center One	CBD San Francisco CA		1		833,438		96.3	%	$	47.89	N	CBD
	Embarcadero Center Two	CBD San Francisco CA		1		779,768		98.2	%		51.54	N	CBD
	Embarcadero Center Three	CBD San Francisco CA		1		775,086		97.4	%		45.01	N	CBD
	Embarcadero Center Four	CBD San Francisco CA		1		934,377		90.5	%		55.12	Y	CBD

				4		3,322,669		95.4	%	$	49.98


	611 Gateway	South San Francisco CA		1		257,664		81.0	%	$	35.34	N	S
	601 and 651 Gateway	South San Francisco CA		2		506,277		99.2	%		34.87	N	S
(3)	North First Business Park	San Jose CA		5		190,636		100.0	%		13.86	N	S
	3200 Zanker Road	San Jose CA		4		543,900		49.9	%		15.18	N	S
	2440 West El Camino Real	Mountain View CA		1		140,042		100.0	%		49.41	N	S

				13		1,638,519		80.2	%	$	29.36

Office/Technical
(2)	Mountain View Research Park	Mountain View CA		16		603,564		83.5	%	$	33.30	N	S
(2)	Mountain View Technology Park	Mountain View CA		7		135,279		100.0	%		27.99	N	S
	453 Ravendale Drive	Mountain View CA		1		29,620		100.0	%		19.68	N	S

				24		768,463		87.1	%	$	31.68


		Total San Francisco:		41		5,729,651		89.9	%	$	42.32

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

Boston Properties, Inc.

Fourth Quarter 2013

In-Service Property Listing (continued)

as of December 31, 2013


		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)

Washington, DC
Office
	Capital Gallery	Southwest Washington DC		1		631,165		92.5	%	$	54.76	N	CBD
	500 E Street, S. W.	Southwest Washington DC		1		248,336		100.0	%		45.00	N	CBD
	Metropolitan Square (51% ownership)	East End Washington DC		1		588,917		90.6	%		55.77	Y	CBD
	Market Square North (50% ownership)	East End Washington DC		1		407,607		87.9	%		60.82	Y	CBD
	505 9th Street, N.W. (50% ownership)	East End Washington DC		1		321,943		100.0	%		68.66	Y	CBD
	901 New York Avenue (25% ownership)	East End Washington DC		1		539,679		99.9	%		63.54	Y	CBD
	2200 Pennsylvania Avenue	CBD Washington DC		1		458,831		98.1	%		74.22	N	CBD
	1333 New Hampshire Avenue	CBD Washington DC		1		315,371		91.8	%		53.52	N	CBD
	1330 Connecticut Avenue	CBD Washington DC		1		252,136		100.0	%		60.03	N	CBD
(2)	500 North Capitol (30% ownership)	CBD Washington DC		1		231,411		85.0	%		61.29	Y	CBD
	Sumner Square	CBD Washington DC		1		208,892		97.3	%		48.11	N	CBD
	Annapolis Junction (50% ownership)	Anne Arundel County MD		1		117,599		91.6	%		143.50	Y	S
(2)	Annapolis Junction Building Six (50% ownership)	Anne Arundel County MD		1		119,339		48.9	%		27.69	Y	S
	2600 Tower Oaks Boulevard	Montgomery County MD		1		179,369		70.7	%		36.88	N	S
	Wisconsin Place Office	Montgomery County MD		1		299,186		100.0	%		50.71	N	S
(2)	Fountain Square (50% ownership)	Fairfax County VA		2		521,628		98.4	%		43.10	Y	S
(2)	Fountain Square Retail (50% ownership)	Fairfax County VA		1		234,339		100.0	%		52.47	Y	S
	Democracy Tower	Fairfax County VA		1		259,441		100.0	%		54.61	N	S
	Kingstowne One	Fairfax County VA		1		151,483		83.5	%		39.61	N	S
	Kingstowne Two	Fairfax County VA		1		156,251		73.0	%		41.31	Y	S
	Kingstowne Retail	Fairfax County VA		1		88,288		100.0	%		33.49	Y	S
	One Freedom Square	Fairfax County VA		1		432,831		98.8	%		43.04	N	S
	Two Freedom Square	Fairfax County VA		1		421,142		100.0	%		38.88	N	S
	One Reston Overlook	Fairfax County VA		1		319,519		100.0	%		34.90	N	S
	Two Reston Overlook	Fairfax County VA		1		134,615		100.0	%		34.45	N	S
	One and Two Discovery Square	Fairfax County VA		2		366,990		93.8	%		40.43	N	S
	New Dominion Technology Park - Building One	Fairfax County VA		1		235,201		100.0	%		33.56	Y	S
	New Dominion Technology Park - Building Two	Fairfax County VA		1		257,400		100.0	%		39.27	Y	S
	Reston Corporate Center	Fairfax County VA		2		261,046		100.0	%		37.48	N	S
	South of Market	Fairfax County VA		3		623,665		100.0	%		50.56	N	S
(2)	One and Two Patriots Park	Fairfax County VA		2		523,482		100.0	%		33.50	N	S
	Three Patriots Park	Fairfax County VA		1		182,423		100.0	%		35.55	N	S

				38		10,089,525		95.5	%	$	50.07

Office/Technical
	7435 Boston Boulevard	Fairfax County VA		1		103,557		100.0	%	$	22.01	N	S
	7451 Boston Boulevard	Fairfax County VA		1		45,615		34.9	%		25.81	N	S
	7450 Boston Boulevard	Fairfax County VA		1		62,402		100.0	%		20.86	N	S
	7374 Boston Boulevard	Fairfax County VA		1		57,321		100.0	%		17.51	N	S
	8000 Grainger Court	Fairfax County VA		1		88,775		100.0	%		21.35	N	S
	7500 Boston Boulevard	Fairfax County VA		1		79,971		100.0	%		16.08	N	S
	7501 Boston Boulevard	Fairfax County VA		1		75,756		100.0	%		25.64	N	S
	7601 Boston Boulevard	Fairfax County VA		1		103,750		100.0	%		14.46	N	S
	7375 Boston Boulevard	Fairfax County VA		1		26,865		100.0	%		23.41	N	S
	8000 Corporate Court	Fairfax County VA		1		52,539		0.0	%		—	N	S
	7300 Boston Boulevard	Fairfax County VA		1		32,000		100.0	%		29.90	N	S

				11		728,551		88.7	%	$	20.42


		Total Washington, DC:		49		10,818,076		95.0	%	$	48.20


		Total In-Service Properties:		163		40,745,703		93.4	%	$	56.36

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Not included in Same Property analysis.

Boston Properties, Inc.

Fourth Quarter 2013

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

TOP 20 TENANTS BY SQUARE FEET LEASED


Tenant		Sq. Ft.			% of Portfolio

1	US Government		2,423,424	(1)		5.95	%
2	Citibank		1,018,432	(2)		2.50	%
3	Bank of America		867,030	(3)		2.13	%
4	Biogen		772,212			1.90	%
5	Wellington Management		707,568			1.74	%
6	Kirkland & Ellis		639,683	(4)		1.57	%
7	Genentech		568,097			1.39	%
8	Ropes & Gray		528,931			1.30	%
9	O’Melveny & Myers		504,902			1.24	%
10	Weil Gotshal Manges		490,065	(5)		1.20	%
11	Shearman & Sterling		472,808			1.16	%
12	Manufacturers Investment (Manulife)		440,974			1.08	%
13	State Street Bank and Trust		408,552			1.00	%
14	Finnegan Henderson Farabow		362,405	(6)		0.89	%
15	Microsoft		359,859			0.88	%
16	Ann Inc. (fka Ann Taylor Corp.)		351,026			0.86	%
17	Parametric Technolgy		320,655			0.79	%
18	Google		306,386			0.75	%
19	Mass Financial Services		301,668			0.74	%
20	Bingham McCutchen		301,385			0.74	%

	Total % of Portfolio Square Feet					29.81	%
	Total % of Portfolio Revenue					31.89	%

Notable Signed Deals (7)


Tenant	Property	Sq. Ft.
Arnold & Porter	601 Massachusetts Avenue		376,000
Blue Cross and Blue Shield of Massachusetts	101 Huntington Avenue		308,698
Kaye Scholer	250 West 55th Street		260,000
Macys.com (Macy’s, Inc.)	680 Folsom Street		243,000
Morrison & Foerster	250 West 55th Street		205,000
Riverbed Technology	680 Folsom Street		202,000

(1)	Includes 92,620 & 104,874 square feet of space in properties in which Boston Properties has a 51% & 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, respectively.

(3)	Includes 50,887 square feet of space in a property in which Boston Properties has a 60% interest.

(4)	Includes 248,021 square feet of space in a property in which Boston Properties has a 51% interest.

(5)	Includes 449,871 square feet of space in a property in which Boston Properties has a 60% interest.

(6)	Includes 292,548 square feet of space in a property in which Boston Properties has a 25% interest.

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

TENANT DIVERSIFICATION (GROSS RENT)

LOGO

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE OFFICE PROPERTIES

Lease Expirations (1) (2) (3)


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

2013		287,060	$	9,474,900	$	33.01	$	9,474,900	$	33.01		0.78	%
2014		2,091,713		100,580,899		48.09		101,139,370		48.35		5.69	%
2015		2,512,320		132,154,369		52.60		133,631,091		53.19		6.83	%
2016		2,633,007		116,928,925		44.41		119,832,052		45.51		7.16	%
2017		3,828,109		250,579,911		65.46		256,531,963		67.01		10.40	%
2018		1,634,630		96,913,335		59.29		100,691,984		61.60		4.44	%
2019		3,888,473		213,652,933		54.95		227,448,547		58.49		10.57	%
2020		3,245,875		199,856,604		61.57		215,440,007		66.37		8.82	%
2021		2,210,534		119,205,026		53.93		133,913,877		60.58		6.01	%
2022		3,817,085		207,304,733		54.31		231,819,553		60.73		10.37	%
Thereafter		8,072,893		464,321,399		57.52		550,340,375		68.17		21.94	%

Occupancy By Location (4)


	CBD						Suburban						Total
Location	31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12

Boston		97.9	%		97.4	%		88.0	%		79.9	%		94.4	%		90.9	%
New York		97.1	%		93.7	%		n/a			n/a			97.1	%		93.7	%
Princeton		n/a			n/a			79.8	%		78.2	%		79.8	%		78.2	%
San Francisco		95.4	%		95.4	%		80.2	%		78.5	%		90.4	%		90.0	%
Washington, DC		94.6	%		96.2	%		96.1	%		92.4	%		95.5	%		94.1	%

Total Portfolio		96.7	%		95.6	%		89.0	%		84.4	%		93.8	%		91.4	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Includes approximately 2,100,000 square feet of retail space.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE OFFICE/TECHNICAL PROPERTIES

