SEC Filing

BOSTON PROPERTIES, INC.

Date: October 24, 2007

/s/ Douglas T. Linde

Douglas T. Linde

President and Chief Financial Officer

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Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 24, 2007

BOSTON PROPERTIES, INC.

(Exact name of registrant as specified in charter)

Delaware

1-13087

04-2473675

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

800 Boylston Street, Suite 1900, Boston, Massachusetts 02199

(Address of Principal Executive Offices) (Zip Code)

(617) 236-3300

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.

Results of Operations and Financial Condition.

The information in this Current Report on Form 8-K is furnished under Item 2.02—“Results of Operations and Financial Condition.” Such information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

On October 24, 2007, Boston Properties, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of 2007. That press release referred to certain supplemental information that is available on the Company’s website. The text of the supplemental information and the press release are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits.

(d)	Exhibits.


Exhibit No.		Description
*99.1		Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended September 30, 2007.

*99.2		Press release dated October 24, 2007.

*	Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX


Exhibit No.		Description
*99.1		Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended September 30, 2007.

*99.2		Press release dated October 24, 2007.

*	Filed herewith.

Boston Properties, Inc. Supplemental Operating and Financial Data

Exhibit 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended September 30, 2007

Boston Properties, Inc.

Third Quarter 2007

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
Discontinued Operations		12
Capital Structure		13
Debt Analysis		14-16
Unconsolidated Joint Ventures		17-18
Value-Added Fund		19
Portfolio Overview-Square Footage		20
In-Service Property Listing		21-23
Top 20 Tenants and Tenant Diversification		24
Office Properties-Lease Expiration Roll Out		25
Office/Technical Properties-Lease Expiration Roll Out		26
Retail Properties—Lease Expiration Roll Out		27
Grand Total—Office, Office/Technical, Industrial and Retail Properties		28
Greater Boston Area Lease Expiration Roll Out		29-30
Washington, D.C. Area Lease Expiration Roll Out		31-32
San Francisco Area Lease Expiration Roll Out		33-34
Midtown Manhattan Area Lease Expiration Roll Out		35-36
Princeton Area Lease Expiration Roll Out		37-38
CBD/Suburban Lease Expiration Roll Out		39-40
Hotel Performance		41
Occupancy Analysis		42
Same Property Performance		43
Reconciliation to Same Property Performance and Net Income		44-45
Leasing Activity		46
Capital Expenditures, Tenant Improvements and Leasing Commissions		47
Acquisitions/Dispositions		48
Value Creation Pipeline—Construction in Progress		49
Value Creation Pipeline—Land Parcels and Purchase Options		50
Definitions		51

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

Boston Properties, Inc.

Third Quarter 2007

COMPANY PROFILE

The Company

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

Management

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

Strategy

Boston Properties’ primary business objective is to maximize return on investment in an effort to provide its stockholders with the greatest possible total return. To achieve this objective, the Company maintains a consistent strategy, which includes: Concentrating on a few carefully selected markets - characterized by high barriers to the creation of new supply and strong real estate fundamentals - where tenants have demonstrated a preference for high-quality office buildings and other facilities; selectively acquiring assets which increase its penetration in these select markets; taking on complex, technically-challenging projects that leverage the skills of its management team to successfully develop, acquire, and reposition properties; exploring joint-venture opportunities primarily with existing owners of land parcels 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 September 30, 2007)


Corporate Headquarters		Boston, Massachusetts
Markets		Boston, Midtown Manhattan, Washington, D.C., San Francisco, and Princeton, N.J.
Fiscal Year-End		December 31
Total Properties		138
Total Square Feet		44.1 million
Common Shares and Units Outstanding (as converted)		141.7 million
Dividend—Quarter/Annualized		$0.68/$2.72
Dividend Yield		2.62%
Total Market Capitalization		$20.1 billion
Senior Debt Ratings		Baa2 (Moody’s); BBB (Fitch); BBB+ (S&P)

Boston Properties, Inc.

Third Quarter 2007

INVESTOR INFORMATION


Board of Directors		Management
Mortimer B. Zuckerman	Carol B. Einiger	Douglas T. Linde	Mitchell S. Landis
Chairman of the Board	Director	President, Chief Financial Officer and Treasurer	Senior Vice President and Regional Manager of Princeton

Edward H. Linde	Alan J. Patricof	E. Mitchell Norville	Robert E. Pester
Chief Executive Officer and Director	Director, Chair of Audit Committee	Executive Vice President, Chief Operating Officer	Senior Vice President and Regional Manager of San Francisco

Lawrence S. Bacow	Richard E. Salomon	Raymond A. Ritchey	Robert E. Selsam
Director	Director, Chair of Compensation Committee	Executive Vice President, National Director of Acquisitions & Development	Senior Vice President and Regional Manager of New York

Zoë Baird	Martin Turchin	Peter D. Johnston	Frank D. Burt
Director, Chair of Nominating & Corporate Governance Committee	Director	Senior Vice President and Regional Manager of Washington, D.C.	Senior Vice President, General Counsel
	David A. Twardock
	Director	Bryan J. Koop	Arthur S. Flashman
		Senior Vice President and Regional Manager of Boston	Vice President, Controller
Company Information
Corporate Headquarters	Trading Symbol	Investor Relations	Inquires
800 Boylston Street Suite 1900 Boston, MA 02199 (t) 617.236.3300 (f) 617.236.3311	BXP	Boston Properties, Inc. 800 Boylston Street, Suite 1900 Boston, MA 02199 (t) 617.236.3322 (f) 617.236.3311 www.bostonproperties.com	Financial inquiries should be directed to Michael Walsh, Senior Vice President—Finance, at 617.236.3410 or mwalsh@bostonproperties.com

	Stock Exchange Listing
	New York Stock Exchange

			Investor or media inquiries should be directed to Kathleen DiChiara, Investor Relations Manager, at 617.236.3343 or kdichiara@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):

	Q3 2007			Q2 2007			Q1 2007			Q4 2006			Q3 2006
High Closing Price	$	106.20		$	119.47		$	130.75		$	118.00		$	104.98
Low Closing Price	$	92.82		$	100.07		$	109.72		$	103.23		$	91.26
Average Closing Price	$	100.08		$	112.73		$	120.10		$	109.59		$	98.49
Closing Price, at the end of the quarter	$	103.90		$	102.13		$	117.40		$	111.88		$	103.34
Dividends per share—annualized (1)	$	2.72		$	2.72		$	2.72		$	2.72		$	2.72
Closing dividend yield—annualized (1)		2.62	%		2.66	%		2.32	%		2.43	%		2.63	%
Closing common shares outstanding, plus common units and preferred units on an as-converted basis (thousands)		141,676			141,666			141,642			141,099			140,435
Closing market value of outstanding shares and units (thousands)	$	14,720,136		$	14,468,349		$	16,628,771		$	15,786,156		$	14,512,553

(1)

Excludes special dividend of $5.40 per share paid on January 30, 2007.


Timing
Quarterly results for 2007 will be announced according to the following schedule:

Fourth Quarter		Late January 2008

Boston Properties, Inc.

Third Quarter 2007

RESEARCH COVERAGE


Equity Research Coverage		Debt Research Coverage

Mitchell Germain	Jordan Sadler / Craig Mailman	Chris Brown	Rating Agencies:
Banc of America Securities	KeyBanc Capital Markets	Banc of America Securities
212.847.5794	917.368.2280 / 917.368.2316	704.386.2524	Janice Svec
			Fitch Ratings
Ross Smotrich / Jeffrey Langbaum	David Harris / David Toti	Sue Berliner / Elizabeth Carter	212.908.0304
Bear Stearns & Company	Lehman Brothers	Bear Stearns & Company
212.272.8046 / 212.272.4201	212.526.1790 / 212.526.2002	212.272.3824 / 212.272.0217	Karen Nickerson
			Moody’s Investors Service
Jonathan Litt / Michael Bilerman	Steve Sakwa / Ian Weissman	Thomas Cook	212.553.4924
Citigroup Global Markets	Merrill Lynch & Company	Citigroup Global Markets
212.816.0231 / 212.816.1383	212.449.0335 / 212.449.6255	212.723.1112	James Fielding
			Standard & Poor's
Lou Taylor / Kristin Brown	Matthew Ostrower / David Cohen	Matthew Lynch	212.438.2452
Deutsche Bank Securities	Morgan Stanley & Company	Credit Suisse Securities
203.863.2381 / 212.250.6799	212.761.6284 / 212.761.8564	212.325.6456

Wilkes Graham / Matt Konrad	John Guinee	Scott O’Shea
Friedman, Billings, Ramsey	Stifel, Nicolaus & Company	Deutsche Bank Securities
703.312.9737 / 703.312.9731	443.224.1307	212.250.7190

Jay Habermann / Sloan Bohlen	James Feldman	Mark Streeter
Goldman Sachs & Company	UBS Investment Research	J.P. Morgan Securities
917.343.4260 / 212.902.2796	212.713.4932	212.834.5086

Michael Knott	David Rogers	John Forrey / James Rank
Green Street Advisors	RBC Capital Markets	Merrill Lynch & Company
949.640.8780	216.378.7626	212.449.1812 / 212.449.6533

Anthony Paolone / Michael Mueller
J.P. Morgan Securities
212.622.6682 / 212.622.6689

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.

Third Quarter 2007

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 through 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 page 51.


	Three Months Ended
	September 30, 2007			June 30, 2007			March 31, 2007			December 31, 2006			September 30, 2006
Income Items:

Revenue	$	371,507		$	375,128		$	363,695		$	363,941		$	359,497
Straight line rent (SFAS 13)	$	8,186		$	8,492		$	12,872		$	15,942		$	12,841
Fair value lease revenue (SFAS 141) (1)	$	1,419		$	1,491		$	1,509		$	1,395		$	1,111
Lease termination fees (included in revenue) (2)	$	742		$	729		$	2,550		$	2,233		$	3,692
Capitalized interest	$	8,375		$	7,944		$	4,308		$	1,365		$	1,560
Capitalized wages	$	2,603		$	2,814		$	2,326		$	2,066		$	2,082
Operating Margins [(rental revenue—rental expense)/rental revenue] (3)		67.6	%		67.8	%		67.9	%		69.6	%		68.3	%
Net income available to common shareholders	$	242,370		$	102,344		$	854,307		$	71,655		$	107,962
Funds from operations (FFO) available to common shareholders after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate (4) (5)	$	139,054		$	142,944		$	133,011		$	141,850		$	137,276
FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—diluted	$	1.15		$	1.18		$	1.10		$	1.18		$	1.16
Net income available to common shareholders per share—basic	$	2.02		$	0.86		$	7.14		$	0.61		$	0.93
Net income available to common shareholders per share—diluted	$	1.99		$	0.84		$	6.99		$	0.60		$	0.91
Dividends per common share (5)	$	0.68		$	0.68		$	0.68		$	6.08		$	0.68
Funds available for distribution to common shareholders and common unitholders (FAD) (6)	$	123,429		$	134,345		$	129,162		$	125,053		$	120,919

Ratios:

Interest Coverage Ratio (excluding capitalized interest)—cash basis (7)		3.30			3.24			3.02			3.21			3.12
Interest Coverage Ratio (including capitalized interest)—cash basis (7)		2.94			2.92			2.85			3.15			3.06
FFO Payout Ratio (8)		59.13	%		57.63	%		61.82	%		57.63	%		58.62	%
FAD Payout Ratio (9)		77.15	%		70.86	%		73.56	%		75.50	%		77.26	%

	September 30, 2007			June 30, 2007			March 31, 2007			December 31, 2006			September 30, 2006
Capitalization:

Total Debt	$	5,409,268		$	5,619,602		$	5,736,139		$	4,600,937		$	4,733,323
Common Stock Price @ Quarter End	$	103.90		$	102.13		$	117.40		$	111.88		$	103.34
Equity Value @ Quarter End	$	14,720,136		$	14,468,349		$	16,628,771		$	15,786,156		$	14,512,553
Total Market Capitalization (10)	$	20,129,404		$	20,087,951		$	22,364,910		$	20,387,093		$	19,245,876
Debt/Total Market Capitalization (10)		26.87	%		27.97	%		25.65	%		22.57	%		24.59	%

(1)	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.

(2)	Does not include the Company's share of termination income earned from unconsolidated joint ventures totaling $626 and $933 for the three months ended December 31, 2006 and September 30, 2006, respectively.

(3)

Rental Expense consists of operating expenses and real estate taxes. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $9,556, $8,755, $8,833, $7,176 and $8,826 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

(4)

For a quantitative reconciliation of the differences between FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate and net income available to common shareholders, see page 9. The supplemental adjustment is only applicable for the three months ended September 30, 2007.

(5)	For the three months ended December 31, 2006, dividends per share includes the $5.40 per common share special dividend paid on January 30, 2007 to holders of record as of the close of business on December 29, 2006.

(6)	For a quantitative reconciliation of the differences between FAD and FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate, see page 11.

(7)	For additional detail, see page 11.

(8)

Dividends per common share divided by FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—diluted. For the three months ended December 31, 2006, excludes the $5.40 per share special dividend paid on January 30, 2007.

(9)	Gross dividends to common shareholders plus distributions to common Operating Partnership unitholders divided by FAD. For the three months ended December 31, 2006, excludes the $5.40 per share special dividend paid on January 30, 2007.

(10)	For additional detail, see page 13.

Boston Properties, Inc.

Third Quarter 2007

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	September 30, 2007			June 30, 2007			March 31, 2007			December 31, 2006			September 30, 2006
ASSETS
Real estate	$	8,961,830		$	9,037,468		$	9,019,237		$	8,819,934		$	9,040,264
Development in progress		629,138			584,620			500,995			115,629			57,392
Land held for future development		212,801			189,698			185,093			183,403			210,336
Real estate held for sale		—			—			18,282			433,492			—
Less accumulated depreciation		(1,488,077	)		(1,474,771	)		(1,414,857	)		(1,392,055	)		(1,372,826	)

Total real estate		8,315,692			8,337,015			8,308,750			8,160,403			7,935,166
Cash and cash equivalents		1,894,198			1,885,318			2,016,336			725,788			1,049,026
Cash held in escrows		17,835			22,665			20,334			25,784			21,436
Tenant and other receivables, net		43,199			48,398			50,799			57,052			42,128
Accrued rental income, net		299,082			296,424			288,824			327,337			310,560
Deferred charges, net		257,469			264,664			244,846			274,079			263,675
Prepaid expenses and other assets		55,658			47,174			63,896			40,868			72,033
Investments in unconsolidated joint ventures		102,488			92,944			91,955			83,711			83,485

Total assets	$	10,985,621		$	10,994,602		$	11,085,740		$	9,695,022		$	9,777,509

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Mortgage notes payable	$	2,644,393		$	2,855,889		$	2,973,571		$	2,679,462		$	2,811,953
Unsecured senior notes, net of discount		1,471,801			1,471,691			1,471,583			1,471,475			1,471,370
Unsecured exchangeable senior notes, net of discount		1,293,074			1,292,022			1,290,985			450,000			450,000
Unsecured line of credit		—			—			—	(1)		—	(1)		—	(1)
Accounts payable and accrued expenses		133,714			123,910			101,188			102,934			103,581
Dividends and distributions payable		96,152			96,192			105,284			857,892			95,607
Accrued interest payable		46,671			59,105			48,917			47,441			45,703
Other liabilities		198,314	(2)		201,406	(2)		229,666	(2)		239,084	(2)		236,350	(2)

Total liabilities		5,884,119			6,100,215			6,221,194			5,848,288			5,214,564

Commitments and contingencies		—			—			—			—			—

Minority interests		753,620			731,043			726,937			623,508			746,416

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, 119,253,212, 119,028,081, 118,970,065, 117,503,542 and 116,597,035 outstanding, respectively		1,193			1,190			1,190			1,175			1,166
Additional paid-in capital		3,289,760			3,263,797			3,260,647			3,119,941			3,068,952
Earnings in excess of dividends		1,065,993			904,417			881,733			108,155			749,940
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(6,342	)		(3,338	)		(3,239	)		(3,323	)		(807	)

Total stockholders' equity		4,347,882			4,163,344			4,137,609			3,223,226			3,816,529

Total liabilities and stockholders' equity	$	10,985,621		$	10,994,602		$	11,085,740		$	9,695,022		$	9,777,509

(1)

On July 19, 2005, the Company refinanced its $225.0 million mortgage loan collateralized by 599 Lexington Avenue through a secured draw from the Unsecured Line of Credit. As a result, the $225.0 million that was drawn on the line of credit was included within Mortgage Notes Payable. The secured draw was repaid on February 12, 2007 in conjunction with new ten-year mortgage financing collateralized by 599 Lexington Avenue totaling $750.0 million.

