Boston Properties, Inc. Announces Third Quarter 2008 Results

October 28, 2008

Reports diluted FFO per share of $1.13
Reports diluted EPS of $0.40

BOSTON, Oct. 28 /PRNewswire-FirstCall/ -- Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the third quarter ended September 30, 2008.

Funds from Operations (FFO) for the quarter ended September 30, 2008 were $137.9 million, or $1.15 per share basic and $1.13 per share diluted. This compares to FFO for the quarter ended September 30, 2007 of $139.1 million, or $1.17 per share basic and $1.15 per share diluted, after a supplemental adjustment to exclude the loss from early extinguishment of debt associated with the sale of real estate. FFO for the quarter ended September 30, 2008 includes non-cash charges of (1) $0.15 per share on a diluted basis related to the establishment of reserves for the accrued straight-line rent balances associated with the Company's leases with Lehman Brothers Inc. and the law firm of Heller Ehrman LLP and (2) $0.04 per share on a diluted basis related to the partial ineffectiveness of the Company's interest rate hedging contracts. FFO for the quarter ended September 30, 2007 includes the write- off of costs related to an abandoned suburban development project of $0.03 per share on a diluted basis. The loss from early extinguishment of debt associated with the sale of real estate was $0.02 per share on a diluted basis for the quarter ended September 30, 2007. The weighted average number of basic and diluted shares outstanding totaled 119,832,474 and 122,830,104, respectively, for the quarter ended September 30, 2008 and 119,010,269 and 122,298,400, respectively, for the quarter ended September 30, 2007.

Net income available to common shareholders was $48.5 million for the quarter ended September 30, 2008, compared to $242.4 million for the quarter ended September 30, 2007. Net income available to common shareholders per share (EPS) for the quarter ended September 30, 2008 was $0.40 basic and $0.40 on a diluted basis. This compares to EPS for the third quarter of 2007 of $2.02 basic and $1.99 on a diluted basis. EPS for the quarter ended September 30, 2007 includes $1.39, on a diluted basis, related to gains on sales of real estate and discontinued operations. The gain on sales of real estate for the quarter ended September 30, 2007 resulted from the sale of Democracy Center for a gross sale price of $280.5 million.

The reported results are unaudited and there can be no assurance that the results will not vary from the final information for the quarter ended September 30, 2008. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of September 30, 2008, the Company's portfolio consisted of 146 properties comprising approximately 48.5 million square feet, including 14 properties under construction totaling 4.4 million square feet and one hotel. The overall percentage of leased space for the 131 properties in service as of September 30, 2008 was 95.0%.

Significant events during the third quarter included:

  • On July 21, 2008, the Company's Operating Partnership utilized an accordion feature under its unsecured revolving credit facility with a consortium of lenders to increase the current maximum borrowing amount under the facility from $923.3 million to $1.0 billion. All other material terms under the facility remain unchanged.
  • On July 31, 2008, the Company cash-settled at maturity its two remaining treasury lock contracts and one forward-starting interest rate swap contract with notional amounts aggregating $100.0 million and made aggregate cash payments to the counterparties totaling approximately $3.9 million. On September 2, 2008, the Company cash- settled its remaining forward-starting interest rate swap contracts with notional amounts aggregating $100.0 million and made aggregate cash payments to the counterparties totaling approximately $6.0 million. On September 9, 2008, the Company executed an interest rate lock agreement with lenders at a fixed rate of 6.10% per annum for an eight-year, $375.0 million loan collateralized by its Four Embarcadero Center property located in San Francisco, California. The Company's interest rate hedging program contemplated a financing with a ten-year term and, as a result, under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities," as amended and interpreted, the Company recognized a net derivative loss of approximately $6.3 million representing the partial ineffectiveness of its interest rate contracts. The expected financing is expected to close in the fourth quarter of 2008. There can be no assurance that the financing will close on the terms currently contemplated or at all.
  • On August 12, 2008, the Company completed the acquisitions of 540 Madison Avenue and Two Grand Central Tower located in New York City, New York for an aggregate purchase price of approximately $705.0 million, including $309.9 million of assumed indebtedness. On August 13, 2008, the Company completed the acquisition of 125 West 55th Street also located in New York City, New York for a purchase price of approximately $444.0 million, including $263.5 million of assumed indebtedness. Each acquisition was completed through a joint venture among the Company, US Real Estate Opportunities I, L.P., which is a partnership managed by Goldman Sachs, and Meraas Capital LLC, a Dubai-based private equity firm. The Company has a 60% interest in each venture and provides customary property management and leasing services for the ventures. The acquisitions were financed with cash contributions from the ventures' partners aggregating approximately $575.6 million and the assumption of approximately $573.4 million of secured and mezzanine loans. The debt that was assumed as part of the transactions consists of the following:
    • 540 Madison Avenue -- two secured loans having an aggregate principal amount of $119.9 million and a weighted-average fixed interest rate of 5.20% per annum, each of which matures in July 2013;
    • Two Grand Central Tower -- a $190.0 million secured loan having a fixed interest rate of 5.10% per annum, which matures in July 2010; and
    • 125 West 55th Street -- $263.5 million of secured and mezzanine loans having a weighted-average fixed interest rate of 6.25% per annum, all of which mature in March 2010.