Lease Expirations (1) (2) (3)


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

2013		9,400	$	208,080	$	22.14	$	208,080	$	22.14		0.50	%
2014		369,019		9,078,607		24.60		9,078,607		24.60		19.53	%
2015		291,336		7,318,531		25.12		7,413,503		25.45		15.42	%
2016		393,591		24,628,043		62.57		25,128,272		63.84		20.83	%
2017		180,830		6,050,762		33.46		6,436,154		35.59		9.57	%
2018		—		—		—		—		—		0.00	%
2019		147,659		4,549,207		30.81		5,024,715		34.03		7.81	%
2020		79,971		1,285,735		16.08		1,285,735		16.08		4.23	%
2021		57,321		1,003,977		17.51		1,003,977		17.51		3.03	%
2022		—		—		—		—		—		0.00	%
Thereafter		67,362		1,663,455		24.69		3,374,450		50.09		3.56	%

Occupancy By Location


	CBD						Suburban						Total
Location	31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12

Boston		100.0	%		100.0	%		0.0	%		0.0	%		76.0	%		76.0	%
New York		n/a			n/a			n/a			n/a			n/a			n/a
Princeton		n/a			n/a			n/a			n/a			n/a			n/a
San Francisco		n/a			n/a			87.1	%		100.0	%		87.1	%		100.0	%
Washington, DC		n/a			n/a			88.7	%		97.8	%		88.7	%		97.8	%

Total Portfolio		100.0	%		100.0	%		82.7	%		87.4	%		85.4	%		90.6	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE RETAIL PROPERTIES

Lease Expirations (1) (2) (3)


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

2013		5,494	$	136,640	$	24.87	$	136,640	$	24.87		0.27	%
2014		79,830		9,067,482		113.58		9,287,091		116.34		3.87	%
2015		133,173		14,512,071		108.97		14,543,252		109.21		6.45	%
2016		222,051		21,183,402		95.40		21,853,549		98.42		10.76	%
2017		211,120		25,972,293		123.02		26,165,014		123.93		10.23	%
2018		242,844		19,886,774		81.89		21,590,952		88.91		11.77	%
2019		59,518		4,549,511		76.44		4,926,976		82.78		2.88	%
2020		137,364		6,282,165		45.73		8,744,125		63.66		6.66	%
2021		121,877		7,595,158		62.32		8,600,354		70.57		5.91	%
2022		236,803		17,670,381		74.62		18,956,959		80.05		11.47	%
Thereafter		613,644		34,440,588		56.12		41,886,297		68.26		29.73	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

Boston Properties, Inc.

Fourth Quarter 2013

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations (1) (2) (3)


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

2013		301,954	$	9,819,620	$	32.52	$	9,819,620	$	32.52		0.74	%
2014		2,540,562		118,726,987		46.73		119,505,067		47.04		6.24	%
2015		2,936,829		153,984,971		52.43		155,587,846		52.98		7.21	%
2016		3,248,649		162,740,370		50.09		166,813,872		51.35		7.97	%
2017		4,220,059		282,602,966		66.97		289,133,131		68.51		10.36	%
2018		1,877,474		116,800,109		62.21		122,282,936		65.13		4.61	%
2019		4,095,650		222,751,651		54.39		237,400,238		57.96		10.05	%
2020		3,463,210		207,424,504		59.89		225,469,867		65.10		8.50	%
2021		2,389,732		127,804,161		53.48		143,518,208		60.06		5.86	%
2022		4,053,888		224,975,114		55.50		250,776,512		61.86		9.95	%
Thereafter		8,753,899		500,425,443		57.17		595,601,122		68.04		21.48	%

Occupancy By Location (4)


	CBD						Suburban						Total
Location	31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12

Boston		98.0	%		97.5	%		86.3	%		78.4	%		93.9	%		90.5	%
New York		97.1	%		93.7	%		n/a			n/a			97.1	%		93.7	%
Princeton		n/a			n/a			79.8	%		78.2	%		79.8	%		78.2	%
San Francisco		95.4	%		95.4	%		82.4	%		78.9	%		89.9	%		90.1	%
Washington, DC		94.6	%		96.2	%		95.3	%		93.1	%		95.0	%		94.3	%

Total Portfolio		96.8	%		95.7	%		88.4	%		84.6	%		93.4	%		91.4	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Includes approximately 2,100,000 square feet of retail space, excluding our residential and hotel properties.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE BOSTON REGION PROPERTIES

Lease Expirations - Boston Region (1) (2) (3)


	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

2013		51,644	$	2,334,905	$	45.21	$	2,334,905	$	45.21		—	$	—	$	—	$	—	$	—
2014		862,782		34,010,007		39.42		34,092,444		39.51		—		—		—		—		—
2015		1,198,630		52,255,128		43.60		53,127,472		44.32		—		—		—		—		—
2016		738,955		28,070,465		37.99		28,778,858		38.95		225,532		19,977,567		88.58		19,977,567		88.58
2017		784,945		32,826,623		41.82		33,631,480		42.85		—		—		—		—		—
2018		491,676		20,009,553		40.70		20,933,502		42.58		—		—		—		—		—
2019		1,224,106		54,948,624		44.89		58,719,887		47.97		—		—		—		—		—
2020		313,776		14,207,318		45.28		14,869,465		47.39		—		—		—		—		—
2021		689,530		24,796,080		35.96		26,255,710		38.08		—		—		—		—		—
2022		1,639,012		76,433,870		46.63		84,178,852		51.36		—		—		—		—		—
Thereafter		3,554,760		187,491,764		52.74		223,623,847		62.91		67,362		1,663,455		24.69		3,374,450		50.09

	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

2013		2	$	72,000	$	36,000.00	$	72,000	$	36,000.00		51,646	$	2,406,905	$	46.60	$	2,406,905	$	46.60
2014		31,239		5,511,664		176.44		5,309,336		169.96		894,021		39,521,671		44.21		39,401,780		44.07
2015		44,202		6,721,670		152.07		6,692,444		151.41		1,242,832		58,976,799		47.45		59,819,916		48.13
2016		18,580		2,672,049		143.81		2,694,099		145.00		983,067		50,720,081		51.59		51,450,524		52.34	(4)
2017		47,143		3,125,855		66.31		3,156,548		66.96		832,088		35,952,478		43.21		36,788,027		44.21
2018		143,602		6,390,012		44.50		6,492,567		45.21		635,278		26,399,565		41.56		27,426,069		43.17
2019		17,092		2,438,257		142.65		2,650,008		155.04		1,241,198		57,386,881		46.24		61,369,895		49.44
2020		92,818		3,879,056		41.79		6,071,093		65.41		406,594		18,086,374		44.48		20,940,559		51.50
2021		37,719		2,362,307		62.63		2,583,572		68.50		727,249		27,158,387		37.34		28,839,282		39.66
2022		126,196		5,631,938		44.63		4,997,798		39.60		1,765,208		82,065,809		46.49		89,176,650		50.52
Thereafter		251,467		12,960,660		51.54		14,433,009		57.40		3,873,589		202,115,879		52.18		241,431,306		62.33

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $40.34 per square foot and $41.31 per square foot, respectively, in 2016.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE BOSTON REGION PROPERTIES

Quarterly Lease Expirations - Boston Region (1) (2) (3)


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		51,644		2,334,905		45.21		2,334,905		45.21	(4)		—		—		—		—		—

Total 2013		51,644	$	2,334,905	$	45.21	$	2,334,905	$	45.21			—	$	—	$	—	$	—	$	—


Q1 2014		162,021	$	7,050,589	$	43.52	$	7,051,745	$	43.52			—	$	—	$	—	$	—	$	—
Q2 2014		151,226		4,757,017		31.46		4,771,113		31.55			—		—		—		—		—
Q3 2014		75,006		2,571,453		34.28		2,571,453		34.28			—		—		—		—		—
Q4 2014		474,529		19,630,948		41.37		19,698,133		41.51			—		—		—		—		—

Total 2014		862,782	$	34,010,007	$	39.42	$	34,092,444	$	39.51			—	$	—	$	—	$	—	$	—


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		2		72,000		36,000.00		72,000		36,000.00	(4)		51,646		2,406,905		46.60		2,406,905		46.60	(4)

Total 2013		2	$	72,000	$	36,000.00	$	72,000	$	36,000.00			51,646	$	2,406,905	$	46.60	$	2,406,905	$	46.60


Q1 2014		12,680	$	2,223,939	$	175.39	$	2,141,433	$	168.88			174,701	$	9,274,527	$	53.09	$	9,193,177	$	52.62
Q2 2014		7		440,228		62,889.70		410,228		58,603.99			151,233		5,197,245		34.37		5,181,341		34.26
Q3 2014		2,071		1,250,300		603.72		1,159,928		560.08			77,077		3,821,753		49.58		3,731,381		48.41
Q4 2014		16,481		1,597,198		96.91		1,597,748		96.94			491,010		21,228,146		43.23		21,295,881		43.37

Total 2014		31,239	$	5,511,664	$	176.44	$	5,309,336	$	169.96			894,021	$	39,521,671	$	44.21	$	39,401,780	$	44.07

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Represents leases that were occupied as of and expired on December 31, 2013.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE NEW YORK REGION PROPERTIES

Lease Expirations - New York Region (1) (2) (3)


	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

2013		7,001	$	520,137	$	74.29	$	520,137	$	74.29		—	$	—	$	—	$	—	$	—
2014		146,067		18,639,922		127.61		18,639,922		127.61		—		—		—		—		—
2015		235,519		24,832,128		105.44		24,642,600		104.63		—		—		—		—		—
2016		219,492		20,511,801		93.45		20,678,638		94.21		—		—		—		—		—
2017		1,421,482		138,652,859		97.54		139,975,023		98.47		—		—		—		—		—
2018		331,200		38,941,675		117.58		38,354,636		115.81		—		—		—		—		—
2019		994,080		86,198,699		86.71		89,845,248		90.38		—		—		—		—		—
2020		1,331,665		106,231,245		79.77		112,592,405		84.55		—		—		—		—		—
2021		233,298		30,066,022		128.87		32,141,324		137.77		—		—		—		—		—
2022		850,152		69,994,545		82.33		75,657,157		88.99		—		—		—		—		—
Thereafter		1,748,026		152,017,927		86.97		172,979,431		98.96		—		—		—		—		—