(2)

At September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, Other Liabilities included approximately $26.5 million, $26.9 million, $27.4 million, $45.8 million and $46.4 million and approximately $8.4 million, $10.7 million, $13.0 million, $15.2 million and $18.8 million consisting of the master lease and revenue support obligations, respectively, related to the sale of 280 Park Avenue and approximately $24.0 million, $23.7 million, $48.0 million, $47.3 million and $46.6 million, respectively related to the redemption of the outside members' equity interests in the entity that owns Citigroup Center.

Boston Properties, Inc.

Third Quarter 2007

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	30-Sep-07			30-Jun-07			31-Mar-07			31-Dec-06			30-Sep-06
Revenue:
Rental
Base Rent	$	270,513		$	270,508		$	272,908		$	277,281		$	272,146
Recoveries from tenants		45,621			47,462			47,042			42,817			45,896
Parking and other		16,328			16,488			15,321			15,211			13,967

Total rental revenue		332,462			334,458			335,271			335,309			332,009
Hotel revenue		8,646			9,335			6,709			11,417			8,319
Development and management services		5,318			5,130			4,727			5,661			4,558
Interest and other (1)		25,081			26,205			16,988			11,554			14,611

Total revenue		371,507			375,128			363,695			363,941			359,497

Expenses:
Operating		69,013			69,081			69,106			64,036			67,875
Real estate taxes		45,127			44,543			44,469			43,090			43,301
Hotel operating		6,275			6,417			6,014			8,106			6,339
General and administrative (1) (2)		20,189			16,291			16,808			16,198			12,739
Interest (3)		69,929			73,743			73,926			71,423			73,571
Depreciation and amortization		71,616			74,621			70,478			69,607			70,558
Losses from early extinguishments of debt (4)		2,695			—			722			11			208

Total expenses		284,844			284,696			281,523			272,471			274,591

Income before income from unconsolidated joint ventures		86,663			90,432			82,172			91,470			84,906
Income from unconsolidated joint ventures (5)		1,390			17,268			965			1,340			20,200

Income before minority interest in Operating Partnership		88,053			107,700			83,137			92,810			105,106
Minority interest in Operating Partnership (6)		(14,178	)		(17,072	)		(11,164	)		(26,030	)		(18,404	)

Income before gains on sales of real estate		73,875			90,628			71,973			66,780			86,702
Gains on sales of real estate, net of minority interest		168,495			—			619,206			1,183			17,889

Income before discontinued operations		242,370			90,628			691,179			67,963			104,591
Income from discontinued operations, net of minority interest		—			—			1,280			3,692			3,371
Gains on sales of real estate from discontinued operations, net of minority interest		—			11,716			161,848			—			—

Net income available to common shareholders	$	242,370		$	102,344		$	854,307		$	71,655		$	107,962


INCOME PER SHARE OF COMMON STOCK (EPS)
Net income available to common shareholders per share—basic	$	2.02		$	0.86		$	7.14		$	0.61		$	0.93

Net income available to common shareholders per share—diluted	$	1.99		$	0.84		$	6.99		$	0.60		$	0.91

(1)	Interest and other includes $31, $471 and $67, and general and administrative expenses includes $43, $448 and $103 for the three months ended September 30, 2007, June 30, 2007 and March 31, 2007, respectively, related to The Company's deferred compensation plan.

(2)	General and administrative expenses includes a write-off of approximately $4.5 million of costs related to an abandoned suburban development project for the three months ended September 30, 2007.

(3)	Interest expense is reported net of capitalized interest of $8,375, $7,944, $4,308, $1,365 and $1,560 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

(4)	Includes an approximately $2.7 million loss from the early extinguishment of debt associated with the sale of real estate for the three months ended September 30, 2007.

(5)	Includes our share of the gain on sale of Worldgate Plaza and 265 Franklin Street totaling approximately $15.5 million and $17.9 million for the three months ended June 30, 2007 and September 30, 2006, respectively.

(6)

Equals minority interest share of 14.62%, 14.62%, 14.90%, 15.18% and 15.62% of income before minority interest in Operating Partnership after deduction for preferred distributions for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively. Certain prior period amounts have been reclassified to conform to current period presentation.

Boston Properties, Inc.

Third Quarter 2007

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three months ended
	30-Sep-07		30-Jun-07		31-Mar-07			31-Dec-06			30-Sep-06
Net income available to common shareholders	$	242,370	$	102,344	$	854,307		$	71,655		$	107,962
Add:
Minority interest in Operating Partnership		14,178		17,072		11,164			26,030			18,404
Less:
Income from unconsolidated joint ventures		1,390		17,268		965			1,340			20,200
Gains on sales of real estate, net of minority interest		168,495		—		619,206			1,183			17,889
Income from discontinued operations, net of minority interest		—		—		1,280			3,692			3,371
Gains on sales of real estate from discontinued operations, net of minority interest		—		11,716		161,848			—			—

Income before minority interests and income from unconsolidated joint ventures		86,663		90,432		82,172			91,470			84,906
Add:
Real estate depreciation and amortization (1)		73,195		76,264		72,870			71,495			73,408
Income from discontinued operations		—		—		1,504			4,353			3,995
Income from unconsolidated joint ventures (2)		1,390		1,815		965			1,340			2,283
Less:
Preferred distributions		1,054		1,084		1,202	(3)		1,431	(4)		1,912

Funds from operations (FFO)		160,194		167,427		156,309			167,227			162,680
Add:
Losses from early extinguishments of debt associated with the sales of real estate		2,675		—		—			—			—

FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate		162,869		167,427		156,309			167,227			162,680
Less:
Minority interest in 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		23,815		24,483		23,298			25,377			25,404

FFO available to common shareholders after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate (5)	$	139,054	$	142,944	$	133,011		$	141,850		$	137,276

FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—basic	$	1.17	$	1.20	$	1.13		$	1.21		$	1.19

FFO per share—basic	$	1.15	$	1.20	$	1.13		$	1.21		$	1.19

Weighted average shares outstanding—basic		119,010		118,961		118,177			116,895			115,432

FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—diluted	$	1.15	$	1.18	$	1.10		$	1.18		$	1.16

FFO per share—basic	$	1.13	$	1.18	$	1.10		$	1.18		$	1.16

Weighted average shares outstanding—diluted		122,298		122,660		122,569			121,456			120,727

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $71,616, $74,621, $70,478, $69,607 and $70,558, our share of unconsolidated joint venture real estate depreciation and amortization of $1,989, $2,085, $2,099, $2,250 and $2,253 and depreciation and amortization from discontinued operations of $0, $0, $608, $845 and $990, less corporate related depreciation of $410, $442, $315, $295 and $393 and adjustment to asset retirement obligations of $0, $0, $0, $912 and $0 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

(2)	Excludes our share of the gain on sale of Worldgate Plaza and 265 Franklin Street totaling approximately $15.5 million and $17.9 million for the three months ended June 30, 2007 and September 30, 2006, respectively.

(3)	Excludes an adjustment of approximately ($3.1) million 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.

(4)	Excludes approximately $12.2 million 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 followed previously completed sales of real estate.

(5)	Based on weighted average shares for the quarter. Company's share for the quarter ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006 was 85.38%, 85.38%, 85.10%, 84.82% and 84.38%, respectively.

Boston Properties, Inc.

Third Quarter 2007

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	September 30, 2007			June 30, 2007			March 31, 2007				December 31, 2006				September 30, 2006
	Income		Shares	Income		Shares	Income			Shares	Income			Shares	Income		Shares
	(Numerator)		(Denominator)	(Numerator)		(Denominator)	(Numerator)			(Denominator)	(Numerator)			(Denominator)	(Numerator)		(Denominator)
Basic FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate	$	162,869	139,392	$	167,427	139,336	$	156,309		138,877	$	167,227		137,808	$	162,680	136,793
Effect of Dilutive Securities
Convertible Preferred Units		1,054	1,644		1,084	1,676		1,202	(1)	1,922		1,431	(2)	2,266		1,912	2,999
Stock Options and Exchangeable Notes		—	1,645		—	2,023		—		2,469		—		2,295		—	2,296

Diluted FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate	$	163,923	142,681	$	168,511	143,035	$	157,511		143,268	$	168,658		142,369	$	164,592	142,088
Less:
Minority interest in Operating Partnership’s share of diluted funds from operations after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate		23,416	20,382		24,004	20,375		22,757		20,699		24,775		20,913		24,745	21,361


Company’s share of diluted FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate (3)	$	140,507	122,299	$	144,507	122,660	$	134,754		122,569	$	143,883		121,456	$	139,847	120,727

FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—basic	$	1.17		$	1.20		$	1.13			$	1.21			$	1.19

FFO per share after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate—diluted	$	1.15		$	1.18		$	1.10			$	1.18			$	1.16

(1)	Excludes an adjustment of approximately ($3.1) million 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.

(2)	Excludes approximately $12.2 million 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 followed previously completed sales of real estate.

(3)	Based on weighted average diluted shares for the quarter. Company's share for the quarter ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006 was 85.72%, 85.76%, 85.55%, 85.31% and 84.97%, respectively.

Boston Properties, Inc.

Third Quarter 2007

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	September 30, 2007			June 30, 2007			March 31, 2007			December 31, 2006			September 30, 2006
Basic FFO after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate (see page 9)	$	162,869		$	167,427		$	156,309		$	167,227		$	162,680
2nd generation tenant improvements and leasing commissions		(22,192	)		(19,024	)		(12,732	)		(16,243	)		(23,372	)
Straight-line rent		(8,186	)		(8,492	)		(12,872	)		(15,942	)		(12,841	)
Recurring capital expenditures		(10,498	)		(6,676	)		(3,208	)		(10,174	)		(6,063	)
Fair value interest adjustment		(725	)		(451	)		(74	)		398			(231	)
Fair value lease revenue (SFAS 141)		(1,419	)		(1,491	)		(1,509	)		(1,395	)		(1,111	)
Hotel improvements, equipment upgrades and replacements		(214	)		(565	)		(281	)		(1,213	)		(505	)
Non real estate depreciation		410			442			315			295			393
Stock-based compensation		3,047			3,058			3,214			2,099			1,950
Partners’ share of joint venture 2nd generation tenant improvement and leasing commissions		337			117			—			1			19

Funds available for distribution to common shareholder and common unitholders (FAD)	$	123,429		$	134,345		$	129,162		$	125,053		$	120,919

Interest Coverage Ratios

(in thousands, except for ratio amounts)


	Three Months Ended
	September 30, 2007			June 30, 2007			March 31, 2007			December 31, 2006			September 30, 2006
*Excluding Capitalized Interest*

Income before minority interests and income from unconsolidated joint ventures	$	86,663		$	90,432		$	82,172		$	91,470		$	84,906
Interest expense		69,929			73,743			73,926			71,423			73,571
Losses from early extinguishments of debt associated with the sales of real estate		2,675			—			—			—			—
Depreciation and amortization expense		71,616			74,621			70,478			69,607			70,558
Depreciation from joint ventures		1,989			2,085			2,099			2,250			2,253
Income from unconsolidated joint ventures		1,390			1,815			965			1,340			2,283
Stock-based compensation		3,047			3,058			3,214			2,099			1,950
Discontinued operations—depreciation expense		—			—			608			845			990
Discontinued operations		—			—			1,504			4,353			3,995
Straight-line rent		(8,186	)		(8,492	)		(12,872	)		(15,942	)		(12,841	)
Fair value lease revenue (SFAS 141)		(1,419	)		(1,491	)		(1,509	)		(1,395	)		(1,111	)

Subtotal		227,704			235,771			220,585			226,050			226,554

Divided by:
Interest expense (1)		69,012			72,829			73,091			70,481			72,542
Interest Coverage Ratio		3.30			3.24			3.02			3.21			3.12

*Including Capitalized Interest*

Income before minority interests and income from unconsolidated joint ventures	$	86,663		$	90,432		$	82,172		$	91,470		$	84,906
Interest expense		69,929			73,743			73,926			71,423			73,571
Losses from early extinguishments of debt associated with the sales of real estate		2,675			—			—			—			—
Depreciation and amortization expense		71,616			74,621			70,478			69,607			70,558
Depreciation from joint ventures		1,989			2,085			2,099			2,250			2,253
Income from unconsolidated joint ventures		1,390			1,815			965			1,340			2,283
Stock-based compensation		3,047			3,058			3,214			2,099			1,950
Discontinued operations—depreciation expense		—			—			608			845			990
Discontinued operations		—			—			1,504			4,353			3,995
Straight-line rent		(8,186	)		(8,492	)		(12,872	)		(15,942	)		(12,841	)
Fair value lease revenue (SFAS 141)		(1,419	)		(1,491	)		(1,509	)		(1,395	)		(1,111	)

Subtotal		227,704			235,771			220,585			226,050			226,554

Divided by:
Interest expense (1) (2)		77,387			80,773			77,399			71,846			74,102
Interest Coverage Ratio		2.94			2.92			2.85			3.15			3.06

(1)	Excludes amortization of financing costs of $917, $914, $835, $942 and $1,029 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

(2)	Includes capitalized interest of $8,375, $7,944, $4,308, $1,365 and $1,560 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

Boston Properties, Inc.

Third Quarter 2007

DISCONTINUED OPERATIONS

(in thousands, unaudited)

Effective January 1, 2002, the Company adopted the provisions of SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.” The Company’s application of SFAS No. 144 results in the presentation of the net operating results of qualifying properties sold or held for sale during 2006 and 2005 as income from discontinued operations for all periods presented. The following table summarizes income from discontinued operations (net of minority interest) for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.


	Three Months Ended
	30-Sep-07		30-Jun-07		31-Mar-07		31-Dec-06		30-Sep-06
Total Revenue (1)	$	—	$	48	$	9,174	$	14,732	$	12,963
Expenses:
Operating		—		48		284		248		418
Hotel operating		—		—		6,778		9,286		7,560
Depreciation and amortization		—		—		608		845		990

Total Expenses		—		48		7,670		10,379		8,968
Income before minority interest in Operating Partnership		—		—		1,504		4,353		3,995
Minority interest in Operating Partnership		—		—		224		661		624

Income from discontinued operations (net of minority interest)	$	—	$	—	$	1,280	$	3,692	$	3,371


Properties (2):				Newport Office Park		Newport Office Park		Newport Office Park		Newport Office Park
						Long Wharf Marriott		Long Wharf Marriott		Long Wharf Marriott

(1)	The impact of the straight-line rent adjustment increased (decreased) revenue by $0, $0, $(5), $530 and $352 for the three months ended September 30, 2007, June 30, 2007, March 31, 2007, December 31, 2006 and September 30, 2006, respectively.

(2)	Discontinued operations does not include the operations of Democracy Center and 5 Times Square due to the Company’s continuing involvement in the management, for a fee, of these properties subsequent to the sales through agreements with the buyers.

Boston Properties, Inc.