  • On August 19, 2008, the Company's Operating Partnership completed an offering of $747.5 million in aggregate principal amount (including $97.5 million as a result of the exercise by the initial purchasers of their over-allotment option) of its 3.625% exchangeable senior notes due 2014. The notes were priced at 99.0% of their face amount, resulting in aggregate net proceeds to the Company, after deducting the initial purchasers' discounts and offering expenses, of approximately $731.6 million, resulting in an effective interest rate of approximately 4.057% per annum. The notes mature on February 15, 2014, unless earlier repurchased, exchanged or redeemed. The notes may be exchanged prior to the close of business on the scheduled trading day immediately preceding January 1, 2014 into cash and, at the Operating Partnership's option, shares of the Company's common stock at an initial exchange rate of 8.5051 shares per $1,000 principal amount of notes (or an initial exchange price of approximately $117.58 per share of the Company's common stock). The notes were issued in an offering exempt from registration under the Securities Act of 1933. In addition, in connection with the offering, 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, representing an overall effective premium of approximately 40% over the closing price of $97.98 per share of the Company's common stock on August 13, 2008. The net cost of the capped call transactions was approximately $44.4 million.
  • On September 10, 2008, the Company used available cash to repay the mortgage loan collateralized by its One and Two Embarcadero Center properties located in San Francisco, California totaling approximately $274.8 million. There was no prepayment penalty associated with the repayment. The mortgage loan bore interest at a fixed rate of 6.74% per annum and was scheduled to mature on December 10, 2008.
  • On September 26, 2008, the Company acquired from National Public Radio ("NPR") its headquarters building at 635 Massachusetts Avenue (the "NPR Building") comprised of approximately 211,000 net rentable square feet located in Washington, DC for a purchase price of approximately $119.5 million in cash. In addition, the Company and NPR have entered into a development management agreement whereby the Company will act as development manager for NPR's new headquarters building on NPR-owned land at 1111 North Capitol Street in Washington, DC. NPR and the Company have entered into a lease for the NPR Building for a five-year term at the conclusion of which NPR will occupy its new headquarters. Following the expiration of the lease with NPR, the Company expects to redevelop the NPR Building site into a Class A office property comprised of approximately 450,000 net rentable square feet.
  • During the quarter ended September 30, 2008, the Company recognized reserves for the full amount of the accrued straight-line rent balances associated with the Company's leases in New York City with Lehman Brothers Inc. and the law firm of Heller Ehrman LLP, totaling approximately $13.2 million and $7.8 million, respectively.

EPS and FFO per Share Guidance:

The Company's guidance for the fourth quarter 2008 and full year 2009 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below.



                              Fourth Quarter 2008        Full Year 2009
                                  Low  -  High             Low  -  High
    Projected EPS
     (diluted)                  $0.60  -  $0.64          $1.72  -  $1.97

    Add:
         Projected
          Company
          Share of Real
          Estate Depreciation
          and Amortization       0.75  -  0.75            3.00  -  3.00

    Less:
         Projected Company Share
          of Gains on Sales of
          Real Estate            0.01  -  0.01            0.07  -  0.07

    Projected FFO per Share
     (diluted)                  $1.34  -  $1.38          $4.65  -  $4.90


Except as described below, the foregoing estimates reflect management's view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in this release and previously disclosed. The guidance for the fourth quarter 2008 does not include the additional non-cash interest expense resulting from the change in accounting for convertible debt instruments that is more fully described in the next paragraph, but the guidance for the full year 2009 does include the impact of such accounting rule change. In addition, the estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions. EPS estimates may be subject to fluctuations as a result of several factors, including changes in the recognition of depreciation and amortization expense and any gains or losses associated with disposition activity. The Company is not able to assess at this time the potential impact of these factors on projected EPS. By definition, FFO does not include real estate-related depreciation and amortization or gains or losses associated with disposition activities. There can be no assurance that the Company's actual results will not differ materially from the estimates set forth above.