	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

2013		—	$	—	$	—	$	—	$	—		7,001	$	520,137	$	74.29	$	520,137	$	74.29
2014		7,485		968,000		129.33		968,481		129.39		153,552		19,607,922		127.70		19,608,404		127.70
2015		3,000		2,357,166		785.72		2,357,166		785.72		238,519		27,189,294		113.99		26,999,766		113.20
2016		97,474		12,721,435		130.51		13,255,035		135.99		316,966		33,233,237		104.85		33,933,672		107.06
2017		78,027		17,918,666		229.65		17,958,292		230.15		1,499,509		156,571,525		104.42		157,933,314		105.32
2018		6,514		7,900,000		1,212.77		9,158,265		1,405.94		337,714		46,841,675		138.70		47,512,902		140.69
2019		877		69,407		79.14		77,761		88.67		994,957		86,268,106		86.71		89,923,009		90.38
2020		4,195		247,846		59.08		254,207		60.60		1,335,860		106,479,091		79.71		112,846,612		84.47
2021		2,056		226,103		109.97		277,513		134.98		235,354		30,292,125		128.71		32,418,837		137.75
2022		59,437		9,475,095		159.41		11,048,210		185.88		909,589		79,469,639		87.37		86,705,368		95.32
Thereafter		62,836		11,062,815		176.06		14,637,229		232.94		1,810,862		163,080,741		90.06		187,616,660		103.61

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE NEW YORK REGION PROPERTIES

Quarterly Lease Expirations - New York Region (1) (2) (3)


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		7,001		520,137		74.29		520,137		74.29	(4)		—		—		—		—		—

Total 2013		7,001	$	520,137	$	74.29	$	520,137	$	74.29			—	$	—	$	—	$	—	$	—


Q1 2014		30,605	$	3,503,840	$	114.49	$	3,503,840	$	114.49			—	$	—	$	—	$	—	$	—
Q2 2014		67,575		10,345,212		153.09		10,345,212		153.09			—		—		—		—		—
Q3 2014		39,934		4,070,009		101.92		4,070,009		101.92			—		—		—		—		—
Q4 2014		7,953		720,862		90.64		720,862		90.64			—		—		—		—		—

Total 2014		146,067	$	18,639,922	$	127.61	$	18,639,922	$	127.61			—	$	—	$	—	$	—	$	—


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		—		—		—		—		—			7,001		520,137		74.29		520,137		74.29	(4)

Total 2013		—	$	—	$	—	$	—	$	—			7,001	$	520,137	$	74.29	$	520,137	$	74.29


Q1 2014		—	$	—	$	—	$	—	$	—			30,605	$	3,503,840	$	114.49	$	3,503,840	$	114.49
Q2 2014		—		—		—		—		—			67,575		10,345,212		153.09		10,345,212		153.09
Q3 2014		—		—		—		—		—			39,934		4,070,009		101.92		4,070,009		101.92
Q4 2014		7,485		968,000		129.33		968,481		129.39			15,438		1,688,862		109.40		1,689,343		109.43

Total 2014		7,485	$	968,000	$	129.33	$	968,481	$	129.39			153,552	$	19,607,922	$	127.70	$	19,608,404	$	127.70

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Represents leases that were occupied as of and expired on December 31, 2013.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE PRINCETON REGION PROPERTIES

Lease Expirations - Princeton Region (1) (2) (3)


	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

2013		15,459	$	452,072	$	29.24	$	452,072	$	29.24		—	$	—	$	—	$	—	$	—
2014		202,090		6,367,830		31.51		6,255,310		30.95		—		—		—		—		—
2015		191,573		6,415,162		33.49		6,460,585		33.72		—		—		—		—		—
2016		189,754		6,391,026		33.68		6,585,456		34.71		—		—		—		—		—
2017		156,732		5,519,367		35.22		5,629,423		35.92		—		—		—		—		—
2018		210,733		6,332,060		30.05		6,838,396		32.45		—		—		—		—		—
2019		475,829		15,200,938		31.95		16,906,872		35.53		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
2021		74,993		2,290,828		30.55		2,500,566		33.34		—		—		—		—		—
2022		29,737		917,214		30.84		976,687		32.84		—		—		—		—		—
Thereafter		441,658		14,175,543		32.10		17,983,957		40.72		—		—		—		—		—

	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

2013		—	$	—	$	—	$	—	$	—		15,459	$	452,072	$	29.24	$	452,072	$	29.24
2014		—		—		—		—		—		202,090		6,367,830		31.51		6,255,310		30.95
2015		—		—		—		—		—		191,573		6,415,162		33.49		6,460,585		33.72
2016		—		—		—		—		—		189,754		6,391,026		33.68		6,585,456		34.71
2017		—		—		—		—		—		156,732		5,519,367		35.22		5,629,423		35.92
2018		—		—		—		—		—		210,733		6,332,060		30.05		6,838,396		32.45
2019		—		—		—		—		—		475,829		15,200,938		31.95		16,906,872		35.53
2020		—		—		—		—		—		—		—		—		—		—
2021		—		—		—		—		—		74,993		2,290,828		30.55		2,500,566		33.34
2022		—		—		—		—		—		29,737		917,214		30.84		976,687		32.84
Thereafter		—		—		—		—		—		441,658		14,175,543		32.10		17,983,957		40.72

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE PRINCETON REGION PROPERTIES

Quarterly Lease Expirations - Princeton Region (1) (2) (3)


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		15,459		452,072		29.24		452,072		29.24	(4)		—		—		—		—		—

Total 2013		15,459	$	452,072	$	29.24	$	452,072	$	29.24			—	$	—	$	—	$	—	$	—


Q1 2014		3,313	$	114,201	$	34.47	$	114,201	$	34.47			—	$	—	$	—	$	—	$	—
Q2 2014		90,836		2,380,924		26.21		2,380,924		26.21			—		—		—		—		—
Q3 2014		35,977		1,406,935		39.11		1,406,935		39.11			—		—		—		—		—
Q4 2014		71,964		2,465,770		34.26		2,353,250		32.70			—		—		—		—		—

Total 2014		202,090	$	6,367,830	$	31.51	$	6,255,310	$	30.95			—	$	—	$	—	$	—	$	—


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		—		—		—		—		—			15,459		452,072		29.24		452,072		29.24	(4)

Total 2013		—	$	—	$	—	$	—	$	—			15,459	$	452,072	$	29.24	$	452,072	$	29.24


Q1 2014		—	$	—	$	—	$	—	$	—			3,313	$	114,201	$	34.47	$	114,201	$	34.47
Q2 2014		—		—		—		—		—			90,836		2,380,924		26.21		2,380,924		26.21
Q3 2014		—		—		—		—		—			35,977		1,406,935		39.11		1,406,935		39.11
Q4 2014		—		—		—		—		—			71,964		2,465,770		34.26		2,353,250		32.70

Total 2014		—	$	—	$	—	$	—	$	—			202,090	$	6,367,830	$	31.51	$	6,255,310	$	30.95

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Represents leases that were occupied as of and expired on December 31, 2013.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE SAN FRANCISCO REGION PROPERTIES

Lease Expirations - San Francisco Region (1) (2) (3)


	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

2013		190,276	$	3,544,332	$	18.63	$	3,544,332	$	18.63		9,400	$	208,080	$	22.14	$	208,080	$	22.14
2014		288,547		12,451,734		43.15		12,553,646		43.51		165,520		5,404,203		32.65		5,404,203		32.65
2015		278,242		12,610,902		45.32		12,766,659		45.88		73,062		2,204,816		30.18		2,280,040		31.21
2016		1,086,975		44,458,439		40.90		45,297,780		41.67		134,659		3,904,323		28.99		4,367,327		32.43
2017		505,918		20,579,370		40.68		22,406,757		44.29		167,422		5,780,546		34.53		6,145,770		36.71
2018		146,084		8,294,236		56.78		8,905,465		60.96		—		—		—		—		—
2019		301,669		13,364,167		44.30		14,748,600		48.89		115,659		3,592,259		31.06		4,244,407		36.70
2020		500,268		28,778,055		57.53		31,133,603		62.23		—		—		—		—		—
2021		176,517		8,086,314		45.81		9,421,882		53.38		—		—		—		—		—
2022		452,576		18,080,126		39.95		21,162,050		46.76		—		—		—		—		—
Thereafter		282,247		14,060,134		49.82		16,733,747		59.29		—		—		—		—		—

	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

2013		4,898	$	13,800	$	2.82	$	13,800	$	2.82		204,574	$	3,766,212	$	18.41	$	3,766,212	$	18.41
2014		16,319		885,460		54.26		885,460		54.26		470,386		18,741,397		39.84		18,843,309		40.06
2015		26,915		1,827,799		67.91		1,841,235		68.41		378,219		16,643,516		44.00		16,887,933		44.65
2016		38,123		1,916,437		50.27		1,945,443		51.03		1,259,757		50,279,200		39.91		51,610,551		40.97
2017		15,277		991,379		64.89		1,027,244		67.24		688,617		27,351,295		39.72		29,579,771		42.96
2018		26,705		1,532,213		57.38		1,584,414		59.33		172,789		9,826,448		56.87		10,489,878		60.71
2019		9,462		482,517		51.00		513,710		54.29		426,790		17,438,943		40.86		19,506,716		45.71
2020		17,786		911,835		51.27		1,003,928		56.44		518,054		29,689,890		57.31		32,137,531		62.04
2021		15,458		912,617		59.04		991,361		64.13		191,975		8,998,931		46.88		10,413,243		54.24
2022		27,445		1,031,653		37.59		1,118,958		40.77		480,021		19,111,779		39.81		22,281,008		46.42
Thereafter		45,223		1,902,013		42.06		2,166,590		47.91		327,470		15,962,148		48.74		18,900,337		57.72

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE SAN FRANCISCO REGION PROPERTIES

Quarterly Lease Expirations - San Francisco Region (1) (2) (3)


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		190,276		3,544,332		18.63		3,544,332		18.63	(4)		9,400		208,080		22.14		208,080		22.14	(4)

Total 2013		190,276	$	3,544,332	$	18.63	$	3,544,332	$	18.63			9,400	$	208,080	$	22.14	$	208,080	$	22.14


Q1 2014		41,824	$	1,774,524	$	42.43	$	1,774,524	$	42.43			59,251	$	2,115,450	$	35.70	$	2,115,450	$	35.70
Q2 2014		86,839		3,727,584		42.93		3,751,116		43.20			—		—		—		—		—
Q3 2014		35,562		2,096,642		58.96		2,096,642		58.96			43,470		1,134,018		26.09		1,134,018		26.09
Q4 2014		124,322		4,852,983		39.04		4,931,364		39.67			62,799		2,154,735		34.31		2,154,735		34.31

Total 2014		288,547	$	12,451,734	$	43.15	$	12,553,646	$	43.51			165,520	$	5,404,203	$	32.65	$	5,404,203	$	32.65


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		4,898		13,800		2.82		13,800		2.82	(4)		204,574		3,766,212		18.41		3,766,212		18.41	(4)