Third Quarter 2007

CAPITAL STRUCTURE

Debt

(in thousands)


													Aggregate Principal September 30, 2007
													Aggregate Principal September 30, 2007
Mortgage Notes Payable													$	2,644,393
Unsecured Line of Credit														—
Unsecured Senior Notes, net of discount														1,471,801
Unsecured Exchangeable Senior Notes														1,293,074

Total Debt													$	5,409,268


Boston Properties Limited Partnership Unsecured Senior Notes
Settlement Date		5/22/03			3/18/03			1/17/03			12/13/02			Total/Average
Principal Amount	$	250,000		$	300,000		$	175,000		$	750,000		$	1,475,000
Yield (on issue date)		5.075	%		5.636	%		6.280	%		6.296	%		5.95	%
Coupon		5.000	%		5.625	%		6.250	%		6.250	%		5.91	%
Discount		99.329	%		99.898	%		99.763	%		99.650	%		99.66	%
Ratings:
Moody’s		Baa2	(stable)		Baa2	(stable)		Baa2	(stable)		Baa2	(stable)
S&P		BBB+	(stable)		BBB+	(stable)		BBB+	(stable)		BBB+	(stable)
Fitch		BBB	(stable)		BBB	(stable)		BBB	(stable)		BBB	(stable)
Maturity Date		6/1/2015			4/15/2015			1/15/2013			1/15/2013
Discount	$	1,186		$	214		$	267		$	1,532			3,199

Unsecured Senior Notes, net of discount	$	248,814		$	299,786		$	174,733		$	748,468		$	1,471,801


Boston Properties Limited Partnership Unsecured Exchangeable Senior Notes
Settlement Date		2/6/2007			4/6/2006
Principal Amount	$	862,500	(1)	$	450,000	(2)							$	1,312,500
Yield (on issue date)		3.438	%		3.750	%								3.545	%
Coupon		2.875	%		3.750	%
First Optional Redemption Date		2/20/2012			5/18/2013
Maturity Date		2/15/2037			5/15/2036
Discount		19,426			—									19,426

Unsecured Senior Exchangeable Notes	$	843,074		$	450,000								$	1,293,074

(1)	The initial exchange rate is equivalent to an initial exchange price of approximately $151.31 per share of Boston Properties, Inc.’s common stock.

(2)

The initial exchange rate was equivalent to an initial exchange price of approximately $111.78 per share of Boston Properties, Inc.’s common stock. In connection with the special dividend declared on December 18, 2006, the exchange rate was adjusted to an exchange price of approximately $106.50 per share.


*Equity*
*(in thousands)*

	Shares/ Units	Common
	Outstanding	Stock
	as of 9/30/07	Equivalents		Equivalent (3)
Common Stock	119,253	119,253	(4)	$	12,390,387
Common Operating Partnership Units	20,962	20,962	(5)		2,177,952
Series Two Preferred Operating Partnership Units	1,113	1,461			151,798

Total Equity		141,676		$	14,720,136

Total Debt				$	5,409,268

Total Market Capitalization				$	20,129,404

(3)	Value based on September 30, 2007 closing price of $103.90 per share of common stock.

(4)	Includes 114 shares of restricted stock.

(5)	Includes 676 long-term incentive plan units.

Boston Properties, Inc.

Third Quarter 2007

DEBT ANALYSIS

Debt Maturities and Principal Payments

(in thousands)


	2007			2008			2009			2010			2011			Thereafter			Total
Floating Rate Debt	$	—		$	—		$	96,706		$	—		$	—		$	—		$	96,706
Fixed Rate Debt		10,291			667,494			95,442			132,870			545,153			3,861,312			5,312,562

Total Debt	$	10,291		$	667,494		$	192,148		$	132,870		$	545,153		$	3,861,312		$	5,409,268

GAAP Weighted Average Floating Rate Debt		—			—			6.91	%		—			—			—			6.91	%
GAAP Weighted Average Fixed Rate Debt		6.69	%		6.84	%		6.38	%		7.86	%		7.02	%		5.09	%		5.60	%

Total GAAP Weighted Average Rate		6.69	%		6.84	%		6.64	%		7.86	%		7.02	%		5.09	%		5.62	%

Unsecured Debt

Unsecured Line of Credit—Matures August 3, 2010

(in thousands)


Facility	Outstanding @ 9/30/2007		Letters of Credit		Remaining Capacity @ 9/30/2007



$605,000	$	—	$	21,742	$	583,258

Unsecured and Secured Debt Analysis


			Stated Weighted		GAAP Weighted		Weighted Average
	% of Total Debt		Average Rate (1)		Average Rate		Maturity
Unsecured Debt	51.11	%	4.83	%	4.88	%	5.5 years
Secured Debt	48.89	%	6.56	%	6.40	%	5.0 years

Total Debt	100.00	%	5.68	%	5.62	%	5.3 years


*Floating and Fixed Rate Debt Analysis*
			Stated Weighted		GAAP Weighted		Weighted Average
	% of Total Debt		Average Rate (1)		Average Rate		Maturity
Floating Rate Debt	1.79	%	6.68	%(2)	6.91	%(2)	2.2 years
Fixed Rate Debt	98.21	%	5.66	%	5.60	%	5.3 years

Total Debt	100.00	%	5.68	%	5.62	%	5.3 years

(1)	The stated weighted average rate is calculated using the effective yield payable on the loan.

(2)	On September 27, 2007, the Company entered into an interest rate swap contract to fix the one-month LIBOR index rate at 4.57% per annum on a notional amount of $96.7 million. The swap contract went into effect on October 22, 2007 and expires on October 29, 2008.

Interest Rate Hedging Instruments (1)

(in thousands)


	Notional Amount		Weighted Average 10 Year Treasury Rate		Effective Date
	Notional Amount		Weighted Average 10 Year Treasury Rate		Effective Date
Treasury Lock	$	325,000	4.74	%	4/1/2008
Forward-starting interest rate swaps		125,000	4.53	%	7/31/2008

(1)	The Company has entered into a series of interest rate hedges to lock in the 10-year treasury rate and 10-year swap spread in contemplation of obtaining long-term fixed rate financing to finance or refinance properties in the Company's existing portfolio.

Boston Properties, Inc.

Third Quarter 2007

DEBT MATURITIES AND PRINCIPAL PAYMENTS

(in thousands)


Property	2007			2008			2009			2010			2011			Thereafter			Total
599 Lexington Avenue	$	—		$	—		$	—		$	—		$	—		$	750,000		$	750,000
Citigroup Center		2,110			8,816			9,453			10,136			456,898			—			487,413
Embarcadero Center One and Two		1,507			278,912			—			—			—			—			280,419
Prudential Center		1,452			259,706			—			—			—			—			261,158
South of Market		—			—			96,706			—			—			—			96,706
One Freedom Square		541			2,245			2,375			2,513			2,660			66,093			76,427
New Dominion Technology Park, Building Two		—			—			—			—			—			63,000			63,000
202, 206 & 214 Carnegie Center		218			916			994			56,306			—			—			58,434
140 Kendrick Street		374			1,549			1,637			1,730			1,828			50,291			57,409
New Dominion Technology Park, Building One		—			1,482			1,595			1,716			1,846			47,403			54,042
1330 Connecticut Avenue		598			2,452			2,577			2,701			45,021			—			53,349
Reservoir Place		491			1,666			48,592			—			—			—			50,749
Kingstowne Two and Retail		445			1,417			1,499			1,585			1,676			36,837			43,459
504, 506 & 508 Carnegie Center		341			40,914	(1)		—			—			—			—			41,255
10 & 20 Burlington Mall Rd & 91 Hartwell		223			925			994			1,069			32,524			—			35,735
10 Cambridge Center		200			844			916			29,677			—			—			31,637
Sumner Square		166			694			747			804			865			23,826			27,102
Montvale Center		—			—			—			—			—			25,000			25,000
Eight Cambridge Center		180			757			819			22,911			—			—			24,667
1301 New York Avenue		425			1,781			21,628			—			—			—			23,834
510 Carnegie Center		191			23,519	(1)		—			—			—			—			23,710
Reston Corporate Center		190			20,524			—			—						—			20,714
University Place		222			925			992			1,063			1,139			16,220			20,561
Kingstowne One		187			591			624			659			696			17,767			20,524
Bedford Business Park		230			16,859			—			—						—			17,089

		10,291			667,494			192,148			132,870			545,153			1,096,437			2,644,393

Unsecured Senior Notes		—			—			—			—			—			2,764,875			2,764,875
Unsecured Line of Credit		—			—			—			—			—			—			—

	$	10,291		$	667,494		$	192,148		$	132,870		$	545,153		$	3,861,312		$	5,409,268

% of Total Debt		0.19	%		12.34	%		3.55	%		2.46	%		10.08	%		71.38	%		100.00	%
Balloon Payments	$	—		$	630,431		$	164,950		$	107,339		$	528,697		$	3,806,016		$	5,237,433
Scheduled Amortization	$	10,291		$	37,063		$	27,198		$	25,531		$	16,456		$	55,296		$	171,835

(1)	On October 1, 2007 we repaid the mortgages secured by these properties.

Boston Properties, Inc.

Third Quarter 2007

Senior Unsecured Debt Covenant Compliance Ratios

(in thousands)

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

This section presents such ratios as of September 30, 2007 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.


			September 30, 2007
Total Assets:
Capitalized Property Value (8.5% and 9.0% rates on CBD and Suburban properties, respectively)			$	11,008,057
Cash and Cash Equivalents				1,894,198
Undeveloped Land, at Cost				212,801
Development in Process, at Cost (including Joint Venture %)				720,443

Total Assets			$	13,835,499

Unencumbered Assets			$	8,985,117

Secured Debt (Fixed and Variable) (1)			$	2,625,771
Joint Venture Debt				236,111
Contingent Liabilities & Letters of Credit				27,168
Unsecured Debt (2)				2,787,500

Total Outstanding Debt			$	5,676,550

Consolidated EBITDA:
Income before minority interests and income from unconsolidated joint ventures (per Consolidated Income Statement)			$	86,663
Add: Interest Expense (per Consolidated Income Statement)				69,929
Add: Depreciation and Amortization (per Consolidated Income Statement)				71,616
Add: Loss from early extinguishment of debt				2,695

EBITDA				230,903
Add: Company share of unconsolidated joint venture EBITDA				5,703

Consolidated EBITDA			$	236,606

Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)			$	69,929
Add: Company share of unconsolidated joint venture interest expense				2,977
Less: Amortization of financing costs				(916	)
Less: Interest expense funded by construction loan draws				—

Adjusted Interest Expense			$	71,990


Covenant Ratios and Related Data	Test		Actual
Total Outstanding Debt/Total Assets	Less than 60	%		41.0	%
Secured Debt/Total Assets	Less than 50	%		20.7	%
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)	Greater than 1.50	x		3.29
Unencumbered Assets/ Unsecured Debt	Greater than 150	%		322.3	%

Unencumbered Consolidated EBITDA			$	130,922

Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)				3.92

% of unencumbered Consolidated EBITDA to Consolidated EBITDA				55.3	%

# of unencumbered properties				82

(1)	Excludes Fair Value Adjustment of $18,622.

(2)	Excludes Debt Discount of $22,625.

Boston Properties, Inc.

Third Quarter 2007

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

(in thousands)


Property	2007			2008			2009			2010			2011			Thereafter			Total
Metropolitan Square (51%)	$	252		$	1,061		$	1,152		$	63,437		$	—		$	—		$	65,902
Market Square North (50%)		278			1,167			1,260			41,548			—			—			44,253
901 New York Avenue (25%)		—			555			635			669			704			39,937			42,500
505 9th Street (50%)		—			—			—			—			—			39,532			39,532	(1)
Wisconsin Place (23.89%)		(15	)		1,395			14,335			—			—			—			15,715	(2)
Eighth Avenue and 46th Street (50%)		—			11,800			—			—			—			—			11,800
Annapolis Junction		—			—			—			2,785			—			—			2,785
Wisconsin Place Retail (5%)		—			—			—			1,249			—			—			1,249

	$	515		$	15,978		$	17,382		$	109,688		$	704		$	79,469		$	223,736

GAAP Weighted Average Rate (2)		7.97	%		8.17	%		7.06	%		7.98	%		5.27	%		5.73	%		7.11	%

% of Total Debt		0.23	%		7.14	%		7.77	%		49.03	%		0.31	%		35.52	%		100.00	%

Floating and Fixed Rate Debt Analysis


	% of Total Debt		Stated Weighted Average Rate (3)		GAAP Weighted Average Rate		Weighted Average Maturity


Floating Rate Debt	20.03	%	6.96	%	7.28	%	0.9 years
Fixed Rate Debt	79.97	%	7.02	%	7.07	%	4.9 years

Total Debt	100.00	%	7.01	%	7.11	%	4.1 years

(*)	All amounts represent the Company’s share. Amounts exclude the Value-Added Fund, see page 19 for additional information on debt pertaining to the Value-Added Fund.

(1)

Amount represents outstanding construction financing under a $60.0 million loan commitment (of which the Company’s share is $30.0 million), which bears interest at a fixed rate of 5.73% per annum, and a $35.0 million loan commitment (of which the Company's share is $17.5 million), which bears interest at a variable rate of LIBOR plus 1.25% per annum. On October 17, 2007, the construction financing on the property was converted to a ten-year fixed rate loan. The new mortgage financing totaling $130.0 million bears interest at a fixed interest rate of 5.73% per annum and matures on November 1, 2017. On October 1, 2007 the Company placed this property in-service.

(2)

Approximately $14.3 million represents construction loan financing which matures in 2009. The remaining amount represents a seller financed non-interest bearing purchase money mortgage and includes adjustments to reflect the fair value of the note. The statistics at the bottom of this page do not include this purchase money mortgage.

(3)	The stated weighted average rate is calculated using the effective yield payable on the loan.

Boston Properties, Inc.

Third Quarter 2007

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of September 30, 2007


	Market Square North			Metropolitan Square			265 Franklin Street (1)			901 New York Avenue			Wisconsin Place (2)(3)			505 9th Street (2)(6)			Annapolis Junction (2)			Value- Added Fund(4)			Eighth Avenue and 46th Street(2)			Combined


Total Equity (5)	$	5,809		$	35,570		$	236		$	(75	)	$	13,661		$	23,100		$	6,022		$	6,619		$	11,546		$	102,488

Mortgage/Construction loans payable (5)	$	44,253		$	65,902		$	—		$	42,500		$	16,964		$	39,532		$	2,785		$	12,375		$	11,800		$	236,111

BXP’s nominal ownership percentage		50.00	%		51.00	%		35.00	%		25.00	%		23.89	%		50.00	%		50.00	%		25.00	%		50.00	%

Results of Operations

(unaudited and in thousands)

for the three months ended September 30, 2007


	Market Square North		Metropolitan Square		265 Franklin Street (1)			901 New York Avenue			Wisconsin Place (2)(3)		505 9th Street (2)(6)		Annapolis Junction (2)			Value- Added Fund(4)			Eighth Avenue and 46th Street(2)		Combined


REVENUE
Total revenue	$	5,658	$	7,248	$	4		$	7,904		$	—	$	—	$	—		$	1,982		$	—	$	22,796	(7)

EXPENSES
Operating		2,013		2,855		46			2,602			—		—		5			656			—		8,177

SUBTOTAL		3,645		4,393		(42	)		5,302			—		—		(5	)		1,326			—		14,619
Interest		1,717		2,662		—			2,231			—		—		—			813			—		7,423
Depreciation and amortization		1,137		1,516		—			1,801			—		—		—			761			—		5,215

SUBTOTAL		2,854		4,178		—			4,032			—		—		—			1,574			—		12,638
Gains on sale of real estate		—		—		—			—			—		—		—			—			—		—
Losses from early extinguishment of debt		—		—		—			—			—		—		—			—					—

NET INCOME/(LOSS)	$	791	$	215	$	(42	)	$	1,270		$	—	$	—	$	(5	)	$	(248	)	$	—	$	1,981

BXP’s share of net income/(loss)	$	396	$	110	$	(15	)	$	963	(8)	$	—	$	—	$	(2	)	$	(62	)	$	—	$	1,390
BXP’s share of depreciation & amortization		569		773		—			457			—		—					190			—		1,989

BXP's share of Funds from Operations (FFO)	$	965	$	883	$	(15	)	$	1,420		$	—	$	—	$	(2	)	$	128		$	—	$	3,379

(1)	On September 15, 2006, the joint venture sold this property.