On May 9, 2008, the Financial Accounting Standards Board (the "FASB") issued FASB Staff Position No. APB 14-1 "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)" ("FSP No. APB 14-1") that requires the liability and equity components of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) to be separately accounted for in a manner that reflects the issuer's nonconvertible debt borrowing rate. FSP No. APB 14-1 requires that the initial proceeds from the sale of Boston Properties Limited Partnership's $862.5 million of 2.875% exchangeable senior notes due 2037, $450.0 million of 3.75% exchangeable senior notes due 2036 and $747.5 million of 3.625% exchangeable senior notes due 2014 be allocated between a liability component and an equity component in a manner that reflects interest expense at the interest rate of similar nonconvertible debt. The resulting debt discount will be amortized over the period during which the debt is expected to be outstanding (i.e., through the first optional redemption dates) as additional non-cash interest expense. Based on the Company's understanding of the application of FSP No. APB 14-1, this will result in an aggregate of approximately $0.15 - $0.16 per share (net of incremental capitalized interest) of additional non-cash interest expense for fiscal 2008 and approximately $0.21 - $0.22 per share for fiscal 2009. Excluding the impact of capitalized interest, the additional non-cash interest expense will be approximately $0.19 - $0.20 per share for fiscal 2008 and approximately $0.27 - $0.28 per share for fiscal 2009. The additional non- cash interest expense (before netting) will increase in subsequent reporting periods through the first optional redemption dates as the debt accretes to its par value over the same period. FSP No. APB 14-1 is effective for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is not permitted. Upon adoption, FSP No. APB 14-1 requires companies to retrospectively apply the requirements of the pronouncement to all periods presented. The guidance for fiscal 2008 set forth in the table above does not include the impact of FSP No. APB 14-1 as the Company is not permitted to early adopt the pronouncement. However, commencing in 2009, the Company will present prior period comparative results reflecting the impact of FSP No. APB 14-1.

Boston Properties will host a conference call on Wednesday, October 29, 2008 at 10:00 AM Eastern Time, open to the general public, to discuss the third quarter 2008 results, the fourth quarter 2008 and fiscal 2009 projections and related assumptions, and other related matters that may be of interest to investors. The number to call for this interactive teleconference is (800) 240-4186 (Domestic) or (303) 262-2075 (International); no passcode required. A replay of the conference call will be available through November 5, 2008, by dialing (800) 405-2236 (Domestic) or (303) 590-3000 (International) and entering the passcode 11120266. There will also be a live audio webcast of the call which may be accessed on the Company's website at http://www.bostonproperties.com in the Investor Relations section. Shortly after the call a replay of the webcast will be available in the Investor Relations section of the Company's website and archived for up to twelve months following the call.

Additionally, a copy of Boston Properties' third quarter 2008 "Supplemental Operating and Financial Data" and this press release are available in the Investor Relations section of the Company's website at http://www.bostonproperties.com.

Boston Properties is a fully integrated, self-administered and self- managed real estate investment trust that develops, redevelops, acquires, manages, operates and owns a diverse portfolio of Class A office properties and one hotel. The Company is one of the largest owners and developers of Class A office properties in the United States, concentrated in five markets -- Boston, Midtown Manhattan, Washington, D.C., San Francisco and Princeton, N.J.

This press release contains forward-looking statements within the meaning of the Federal securities laws. You can identify these statements by our use of the words "assumes," "believes," "estimates," "expects," "guidance," "intends," "plans," "projects" and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Boston Properties' control and could materially affect actual results, performance or achievements. These factors include, without limitation, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants' financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the costs and availability of financing, the effectiveness of our interest rate hedging program, the ability of our joint venture partners to satisfy their obligations, the effects of local economic and market conditions, the effects of acquisitions and dispositions (including 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, including its guidance for the fourth quarter 2008 and full fiscal year 2009, whether as a result of new information, future events or otherwise.


                           Financial tables follow.