Total 2013		4,898	$	13,800	$	2.82	$	13,800	$	2.82			204,574	$	3,766,212	$	18.41	$	3,766,212	$	18.41


Q1 2014		802	$	90,671	$	113.06	$	90,671	$	113.06			101,877	$	3,980,645	$	39.07	$	3,980,645	$	39.07
Q2 2014		5,067		317,181		62.60		317,181		62.60			91,906		4,044,765		44.01		4,068,297		44.27
Q3 2014		4,892		282,135		57.67		282,135		57.67			83,924		3,512,795		41.86		3,512,795		41.86
Q4 2014		5,558		195,473		35.17		195,473		35.17			192,679		7,203,191		37.38		7,281,572		37.79

Total 2014		16,319	$	885,460	$	54.26	$	885,460	$	54.26			470,386	$	18,741,397	$	39.84	$	18,843,309	$	40.06

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Represents leases that were occupied as of and expired on December 31, 2013.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE WASHINGTON, DC REGION PROPERTIES

Lease Expirations - Washington, DC Region (1) (2) (3)


	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

2013		22,680	$	2,623,454	$	115.67	$	2,623,454	$	115.67	(4)		—	$	—	$	—	$	—	$	—
2014		592,227		29,111,406		49.16		29,598,048		49.98	(4)		203,499		3,674,403		18.06		3,674,403		18.06
2015		608,356		36,041,049		59.24		36,633,774		60.22	(4)		218,274		5,113,715		23.43		5,133,463		23.52
2016		397,831		17,497,193		43.98		18,491,320		46.48			33,400		746,154		22.34		783,378		23.45
2017		959,032		53,001,691		55.27		54,889,280		57.23			13,408		270,215		20.15		290,384		21.66
2018		454,937		23,335,811		51.29		25,659,986		56.40			—		—		—		—		—
2019		892,789		43,940,505		49.22		47,227,940		52.90			32,000		956,948		29.90		780,308		24.38
2020		1,100,166		50,639,986		46.03		56,844,533		51.67			79,971		1,285,735		16.08		1,285,735		16.08
2021		1,036,196		53,965,781		52.08		63,594,393		61.37			57,321		1,003,977		17.51		1,003,977		17.51
2022		845,608		41,878,979		49.53		49,844,807		58.95			—		—		—		—		—
Thereafter		2,046,202		96,576,031		47.20		119,019,393		58.17			—		—		—		—		—

	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

2013		594	$	50,840	$	85.59	$	50,840	$	85.59			23,274	$	2,674,294	$	114.90	$	2,674,294	$	114.90
2014		24,787		1,702,358		68.68		2,123,814		85.68			820,513		34,488,167		42.03		35,396,265		43.14
2015		59,056		3,605,436		61.05		3,652,407		61.85			885,686		44,760,200		50.54		45,419,644		51.28
2016		67,874		3,873,480		57.07		3,958,972		58.33			499,105		22,116,826		44.31		23,233,670		46.55
2017		70,673		3,936,393		55.70		4,022,931		56.92			1,043,113		57,208,300		54.84		59,202,595		56.76
2018		66,023		4,064,550		61.56		4,355,706		65.97			520,960		27,400,361		52.60		30,015,691		57.62
2019		32,087		1,559,330		48.60		1,685,497		52.53			956,876		46,456,783		48.55		49,693,745		51.93
2020		22,565		1,243,428		55.10		1,414,897		62.70			1,202,702		53,169,149		44.21		59,545,165		49.51
2021		66,644		4,094,132		61.43		4,747,909		71.24			1,160,161		59,063,890		50.91		69,346,279		59.77
2022		23,725		1,531,694		64.56		1,791,993		75.53			869,333		43,410,673		49.94		51,636,799		59.40
Thereafter		254,118		8,515,100		33.51		10,649,468		41.91			2,300,320		105,091,131		45.69		129,668,862		56.37

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)

Includes 107,771 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2013, 2014 and 2015, the current and future expiring rental rate would be (i) $39.88 per square foot and $39.88 per square foot, respectively, for 2013, (ii) $41.58 per square foot and $42.43 per square foot, respectively, for 2014 and (iii) $52.09 per square foot and $53.12 per square foot, respectively, for 2015.

Boston Properties, Inc.

Fourth Quarter 2013

IN-SERVICE WASHINGTON, DC REGION PROPERTIES

Quarterly Lease Expirations - Washington, DC Region (1) (2) (3)


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		22,680		2,623,454		115.67		2,623,454		115.67	(4)(5)		—		—		—		—		—

Total 2013		22,680	$	2,623,454	$	115.67	$	2,623,454	$	115.67			—	$	—	$	—	$	—	$	—


Q1 2014		67,091	$	2,783,333	$	41.49	$	2,795,616	$	41.67			7,479	$	153,501	$	20.52	$	153,501	$	20.52
Q2 2014		37,298		4,822,755		129.30		4,841,391		129.80	(6)		55,375		1,148,839		20.75		1,148,839		20.75
Q3 2014		96,530		5,758,536		59.66		5,788,900		59.97			103,750		1,500,736		14.46		1,500,736		14.46
Q4 2014		391,308		15,746,782		40.24		16,172,140		41.33			36,895		871,328		23.62		871,328		23.62

Total 2014		592,227	$	29,111,406	$	49.16	$	29,598,048	$	49.98			203,499	$	3,674,403	$	18.06	$	3,674,403	$	18.06


	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 2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2013		—		—		—		—		—			—		—		—		—		—
Q3 2013		—		—		—		—		—			—		—		—		—		—
Q4 2013		594		50,840		85.59		50,840		85.59	(4)		23,274		2,674,294		114.90		2,674,294		114.90	(4)

Total 2013		594	$	50,840	$	85.59	$	50,840	$	85.59			23,274	$	2,674,294	$	114.90	$	2,674,294	$	114.90


Q1 2014		1,324	$	300,000	$	226.59	$	720,000	$	543.81			75,894	$	3,236,834	$	42.65	$	3,669,117	$	48.35
Q2 2014		2,207		169,914		76.99		169,914		76.99			94,880		6,141,507		64.73		6,160,144		64.93
Q3 2014		5,260		327,085		62.18		327,085		62.18			205,540		7,586,358		36.91		7,616,722		37.06
Q4 2014		15,996		905,358		56.60		906,814		56.69			444,199		17,523,468		39.45		17,950,282		40.41

Total 2014		24,787	$	1,702,358	$	68.68	$	2,123,814	$	85.68			820,513	$	34,488,167	$	42.03	$	35,396,265	$	43.14

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Represents leases that were occupied as of and expired on December 31, 2013.

(5)	Includes 29,838 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from Q4 2013, the current and future expiring rental rate would be $39.88 per square foot and $39.88 per square foot, respectively.

(6)	Includes 30,826 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from Q2 2014, the current and future expiring rental rate would be $51.27 per square foot and $52.81 per square foot, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

CBD PROPERTIES

Lease Expirations (1) (2) (3)


	Boston											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

2013		51,646	$	2,406,905	$	46.60	$	2,406,905	$	46.60			24,552	$	887,942	$	36.17	$	887,942	$	36.17
2014		580,411		29,441,044		50.72		29,290,359		50.46			187,459		9,392,369		50.10		9,470,750		50.52
2015		762,630		44,299,838		58.09		44,571,677		58.44			240,399		12,132,168		50.47		12,219,776		50.83
2016		415,331		31,173,314		75.06		31,353,805		75.49	(4)		902,390		42,769,980		47.40		42,878,944		47.52
2017		306,612		19,560,754		63.80		19,790,172		64.54			293,653		14,526,540		49.47		15,643,781		53.27
2018		309,960		16,290,206		52.56		16,689,172		53.84			164,235		9,553,059		58.17		10,167,288		61.91
2019		828,712		42,016,177		50.70		44,802,159		54.06			157,542		7,934,013		50.36		8,410,249		53.38
2020		356,437		16,743,775		46.98		19,561,734		54.88			503,894		29,033,944		57.62		31,395,110		62.30
2021		385,183		19,405,263		50.38		20,774,971		53.94			191,975		8,998,931		46.88		10,413,243		54.24
2022		1,239,473		63,719,769		51.41		70,831,690		57.15			189,573		8,503,797		44.86		9,623,970		50.77
Thereafter		3,338,202		179,103,697		53.65		215,107,875		64.44			286,813		13,990,488		48.78		16,128,914		56.23

	New York											Washington, DC
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

2013		7,001	$	520,137	$	74.29	$	520,137	$	74.29			—	$	—	$	—	$	—	$	—
2014		153,552		19,607,922		127.70		19,608,404		127.70			208,202		9,829,487		47.21		9,843,334		47.28
2015		238,519		27,189,294		113.99		26,999,766		113.20			370,245		21,851,561		59.02		22,149,534		59.82
2016		316,966		33,233,237		104.85		33,933,672		107.06			76,001		3,908,017		51.42		4,073,442		53.60
2017		1,499,509		156,571,525		104.42		157,933,314		105.32			768,021		44,470,817		57.90		45,529,419		59.28
2018		337,714		46,841,675		138.70		47,512,902		140.69			133,248		8,340,486		62.59		9,045,826		67.89
2019		994,957		86,268,106		86.71		89,923,009		90.38			427,781		25,269,953		59.07		27,919,899		65.27
2020		1,335,860		106,479,091		79.71		112,846,612		84.47			445,689		23,403,523		52.51		26,322,182		59.06
2021		235,354		30,292,125		128.71		32,418,837		137.75			546,807		32,426,966		59.30		38,302,603		70.05
2022		909,589		79,469,639		87.37		86,705,368		95.32			309,272		20,585,031		66.56		23,838,253		77.08
Thereafter		1,810,862		163,080,741		90.06		187,616,660		103.61			712,526		47,488,617		66.65		60,908,380		85.48

	Princeton											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

2013		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
2014		—		—		—		—		—			—		—		—		—		—
2015		—		—		—		—		—			—		—		—		—		—
2016		—		—		—		—		—			—		—		—		—		—
2017		—		—		—		—		—			—		—		—		—		—
2018		—		—		—		—		—			—		—		—		—		—
2019		—		—		—		—		—			—		—		—		—		—
2020		—		—		—		—		—			—		—		—		—		—
2021		—		—		—		—		—			—		—		—		—		—
2022		—		—		—		—		—			—		—		—		—		—
Thereafter		—		—		—		—		—			—		—		—		—		—

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)	Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $58.56 per square foot and $59.54 per square foot, respectively, in 2016.

Boston Properties, Inc.