(2)	Property is currently not in service (i.e., under construction or undeveloped land).

(3)

Represents the Company’s interest in the joint venture entity that owns the land and infrastructure, as well as a nominal interest in the retail component of the project. The entity that will develop the office component of the project, of which the Company has a 66.67% interest, has been consolidated within the accounts of the Company.

(4)	For additional information on the Value-Added Fund, see page 19. Information presented includes costs which relate to the organization and operations of the Value-Added Fund. On June 1, 2007, the Value-Added Fund sold Worldgate Plaza.

(5)	Represents the Company’s share.

(6)	On October 1, 2007 the Company placed this property in-service.

(7)	The net impact of the straight-line rent adjustment and fair value lease revenue (SFAS 141) increased (decreased) revenue by approximately $351 and ($749), respectively, for the three months ended September 30, 2007.

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

Boston Properties, Inc.

Third Quarter 2007

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

On October 25, 2004, the Company formed Boston Properties Office Value-Added Fund, L.P. (the “Value-Added Fund”), a strategic partnership with third parties, to pursue the acquisition of value-added investments in non-core office assets within the Company’s existing markets. The Value-Added Fund had total equity commitments of $140 million. The investment period expired on October 25, 2006. The Company receives asset management, property management, leasing and redevelopment fees and, if certain return thresholds are achieved, will be entitled to an additional promoted interest.

The Company’s interest in the Value-Added Fund is 25%. The investment in the Value-Added Fund is not included in the Company’s portfolio information tables or any other portfolio level statistics and therefore is presented below.

Property Information


Property Name	Number of Buildings	Square Feet	Leased %		Annual Revenue per leased SF		Mortgage Notes Payable (1)
Property Name	Number of Buildings	Square Feet	Leased %		Annual Revenue per leased SF		Mortgage Notes Payable (1)
300 Billerica Road, Chelmsford, MA	1	110,882	100.0	%		7.56		1,875	(2)
Circle Star, San Carlos, CA	2	205,994	87.8	%		51.35		10,500	(3)

Total	3	316,876	92.1	%	$	34.70	$	12,375

Results of Operations

(unaudited and in thousands)

for the three months ended September 30, 2007


	Value-Added Fund
	Value-Added Fund
REVENUE
Total revenue (4)	$	1,982

EXPENSES
Operating		656

SUBTOTAL		1,326
Interest		813
Depreciation and amortization		761

SUBTOTAL		1,574
Gains on sale of real estate		—
Loss from early extinguishment of debt		—

NET INCOME	$	(248	)

Company’s share of net income	$	(62	)
Company’s share of depreciation & amortization		190

Company’s share of Funds from Operations (FFO)	$	128

The Company’s Equity in the Value-Added Fund	$	6,619

(1)	Represents the Company’s share.

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

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

(4)	The net impact of the straight-line rent adjustment and fair value lease revenue (SFAS 141) increased (decreased) revenue by approximately $33 and ($749), respectively for the three months ended June 30, 2007.

Boston Properties, Inc.

Third Quarter 2007

PORTFOLIO OVERVIEW

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

for the Quarter Ended September 30, 2007 (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 Hotel (4)		% of NOI Total (4)


Greater Boston	7,973,029		23.7	%	834,063		2.1	%	8,807,092		29.5	%	1.1	%	26.9	%
Greater Washington	7,492,192	(5)	19.6	%	954,395		1.5	%	8,446,587	(5)	28.3	%	—		21.1	%
Greater San Francisco	4,773,469		14.0	%	—		—		4,773,469		16.0	%	—		14.0	%
Midtown Manhattan	5,520,435		33.8	%	—		—		5,520,435		18.5	%	—		33.8	%
Princeton/East Brunswick, NJ	2,320,191		4.2	%	—		—		2,320,191		7.8	%	—		4.2	%

	28,079,316		95.3	%	1,788,458		3.6	%	29,867,774		100.0	%	1.1	%	100.0	%

% of Total	94.0	%			6.0	%			100.0	%

Percentage of Net Operating Income of In-Service Properties

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


Geographic Area	CBD		Suburban		Total
Greater Boston	20.3	%	6.6	%	26.9	%
Greater Washington	7.0	%	14.1	%	21.1	%
Greater San Francisco	11.3	%	2.7	%	14.0	%
Midtown Manhattan	33.8	%	—		33.8	%
Princeton/East Brunswick, NJ	—		4.2	%	4.2	%

Total	72.4	%	27.6	%	100.0	%

Hotel Properties


Hotel Properties	Number of Rooms	Square Feet
Hotel Properties	Number of Rooms	Square Feet
Cambridge Center Marriott, Cambridge, MA	431	330,400

Total Hotel Properties	431	330,400

Structured Parking


	Number of Spaces	Square Feet
	Number of Spaces	Square Feet
Total Structured Parking	32,113	9,937,353

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

(2)

Net Operating Income is a non-GAAP financial measure. For a quantitative reconciliation of consolidated NOI to net income available to common shareholders, see page 44. For disclosures relating to our use of NOI see page 51. NOI from unconsolidated joint ventures has been excluded from consolidated NOI.

(3)	Includes approximately 1,400,000 square feet of retail space.

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

(5)	Includes 586,689 square feet at Metropolitan Square which is 51% owned by Boston Properties, 401,279 square feet at Market Square North which is 50% owned by Boston Properties and 539,229 square feet at 901 New York Avenue which is 25% owned by Boston Properties.

Boston Properties, Inc.

Third Quarter 2007

In-Service Property Listing

as of September 30, 2007


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Greater Boston
Office
	800 Boylston Street—The Prudential Center	CBD Boston MA	1	1,190,403	97.6	%	$	38.19	Y	CBD
	111 Huntington Avenue—The Prudential Center	CBD Boston MA	1	859,053	100.0	%		58.73	N	CBD
	101 Huntington Avenue—The Prudential Center	CBD Boston MA	1	505,939	100.0	%		37.13	Y	CBD
	The Shops at the Prudential Center	CBD Boston MA	1	502,427	96.1	%		68.22	Y(1)	CBD
	Shaws Supermarket at the Prudential Center	CBD Boston MA	1	57,235	100.0	%		52.26	N	CBD
	One Cambridge Center	East Cambridge MA	1	215,385	95.9	%		37.64	N	CBD
	Three Cambridge Center	East Cambridge MA	1	108,152	100.0	%		28.79	N	CBD
(2)	Four Cambridge Center	East Cambridge MA	1	198,295	85.7	%		52.73	N	CBD
(2)	Five Cambridge Center	East Cambridge MA	1	237,752	74.7	%		42.34	N	CBD
	Eight Cambridge Center	East Cambridge MA	1	177,226	100.0	%		35.58	Y	CBD
	Ten Cambridge Center	East Cambridge MA	1	152,664	100.0	%		40.31	Y	CBD
	Eleven Cambridge Center	East Cambridge MA	1	79,616	100.0	%		44.11	N	CBD
	University Place	Mid-Cambridge MA	1	195,282	100.0	%		38.45	Y	CBD
	Reservoir Place	Route 128 Mass Turnpike MA	1	527,001	85.2	%		29.34	Y	S
	Reservoir Place North	Route 128 Mass Turnpike MA	1	73,258	100.0	%		27.35	N	S
	140 Kendrick Street	Route 128 Mass Turnpike MA	3	380,987	100.0	%		29.49	Y	S
	230 CityPoint (formerly Prospect Place)	Route 128 Mass Turnpike MA	1	297,695	72.2	%		30.59	N	S
(3)	Waltham Office Center	Route 128 Mass Turnpike MA	3	129,041	87.0	%		25.82	N	S
	195 West Street	Route 128 Mass Turnpike MA	1	63,500	100.0	%		53.16	N	S
	200 West Street	Route 128 Mass Turnpike MA	1	248,311	96.2	%		33.72	N	S
	Waltham Weston Corporate Center	Route 128 Mass Turnpike MA	1	306,789	98.1	%		34.74	N	S
	10 & 20 Burlington Mall Road	Route 128 Northwest MA	2	153,280	97.0	%		22.80	Y	S
	Bedford Business Park	Route 128 Northwest MA	1	92,207	27.9	%		22.14	Y	S
	32 Hartwell Avenue	Route 128 Northwest MA	1	69,154	100.0	%		30.95	N	S
	91 Hartwell Avenue	Route 128 Northwest MA	1	121,425	88.3	%		25.00	Y	S
	92 Hayden Avenue	Route 128 Northwest MA	1	31,100	100.0	%		53.35	N	S
	100 Hayden Avenue	Route 128 Northwest MA	1	55,924	0.0	%		—	N	S
	33 Hayden Avenue	Route 128 Northwest MA	1	80,128	100.0	%		30.74	N	S
	Lexington Office Park	Route 128 Northwest MA	2	166,689	95.2	%		24.84	N	S
	191 Spring Street	Route 128 Northwest MA	1	158,900	100.0	%		31.27	N	S
	181 Spring Street	Route 128 Northwest MA	1	55,793	100.0	%		33.18	N	S
	201 Spring Street	Route 128 Northwest MA	1	102,500	100.0	%		36.49	N	S
	40 Shattuck Road	Route 128 Northwest MA	1	120,000	95.6	%		27.21	N	S
	Quorum Office Park	Route 128 Northwest MA	2	259,918	100.0	%		23.52	N	S

			41	7,973,029	93.8	%	$	39.41

Office/Technical
	Seven Cambridge Center	East Cambridge MA	1	231,028	100.0	%		84.48	N	CBD
	Fourteen Cambridge Center	East Cambridge MA	1	67,362	100.0	%		22.28	N	CBD
(2)(3)	103 Fourth Avenue	Route 128 Mass Turnpike MA	1	62,476	58.5	%		19.78	N	S
	Bedford Business Park	Route 128 Northwest MA	2	379,057	21.1	%		18.37	Y	S
	17 Hartwell Avenue	Route 128 Northwest MA	1	30,000	100.0	%		15.00	N	S
	164 Lexington Road	Route 128 Northwest MA	1	64,140	100.0	%		12.80	N	S

			7	834,063	61.0	%	$	48.09

		Total Greater Boston:	48	8,807,092	90.7	%	$	39.96

Boston Properties, Inc.

Third Quarter 2007

In-Service Property Listing (continued)

as of September 30, 2007


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Greater Washington, DC
Office
(2)	Capital Gallery	Southwest Washington DC	1	614,692	88.8	%	$	43.26	N	CBD
	500 E Street, S. W.	Southwest Washington DC	1	246,057	100.0	%		35.35	N	CBD
	Metropolitan Square (51% ownership)	East End Washington DC	1	586,689	100.0	%		46.91	Y	CBD
	1301 New York Avenue	East End Washington DC	1	188,358	100.0	%		31.04	Y	CBD
	Market Square North (50% ownership)	East End Washington DC	1	401,279	100.0	%		53.94	Y	CBD
	901 New York Avenue (25% ownership)	CBD Washington DC	1	539,229	99.4	%		53.67	Y	CBD
	1333 New Hampshire Avenue	CBD Washington DC	1	315,371	100.0	%		46.53	N	CBD
	1330 Connecticut Avenue	CBD Washington DC	1	252,136	99.6	%		51.97	Y	CBD
	Sumner Square	CBD Washington DC	1	208,665	99.8	%		42.87	Y	CBD
	Montvale Center	Montgomery County MD	1	122,866	82.8	%		25.43	Y	S
	2600 Tower Oaks Boulevard	Montgomery County MD	1	178,887	100.0	%		39.92	N	S
	Orbital Sciences 1,2&3	Loudoun County	3	337,228	100.0	%		26.57	N	S
(2)	Kingstowne One	Fairfax County VA	1	150,838	100.0	%		32.11	Y	S
(2)	Kingstowne Two	Fairfax County VA	1	156,251	93.5	%		32.16	Y	S
(2)	Kingstowne Retail	Fairfax County VA	1	88,288	94.3	%		29.93	Y	S
	One Freedom Square	Fairfax County VA	1	414,207	100.0	%		37.82	Y	S
	Two Freedom Square	Fairfax County VA	1	421,676	100.0	%		40.45	N	S
	One Reston Overlook	Fairfax County VA	1	312,685	100.0	%		27.37	N	S
	Two Reston Overlook	Fairfax County VA	1	134,615	100.0	%		29.33	N	S
	One and Two Discovery Square	Fairfax County VA	2	366,990	100.0	%		42.09	N	S
	New Dominion Technology Park—Building One	Fairfax County VA	1	235,201	100.0	%		32.09	Y	S
	New Dominion Technology Park—Building Two	Fairfax County VA	1	257,400	100.0	%		41.45	Y	S
	Reston Corporate Center	Fairfax County VA	2	261,046	100.0	%		32.01	Y	S
	12290 Sunrise Valley	Fairfax County VA	1	182,424	100.0	%		34.99	N	S
	12300 Sunrise Valley	Fairfax County VA	1	255,244	100.0	%		33.75	N	S
	12310 Sunrise Valley	Fairfax County VA	1	263,870	100.0	%		33.92	N	S

			30	7,492,192	98.5	%	$	39.91

Office/Technical
	Broad Run Business Park	Loudoun County	1	127,070	100.0	%		20.20	N	S
(2)(3)	6601 Springfield Center Drive	Fairfax County VA	1	26,388	100.0	%		12.26	N	S
(2)(3)	6605 Springfield Center Drive	Fairfax County VA	1	71,000	0.0	%		—	N	S
	7435 Boston Boulevard	Fairfax County VA	1	103,557	100.0	%		19.11	N	S
	7451 Boston Boulevard	Fairfax County VA	1	47,001	100.0	%		21.83	N	S
	7450 Boston Boulevard	Fairfax County VA	1	62,402	100.0	%		19.37	N	S
	7374 Boston Boulevard	Fairfax County VA	1	57,321	100.0	%		16.17	N	S
	8000 Grainger Court	Fairfax County VA	1	88,775	100.0	%		17.33	N	S
	7500 Boston Boulevard	Fairfax County VA	1	79,971	100.0	%		15.02	N	S
	7501 Boston Boulevard	Fairfax County VA	1	75,756	100.0	%		23.93	N	S
	7601 Boston Boulevard	Fairfax County VA	1	103,750	100.0	%		14.33	N	S
	7375 Boston Boulevard	Fairfax County VA	1	26,865	100.0	%		19.85	N	S
	8000 Corporate Court	Fairfax County VA	1	52,539	100.0	%		16.79	N	S
	7300 Boston Boulevard	Fairfax County VA	1	32,000	100.0	%		25.35	N	S

			14	954,395	92.6	%	$	18.45

		Total Greater Washington:	44	8,446,587	97.9	%	$	37.62

Boston Properties, Inc.