                           BOSTON PROPERTIES, INC.
                    CONSOLIDATED STATEMENTS OF OPERATIONS

                                    Three months ended    Nine months ended
                                      September 30,          September 30,
                                     2008       2007       2008        2007

                                  (in thousands, except for per share amounts)
                                                   (unaudited)
      Revenue
       Rental:
         Base rent                  $266,205  $268,277   $828,671    $807,221
         Recoveries from tenants      55,968    44,934    154,700     138,003
         Parking and other            16,624    16,328     50,442      48,137
           Total rental revenue      338,797   329,539  1,033,813     993,361
       Hotel revenue                   8,482     8,646     24,714      24,690
       Development and management
        services                       9,557     5,318     21,494      15,175
       Interest and other                212    25,081     16,106      68,274
           Total revenue             357,048   368,584  1,096,127   1,101,500

      Expenses
       Operating:
         Rental                      127,715   113,506    364,551     339,375
         Hotel                         6,318     6,275     18,664      18,706
       General and administrative     18,758    20,189     55,813      53,288
       Interest                       68,308    69,929    200,711     217,598
       Depreciation and amortization  75,321    70,916    224,381     214,609
       Net derivative losses           6,318       -        9,849         -
       Losses from early
        extinguishments of debt          -       2,695        -         3,417
           Total expenses            302,738   283,510    873,969     846,993
      Income before minority
       interests in property
       partnerships, income from
       unconsolidated joint
       ventures, minority interest
       in Operating Partnership,
       gains on sales of real estate
       and discontinued operations    54,310    85,074    222,158     254,507
      Minority interests in
       property partnerships            (525)      -       (1,570)        -
      Income from unconsolidated
       joint ventures                  2,644     1,390      5,541      19,623
      Income before minority
       interest in Operating
       Partnership, gains on sales
       of real estate and
       discontinued operations        56,429    86,464    226,129     274,130
      Minority interest in
       Operating Partnership          (9,420)  (13,946)   (36,486)    (41,754)
      Income before gains on sales
       of real estate and
       discontinued operations        47,009    72,518    189,643     232,376
      Gains on sales of real
       estate, net of minority
       interest                        1,497   168,495     26,823     788,855
      Income before discontinued
       operations                     48,506   241,013    216,466   1,021,231
      Discontinued operations:
       Income from discontinued
        operations, net of minority
        interest                         -       1,357        -         5,342
       Gains on sales of real
        estate from discontinued
        operations, net of
        minority interest                -         -          -       173,899
      Net income available to
       common shareholders           $48,506  $242,370   $216,466  $1,200,472

      Basic earnings per common share:
       Income available to common
        shareholders before
        discontinued
        operations                     $0.40     $2.01      $1.81       $8.50
       Discontinued operations, net
        of minority interest             -        0.01        -          1.51
       Net income available to
        common shareholders            $0.40     $2.02      $1.81      $10.01

       Weighted average number of
        common shares outstanding    119,832   119,010    119,708     118,715

      Diluted earnings per common share:
       Income available to common
        shareholders before
        discontinued
        operations                     $0.40     $1.98      $1.79       $8.36
       Discontinued operations, net
        of minority interest             -        0.01        -          1.48
       Net income available to
        common shareholders            $0.40     $1.99      $1.79       $9.84

       Weighted average number of
        common and common
        equivalent
        shares outstanding           121,369   120,655    121,236     120,760



                             BOSTON PROPERTIES, INC.
                          CONSOLIDATED BALANCE SHEETS

                                              September 30,      December 31,
                                                  2008              2007

                                      (in thousands, except for share amounts)
                                                        (unaudited)
                                    ASSETS

    Real estate                                 $9,434,884        $9,077,528
    Real estate held for sale, net                     -             221,606
    Construction in progress                       813,404           700,762
    Land held for future development               253,891           249,999
      Less: accumulated depreciation            (1,710,875)       (1,531,707)
             Total real estate                   8,791,304         8,718,188

    Cash and cash equivalents                       55,597         1,506,921
    Cash held in escrows                            34,311           186,839
    Marketable securities                           16,160            22,584
    Tenant and other receivables, net of allowance
     for doubtful accounts of $3,821 and
     $1,901, respectively                           57,554            58,074
    Note receivable                                270,000               -
    Accrued rental income, net of allowance of
     $22,613 and $829, respectively                316,411           300,594
    Deferred charges, net                          314,562           287,199
    Prepaid expenses and other assets               44,039            30,566
    Investments in unconsolidated joint ventures   973,396            81,672
        Total assets                           $10,873,334       $11,192,637