Fourth Quarter 2013

SUBURBAN PROPERTIES

Lease Expirations (1) (2) (3)


	Boston										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

2013		—	$	—	$	—	$	—	$	—		180,022	$	2,878,270	$	15.99	$	2,878,270	$	15.99
2014		313,610		10,080,627		32.14		10,111,421		32.24		282,927		9,349,028		33.04		9,372,559		33.13
2015		480,202		14,676,960		30.56		15,248,239		31.75		137,820		4,511,349		32.73		4,668,158		33.87
2016		567,736		19,546,767		34.43		20,096,719		35.40		357,367		7,509,220		21.01		8,731,607		24.43
2017		525,476		16,391,724		31.19		16,997,855		32.35		394,964		12,824,755		32.47		13,935,991		35.28
2018		325,318		10,109,358		31.08		10,736,897		33.00		8,554		273,389		31.96		322,590		37.71
2019		412,486		15,370,704		37.26		16,567,736		40.17		269,248		9,504,930		35.30		11,096,467		41.21
2020		50,157		1,342,599		26.77		1,378,825		27.49		14,160		655,947		46.32		742,421		52.43
2021		342,066		7,753,124		22.67		8,064,311		23.58		—		—		—		—		—
2022		525,735		18,346,040		34.90		18,344,960		34.89		290,448		10,607,982		36.52		12,657,038		43.58
Thereafter		535,387		23,012,182		42.98		26,323,431		49.17		40,657		1,971,660		3.68		2,771,423		68.17

	New York										Washington, DC
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

2013		—	$	—	$	—	$	—	$	—		23,274	$	2,674,294	$	114.90	$	2,674,294	$	114.90	(4)
2014		—		—		—		—		—		612,311		24,658,680		40.27		25,552,930		41.73	(4)
2015		—		—		—		—		—		515,441		22,908,640		44.44		23,270,110		45.15	(4)
2016		—		—		—		—		—		423,104		18,208,809		43.04		19,160,227		45.28
2017		—		—		—		—		—		275,092		12,737,483		46.30		13,673,176		49.70
2018		—		—		—		—		—		387,712		19,059,874		49.16		20,969,865		54.09
2019		—		—		—		—		—		529,095		21,186,831		40.04		21,773,847		41.15
2020		—		—		—		—		—		757,013		29,765,626		39.32		33,222,983		43.89
2021		—		—		—		—		—		613,354		26,636,924		43.43		31,043,676		50.61
2022		—		—		—		—		—		560,061		22,825,642		40.76		27,798,546		49.63
Thereafter		—		—		—		—		—		1,587,794		57,602,515		36.28		68,760,482		43.31

	Princeton										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

2013		15,459	$	452,072	$	29.24	$	452,072	$	29.24		—	$	—	$	—	$	—	$	—
2014		202,090		6,367,830		31.51		6,255,310		30.95		—		—		—		—		—
2015		191,573		6,415,162		33.49		6,460,585		33.72		—		—		—		—		—
2016		189,754		6,391,026		33.68		6,585,456		34.71		—		—		—		—		—
2017		156,732		5,519,367		35.22		5,629,423		35.92		—		—		—		—		—
2018		210,733		6,332,060		30.05		6,838,396		32.45		—		—		—		—		—
2019		475,829		15,200,938		31.95		16,906,872		35.53		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
2021		74,993		2,290,828		30.55		2,500,566		33.34		—		—		—		—		—
2022		29,737		917,214		30.84		976,687		32.84		—		—		—		—		—
Thereafter		441,658		14,175,543		32.10		17,983,957		40.72		—		—		—		—		—

(1)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(2)	Includes 100% of joint venture properties. Does not include residential units and hotel.

(3)	Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease expires.

(4)

Includes 107,771 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2013, 2014 and 2015, the current and future expiring rental rate would be (i) $39.88 per square foot and $39.88 per square foot, respectively, for 2013, (ii) $32.28 per square foot and $33.82 per square foot, respectively, for 2014 and (iii) $34.39 per square foot and $35.13 per square foot, respectively, for 2015.

Boston Properties, Inc.

Fourth Quarter 2013

RESIDENTIAL and HOTEL PERFORMANCE


*Rental Rates and Occupancy*	Fourth Quarter 2013			Fourth Quarter 2012			Percent Change			YTD 2013			YTD 2012			Percent Change
*Residences on The Avenue (335 units) located at 2221 I Street, NW, Washington, DC*
Average Monthly Rental Rate (1)	$	3,233		$	3,381			(4.4	%)	$	3,295		$	3,213			2.6	%
Average Rental Rate Per Occupied Square Foot (1)	$	3.96		$	4.14			(4.3	%)	$	4.04		$	3.94			2.5	%
Average Physical Occupancy (1) (2)		95.0	%		95.7	%		(0.7	%)		93.4	%		90.0	%		3.8	%
Average Economic Occupancy (2)		94.6	%		95.6	%		(1.0	%)		93.0	%		89.2	%		4.3	%

*The Lofts at Atlantic Wharf (86 units) Boston, MA*
Average Monthly Rental Rate (3)	$	3,885		$	3,762			3.3	%	$	3,778		$	3,640			3.8	%
Average Rental Rate Per Occupied Square Foot (3)	$	4.31		$	4.17			3.4	%	$	4.20		$	4.08			2.9	%
Average Physical Occupancy (2) (3)		98.5	%		97.7	%		0.8	%		98.6	%		95.8	%		2.9	%
Average Economic Occupancy (2)		99.3	%		99.5	%		(0.2	%)		97.6	%		92.0	%		6.1	%

*Cambridge Center Marriott (433 rooms) Cambridge, MA*
Average Occupancy		75.3	%		72.5	%		3.9	%		79.8	%		78.8	%		1.3	%
Average Daily Rate	$	248.69		$	239.95			3.6	%	$	233.95		$	226.58			3.3	%
Revenue per available room	$	187.17		$	173.89			7.6	%	$	186.71		$	178.66			4.5	%


*Net Operating Income (in thousands)*	Residential									Hotel
	Fourth Quarter 2013			Fourth Quarter 2012			Percent Change			Fourth Quarter 2013		Fourth Quarter 2012		Percent Change
Rental Revenue	$	5,606	(5)	$	5,555	(5)		0.9	%	$	10,269	$	11,691		(12.2	%)
Operating expenses and real estate taxes		3,297			2,848			15.8	%		7,488		8,519		(12.1	%)

Net Operating Income	$	2,309	(5)	$	2,707	(5)		(14.7	%)	$	2,781	$	3,172		(12.3	%)(4)


Less: Straight line rent and fair value lease revenue		86			102			(15.7	%)		1		1		—

Rental Revenue - cash basis		5,520			5,453			1.2	%		10,268		11,690		(12.2	%)
Less: Operating expenses and real estate taxes		3,297			2,848			15.8	%		7,488		8,519		(12.1	%)
Add: Straight line ground rent expense		537			552			(2.7	%)		—		—		—

Net Operating Income - cash basis	$	2,760		$	3,157			(12.6	%)	$	2,780	$	3,171		(12.3	%)(4)

(1)	Excludes 49,528 square feet of retail space which is 100% occupied.

(2)	For disclosures related to our definition of Physical and Economic Occupancy, see page 52.

(3)	Excludes 9,617 square feet of retail space which is 100% occupied.

(4)

During 2012 the Hotel Operator reported results to the Company for thirteen four week periods and the Company’s fourth quarter 2012 results include four of these periods. Beginning in January 2013, the Hotel Operator has adopted monthly reporting. Excluding the extra period of operations from 2012 the percent change in Net Operating Income and Net Operating Income – Cash basis would have been 5.8% and 5.8%, respectively.

(5)	Includes 59,145 square feet of retail space which had revenue of approximately $986,000 and $862,000 for the quarter ended December 31, 2013 and December 31,2012, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾ - By Location


	CBD						Suburban						Total
Location	31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12
Boston		98.0	%		97.5	%		86.3	%		78.5	%		93.8	%		90.7	%
New York		96.6	%		93.3	%		N/A			N/A			96.6	%		93.3	%
Princeton		N/A			N/A			79.8	%		78.2	%		79.8	%		78.2	%
San Francisco		95.4	%		95.6	%		80.5	%		78.9	%		90.4	%		90.0	%
Washington, DC		95.1	%		95.8	%		95.4	%		93.2	%		95.3	%		94.3	%

Total Portfolio		96.7	%		95.7	%		87.8	%		83.9	%		93.2	%		91.1	%

Same Property Occupancy⁽¹⁾ - By Type of Property


	CBD						Suburban						Total
	31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12			31-Dec-13			31-Dec-12
Total Office Portfolio		96.6	%		95.7	%		88.4	%		83.6	%		93.5	%		91.1	%
Total Office/Technical Portfolio		100.0	%		100.0	%		79.3	%		89.0	%		84.7	%		91.8	%

Total Portfolio		96.7	%		95.7	%		87.8	%		83.9	%		93.2	%		91.1	%

(1)	For disclosures related to our definition of Same Property, see page 51.

Boston Properties, Inc.

Fourth Quarter 2013

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel Properties


	Office			Office/Technical			Hotel & Residential (1)			Total
Number of Properties		115			16			3			134
Square feet		35,227,001			1,150,701			744,407			37,122,109
Percent of properties in-service		90.8	%		60.9	%		100.0	%		90.3	%
Occupancy @ 12/31/2012		91.1	%		91.8	%		N/A			91.1	%
Occupancy @ 12/31/2013		93.5	%		84.7	%		N/A			93.3	%
Percent change from 4th quarter 2013 over 4th quarter 2012 (2):
Rental revenue		4.5	%		(1.4	%)		(7.9	%) (3)
Operating expenses and real estate taxes		4.2	%		7.5	%		(5.1	%) (3)
Consolidated Net Operating Income (3) - excluding hotel & residential											4.4	% (2)
Consolidated Net Operating Income (3) - Hotel & residential											(13.4	%) (2)
Net Operating Income - BXP’s share of unconsolidated joint ventures (3) (5)											(0.5	%) (2)
Combined Net Operating Income (3)											3.9	% (4)

Rental revenue - cash basis		5.5	%		(5.6	%)		(7.9	%) (3)
Consolidated Net Operating Income (3) - cash basis (6) excluding hotel & residential		6.3	%		(10.4	%)					5.9	% (2)
Consolidated Net Operating Income (3) - cash basis (6) - Hotel & residential											(12.5	%) (2)
Net Operating Income - cash basis (6) - BXP’s share of unconsolidated joint ventures											(1.0	%) (2)
Combined Net Operating Income (3) - cash basis (6)											5.2	% (4)

Same Property Lease Analysis - quarter ended December 31, 2013


	Office			Office/Technical			Total
Vacant space available @ 10/1/2013 (sf)		2,645,236			95,200			2,740,436
Square footage of leases expiring or terminated 10/1/2013-12/31/2013		499,743			(1,386	)		498,357

Total space for lease (sf)		3,144,979			93,814			3,238,793

New tenants (sf)		592,610			—			592,610
Renewals (sf)		188,863			—			188,863

Total space leased (sf)		781,473			—			781,473

Space available @ 12/31/2013 (sf)		2,363,506			93,814			2,457,320

Net (increase)/decrease in available space (sf)		281,730			1,386			283,116

Second generation leasing information: (7)
Leases commencing during the period (sf)		717,123			—			717,123
Average lease term (months)		77			—			77
Average free rent period (days)		79			—			79
Total transaction costs per square foot (8)	$	37.94		$	—		$	37.94
Increase (decrease) in gross rents (9)		0.16	%		0.00	%		0.16	%
Increase (decrease) in net rents (10)		0.22	%		0.00	%		0.22	%

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

(2)	See page 44 for a quantitative reconciliation of Same Property Net Operating Income (NOI) by reportable segment.