Third Quarter 2007

In-Service Property Listing (continued)

as of September 30, 2007


		Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Midtown Manhattan
Office
	599 Lexington Avenue	Park Avenue NY	1	1,022,500	97.2	%	$	73.27	Y	CBD
	Citigroup Center	Park Avenue NY	1	1,561,486	99.9	%		71.76	Y	CBD
	399 Park Avenue	Park Avenue NY	1	1,697,662	100.0	%		81.18	N	CBD
	Times Square Tower	Times Square NY	1	1,238,787	100.0	%		64.87	N	CBD

		Total Midtown Manhattan:	4	5,520,435	99.4	%	$	73.39

Princeton/East Brunswick, NJ
Office
	101 Carnegie Center	Princeton NJ	1	123,659	100.0	%	$	27.34	N	S
	104 Carnegie Center	Princeton NJ	1	102,827	94.4	%		33.27	N	S
	105 Carnegie Center	Princeton NJ	1	70,029	46.9	%		23.93	N	S
	201 Carnegie Center	Princeton NJ	—	6,500	100.0	%		28.39	N	S
	202 Carnegie Center	Princeton NJ	1	128,705	82.3	%		31.48	Y	S
	206 Carnegie Center	Princeton NJ	1	161,763	100.0	%		30.66	Y	S
	210 Carnegie Center	Princeton NJ	1	161,776	89.4	%		32.99	N	S
	211 Carnegie Center	Princeton NJ	1	47,025	100.0	%		30.59	N	S
	212 Carnegie Center	Princeton NJ	1	149,398	97.3	%		35.61	N	S
	214 Carnegie Center	Princeton NJ	1	150,774	75.3	%		30.26	Y	S
	302 Carnegie Center	Princeton NJ	1	64,726	100.0	%		36.29	N	S
	502 Carnegie Center	Princeton NJ	1	116,855	94.7	%		34.65	N	S
	504 Carnegie Center	Princeton NJ	1	121,990	100.0	%		32.81	Y(3)	S
	506 Carnegie Center	Princeton NJ	1	136,213	100.0	%		36.03	Y(3)	S
	508 Carnegie Center	Princeton NJ	1	131,085	92.8	%		40.33	Y(3)	S
	510 Carnegie Center	Princeton NJ	1	234,160	100.0	%		26.30	Y(3)	S
	One Tower Center	East Brunswick NJ	1	412,706	61.6	%		36.76	N	S

		Total Princeton/East Brunswick, NJ:	16	2,320,191	87.1	%	$	32.74

Greater San Francisco
Office
	Embarcadero Center One	CBD San Francisco CA	1	826,902	85.8	%	$	46.80	Y	CBD
	Embarcadero Center Two	CBD San Francisco CA	1	778,136	79.9	%		48.34	Y	CBD
	Embarcadero Center Three	CBD San Francisco CA	1	768,124	91.5	%		41.05	N	CBD
	Embarcadero Center Four	CBD San Francisco CA	1	936,428	85.2	%		61.17	N	CBD
	611 Gateway	South San Francisco CA	1	256,302	100.0	%		33.32	N	S
	601 and 651 Gateway	South San Francisco CA	2	506,140	96.9	%		30.07	N	S
	303 Almaden	San Jose, CA	1	157,537	93.3	%	$	31.94	N	CBD
(2)	3200 Zanker Road	San Jose, CA	4	543,900	100.0	%	$	14.10	N	S

		Total Greater San Francisco:	12	4,773,469	89.5	%	$	41.36

		Total In-Service Properties:	124	29,867,774	93.9	%	$	45.51

(1)	93,181 square feet of space is unencumbered.

(2)	Not included in Same Property analysis.

(3)	Debt retired on October 1, 2007.

Boston Properties, Inc.

Third Quarter 2007

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION


*TOP 20 TENANTS BY SQUARE FEET LEASED*
	Tenant	Sq. Ft.		% of Portfolio
1	US Government	1,622,924	(1)	5.43	%
2	Lockheed Martin	1,292,429		4.33	%
3	Citibank NA	1,150,535		3.85	%
4	Genentech	553,799		1.85	%
5	Gillette	484,051		1.62	%
6	Kirkland & Ellis	473,161	(2)	1.58	%
7	Shearman & Sterling	472,808		1.58	%
8	Lehman Brothers	436,723		1.46	%
9	Parametric Technology	380,987		1.28	%
10	Accenture	378,867		1.27	%
11	Washington Group International	355,809		1.19	%
12	Finnegan Henderson Farabow	349,146	(3)	1.17	%
13	Ann Taylor	338,942		1.13	%
14	Orbital Sciences	337,228		1.13	%
15	Northrop Grumman	327,677		1.10	%
16	O’Melveny & Myers	325,710		1.09	%
17	MIT	301,591		1.01	%
18	Biogen Idec	301,502		1.01	%
19	Bingham McCutchen	291,415		0.98	%
20	Akin Gump Strauss Hauer & Feld	290,132		0.97	%

	Total % of Portfolio Square Feet			35.04	%
	Total % of Portfolio Revenue			37.74	%

**Notable Signed Deals(4)**
	Tenant	Property		Sq. Ft.
	Ropes & Gray LLP	Prudential Tower(5)		413,000
	Akami Technology	Four & Eight Cambridge Center		250,943
	DLA Piper US LLP	505 9th Street(6)		231,748

(1)	Includes 94,887 square feet of space in properties in which Boston Properties has a 51% and 50% interest.
(2)	Includes 218,134 square feet of space in a property in which Boston Properties has a 51% interest.
(3)	Includes 251,941 square feet of space in a property in which Boston Properties has a 25% interest.
(4)	Represents leases signed with occupancy commencing in the future.
(5)	The space is currently occupied by Gillette.
(6)	On October 1, 2007 the Company placed this property in-service. Boston Properties has a 50% interest in this property.

TENANT DIVERSIFICATION (GROSS RENT) *


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

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE OFFICE PROPERTIES

Lease Expirations


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



2007	326,163	$	12,135,864	$	37.21	$	12,058,402	$	36.97	1.22	%
2008	1,351,143		54,450,687		40.30		54,551,834		40.37	5.05	%
2009	2,131,645		82,369,970		38.64		83,814,418		39.32	7.96	%
2010	2,416,751		90,744,197		37.55		93,896,876		38.85	9.03	%
2011	2,834,206		125,617,452		44.32		132,121,224		46.62	10.59	%
2012	2,291,915		98,869,787		43.14		103,967,051		45.36	8.56	%
2013	673,394		27,711,491		41.15		33,711,070		50.06	2.52	%
2014	2,094,793		74,928,198		35.77		81,820,863		39.06	7.83	%
2015	1,522,537		57,532,993		37.79		65,712,576		43.16	5.69	%
2016	2,470,571		138,092,471		55.89		151,259,887		61.22	9.23	%
Thereafter	7,028,460		387,135,169		55.08		461,197,074		65.62	26.26	%

Occupancy By Location*


	CBD				Suburban				Total
Location	30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06
Midtown Manhattan	99.4	%	99.9	%	n/a		n/a		99.4	%	99.9	%
Greater Boston	96.8	%	93.9	%	90.1	%	91.7	%	93.8	%	92.9	%
Greater Washington	97.8	%	95.4	%	99.1	%	96.3	%	98.5	%	95.9	%
Greater San Francisco	85.9	%	87.5	%	98.8	%	95.2	%	89.5	%	89.6	%
Princeton/East Brunswick, NJ	n/a		n/a		87.1	%	88.0	%	87.1	%	88.0	%

Total Portfolio	95.6	%	95.2	%	93.8	%	93.1	%	94.9	%	94.4	%

*	Includes approximately 1,400,000 square feet of retail space.

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE OFFICE/TECHNICAL PROPERTIES

Lease Expirations


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



2007	92,360	$	1,367,418	$	14.81	$	1,648,030	$	17.84	5.16	%
2008	87,008		1,649,892		18.96		1,664,288		19.13	4.86	%
2009	69,581		1,458,984		20.97		1,506,287		21.65	3.89	%
2010	183,376		3,045,307		16.61		3,284,809		17.91	10.25	%
2011	57,321		926,736		16.17		926,736		16.17	3.21	%
2012	132,820		2,730,650		20.56		2,904,932		21.87	7.43	%
2013	80,000		1,469,936		18.37		1,549,936		19.37	4.47	%
2014	331,364		6,028,526		18.19		6,701,057		20.22	18.53	%
2015	—		—		—		—		—	0.00	%
2016	257,755		19,650,049		76.24		20,082,991		77.92	14.41	%
Thereafter	75,756		1,812,876		23.93		1,812,876		23.93	4.24	%

Occupancy By Location


	CBD				Suburban				Total
Location	30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06
Midtown Manhattan	n/a		n/a		n/a		n/a		n/a		n/a
Greater Boston	100.0	%	100.0	%	39.3	%	46.9	%	61.0	%	67.3	%
Greater Washington	n/a		n/a		92.6	%	100.0	%	92.6	%	100.0	%
Greater San Francisco	n/a		n/a		n/a		n/a		n/a		n/a
Princeton/East Brunswick, NJ	n/a		n/a		n/a		n/a		n/a		n/a

Total Portfolio	100.0	%	100.0	%	73.4	%	81.0	%	77.9	%	84.5	%

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE RETAIL PROPERTIES

Lease Expirations


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



2007	7,460	$	762,832	$	102.26	(1)	$	827,512	$	110.93	(1)	0.57	%
2008	74,428		5,761,370		77.41	(2)		5,702,908		76.62	(2)	5.66	%
2009	62,915		3,306,882		52.56			3,326,143		52.87		4.79	%
2010	92,190		3,438,778		37.30			3,521,399		38.20		7.01	%
2011	64,856		4,347,085		67.03			4,705,590		72.55		4.93	%
2012	115,756		6,340,872		54.78			6,694,769		57.84		8.80	%
2013	55,636		4,864,521		87.43			5,214,216		93.72		4.23	%
2014	51,888		4,339,210		83.63			4,809,802		92.70		3.95	%
2015	99,278		8,685,510		87.49			9,224,785		92.92		7.55	%
2016	99,451		6,748,609		67.86			7,463,593		75.05		7.56	%
Thereafter	590,934		30,115,967		50.96			36,484,626		61.74		44.95	%

(1)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $39.53 and $39.53 in 2007.

(2)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $61.46 and $61.71 in 2008.

Boston Properties, Inc.

Third Quarter 2007

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations


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



2007	425,983	$	14,266,114	$	33.49	$	14,533,944	$	34.12	1.4	%
2008	1,512,579		61,861,949		40.90		61,919,029		40.94	5.1	%
2009	2,264,141		87,135,837		38.49		88,646,848		39.15	7.6	%
2010	2,692,317		97,228,282		36.11		100,703,084		37.40	9.0	%
2011	2,956,383		130,891,273		44.27		137,753,549		46.60	9.9	%
2012	2,540,491		107,941,309		42.49		113,566,752		44.70	8.5	%
2013	809,030		34,045,948		42.08		40,475,222		50.03	2.7	%
2014	2,478,045		85,295,934		34.42		93,331,722		37.66	8.3	%
2015	1,621,815		66,218,503		40.83		74,937,361		46.21	5.4	%
2016	2,827,777		164,491,129		58.17		178,806,470		63.23	9.5	%
Thereafter	7,695,150		419,064,011		54.46		499,494,576		64.91	25.8	%

Occupancy By Location


	CBD				Suburban				Total
Location	30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06
Midtown Manhattan	99.4	%	99.9	%	n/a		n/a		99.4	%	99.9	%
Greater Boston	97.0	%	94.4	%	83.3	%	86.6	%	90.7	%	90.5	%
Greater Washington	97.8	%	95.4	%	97.9	%	96.9	%	97.9	%	96.3	%
Greater San Francisco	85.9	%	87.5	%	98.8	%	95.2	%	89.5	%	89.6	%
Princeton/East Brunswick, NJ	n/a		n/a		87.1	%	88.0	%	87.1	%	88.0	%

Total Portfolio	95.7	%	95.3	%	91.4	%	91.9	%	93.9	%	93.8	%

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER BOSTON PROPERTIES

Lease Expirations—Greater Boston


	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
2007	72,783	$	2,430,426	$	33.39	$	2,430,426	$	33.39		64,140	$	821,182	$	12.80	$	1,101,795	$	17.18
2008	721,367		22,977,327		31.85		23,018,542		31.91		—		—		—		—		—
2009	859,805		30,009,910		34.90		31,175,018		36.26		—		—		—		—		—
2010	489,460		15,555,582		31.78		16,150,101		33.00		36,528		722,517		19.78		905,157		24.78
2011	1,233,788		53,400,068		43.28		56,054,563		45.43		—		—		—		—		—
2012	1,004,407		37,770,187		37.60		39,217,625		39.05		67,362		1,501,017		22.28		1,652,582		24.53
2013	213,024		9,419,735		44.22		10,524,007		49.40		80,000		1,469,936		18.37		1,549,936		19.37
2014	586,890		22,846,433		38.93		24,252,020		41.32		30,000		450,000		15.00		457,500		15.25
2015	246,454		9,338,395		37.89		10,208,721		41.42		—		—		—		—		—
2016	215,172		6,781,468		31.52		7,328,996		34.06		225,532		19,138,884		84.86		19,438,842		86.19
Thereafter	1,067,274		42,385,909		39.71		56,628,890		53.06		—		—		—		—		—

	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
2007	233	$	463,004	$	1,987.14	$	527,684	$	2,264.74	(1)	137,156	$	3,714,612	$	27.08	$	4,059,904	$	29.60
2008	9,867		2,343,433		237.50		2,265,781		229.63	(2)	731,234		25,320,760		34.63		25,284,323		34.58
2009	9,543		1,084,211		113.61		1,088,219		114.03		869,348		31,094,121		35.77		32,263,237		37.11
2010	43,554		1,096,066		25.17		1,106,898		25.41		569,542		17,374,165		30.51		18,162,156		31.89
2011	12,048		1,226,693		101.82		1,385,543		115.00		1,245,836		54,626,760		43.85		57,440,105		46.11
2012	63,716		2,726,878		42.80		2,748,863		43.14		1,135,485		41,998,082		36.99		43,619,069		38.41
2013	28,459		3,354,342		117.87		3,535,601		124.23		321,483		14,244,013		44.31		15,609,545		48.55
2014	11,402		1,918,279		168.24		2,021,868		177.33		628,292		25,214,712		40.13		26,731,389		42.55
2015	43,651		6,067,260		138.99		6,340,349		145.25		290,105		15,405,656		53.10		16,549,070		57.05
2016	14,617		1,723,714		117.93		1,860,452		127.28		455,321		27,644,066		60.71		28,628,289		62.87
Thereafter	404,110		16,431,695		40.66		18,361,825		45.44		1,471,384		58,817,604		39.97		74,990,715		50.97

(1)	Excluding kiosks with one square feet at the Prudential Center, current and future expiring rents would be $51.44 and $51.44 in 2007.

(2)	Excluding kiosks with one square feet at the Prudential Center, current and future expiring rents would be $117.28 and $117.28 in 2008.

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER BOSTON PROPERTIES

Quarterly Lease Expirations—Greater Boston


	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
Q1 2007	—	$	—	$	—	$	—	$	—		—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—		—		—		—		—		—
Q3 2007	—		—		—		—		—		—		—		—		—		—
Q4 2007	72,783		2,430,426		33.39		2,430,426		33.39		64,140		821,182		12.80		1,101,795		17.18

Total 2007	72,783	$	2,430,426	$	33.39	$	2,430,426	$	33.39		64,140		821,182		12.80		1,101,795		17.18

Q1 2008	205,466	$	6,050,053	$	29.45	$	6,050,053	$	29.45		—	$	—	$	—	$	—	$	—
Q2 2008	278,819		9,096,757		32.63		9,096,757		32.63		—		—		—		—		—
Q3 2008	130,752		3,584,956		27.42		3,606,151		27.58		—		—		—		—		—
Q4 2008	106,330		4,245,562		39.93		4,265,582		40.12		—		—		—		—		—

Total 2008	721,367	$	22,977,327	$	31.85	$	23,018,542	$	31.91		—		—		—		—		—


	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
Q1 2007	—	$	—	$	—	$	—	$	—		—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—		—		—		—		—		—
Q3 2007	—		—		—		—		—		—		—		—		—		—
Q4 2007	233		463,004		1,987.14		527,684		2,264.74		137,156		3,714,612		27.08		4,059,904		29.60

Total 2007	233		463,004	$	1,987.14	$	527,684	$	2,264.74	(1)	137,156	$	3,714,612	$	27.08	$	4,059,904	$	29.60

Q1 2008	2,692	$	543,223.68	$	201.79		496,124	$	184.30		208,158	$	6,593,277	$	31.67	$	6,546,177	$	31.45
Q2 2008	1,700		633,370		372.57		607,486		357.34		280,519		9,730,127		34.69		9,704,243		34.59
Q3 2008	6		418,896		69,816.00		370,896		61,816.00		130,758		4,003,852		30.62		3,977,047		30.42
Q4 2008	5,469		747,943		136.76		791,275		144.68		111,799		4,993,505		44.67		5,056,857		45.23

Total 2008	9,867	$	2,343,433	$	237.50	$	2,265,781	$	229.63	(2)	731,234	$	25,320,760	$	34.63	$	25,284,323	$	34.58

(1)	Excluding kiosks with one square feet at the Prudential Center, current and future expiring rents would be $51.44 and $51.44 in 2007.