                     LIABILITIES AND STOCKHOLDERS' EQUITY

    Liabilities:
      Mortgage notes payable                    $2,282,699        $2,726,127
      Unsecured senior notes, net of discount    1,472,258         1,471,913
      Unsecured exchangeable senior notes, net
       of discount                               2,037,506         1,294,126
      Unsecured line of credit                     319,000               -
      Accounts payable and accrued expenses        164,986           145,692
      Dividends and distributions payable           96,491           944,870
      Accrued interest payable                      48,705            54,487
      Other liabilities                            167,646           232,705
        Total liabilities                        6,589,291         6,869,920

    Commitments and contingencies                      -                 -
    Minority interests                             639,171           653,892
    Stockholders' equity:
      Excess stock, $.01 par value, 150,000,000
       shares authorized, none issued or
       outstanding                                     -                 -
      Preferred stock, $.01 par value, 50,000,000
       shares authorized, none issued or
       outstanding                                     -                 -
      Common stock, $.01 par value, 250,000,000
       shares authorized, 119,930,768 and
       119,581,385 shares issued and 119,851,868
       and 119,502,485 shares outstanding in
       2008 and 2007, respectively                   1,199             1,195
      Additional paid-in capital                 3,317,358         3,305,219
      Earnings in excess of dividends              366,482           394,324
      Treasury common stock, at cost                (2,722)           (2,722)
      Accumulated other comprehensive loss         (37,445)          (29,191)
        Total stockholders' equity               3,644,872         3,668,825
             Total liabilities and
              stockholders' equity             $10,873,334       $11,192,637



                             BOSTON PROPERTIES, INC.
                            FUNDS FROM OPERATIONS (1)

                                     Three months ended   Nine months ended
                                       September 30,        September 30,
                                       2008      2007      2008       2007

                                  (in thousands, except for per share amounts)
                                                   (unaudited)

    Net income available to common
     shareholders                     $48,506  $242,370  $216,466  $1,200,472

    Add:
      Minority interest in Operating
       Partnership                      9,420    13,946    36,486      41,754
      Minority interests in property
       partnerships                       525       -       1,570         -
    Less:
      Income from unconsolidated
       joint ventures                   2,644     1,390     5,541      19,623
      Gains on sales of real estate,
       net of minority interest         1,497   168,495    26,823     788,855
      Income from discontinued
       operations, net of minority
       interest                           -       1,357       -         5,342
      Gains on sales of real estate
       from discontinued operations,
       net of minority interest           -         -         -       173,899

    Income before minority interests
     in property partnerships,
     income from unconsolidated
     joint ventures, minority
     interest in Operating Partnership,
     gains on sales of real estate
     and discontinued operations       54,310    85,074   222,158     254,507

    Add:
      Real estate depreciation and
       amortization (2)               106,475    73,195   266,932     222,329
      Income from discontinued
       operations                         -       1,589       -         6,264
      Income from unconsolidated
       joint ventures (3)               2,644     1,390     5,541       4,170
    Less:
      Minority interests in property
       partnerships' share of funds
       from operations                  1,013       -       3,052         -
      Preferred distributions (4)         931     1,054     2,785       3,340

    Funds from operations (FFO)       161,485   160,194   488,794     483,930

    Add:
      Losses from early
       extinguishments of debt
       associated with the sales of
       real estate                        -       2,675       -         2,675

    Funds from operations after a
     supplemental adjustment to
     exclude losses from early
     extinguishments of debt
     associated with the sales of
     real estate                      161,485   162,869   488,794     486,605

    Less:
      Minority interest in the
       Operating Partnership's share
       of funds from operations
       after a supplemental
       adjustment to exclude
       losses from early
       extinguishments of debt
       associated with the
       sales of real estate            23,540    23,815    71,180      71,609

    Funds from operations available
     to common shareholders after a
     supplemental adjustment to
     exclude losses from early
     extinguishments of debt
     associated with the sales of
     real estate                     $137,945  $139,054  $417,614    $414,996

    Our percentage share of funds
     from operations - basic           85.42%    85.38%    85.44%      85.28%

    Weighted average shares
     outstanding - basic              119,832   119,010   119,708     118,715