(3)	For a quantitative reconciliation of NOI to Net income attributable to Boston Properties, Inc., see page 43. For disclosures relating to our use of Combined NOI and Consolidated NOI, see page 51.

(4)

During 2012 the Hotel Operator reported results to the Company for thirteen four week periods and the Company’s fourth quarter 2012 results include four of these periods. Beginning in January 2013, the Hotel Operator has adopted monthly reporting. Excluding the extra period of operations from 2012 the percent change in Combined Net Operating Income and Combined Net Operating Income – Cash basis would have been 4.1% and 5.4%, respectively.

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

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

(7)	Second generation leases are defined as leases for space that had previously been under lease by the Company. Of the 717,123 square feet of second generation leases that commenced in Q4 2013, leases for 500,007 square feet were signed in prior periods.

(8)	Total transaction costs include tenant improvements and leasing commissions and exclude free rent concessions.

(9)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 392,240 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

(10)	Represents the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 392,240 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

Boston Properties, Inc.

Fourth Quarter 2013

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	December 31, 2013			December 31, 2012
	*(in thousands)*

Net income attributable to Boston Properties, Inc.	$	91,365		$	65,400
Net income attributable to noncontrolling interests:
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		2,713			245
Noncontrolling interest - common units of the Operating Partnership		7,302			7,575
Noncontrolling interest - redeemable preferred units of the Operating Partnership		2,661			1,057
Noncontrolling interests in property partnerships (1)		2,271			2,331
Discontinued operations:
Gains on sales of real estate from discontinued operations		(26,381	)		—
Income from discontinued operations		(536	)		(2,357	)


Income from continuing operations		79,395			74,251


Add:
Interest expense		121,134			102,802
Depreciation and amortization		154,475			118,752
Transaction costs		—			401
General and administrative expense		20,656			17,921

Subtract:
Gains from investments in securities		(1,039	)		(187	)
Interest and other income		(1,664	)		(2,062	)
Income from unconsolidated joint ventures		(2,834	)		(6,949	)
Development and management services income		(7,632	)		(8,340	)

Consolidated Net Operating Income		362,491			296,589
Net Operating Income from unconsolidated joint ventures (BXP’s share) (2)		9,724			49,891

Combined Net Operating Income	$	372,215		$	346,480


Same Property Net Operating Income		306,150			294,582
Net operating income from non Same Properties (3)		65,401			49,503
Termination income		664			2,395

Combined Net Operating Income	$	372,215		$	346,480


Same Property Net Operating Income		306,150			294,582
Less straight-line rent and fair value lease revenue		(16,053	)		(19,054	)
Add straight-line ground rent expense		1,785			1,838

Same Property Net Operating Income - cash basis	$	291,882		$	277,366

(1)	These partnerships include 505 9th Street in Washington, D.C., Fountain Square in Reston, VA, Transbay Tower in San Francisco, CA, 767 Fifth Avenue (The GM Building) in New York City and Times Square Tower in New York City.

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

(3)	Pages 20-22 and 40 indicate by footnote the properties which are not included as part of Same Property Net Operating Income.

Boston Properties, Inc.

Fourth Quarter 2013

Same Property Net Operating Income by Reportable Segment

(in thousands)


	Office										Office/Technical
	For the three months ended				$			%			For the three months ended					$			%
	31-Dec-13		31-Dec-12		Change			Change			31-Dec-13		31-Dec-12			Change			Change

Rental Revenue	$	447,957	$	430,160							$	9,607	$	9,748
Less Termination Income		664		2,095								—		—

Rental revenue - subtotal		447,293		428,065	$	19,228			4.5	%		9,607		9,748		$	(141	)		(1.4	%)

Operating expenses and real estate taxes		161,956		155,474		6,482			4.2	%		2,838		2,639			199			7.5	%

Net Operating Income (1)	$	285,337	$	272,591	$	12,746			4.7	%	$	6,769	$	7,109		$	(340	)		(4.8	%)


Rental revenue - subtotal	$	447,293	$	428,065							$	9,607	$	9,748

Less straight-line rent and fair value lease revenue		15,666		19,099		(3,433	)		(18.0	%)		337		(70	)		407			581.4	%

Rental revenue - cash basis		431,627		408,966		22,661			5.5	%		9,270		9,818			(548	)		(5.6	%)

Less:
Operating expenses and real estate taxes		161,956		155,474		6,482			4.2	%		2,838		2,639			199			7.5	%

Add:
Straight-line ground rent expense (2)		1,248		1,286		(38	)		(3.0	%)		—		—			—			0.0	%

Net Operating Income (3) - cash basis	$	270,919	$	254,778	$	16,141			6.3	%	$	6,432	$	7,179		$	(747	)		(10.4	%)


	Sub-Total										Hotel & Residential
	For the three months ended				$			%			For the three months ended					$			%
	31-Dec-13		31-Dec-12		Change			Change			31-Dec-13		31-Dec-12			Change			Change

Rental Revenue	$	457,564	$	439,908							$	15,875	$	17,246
Less Termination Income		664		2,095								—		—

Rental revenue - subtotal		456,900		437,813	$	19,087			4.4	%		15,875		17,246		$	(1,371	)		(7.9	%)

Operating expenses and real estate taxes		164,794		158,113		6,681			4.2	%		10,785		11,367			(582	)		(5.1	%)

Net Operating Income (1)	$	292,106	$	279,700	$	12,406			4.4	%	$	5,090	$	5,879		$	(789	)		(13.4	%)(4)


Rental revenue - subtotal	$	456,900	$	437,813							$	15,875	$	17,246

Less straight-line rent and fair value lease revenue		16,003		19,029		(3,026	)		(15.9	%)		87		103			(16	)		(15.5	%)

Rental revenue - cash basis		440,897		418,784		22,113			5.3	%		15,788		17,143			(1,355	)		(7.9	%)

Less:
Operating expenses and real estate taxes		164,794		158,113		6,681			4.2	%		10,785		11,367			(582	)		(5.1	%)

Add:
Straight-line ground rent expense (2)		1,248		1,286		(38	)		(3.0	%)		537		552			(15	)		(2.7	%)

Net Operating Income (3) - cash basis	$	277,351	$	261,957	$	15,394			5.9	%	$	5,540	$	6,328		$	(788	)		(12.5	%)(4)


	Unconsolidated Joint Ventures												Total
	For the three months ended						$			%			For the three months ended				$			%
	31-Dec-13			31-Dec-12			Change			Change			31-Dec-13		31-Dec-12		Change			Change

Rental Revenue	$	15,511		$	15,578								$	488,950	$	472,732
Less Termination Income		—			262									664		2,357

Rental revenue - subtotal		15,511			15,316		$	195			1.3	%		488,286		470,375	$	17,911			3.8	%

Operating expenses and real estate taxes		6,557			6,313			244			3.9	%		182,136		175,793		6,343			3.6	%

Net Operating Income (1)	$	8,954		$	9,003		$	(49	)		(0.5	%)	$	306,150	$	294,582	$	11,568			3.9	%(4)


Rental revenue - subtotal	$	15,511		$	15,316								$	488,286	$	470,375

Less straight-line rent and fair value lease revenue		(37	)		(78	)		41			(52.6	%)		16,053		19,054		(3,001	)		(15.7	%)

Rental revenue - cash basis		15,548			15,394			154			1.0	%		472,233		451,321		20,912			4.6	%

Less:
Operating expenses and real estate taxes		6,557			6,313			244			3.9	%		182,136		175,793		6,343			3.6	%

Add:
Straight-line ground rent expense (2)		—			—			—			0.0	%		1,785		1,838		(53	)		(2.9	%)

Net Operating Income (3) - cash basis	$	8,991		$	9,081		$	(90	)		(1.0	%)	$	291,882	$	277,366	$	14,516			5.2	%(4)

(1)	For a quantitative reconciliation of net operating income (NOI) to net income available to common shareholders, see page 43. For disclosures relating to our use of NOI see page 51.

(2)	For additional information, see page 6.

(3)	For a quantitative reconciliation of NOI to NOI on a cash basis see page 43. For disclosures relating to our use of NOI see page 51.

(4)

During 2012 the Hotel Operator reported results to the Company for thirteen four week periods and the Company’s fourth quarter 2012 results include four of these periods. Beginning in January 2013, the Hotel Operator has adopted monthly reporting. Excluding the extra period of operations from 2012 the percent change in Hotel & Residential Net Operating Income and Net Operating Income – Cash basis would have been (4.6)% and (4.2)%, respectively and the percent change in Total Net Operating Income and Net Operating Income – Cash basis would have been 4.1% and 5.4%, respectively.

Boston Properties, Inc.

Fourth Quarter 2013

LEASING ACTIVITY

All In-Service Properties - quarter ended December 31, 2013


	Office			Office/Technical			Total
Vacant space available @ 10/1/2013 (sf)		2,779,434			194,541			2,973,975
Property dispositions/ properties taken out of service (sf)		(30,077	)		—			(30,077	)
Properties acquired vacant space (sf)		—			—			—
Properties placed in-service (sf)		4,100			—			4,100
Leases expiring or terminated 10/1/2013-12/31/2013 (sf)		548,722			(1,386	)		547,336

Total space available for lease (sf)		3,302,179			193,155			3,495,334

1st generation leases (sf)		68,450			—			68,450
2nd generation leases with new tenants (sf)		548,660			—			548,660
2nd generation lease renewals (sf)		194,577			—			194,577

Total space leased (sf)		811,687			—			811,687	(1)

Vacant space available for lease @ 12/31/2013 (sf)		2,490,492			193,155			2,683,647

Net (increase)/decrease in available space (sf)		288,942			1,386			290,328

Second generation leasing information: (2)
Leases commencing during the period (sf)		743,237			—			743,237
Average lease term (months)		76			—			76
Average free rent period (days)		79			—			79
Total transaction costs per square foot (3)	$	37.85		$	—		$	37.85
Increase (decrease) in gross rents (4)		1.30	%		0.00	%		1.30	%
Increase (decrease) in net rents (5)		2.11	%		0.00	%		2.11	%


	All leases 1st Generation		All leases 2nd Generation		Incr (decr) in 2nd gen. gross cash rents (4)			Incr (decr) in 2nd gen. net cash rents (5)			Total Leased (6)		Total square feet of leases executed in the quarter (7)
Boston		37,575		395,307		0.42	%		0.67	%		432,882		485,644
New York		29,914		48,180		15.17	%		25.89	%		78,094		192,569
Princeton		—		49,654		–1.42	%		–2.20	%		49,654		187,099
San Francisco		—		134,910		0.93	%		1.39	%		134,910		300,452
Washington, DC		961		115,186		–1.39	%		–2.00	%		116,147		154,748

		68,450		743,237		1.30	%		2.11	%		811,687		1,320,512

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

(2)	Second generation leases are defined as leases for space that had previously been under lease by the Company. Of the 743,237 square feet of second generation leases that commenced in Q4 2013, leases for 514,202 square feet were signed in prior periods.