(2)	Excluding kiosks with one square feet at the Prudential Center, current and future expiring rents would be $117.28 and $117.28 in 2008.

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER WASHINGTON PROPERTIES

Lease Expirations—Greater Washington


	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
2007	11,737	$	395,785	$	33.72	$	395,785	$	33.72	28,220	$	546,236	$	19.36	$	546,236	$	19.36
2008	95,638		3,657,773		38.25		3,675,028		38.43	87,008		1,649,892		18.96		1,664,288		19.13
2009	740,250		27,058,766		36.55		27,505,865		37.16	69,581		1,458,984		20.97		1,506,287		21.65
2010	768,563		31,949,844		41.57		33,220,305		43.22	146,848		2,322,790		15.82		2,379,652		16.20
2011	834,983		30,338,340		36.33		33,128,013		39.68	57,321		926,736		16.17		926,736		16.17
2012	857,931		33,747,369		39.34		36,111,208		42.09	65,458		1,229,632		18.79		1,252,350		19.13
2013	87,740		2,795,127		31.86		3,053,771		34.80	—		—		—		—		—
2014	447,657		16,434,769		36.71		18,885,717		42.19	301,364		5,578,526		18.51		6,243,557		20.72
2015	726,437		28,345,134		39.02		33,041,480		45.48	—		—		—		—		—
2016	348,077		10,688,411		30.71		13,177,838		37.86	32,223		511,165		15.86		644,149		19.99
Thereafter	2,197,125		101,649,680		46.26		121,483,971		55.29	75,756		1,812,876		23.93		1,812,876		23.93

	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
2007	—	$	—	$	—	$	—	$	—	39,957	$	942,021	$	23.58	$	942,021	$	23.58
2008	18,152		809,070		44.57		819,587		45.15	200,798		6,116,734		30.46		6,158,903		30.67
2009	22,687		799,320		35.23		813,595		35.86	832,518		29,317,069		35.21		29,825,747		35.83
2010	13,587		602,558		44.35		638,822		47.02	928,998		34,875,192		37.54		36,238,779		39.01
2011	18,533		853,819		46.07		872,954		47.10	910,837		32,118,895		35.26		34,927,703		38.35
2012	12,736		463,678		36.41		544,463		42.75	936,125		35,440,679		37.86		37,908,021		40.49
2013	13,377		663,389		49.59		750,243		56.08	101,117		3,458,516		34.20		3,804,014		37.62
2014	20,753		613,406		29.56		701,030		33.78	769,774		22,626,701		29.39		25,830,304		33.56
2015	24,704		1,071,969		43.39		1,170,810		47.39	751,141		29,417,102		39.16		34,212,290		45.55
2016	25,576		1,179,897		46.13		1,308,282		51.15	405,876		12,379,473		30.50		15,130,268		37.28
Thereafter	101,972		3,156,492		30.95		4,183,884		41.03	2,374,853		106,619,048		44.90		127,480,730		53.68

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER WASHINGTON PROPERTIES

Quarterly Lease Expirations—Greater Washington


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	11,737		395,785		33.72		395,785		33.72	28,220		546,236		19.36		546,236		19.36

Total 2007	11,737	$	395,785	$	33.72	$	395,785	$	33.72	28,220	$	546,236	$	19.36	$	546,236	$	19.36

Q1 2008	11,082	$	381,240	$	34.40	$	381,240	$	34.40	—	$	—	$	—	$	—	$	—
Q2 2008	54,321		2,123,621		39.09		2,123,621		39.09	23,439		407,287		17.38		407,287		17.38
Q3 2008	11,908		534,999		44.93		537,674		45.15	16,568		216,688		13.08		216,688		13.08
Q4 2008	18,327		617,912		33.72		632,493		34.51	47,001		1,025,917		21.83		1,040,313		22.13

Total 2008	95,638	$	3,657,773	$	38.25	$	3,675,028	$	38.43	87,008	$	1,649,892	$	18.96	$	1,664,288	$	19.13


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	—		—		—		—		—	39,957		942,021		23.58		942,021		23.58

Total 2007	—	$	—	$	—		—	$	—	39,957	$	942,021	$	23.58		942,021	$	23.58

Q1 2008	—	$	—	$	—	$	—	$	—	11,082	$	381,240	$	34.40	$	381,240	$	34.40
Q2 2008	—		—		—		—		—	77,760		2,530,908		32.55		2,530,908		32.55
Q3 2008	18,152		809,070		44.57		819,587		45.15	46,628		1,560,757		33.47		1,573,949		33.76
Q4 2008	—		—		—		—		—	65,328		1,643,829		25.16		1,672,806		25.61

Total 2008	18,152	$	809,070	$	44.57	$	819,587	$	45.15	200,798	$	6,116,734	$	30.46	$	6,158,903	$	30.67

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

Lease Expirations—Greater San Francisco


	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
2007	32,838	$	1,033,427	$	31.47	$	946,507	$	28.82	—	$	—	$	—	$	—	$	—
2008	267,861		10,326,924		38.55		10,369,600		38.71	—		—		—		—		—
2009	198,784		9,100,089		45.78		8,825,480		44.40	—		—		—		—		—
2010	769,237		20,170,819		26.22		21,127,079		27.46	—		—		—		—		—
2011	292,282		22,335,348		76.42		22,858,180		78.21	—		—		—		—		—
2012	206,736		10,190,502		49.29		10,748,290		51.99	—		—		—		—		—
2013	159,283		6,890,538		43.26		7,496,512		47.06	—		—		—		—		—
2014	435,239		16,617,522		38.18		18,037,812		41.44	—		—		—		—		—
2015	329,632		11,207,458		34.00		12,898,696		39.13	—		—		—		—		—
2016	861,569		34,834,671		40.43		37,921,447		44.01	—		—		—		—		—
Thereafter	438,972		19,739,050		44.97		21,706,465		49.45	—		—		—		—		—

	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
2007	7,227	$	283,028	$	39.16	$	283,028	$	39.16	40,065	$	1,316,455	$	32.86	$	1,229,535	$	30.69
2008	36,301		1,885,830		51.95		1,890,726		52.08	304,162		12,212,754		40.15		12,260,326		40.31
2009	30,685		1,423,352		46.39		1,424,329		46.42	229,469		10,523,441		45.86		10,249,809		44.67
2010	35,049		1,740,154		49.65		1,775,679		50.66	804,286		21,910,974		27.24		22,902,758		28.48
2011	19,725		799,711		40.54		901,452		45.70	312,007		23,135,059		74.15		23,759,632		76.15
2012	33,254		2,409,613		72.46		2,525,368		75.94	239,990		12,600,115		52.50		13,273,658		55.31
2013	13,800		846,790		61.36		928,372		67.27	173,083		7,737,328		44.70		8,424,884		48.68
2014	8,365		571,450		68.31		611,700		73.13	443,604		17,188,973		38.75		18,649,513		42.04
2015	30,923		1,546,281		50.00		1,713,626		55.42	360,555		12,753,739		35.37		14,612,322		40.53
2016	7,887		449,718		57.02		498,072		63.15	869,456		35,284,390		40.58		38,419,520		44.19
Thereafter	8,560		577,964		67.52		571,954		66.82	447,532		20,317,013		45.40		22,278,419		49.78

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

Quarterly Lease Expirations—Greater San Francisco


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	32,838		1,033,427		31.47		946,507		28.82	—		—		—		—		—

Total 2007	32,838	$	1,033,427	$	31.47	$	946,507	$	28.82	—		—		—		—		—

Q1 2008	156,470	$	6,268,902	$	40.06	$	6,268,902	$	40.06	—	$	—	$	—	$	—	$	—
Q2 2008	22,181		901,381		40.64		901,381		40.64	—		—		—		—		—
Q3 2008	50,721		1,807,830		35.64		1,818,555		35.85	—		—		—		—		—
Q4 2008	38,489		1,348,811		35.04		1,380,761		35.87	—		—		—		—		—

Total 2008	267,861	$	10,326,924	$	38.55	$	10,369,600	$	38.71	—		—		—		—		—


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	7,227		283,028		39.16		283,028		39.16	40,065		1,316,455		32.86		1,229,535		30.69

Total 2007	7,227	$	283,028	$	39.16	$	283,028	$	39.16	40,065	$	1,316,455	$	32.86	$	1,229,535	$	30.69

Q1 2008	7,597	$	324,026	$	42.65	$	324,026	$	42.65	164,067	$	6,592,928	$	40.18	$	6,592,928		40.18
Q2 2008	1,242		131,572		105.94		131,572		105.94	23,423		1,032,954		44.10		1,032,954		44.10
Q3 2008	13,657		759,775		55.63		759,775		55.63	64,378		2,567,604		39.88		2,578,330		40.05
Q4 2008	13,805		670,457		48.57		675,353		48.92	52,294		2,019,267		38.61		2,056,114		39.32

Total 2008	36,301		1,885,830		51.95		1,890,726		52.08	304,162	$	12,212,754	$	40.15	$	12,260,326	$	40.31

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

Lease Expirations—Midtown Manhattan


	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
2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
2008	252,446		17,028,992		67.46		17,028,992		67.46	—		—		—		—		—
2009	112,248		8,317,894		74.10		8,344,826		74.34	—		—		—		—		—
2010	258,452		18,395,986		71.18		18,681,188		72.28	—		—		—		—		—
2011	92,271		6,568,178		71.18		6,869,298		74.45	—		—		—		—		—
2012	173,593		15,558,042		89.62		16,233,814		93.52	—		—		—		—		—
2013	56,636		4,074,278		71.94		7,264,802		128.27	—		—		—		—		—
2014	4,172		242,810		58.20		287,451		68.90	—		—		—		—		—
2015	65,862		4,285,618		65.07		4,603,422		69.89	—		—		—		—		—
2016	1,045,753		85,787,920		82.03		92,831,606		88.77	—		—		—		—		—
Thereafter	3,255,738		221,063,238		67.90		258,757,213		79.48	—		—		—		—		—

	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
2007	—	$		$	—	$		$	—	—	$		$	—	$		$	—
2008	10,108		723,037		71.53		726,814		71.90	262,554		17,752,029		67.61		17,755,806		67.63
2009	—		—		—		—		—	112,248		8,317,894		74.10		8,344,826		74.34
2010	—		—		—		—		—	258,452		18,395,986		71.18		18,681,188		72.28
2011	14,550		1,466,862		100.82		1,545,641		106.23	106,821		8,035,041		75.22		8,414,938		78.78
2012	6,050		740,703		122.43		876,075		144.81	179,643		16,298,746		90.73		17,109,889		95.24
2013	—		—		—		—		—	56,636		4,074,278		71.94		7,264,802		128.27
2014	11,368		1,236,075		108.73		1,475,203		129.77	15,540		1,478,885		95.17		1,762,654		113.43
2015	—		—		—		—		—	65,862		4,285,618		65.07		4,603,422		69.89
2016	51,371		3,395,280		66.09		3,796,787		73.91	1,097,124		89,183,201		81.29		96,628,393		88.07
Thereafter	76,292		9,949,816		130.42		13,366,964		175.21	3,332,030		231,013,053		69.33		272,124,177		81.67

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

Quarterly Lease Expirations—Midtown Manhattan


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	—		—		—		—		—	—		—		—		—		—

Total 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—

Q1 2008	—	$	—	$	—	$	—	$	—	—	$	—	$	—		—	$	—
Q2 2008	—		—		—		—		—	—		—		—		—		—
Q3 2008	64,310		4,455,054		69.27		4,455,054		69.27	—		—		—		—		—
Q4 2008	188,136		12,573,938		66.83		12,573,938		66.83	—		—		—		—		—

Total 2008	252,446	$	17,028,992	$	67.46	$	17,028,992	$	67.46	—	$	—	$	—	$	—	$	—


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	—				—				—	—				—				—

Total 2007	—	$		$	—	$		$	—	—	$		$	—	$		$	—

Q1 2008	7,768	$	600,000	$	77.24		600,000	$	77.24	7,768	$	600,000	$	77.24		600,000	$	77.24
Q2 2008	350		26,444		75.55		26,444		75.55	350		26,444		75.55		26,444		75.55
Q3 2008	—		—		—		—		—	64,310		4,455,054		69.27		4,455,054		69.27
Q4 2008	1,990		96,593		48.54		100,370		50.44	190,126		12,670,531		66.64		12,674,308		66.66

Total 2008	10,108	$	723,037	$	71.53	$	726,814	$	71.90	262,554	$	17,752,029	$	67.61	$	17,755,806	$	67.63

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

Lease Expirations—Princeton/East Brunswick


	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
2007	208,805	$	8,276,226	$	39.64	$	8,285,684	$	39.68	—	$	—	$	—	$	—	$	—
2008	13,831		459,672		33.23		459,672		33.23	—		—		—		—		—
2009	220,558		7,883,312		35.74		7,963,230		36.10	—		—		—		—		—
2010	131,039		4,671,966		35.65		4,718,203		36.01	—		—		—		—		—
2011	380,882		12,975,518		34.07		13,211,171		34.69	—		—		—		—		—
2012	49,248		1,603,686		32.56		1,656,114		33.63	—		—		—		—		—
2013	156,711		4,531,812		28.92		5,371,978		34.28	—		—		—		—		—
2014	620,835		18,786,663		30.26		20,357,863		32.79	—		—		—		—		—
2015	154,152		4,356,388		28.26		4,960,256		32.18	—		—		—		—		—
2016	—		—		—		—		—	—		—		—		—		—
Thereafter	69,351		2,297,293		33.13		2,620,535		37.79	—		—		—		—		—

	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
2007	—	$	—	$	—	$	—	$	—	208,805	$	8,276,226	$	39.64	$	8,285,684	$	39.68
2008	—		—		—		—		—	13,831		459,672		33.23		459,672		33.23
2009	—		—		—		—		—	220,558		7,883,312		35.74		7,963,230		36.10
2010	—		—		—		—		—	131,039		4,671,966		35.65		4,718,203		36.01
2011	—		—		—		—		—	380,882		12,975,518		34.07		13,211,171		34.69
2012	—		—		—		—		—	49,248		1,603,686		32.56		1,656,114		33.63
2013	—		—		—		—		—	156,711		4,531,812		28.92		5,371,978		34.28
2014	—		—		—		—		—	620,835		18,786,663		30.26		20,357,863		32.79
2015	—		—		—		—		—	154,152		4,356,388		28.26		4,960,256		32.18
2016	—		—		—		—		—	—		—		—		—		—
Thereafter	—		—		—		—		—	69,351		2,297,293		33.13		2,620,535		37.79

Boston Properties, Inc.