      FFO per share basic after a
       supplemental adjustment to
       exclude losses from
       early extinguishments of
       debt associated with the
       sales of real estate             $1.15     $1.17     $3.49       $3.50

      FFO per share basic               $1.15     $1.15     $3.49       $3.48

    Weighted average shares
     outstanding - diluted            122,830   122,298   122,697     122,506

      FFO per share diluted after a
       supplemental adjustment to
       exclude losses from
       early extinguishments of
       debt associated with the
       sales of real estate             $1.13     $1.15     $3.44       $3.43

      FFO per share diluted             $1.13     $1.13     $3.44       $3.41

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

          In addition to presenting FFO in accordance with the NAREIT
          definition, we also disclose FFO after a specific and defined
          supplemental adjustment to exclude losses from early extinguishments
          of debt associated with the sales of real estate.  The adjustment to
          exclude losses from early extinguishments of debt results when the
          sale of real estate encumbered by debt requires us to pay the
          extinguishment costs prior to the debt's stated maturity and to
          write-off unamortized loan costs at the date of the extinguishment.
          Such costs are excluded from the gains on sales of real estate
          reported in accordance with GAAP.  However, we view the losses from
          early extinguishments of debt associated with the sales of real
          estate as an incremental cost of the sale transactions because we
          extinguished the debt in connection with the consummation of the
          sale transactions and we had no intent to extinguish the debt absent
          such transactions.  We believe that this supplemental adjustment
          more appropriately reflects the results of our operations exclusive
          of the impact of our sale transactions.

          Although our FFO as adjusted clearly differs from NAREIT's
          definition of FFO, and may not be comparable to that of other REITs
          and real estate companies, we believe it provides a meaningful
          supplemental measure of our operating performance because we believe
          that, by excluding the effects of the losses from early
          extinguishments of debt associated with the sales of real estate,
          management and investors are presented with an indicator of our
          operating performance that more closely achieves the objectives of
          the real estate industry in presenting FFO.

          Neither FFO nor FFO as adjusted should be considered as an
          alternative to net income (determined in accordance with GAAP) as an
          indication of our performance.  Neither FFO nor FFO as adjusted
          represents cash generated from operating activities determined in
          accordance with GAAP, and neither is a measure of liquidity or an
          indicator of our ability to make cash distributions.  We believe
          that to further understand our performance, FFO and FFO as adjusted
          should be compared with our reported net income and considered in
          addition to cash flows in accordance with GAAP, as presented in our
          consolidated financial statements.

     (2)  Real estate depreciation and amortization consists of depreciation
          and amortization from the Consolidated Statements of Operations of
          $75,321, $70,916, $224,381 and $214,609, our share of unconsolidated
          joint venture real estate depreciation and amortization of $31,669,
          $1,989, $43,904 and $6,173 and depreciation and amortization from
          discontinued operations of $0, $700, $0 and $2,714, less corporate-
          related depreciation and amortization of $515, $410, $1,353 and
          $1,167 for the three months and nine months ended September 30, 2008
          and 2007, respectively.

     (3)  Excludes approximately $15.5 million related to our share of the
          gain on sale and related loss from early extinguishment of debt
          associated with the sale of Worldgate Plaza for the nine months
          ended September 30, 2007.

     (4)  Excludes an adjustment of approximately $3.1 million for the nine
          months ended September 30, 2007 to the 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
          followed previously completed sales of real estate.



                             BOSTON PROPERTIES, INC.
                          PORTFOLIO LEASING PERCENTAGES



                                                  % Leased by Location
                                       September 30, 2008  December 31, 2007
    Greater Boston                                   92.4%              93.3%
    Greater Washington, D.C.                         98.4%              99.1%
    Midtown Manhattan                                98.9%              99.5%
    Princeton/East Brunswick, NJ                     83.9%              83.3%
    Greater San Francisco                            92.3%              91.1%
            Total Portfolio                          95.0%              94.9%



                                                    % Leased by Type
                                       September 30, 2008  December 31, 2007
    Class A Office Portfolio                         95.7%              95.4%
    Office/Technical Portfolio                       81.9%              86.1%
            Total Portfolio                          95.0%              94.9%

CONTACT:
Michael Walsh
Senior Vice President, Finance
+1-617-236-3410

Arista Joyner
Investor Relations Manager
+1-617-236-3343
Both of Boston Properties, Inc.

Marilynn Meek
Financial Relations Board for Boston Properties, Inc.
+1-212-827-3773