(3)	Total transaction costs include tenant improvements and leasing commissions and exclude free rent concessions.

(4)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 407,680 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

(5)	Represents the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 407,680 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

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

(7)	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 232,810.

Boston Properties, Inc.

Fourth Quarter 2013

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q4 2013		Q3 2013		Q2 2013		Q1 2013		2012		2011			2010

Recurring capital expenditures	$	19,913	$	11,839	$	12,856	$	6,418	$	23,774	$	29,334		$	13,988

Planned non-recurring capital expenditures associated with acquisition properties		5,051		9,887		4,367		1,201		22,287		4,358			395

Hotel improvements, equipment upgrades and replacements		715		206		1,006		143		896		4,010	(1)		2,262	(2)

	$	25,679	$	21,932	$	18,229	$	7,762	$	46,957	$	37,702		$	16,645

2nd Generation Tenant Improvements and Leasing Commissions


	Q4 2013		Q3 2013		Q2 2013		Q1 2013		2012		2011		2010
Office
Square feet		743,237		990,632		837,904		982,859		3,572,825		4,116,436		4,765,440

Tenant improvements and lease commissions PSF	$	37.85	$	47.06	$	24.24	$	39.04	$	45.31	$	30.32	$	35.77

Office/Technical
Square feet		—		24,396		—		31,060		59,788		184,849		149,617

Tenant improvements and lease commissions PSF	$	—	$	4.22	$	—	$	0.29	$	3.94	$	23.97	$	2.14


Average tenant improvements and lease commissions PSF	$	37.85	$	46.03	$	24.24	$	37.81	$	44.63	$	30.05	$	34.74

(1)	Includes approximately $1,845 of retail tenant improvements.

(2)	Includes approximately $1,091 of costs related to a façade project at Cambridge Center Marriott.

Boston Properties, Inc.

Fourth Quarter 2013

ACQUISITIONS/DISPOSITIONS

as of December 31, 2013

ACQUISITIONS

For the period from January 1, 2013 through December 31, 2013


Property	Date Acquired	Square Feet		Initial Investment		Anticipated Future Investment			Total Investment			Percentage Leased

535 Mission Street	February 6, 2013		307,000	$	71,000,000	$	144,000,000	(1)	$	215,000,000			0	%
Transbay Tower (95% ownership interest)	March 26, 2013		N/A		191,800,000		148,200,000	(2)		340,000,000			N/A
Reston Signature Site	March 29, 2013		N/A		27,000,000		—			27,000,000			N/A
Mountain View Research Park and Technology Park	April 10, 2013		738,843		233,500,000		—			233,500,000	(3)		87	%

Total Acquisitions			1,045,843	$	523,300,000	$	292,200,000		$	815,500,000			61	%

(1)	This project is under construction (See Page 48).

(2)	Represents the anticipated cost to build the project to grade (See Page 48).

(3)

On April 10, 2013, the Company acquired the Mountain View Research Park and Mountain View Technology Park properties from its Value-Added Fund for an aggregate purchase price of approximately $233.5 million. In conjunction with the acquisition, the Value-Added Fund repaid the mortgage loans collateralized by the Mountain View Research Park and Mountain View Technology Park properties totaling approximately $90.0 million and $20.0 million, respectively, as well as the outstanding loans payable to the Company’s Operating Partnership totaling approximately $8.6 million and $3.7 million, respectively. The Mountain View Research Park and Mountain View Technology Park mortgage loans bore interest at variable rates equal to LIBOR plus 2.00% per annum and LIBOR plus 2.50% per annum, respectively and were scheduled to mature on May 31, 2014 and November 22, 2014, respectively. Prior to the acquisition, the Company’s ownership interest in the properties was approximately 39.5%. As a result of the acquisition, the Company owns 100% of the properties and is accounting for them on a consolidated basis.

DISPOSITIONS

For the period from January 1, 2013 through December 31, 2013


Property	Date Disposed	Square Feet		Gross Sales Price		Book Gain

Montvale Center	February 20, 2013		123,630	$	25,000,000	$	20,182,000	(1)
125 West 55th Street (60% ownership interest)	May 30, 2013		587,666		470,000,000		43,232,000	(2)
303 Almaden Boulevard	June 28, 2013		158,499		40,000,000		—	(3)
Eighth Avenue and 46th Street (50% ownership interest)	July 19, 2013		N/A		45,000,000		11,269,000	(4)
1301 New York Avenue	August 22, 2013		201,281		135,000,000		86,448,000	(5)
Times Square Tower (45% ownership interest)	October 9, 2013		1,245,823		684,000,000		N/A	(6)
10 & 20 Burlington Mall Road	December 20, 2013		152,229		30,000,000		20,495,000	(7)
One Preserve Parkway	December 20, 2013		183,667		61,250,000		5,886,000	(8)

Total Dispositions			2,652,795	$	1,490,250,000	$	187,512,000

(1)

On February 20, 2013, the foreclosure sale of the Company’s Montvale Center property was ratified by the court. As a result of the ratification, the mortgage loan totaling $25.0 million was extinguished and the related obligations were satisfied with the transfer of the real estate resulting in the recognition of a gain on forgiveness of debt totaling approximately $20.2 million during the first quarter of 2013. The operating results of the property through the date of ratification have been classified as discontinued operations on a historical basis for all periods.

(2)

On May 30, 2013, a joint venture in which the Company has a 60% interest completed the sale of its 125 West 55th Street property located in New York City for a sale price of $470.0 million, including the assumption by the buyer of the mortgage loan collateralized by the property totaling approximately $198.6 million. The Company had previously recognized an impairment loss on its investment in the unconsolidated joint venture.

(3)

On June 28, 2013, the Company completed the sale of its 303 Almaden Boulevard property located in San Jose, California for a sale price of $40.0 million. Net cash proceeds totaled approximately $39.3 million. During the first quarter of 2013, the Company recognized an impairment loss totaling approximately $3.2 million, which was excluded from FFO in accordance with NAREIT’s definition, as the carrying value of the property exceeded its net sale price. As a result, there was no loss on sale of real estate recognized.

(4)

On July 19, 2013, a joint venture in which the Company has a 50% interest completed the sale of its Eighth Avenue and 46th Street project located in New York City for an imputed sale price of $45.0 million. Eighth Avenue and 46th Street is comprised of an assemblage of land parcels and air-rights. Net cash proceeds to the Company totaled approximately $21.8 million, after the payment of transaction costs.

(5)

On August 22, 2013, the Company completed the sale of its 1301 New York Avenue property located in Washington, DC for a net contract sale price of approximately $121.7 million. After adjusting for outstanding lease and other transaction costs assumed by the buyer, the gross sale price was approximately $135.0 million. Net cash proceeds totaled approximately $121.5 million, resulting in a gain on sale of approximately $86.4 million.

(6)

On October 9, 2013, the Company completed the sale of a 45% ownership interest in its Times Square Tower property for a gross sale price of $684.0 million in cash. Net cash proceeds totaled approximately $673.1 million, after the payment of transaction costs. In connection with the sale, the Company formed a joint venture with the buyer and will provide customary property management and leasing services to the joint venture. Times Square Tower is an approximately 1,246,000 net rentable square foot Class A office tower located in New York City. The transaction did not qualify as a sale of real estate for financial reporting purposes as the Company will continue to control the joint venture and will therefore continue to account for the property on a consolidated basis in its financial statements. The Company has accounted for the transaction as an equity transaction and has recognized noncontrolling interest in its consolidated balance sheets equal to 45% of the carrying value of the total equity of the property immediately prior to the transaction. The difference between the net cash proceeds received and the noncontrolling interest recognized, which difference totals approximately $429.6 million, has not been reflected as a gain on sale of real estate in the Company’s consolidated statements of operations and has instead been reflected as an increase to additional paid-in capital in the Company’s consolidated balance sheets.

(7)	On December 20, 2013, the Company completed the sale of its 10 & 20 Burlington Mall Road property located in Burlington, Massachusetts for a sale price of approximately $30.0 million. Net cash proceeds totaled approximately $29.4 million, resulting in a gain on sale of approximately $20.5 million.

(8)	On December 20, 2013, the Company completed the sale of its One Preserve Parkway property located in Rockville, Maryland for a sale price of approximately $61.3 million. Net cash proceeds totaled approximately $59.9 million, resulting in a gain on sale of approximately $5.9 million.

Boston Properties, Inc.