Third Quarter 2007

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

Quarterly Lease Expirations—Princeton/East Brunswick


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	208,805		8,276,226		39.64		8,285,684		39.68	—		—		—		—		—

Total 2007	208,805	$	8,276,226	$	39.64	$	8,285,684	$	39.68	—	$	—	$	—	$	—	$	—

Q1 2008	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2008	—		—		—		—		—	—		—		—		—		—
Q3 2008	—		—		—		—		—	—		—		—		—		—
Q4 2008	13,831		459,672		33.23		459,672		33.23	—		—		—		—		—

Total 2008	13,831	$	459,672	$	33.23	$	459,672	$	33.23	—	$	—	$	—	$	—	$	—


	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
Q1 2007	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2007	—		—		—		—		—	—		—		—		—		—
Q3 2007	—		—		—		—		—	—		—		—		—		—
Q4 2007	—		—		—		—		—	208,805		8,276,226		39.64		8,285,684		39.68

Total 2007	—	$	—	$	—	$	—	$	—	208,805	$	8,276,226	$	39.64	$	8,285,684	$	39.68

Q1 2008	—	$	—	$	—	$	—	$	—	—	$	—	$	—	$	—	$	—
Q2 2008	—		—		—		—		—	—		—		—		—		—
Q3 2008	—		—		—		—		—	—		—		—		—		—
Q4 2008	—		—		—		—		—	13,831		459,672		33.23		459,672		33.23

Total 2008	—	$	—	$	—	$	—	$	—	13,831	$	459,672	$	33.23	$	459,672	$	33.23

Boston Properties, Inc.

Third Quarter 2007

CBD PROPERTIES

Lease Expirations


	Greater Boston											Greater Washington
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2007	4,153	$	638,418	$	153.72	(1)	$	703,098	$	169.30	(1)	2,146	$	113,604	$	52.94	$	113,604	$	52.94
2008	191,610		9,365,718		48.88			9,297,181		48.52		37,650		1,711,494	$	45.46		1,729,540		45.94
2009	333,409		14,797,426		44.38			15,385,120		46.14		402,928		15,615,294	$	38.75		15,953,833		39.59
2010	175,892		6,525,366		37.10			6,594,946		37.49		338,776		16,480,633	$	48.65		17,345,077		51.20
2011	785,721		42,442,514		54.02			44,974,071		57.24		210,800		9,906,192	$	46.99		10,649,689		50.52
2012	466,015		21,929,141		47.06			22,383,060		48.03		155,964		6,544,756	$	41.96		6,670,195		42.77
2013	225,099		12,305,497		54.67			13,509,109		60.01		7,265		338,721	$	46.62		387,723		53.37
2014	504,130		22,072,050		43.78			23,288,639		46.20		54,268		2,519,664	$	46.43		2,884,924		53.16
2015	275,473		15,073,519		54.72			16,216,934		58.87		337,833		17,576,900	$	52.03		20,222,487		59.86
2016	296,421		22,675,792		76.50			23,365,016		78.82		57,782		2,559,954	$	44.30		3,085,914		53.41
Thereafter	1,266,128		49,870,932		39.39			65,951,389		52.09		1,664,098		81,552,943	$	49.01		101,995,875		61.29

	New York											San Francisco
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2007	—	$		$	—		$		$	—		35,034	$	1,150,432	$	32.84	$	1,063,512	$	30.36
2008	262,554		17,752,029		67.61			17,755,806		67.63		245,825		10,697,378		43.52		10,702,274		43.54
2009	112,248		8,317,894		74.10			8,344,826		74.34		163,240		8,197,110		50.22		8,211,237		50.30
2010	258,452		18,395,986		71.18			18,681,188		72.28		243,578		13,761,410		56.50		14,144,820		58.07
2011	106,821		8,035,041		75.22			8,414,938		78.78		287,221		22,481,554		78.27		23,035,948		80.20
2012	179,643		16,298,746		90.73			17,109,889		95.24		230,198		12,332,418		53.57		12,975,771		56.37
2013	56,636		4,074,278		71.94			7,264,802		128.27		163,072		7,443,005		45.64		8,078,109		49.54
2014	15,540		1,478,885		95.17			1,762,654		113.43		187,302		8,648,410		46.17		9,247,775		49.37
2015	65,862		4,285,618		65.07			4,603,422		69.89		138,593		6,001,040		43.30		6,463,257		46.63
2016	1,097,124		89,183,201		81.29			96,628,393		88.07		795,328		33,031,656		41.53		35,637,512		44.81
Thereafter	3,332,030		231,013,053		69.33			272,124,177		81.67		447,532		20,317,013		45.40		22,278,419		49.78

	Princeton/East Brunswick											Other
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot			Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2006	—	$	—	$	—		$	—	$	—		—	$	—	$	—	$	—	$	—
2007	—		—		—			—		—		—		—		—		—		—
2008	—		—		—			—		—		—		—		—		—		—
2009	—		—		—			—		—		—		—		—		—		—
2010	—		—		—			—		—		—		—		—		—		—
2011	—		—		—			—		—		—		—		—		—		—
2012	—		—		—			—		—		—		—		—		—		—
2013	—		—		—			—		—		—		—		—		—		—
2014	—		—		—			—		—		—		—		—		—		—
2015	—		—		—			—		—		—		—		—		—		—
Thereafter	—		—		—			—		—		—		—		—		—		—

(1)	Includes 233 square feet of retail space and kiosks. Excluding this space, current rent on expiring leases is $44.77 and rent on expiring leases with future step-up is $44.77 per square foot in 2007.

Boston Properties, Inc.

Third Quarter 2007

SUBURBAN PROPERTIES

Lease Expirations


	Greater Boston									Greater Washington
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2007	133,003	$	3,076,194	$	23.13	$	3,356,806	$	25.24	37,811	$	828,417	$	21.91	$	828,417	$	21.91
2008	539,624		15,955,042		29.57		15,987,142		29.63	163,148		4,405,240		27.00		4,429,363		27.15
2009	535,939		16,296,695		30.41		16,878,117		31.49	429,590		13,701,775		31.90		13,871,914		32.29
2010	393,650		10,848,799		27.56		11,567,210		29.38	590,222		18,394,559		31.17		18,893,701		32.01
2011	460,115		12,184,246		26.48		12,466,034		27.09	700,037		22,212,703		31.73		24,278,014		34.68
2012	669,470		20,068,941		29.98		21,236,010		31.72	780,161		28,895,924		37.04		31,237,826		40.04
2013	96,384		1,938,516		20.11		2,100,436		21.79	93,852		3,119,795		33.24		3,416,290		36.40
2014	124,162		3,142,661		25.31		3,442,750		27.73	715,506		20,107,037		28.10		22,945,379		32.07
2015	14,632		332,136		22.70		332,136		22.70	413,308		11,840,202		28.65		13,989,804		33.85
2016	158,900		4,968,273		31.27		5,263,273		33.12	348,094		9,819,519		28.21		12,044,354		34.60
Thereafter	205,256		8,946,672		43.59		9,039,326		44.04	710,755		25,066,105		35.27		25,484,855		35.86

	New York									San Francisco
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2007	—	$	—	$	—	$	—	$	—	5,031	$	166,023	$	33.00	$	166,023	$	33.00
2008	—		—		—		—		—	58,337		1,515,376		25.98		1,558,052		26.71
2009	—		—		—		—		—	66,229		2,326,330		35.13		2,038,572		30.78
2010	—		—		—		—		—	560,708		8,149,564		14.53		8,757,938		15.62
2011	—		—		—		—		—	24,786		653,505		26.37		723,684		29.20
2012	—		—		—		—		—	9,792		267,697		27.34		297,887		30.42
2013	—		—		—		—		—	10,011		294,323		29.40		346,775		34.64
2014	—		—		—		—		—	256,302		8,540,563		33.32		9,401,737		36.68
2015	—		—		—		—		—	221,962		6,752,700		30.42		8,149,065		36.71
2016	—		—		—		—		—	74,128		2,252,734		30.39		2,782,008		37.53
Thereafter	—		—		—		—		—	—		—		—		—		—

	Princeton/East Brunswick									Other
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot		Rentable Square Footage Subject to Expiring Leases	Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot
2007	208,805	$	8,276,226	$	39.64	$	8,285,684	$	39.68	—	$	—	$	—	$	—	$	—
2008	13,831		459,672		33.23		459,672		33.23	—		—		—		—		—
2009	220,558		7,883,312		35.74		7,963,230		36.10	—		—		—		—		—
2010	131,039		4,671,966		35.65		4,718,203		36.01	—		—		—		—		—
2011	380,882		12,975,518		34.07		13,211,171		34.69	—		—		—		—		—
2012	49,248		1,603,686		32.56		1,656,114		33.63	—		—		—		—		—
2013	156,711		4,531,812		28.92		5,371,978		34.28	—		—		—		—		—
2014	620,835		18,786,663		30.26		20,357,863		32.79	—		—		—		—		—
2015	154,152		4,356,388		28.26		4,960,256		32.18	—		—		—		—		—
2016	—		—		—		—		—	—		—		—		—		—
Thereafter	69,351		2,297,293		33.13		2,620,535		37.79	—		—		—		—		—

Boston Properties, Inc.

Third Quarter 2007

HOTEL PERFORMANCE

Cambridge Center Marriott


	Third Quarter 2007			Third Quarter 2006			Percent Change		Year to Date 2007			Year to Date 2006			Percent Change
Occupancy		86.0	%		86.4	%	-0.5	%		80.9	%		74.5	%(1)	8.6	%
Average Daily Rate	$	209.75		$	191.13		9.7	%	$	205.09		$	188.61		8.7	%
Revenue per available room	$	180.46		$	165.14		9.3	%	$	165.94		$	140.54		18.1	%

(1)	For the nine months ended September 30, 2006, the Cambridge Center Marriott underwent a room renovation project which totaled approximately $5.6 million.

Boston Properties, Inc.

Third Quarter 2007

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾—By Location


	CBD				Suburban				Total
Location	30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06
Greater Boston	98.7	%	94.4	%	83.7	%	86.0	%	91.5	%	90.3	%
Greater Washington	99.8	%	99.0	%	99.5	%	99.4	%	99.7	%	99.3	%
Midtown Manhattan	99.4	%	99.9	%	n/a		n/a		99.4	%	99.9	%
Princeton/East Brunswick, NJ	n/a		n/a		87.1	%	88.0	%	87.1	%	88.0	%
Greater San Francisco	85.9	%	87.5	%	97.9	%	91.8	%	88.1	%	88.3	%

Total Portfolio	96.4	%	95.6	%	91.6	%	92.1	%	94.4	%	94.1	%


Same Property Occupancy⁽¹⁾*—By Type of Property*

	CBD				Suburban				Total
	30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06		30-Sep-07		30-Sep-06
Total Office Portfolio	96.3	%	95.5	%	93.4	%	93.5	%	95.2	%	94.7	%
Total Office/Technical Portfolio	100.0	%	100.0	%	77.5	%	81.0	%	81.6	%	84.5	%

Total Portfolio	96.4	%	95.6	%	91.6	%	92.1	%	94.4	%	94.1	%

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

Boston Properties, Inc.

Third Quarter 2007

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel Properties


	Office		Office/Technical		Hotel (1)		Total
Number of Properties	93		18		1		112
Square feet	26,089,300		1,628,594		330,400		28,048,294
Percent of in-service properties	92.9	%	91.1	%	100.0	%	92.9	%
Occupancy @ 9/30/2006	94.7	%	84.5	%	—		94.1	%
Occupancy @ 9/30/2007	95.2	%	81.6	%	—		94.4	%
Percent change from 2nd quarter 2007 over 2nd quarter 2006 (2):
Rental revenue	3.6	%	3.0	%	3.9	%	3.6	%
Operating expenses and real estate taxes	1.1	%	31.2	%	-1.0	%	1.5	%
Net Operating Income (3)	5.0	%	-4.3	%	19.8	%(2)	4.7	%
Net Operating Income (3)—without hotels							4.6	%

Rental revenue—cash basis	4.5	%	4.4	%	4.0	%	4.5	%
Net Operating Income (3)—cash basis (4)	6.6	%	-2.7	%	19.9	%(2)	6.3	%
Net Operating Income (3)—cash basis(4)—without hotels							6.2	%

Same Property Lease Analysis—quarter ended September 30, 2007


	Office			Office/Technical			Total
Vacant space available @ 7/1/2007 (sf)		1,273,182			247,410			1,520,592
Square footage of leases expiring or terminated 7/1/2007-9/30/2007		1,198,789			51,647			1,250,436

Total space for lease (sf)		2,471,971			299,057			2,771,028

New tenants (sf)		479,481			—			479,481
Renewals (sf)		730,043			—			730,043

Total space leased (sf)		1,209,524			—			1,209,524

Space available @ 9/30/2007 (sf)		1,262,447			299,057			1,561,504

Net (increase)/decrease in available space (sf)		10,735			(51,647	)		(40,912	)
2nd generation Average lease term (months)		75			—			75
2nd generation Average free rent (days)		23			—			23
2nd generation TI/Comm PSF	$	17.58		$	—		$	17.58
Increase (decrease) in 2nd generation gross rents (4) (5)		35.17	%		0.00	%		35.17	%
Increase (decrease) in 2nd generation net rents (4) (5)		56.56	%		0.00	%		56.56	%

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

(2)	See page 45 for a quantitative reconciliation of Same Property Net Operating Income (NOI) by reportable segment.

(3)	For a quantitative reconciliation of NOI to net income available to common shareholders, see page 44. For disclosures relating to our use of NOI, see page 51.

(4)	Represents change in rents on a “cash to cash” basis (actual rent at time of expiration vs. initial rent of new lease) and for only 2nd generation space after eliminating any space vacant for more than 12 months. The total footage being weighted is 1,095,618 square feet.

(5)	Includes 78,403 square feet of former Boston Properties leased space with no prior income. Excluding this space our total increase in 2nd generation gross and net rents would have been 22.48% and 33.60%, respectively.

Boston Properties, Inc.

Third Quarter 2007

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	9/30/2007			9/30/2006
	*(in thousands)*
Net income available to common shareholders	$	242,370		$	107,962
Gains on sales of real estate from discontinued operations, net of minority interest		—			—
Income from discontinued operations, net of minority interest		—			(3,371	)
Gains on sales of real estate, net of minority interest		(168,495	)		(17,889	)
Minority interest in Operating Partnership		14,178			18,404
Income from unconsolidated joint ventures		(1,390	)		(20,200	)
Minority interest in property partnership		—			—

Income before minority interest in property partnership, income from unconsolidated joint ventures, minority interest in Operating Partnership, gains on sales of real estate and discontinued operations		86,663			84,906
Add:
Losses from early entinguishments of debt		2,695			208
Depreciation and amortization		71,616			70,558
Interest expense		69,929			73,571
General and administrative expense		20,189			12,739
Subtract:
Interest and other income		(25,081	)		(14,611	)
Development and management services income		(5,318	)		(4,558	)

Consolidated Net Operating Income	$	220,693		$	222,813

Same Property Net Operating Income	$	206,139		$	196,821
Net operating income from non Same Properties (1)		13,812			22,300
Termination income		742			3,692

Consolidated Net Operating Income	$	220,693		$	222,813

Same Property Net Operating Income	$	206,139		$	196,821
Less straight-line rent and fair value lease revenue		7,837			10,273

Same Property Net Operating Income—cash basis	$	198,302		$	186,548

(1)	See pages 21-23 for properties which are not included as part of Same Property Net Operating Income.

Boston Properties, Inc.