Fourth Quarter 2013

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

as of December 31, 2013


Construction Properties	Initial Occupancy	Estimated Stabilization Date	Location	# of Buildings		Square feet		Investment to Date (2)		Estimated Total Investment (2)		Total Construction Loan (2)		Amount Drawn at 12/31/2013(2)		Estimated Future Equity Requirement (2)		Percentage Leased (3)			Percentage Placed in Service (4)

Office
Annapolis Junction Building Seven (50% ownership)	Q1 2015	Q1 2015	Annapolis, MD		1		125,000	$	11,580,312	$	17,500,000	$	11,000,000	$	6,216,323	$	1,136,011		100	%		—
680 Folsom Street	Q2 2014	Q3 2015	San Francisco, CA		2		524,509		279,923,259		340,000,000		—		—		60,076,741		96	%		1	%
250 West 55th Street (5)	Q4 2013	Q4 2015	New York, NY		1		989,000		840,316,913		1,050,000,000		—		—		209,683,087		58	%		6	%
804 Carnegie Center	Q1 2016	Q1 2016	Princeton, NJ		1		130,000		1,970,162		40,410,000						38,439,838		100	%		—
535 Mission Street	Q4 2014	Q3 2016	San Francisco, CA		1		307,000		113,274,347		215,000,000		—		—		101,725,653		—			—
601 Massachusetts Avenue	Q4 2015	Q4 2017	Washington, DC		1		478,000		155,309,368		360,760,000		—		—		205,450,632		79	%		—
Transbay Tower (95% ownership) (6)	N/A	N/A	San Francisco, CA		1		N/A		244,082,156		340,000,000		—		—		95,917,844		N/A			N/A

Total Office Properties under Construction					8		2,553,509	$	1,646,456,517	$	2,363,670,000	$	11,000,000	$	6,216,323	$	712,429,806		67	%		3	%


Residential
The Avant at Reston Town Center (359 units)	Q4 2013	Q4 2015	Reston, VA		1		329,148	$	109,194,734	$	137,250,000	$	—	$	—	$	28,055,266		15	%		63	%
The Avant at Reston Town Center - Retail					—		26,179		—		—		—		—		—		100	%		—

Total Residential Properties under Construction					1		355,327	$	109,194,734	$	137,250,000	$	—	$	—	$	28,055,266		21	%		N/A

Total Properties under Construction					9		2,908,836	$	1,755,651,251	$	2,500,920,000	$	11,000,000	$	6,216,323	$	740,485,072		61	%		7	%

PROJECTS PLACED IN-SERVICE DURING 2013


	Initial In Service Date	Estimated Stabilization Date	Location	# of Buildings		Square feet		Investment to Date (2)		Estimated Total Investment (2)		Debt (2)			Amount Drawn at 12/31/2013 (2)			Estimated Future Equity Requirement (2)		Percentage Leased (3)			Percentage Placed in Service (4)

Annapolis Junction Building Six (50% ownership)	Q3 2012	Q2 2014	Annapolis, MD		1		119,339	$	10,995,042	$	14,000,000	$	9,500,000		$	6,996,571		$	501,529		49	%		100	%
500 North Capitol Street, N.W. (30% ownership) (7)	Q4 2012	Q4 2013	Washington, DC		1		232,000		31,519,024		33,000,000		31,500,000	(7)		31,500,000	(7)		1,480,976		91	%		100	%
Two Patriots Park (8)	Q1 2013	Q1 2013	Reston, VA		1		255,951		57,091,856		60,700,000		—			—			3,608,144		100	%		100	%
Seventeen Cambridge Center	Q2 2013	Q2 2013	Cambridge, MA		1		195,191		72,266,911		72,400,000		—			—			133,089		100	%		100	%
Cambridge Center Connector (9)	Q3 2013	Q3 2013	Cambridge, MA		—		42,500		21,261,432		22,800,000		—			—			1,538,568		100	%		100	%

Total Projects placed in Service					4		844,981	$	193,134,265	$	202,900,000	$	41,000,000		$	38,496,571		$	7,262,306		90	%		100	%

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market	# of Buildings		Existing Square Feet		Leased %			Annualized Revenue Per Leased SF (10)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Estimated Future Square Feet (11)

North First Business Park	San Jose, CA		5		190,636		100.0	%	$	13.86	N	S		683,000

Total Properties held for Re-Development			5		190,636		100.0	%	$	13.86				683,000

(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)	Represents the Company’s share. Includes net revenue and interest carry during lease up period and acquisition expenses.

(3)	Represents percentage leased as of January 24, 2014, including leases with future commencement dates and including residential space.

(4)	Represents the portion of the project which no longer qualifies for capitalization of interest in accordance with GAAP.

(5)	Investment to Date excludes approximately $24.8 million of cost that were expensed in prior periods in connection with the suspension of development activities. Estimated Total Investment includes approximately $230 million of interest capitalization.

(6)	On March 26, 2013, the joint venture completed the acquisition of a land parcel in San Francisco which will support a 60-story, 1.4 million square foot office tower known as Transbay Tower. The Total Estimated Investment represents only the cost to build to grade.

(7)	On May 31, 2013, the joint venture refinanced its construction loan. The new mortgage loan totaling $105.0 million requires interest only payments at a fixed interest rate of 4.15% per annum and matures on June 6, 2023.

(8)	Project cost includes the incremental costs related to redevelopment and excludes original investment in the asset.

(9)	The project is part of a lease extension and space expansion with a tenant at Cambridge Center for approximately 292,000 square feet. The project was completed on July 1, 2013.

(10)	For disclosures relating to our definition of Annualized Revenue, see page 51.

(11)	The incremental square footage increase in Estimated Future Square Feet is Included in Approximate Developable Square Feet of Value Creation Pipeline - Owned Land Parcels on page 49.

Boston Properties, Inc.

Fourth Quarter 2013

VALUE CREATION PIPELINE - OWNED LAND PARCELS

as of December 31, 2013


Location	Acreage		Approximate Developable Square Feet

San Jose, CA (1) (2)		44.0		2,409,364
Reston, VA		38.3		1,160,000
Waltham, MA		25.4		1,150,000
Gaithersburg, MD		27.0		850,000
Springfield, VA		17.8		800,000
Dulles, VA		76.6		760,000
Rockville, MD		58.1		759,000
Boston, MA		1.0		450,000
Marlborough, MA		50.0		400,000
Annapolis, MD (50% ownership)		20.0		300,000
Andover, MA		10.0		110,000
San Francisco, CA		1.3		1,422,000

		369.5		10,570,364

VALUE CREATION PIPELINE - LAND PURCHASE OPTIONS

as of December 31, 2013


Location	Acreage		Approximate Developable Square Feet

Princeton, NJ (3)		134.1		1,650,000
Cambridge, MA (4)		—		207,500

		134.1		1,857,500

(1)	Excludes the existing square footage related to sites being held for future re-development included on page 48.

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

(3)

Option to purchase at a fixed price of $30.50 per square foot plus annual non-refundable option payments of $125,000. The option expires on January 1, 2018. Approximate Developable Square Feet was reduced by 130,000 square feet and Acreage was reduced by approximately 9 acres for 804 Carnegie Center.

(4)	Includes 7,500 square feet of development rights for office / lab space and the option to purchase 200,000 square feet of residential rights.

Boston Properties, Inc.

Fourth Quarter 2013

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) attributable to Boston Properties, Inc. (computed in accordance with GAAP, including non-recurring items) for gains (or losses) from sales of properties, impairment losses on depreciable real estate of consolidated real estate, impairment losses on investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures, 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 asset sales (land and property), impairment losses and 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 attributable to Boston Properties, Inc. (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 attributable to Boston Properties, Inc. 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, losses from early extinguishments of debt, ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment, non-cash stock-based compensation expense, and partners’ share of joint venture 2nd generation tenant improvement and leasing commissions (included in the period in which the lease commences), (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 the non-cash termination adjustments. 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 plus (C) outstanding Series Four Preferred Units of partnership interest in Boston Properties Limited Partnership multiplied by the fixed liquidation preference of $50 per unit plus (D) outstanding shares of 5.25% Series B Cumulative Redeemable Preferred Stock multiplied by the fixed liquidation preference of $2,500 per share. The calculation of total consolidated market capitalization does not include LTIP Units issued in the form of Outperformance Awards (“OPP Awards”) or Multi-Year Long-Term Incentive Program Awards (“MYLTIP Awards”) because, unlike other LTIP Units, they are not earned until certain performance 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 Adjusted Debt to Total Adjusted Market Capitalization Ratio

Total adjusted debt to total adjusted market capitalization ratio, defined as total adjusted debt (which equals our total consolidated debt, plus our share of unconsolidated joint venture debt, minus our joint venture partners’ share of consolidated debt) as a percentage of the market value of our outstanding equity securities plus our total adjusted debt, is an alternative measure of leverage used by some analysts in the REIT sector. Total adjusted market capitalization is the sum of (A) our total adjusted 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 plus (C) outstanding Series Four Preferred Units of partnership interest in Boston Properties Limited Partnership multiplied by the fixed liquidation preference of $50 per unit plus (D) outstanding shares of 5.25% Series B Cumulative Redeemable Preferred Stock multiplied by the fixed liquidation preference of $2,500 per share. The calculation of total adjusted market capitalization does not include OPP Awards or MYLTIP Awards because, unlike other LTIP Units, they are not earned until certain performance thresholds are achieved.

We present this ratio because, following the consolidation of 767 Venture, LLC (the entity that owns 767 Fifth Avenue (The GM Building)) effective June 1, 2013, our consolidated debt increased significantly compared to prior periods even though our economic interest in 767 Venture, LLC remained substantially unchanged. We believe the presentation of total adjusted debt may provide investors with a more complete picture of our share of consolidated and unconsolidated debt. In addition, in light of the difference between our total consolidated debt and our total adjusted debt, we believe that also presenting our total adjusted debt to total adjusted market capitalization may provide investors with a more complete picture of our leverage in relation to the overall size of our company. Investors should understand that our total adjusted debt to total adjusted 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 adjusted debt to total adjusted 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.

Fourth Quarter 2013

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 net income attributable to noncontrolling interests, less discontinued operations, plus corporate general and administrative expense, transaction costs, depreciation and amortization and interest expense, less development and management services income, income from unconsolidated joint ventures, interest and other income and gains from investments in securities. 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 net operating 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.

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 partially 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. In-service Office and Office/Technical properties exclude hotel and residential properties.

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, repositioned, or in development or redevelopment 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 & 40 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.

Annualized Revenue

Rental obligations at the end of the reporting period, including contractual base rents, percentage rent and reimbursements from tenants under existing leases, multiplied by twelve. These annualized amounts exclude rent abatements and non-recurring items.

Future Annualized Revenue

Rental obligations including the sum of (i) contractual base rents at lease expiration and (ii) percentage rent and reimbursements from tenants at the end of the current reporting period, multiplied by twelve. These annualized amounts exclude rent abatements and non-recurring items.

Boston Properties, Inc.

Fourth Quarter 2013

Definitions

Average Monthly Rental Rates

Average Rental Rates are calculated by the Company as rental revenue in accordance with GAAP, divided by the weighted monthly average number of occupied units.

Average Economic Occupancy

Average Economic Occupancy is defined as total possible revenue less vacancy loss as a percentage of total possible revenue. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue.

Market Rents

Market Rents used by the Company in calculating Average Economic Occupancy are based on the current market rates set by the managers of the Company’s residential properties based on their experience in renting their residential property’s units and publicly available market data. Trends in market rents for a region as reported by others could vary. Market Rents for a period are based on the average Market Rents during that period and do not reflect any impact for cash concessions.

Average Physical Occupancy

Average Physical Occupancy is defined as the number of average occupied units divided by the total number of units, expressed as a percentage.

First Quarter, 2014

Tentatively April 29, 2014

Second Quarter, 2014

Tentatively July 29, 2014

Third Quarter, 2014

Tentatively October 28, 2014

Fourth Quarter, 2014

Tentatively January 27, 2015