Third Quarter 2007

Same Property Net Operating Income by Reportable Segment

(in thousands)


	Office									Office/Technical
	For the three months ended				$			%		For the three months ended				$			%
	30-Sep-07		30-Sep-06		Change			Change		30-Sep-07		30-Sep-06		Change			Change
Rental Revenue	$	302,021	$	293,636						$	10,817	$	10,457
Less Termination Income		693		2,700							49		—

Rental revenue—subtotal		301,328		290,936		10,392		3.6	%		10,768		10,457		311		3.0	%
Operating expenses and real estate taxes		105,505		104,399		1,106		1.1	%		2,824		2,153		671		31.2	%

Net Operating Income (1)	$	195,823	$	186,537	$	9,286		5.0	%	$	7,944	$	8,304	$	(360	)	-4.3	%

Rental revenue—subtotal	$	301,328	$	290,936						$	10,768	$	10,457
Less straight line rent and fair value lease revenue		7,816		10,106		(2,290	)	-22.7	%		22		166		(144	)	-86.7	%

Rental revenue—cash basis		293,512		280,830		12,682		4.5	%		10,746		10,291		455		4.4	%
Less:
Operating expenses and real estate taxes		105,505		104,399		1,106		1.1	%		2,824		2,153		671		31.2	%

Net Operating Income (2)—cash basis	$	188,007	$	176,431	$	11,576		6.6	%	$	7,922	$	8,138	$	(216	)	-2.7	%


	Hotel										Total
	For the three months ended					$			%		For the three months ended				$			%
	30-Sep-07			30-Sep-06		Change			Change		30-Sep-07		30-Sep-06		Change			Change
Rental Revenue	$	8,647		$	8,319						$	321,485	$	312,412
Less Termination Income		—			—							742		2,700

Rental revenue—subtotal		8,647			8,319	$	328		3.9	%		320,743		309,712		11,031		3.6	%
Operating expenses and real estate taxes		6,275			6,339		(64	)	-1.0	%		114,604		112,891		1,713		1.5	%

Net Operating Income (1)	$	2,372		$	1,980	$	392		19.8	%	$	206,139	$	196,821	$	9,318		4.7	%

Rental revenue—subtotal	$	8,647		$	8,319						$	320,743	$	309,712
Less straight line rent and fair value lease revenue		(1	)		1		(2	)	-200.0	%		7,837		10,273		(2,436	)	-23.7	%

Rental revenue—cash basis		8,648			8,318		330		4.0	%		312,906		299,439		13,467		4.5	%
Less:
Operating expenses and real estate taxes		6,275			6,339		(64	)	-1.0	%		114,604		112,891		1,713		1.5	%

Net Operating Income (2)—cash basis	$	2,373		$	1,979	$	394		19.9	%	$	198,302	$	186,548	$	11,754		6.3	%

(1)	For a quantitative reconciliation of net operating income (NOI) to net income available to common shareholders, see page 44. For disclosures relating to our use of NOI see page 51.

(2)	For a quantitative reconciliation of NOI to NOI on a cash basis see page 44. For disclosures relating to our use of NOI see page 51.

Boston Properties, Inc.

Third Quarter 2007

LEASING ACTIVITY

All In-Service Properties—quarter ended September 30, 2007


	Office			Office/Technical			Total
Vacant space available @ 7/1/2007 (sf)		1,570,343			273,358			1,843,701
Property dispositions/ assets taken out of service (sf)		(110,335	)		—			(110,335	)
Property acquisitions/ assets placed in-service (sf)		—			—			—
Leases expiring or terminated 7/1/2007-9/30/2007 (sf)		1,210,195			122,647			1,332,842

Total space for lease (sf)		2,670,203			396,005			3,066,208

New tenants (sf)		505,403			—			505,403
Renewals (sf)		730,043			—			730,043

Total space leased (sf)		1,235,446			—			1,235,446	(1)

Space available @ 9/30/2007 (sf)		1,434,757			396,005			1,830,762

Net (increase)/decrease in available space (sf)		135,586			(122,647	)		12,939
2nd generation Average lease term (months)		75			—			75
2nd generation Average free rent (days)		23			—			23
2nd generation TI/Comm PSF	$	18.05		$	—		$	18.05
Increase (decrease) in 2nd generation gross rents (2) (3)		34.94	%		0.00	%		34.94	%
Increase (decrease) in 2nd generation net rents (3) (4)		56.10	%		0.00	%		56.10	%


	All leases 1st Generation	All leases 2nd Generation	Incr (decr) in 2nd gen. gross cash rents (2)		Incr (decr) in 2nd gen. net cash rents (3)		Total Leased (5)	Total square feet of leases executed in the quarter (6)
Boston	—	215,687	180.78	%(3)	1407.76	%(3)	215,687	749,686
Washington	5,970	613,771	19.39	%	29.72	%	619,741	575,145
New York	—	179,013	43.93	%	63.12	%	179,013	11,923
San Francisco	—	133,561	3.19	%	2.57	%	133,561	232,631
Princeton	—	87,444	-4.51	%	-7.21	%	87,444	53,709

	5,970	1,229,476	34.94	%(3)	56.10	%(3)	1,235,446	1,623,094

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

(2)	Represents increase (decrease) in gross rent (total base rent and expense reimbursements), comparing the change in rent at lease expiration vs. initial rent of the new lease for 2nd generation space that has been vacant for less than twelve months. The total footage being weighted is 1,102,699.

(3)

Includes 78,403 square feet of former Boston Properties leased space with no prior income. Excluding this space our total increase in 2nd generation gross and net rents would have been 22.34% and 33.35%, respectively. The Boston region increase in 2nd generation gross and net rents would have been 2.53% and 3.88%, respectively.

(4)	Represents increase (decrease) in net rent (base rent less base year expense), comparing the rent at lease expiration vs. initial rent of the new lease for 2nd generation space that has been vacant for less than twelve months. The total footage being weighted is 1,102,699.

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

(6)	Represents leases executed for which the economic impact may be realized in the quarter or future quarters.

Boston Properties, Inc.

Third Quarter 2007

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q3 2007		Q2 2007		Q1 2007		2006			2005		2004
Recurring capital expenditures	$	10,498	$	6,676	$	3,208	$	25,718		$	22,369	$	25,101
Planned non-recurring capital expenditures associated with acquisition properties		178		306		352		3,869			2,957		4,889
Hotel improvements, equipment upgrades and replacements		214		565		281		7,969	(1)		4,097		1,001

	$	10,890	$	7,547	$	3,841	$	37,556		$	29,423	$	30,991


*2nd Generation Tenant Improvements and Leasing Commissions*
	Q3 2007		Q2 2007		Q1 2007		2006			2005		2004
Office
Square feet		1,229,476		608,564		497,349		2,972,996			2,749,079		3,356,267

Tenant improvement and lease commissions PSF	$	18.05	$	31.26	$	25.60	$	29.14		$	28.75	$	24.74

Office/Technical
Square feet		—		916		—		33,400			82,753		195,953

Tenant improvement and lease commissions PSF	$	—	$	—	$	—	$	—		$	2.89	$	14.35

Average tenant improvement and lease commissions PSF	$	18.05	$	31.21	$	25.60	$	28.82		$	28.00	$	24.17

(1)	Includes approximately $5.6 million of costs related to a room renovation project at Cambridge Center Marriott.

Boston Properties, Inc.

Third Quarter 2007

ACQUISITIONS/DISPOSITIONS

as of September 30, 2007

ACQUISITIONS

For the period from January 1, 2007 through September 30, 2007


Property	Date Acquired	Square Feet	Initial Investment		Anticipated Future Investment			Total Investment		Percentage Leased
6601 & 6605 Springfield Center Drive	Jan-07	97,388	$	16,500,000	$	—	(1)	$	16,500,000	100	%
250 West 55th Street	Jan-07	N/A		228,750,000		—	(1)		228,750,000	N/A
103 Fourth Avenue	Jan-07	62,476		14,300,000		—	(1)		14,300,000	58	%
Kingstowne Towne Center	Mar-07	395,377		133,960,000		500,000			134,460,000	96	%
Russia Wharf	Mar-07	N/A		105,500,000		—	(1)		105,500,000	N/A
Springfield Metro Center	Apr-07	N/A		25,564,000		—	(1)		25,564,000	N/A
701 Carnegie Center	Jul-07	N/A		3,060,000		—	(1)		3,060,000	N/A

Total Acquisitions		555,241	$	527,634,000	$	500,000		$	528,134,000	93	%

DISPOSITIONS

For the period from January 1, 2007 through September 30, 2007


Property	Date Disposed	Square Feet	Gross Sales Price		Book Gain
5 Times Square	Feb-07	1,101,779	$	1,280,000,000	$	713,600,000
Long Wharf Marriott (402 Rooms)	Mar-07	420,000		231,000,000		190,924,000
280 Park Avenue	Jun-06					18,037,000	(2)
Newport Office Park	Apr-07	171,957		37,000,000		13,643,000
Democracy Center	Aug-07	685,000		280,500,000		198,205,000

Total Dispositions		2,378,736	$	1,828,500,000	$	1,134,409,000

(1)	Anticipated future investment on future development projects are not included.

(2)

280 Park Avenue was sold in June 2006. The Company entered into a 74,340 net rentable square foot master lease obligation with the buyer resulting in the deferral of approximately $67.3 million of the book gain. Subsequent to the sale during 2006, the Company signed qualifying leases for 26,281 net rentable square feet and recognized approximately $21.0 million of additional book gain. During the nine months ended September 30, 2007, the Company signed an additional qualifying lease for 22,000 net rentable square feet resulting in the recognition of approximately $18.1 million of additional book gain. As of September 30, 2007, the master lease obligation totaled approximately $26.5 million.

Boston Properties, Inc.

Third Quarter 2007

VALUE CREATION PIPELINE—CONSTRUCTION IN PROGRESS (1)

as of September 30, 2007


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 9/30/2007 (2)		Estimated Future Equity Requirement (2)		Percentage Leased (3)
505 9th Street (50% ownership) (4)	Q4 2007	Q4 2008	Washington, D.C.	1	323,000	$	60,887,346	$	65,000,000	$	47,500,000	$	39,531,937	$	—	97	%
77 CityPoint (formerly 77 Fourth Avenue)	Q1 2008	Q1 2009	Waltham, MA	1	210,000		55,699,586		79,707,173		—		—		24,007,587	21	%
South of Market (Phase I)	Q1 2008	Q3 2009	Reston, VA	3	652,000		140,496,671		213,800,000		200,000,000		96,705,983		—	47	%
One Preserve Parkway	Q2 2008	Q4 2009	Rockville, MD	1	183,000		30,644,196		60,536,931		—		—		29,892,735	16	%
Annapolis Junction (50% ownership)	Q2 2008	Q4 2009	Annapolis, MD	1	117,600		8,316,452		29,800,000		22,750,000		2,785,461		1,519,009	0	%
Wisconsin Place (66.67% ownership)(5)	Q1 2009	Q4 2010	Chevy Chase, MD	1	290,000		32,603,777		93,500,000		22,850,203		15,714,735		53,760,755	55	%
701 Carnegie Center	Q3 2009	Q3 2009	Princeton, NJ	1	120,000		5,682,833		34,000,000		—		—		28,317,167	100	%
South of Market (Phase II)	Q3 2009	Q3 2010	Reston, VA	1	225,000		8,077,264		87,200,000		—		—		79,122,736	58	%
250 West 55th	Q4 2009	Q4 2010	New York, NY	1	1,000,000		275,533,685		910,000,000		—		—		634,466,315	0	%
Russia Wharf (6)	Q1 2011	Q3 2011	Boston, MA	2	815,000		114,765,690		525,000,000		—		—		410,234,310	0	%

Total Properties under Construction				13	3,935,600	$	732,707,500	$	2,098,544,104	$	293,100,203	$	154,738,116	$	1,261,320,614	28	%


*PROJECTS PLACED-IN-SERVICE DURING 2007*

	Initial In Service Date	Estimated Stabilization Date	Location	# of Buildings	Square feet	Investment to Date		Estimated Total Investment		Debt		Drawn at September 30, 2007		Estimated Future Equity Requirement		Percentage Leased


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

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market	Number of Buildings	Square Feet	Leased %		Annualized Revenue Per Leased SF		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Estimated Future SF (7)
103 Fourth Avenue	Route 128 Mass Turnpike MA	1	62,476	58.5	%	$	19.78	N	S	265,000
Waltham Office Center	Route 128 Mass Turnpike MA	3	129,041	87.0	%		25.82	N	S	414,000
6601 Springfield Center Drive	Fairfax County VA	1	26,388	100.0	%		12.26	N	S	86,000
6605 Springfield Center Drive	Fairfax County VA	1	71,000	0.0	%		—	N	S	300,000

Total Properties held for Re-Development		6	288,905	60.6	%	$	22.52			1,065,000

(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.

(3)	Represents percentage leased as of October 24, 2007.

(4)	On October 1, 2007 the Company placed this property in-service.

(5)	Includes approximately $29.5 million of land and infrastructure costs invested to date and approximately $15.7 million of construction financing drawn to date on the land and infrastructure which reflects the Company’s share (23.89%) of unconsolidated land and infrastructure joint venture.

(6)	Includes 235,000 square feet of residential space for rent or for sale.

(7)	Included in developable square feet of Value Creation Pipeline-Owned Land Parcels on page 50.

Boston Properties, Inc.

Third Quarter 2007

VALUE CREATION PIPELINE—OWNED LAND PARCELS

as of September 30, 2007


Location	Acreage	Developable Square Feet
Waltham, MA (1)	25.4	1,163,604
Dulles, VA	76.6	934,000
Reston, VA	33.8	910,000
Gaithersburg, MD	27.0	850,000
San Jose, CA	3.7	841,000
Springfield, VA (1)	17.8	800,000
Rockville, MD	58.1	759,000
Marlborough, MA	50.0	400,000
Weston, MA	74.0	350,000
Boston, MA	0.2	304,500
Andover, MA	10.0	110,000

	376.6	7,422,104

VALUE CREATION PIPELINE—LAND PURCHASE OPTIONS

as of September 30, 2007


Location	Acreage	Developable Square Feet
Princeton, NJ (2)	143.1	1,780,000
Framingham, MA (3)	21.5	300,000
Cambridge, MA (4)	—	200,000
New York, NY	1.0	850,000

	165.6	3,130,000

(1)	Properties on-site are positioned for future re-development and can be found on page 49.

(2)	$30.50 per square foot and $125,000 per annum non-refundable payment.

(3)	Subject to ground lease.

(4)	The Company has the option to purchase additional residential rights.

Boston Properties, Inc.

Third Quarter 2007

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 other documents filed with the SEC from time to time.

Funds from Operations

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

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.

Funds Available for Distribution (FAD)

In addition to FFO, we present Funds Available for Distribution (FAD) by (1) adding to FFO as adjusted non-real estate depreciation, (2) eliminating the effect of straight-line rent, and (3) subtracting: recurring capital expenditures; hotel improvements, equipment upgrades and replacements; and second generation tenant improvement and leasing commissions. In addition, this calculation includes all non-cash compensation expense related to restricted securities. Although our FAD may not be comparable to that of other REITs and real estate companies, we believe it provides a meaningful indicator of our ability to fund cash needs and to make cash distributions to equity owners. In addition, we believe that to further understand our liquidity, FAD should be compared with our cash flows 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.

Debt to Total Market Capitalization Ratio

Debt to total 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 market capitalization is the sum of our total indebtedness outstanding on a consolidated basis (excluding unconsolidated joint venture debt) and 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) the actual aggregate number of outstanding common partnership units of our operating partnership (including common partnership units held by the company), (2) the number of common partnership units issuable upon conversion of all outstanding long term incentive plan units of our operating partnership, or LTIP units, assuming all conditions have been met for the conversion of the LTIP units, and (3) the number of common partnership units issuable upon conversion of preferred partnership units of our operating partnership. 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 debt to total market capitalization ratio is in part a function of the market price of the common stock of Boston Properties, Inc., 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 debt to total 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.

Net Operating Income (NOI)

NOI is a non-GAAP financial measure equal to net income available to common shareholders, the most directly comparable GAAP financial measure, plus corporate general and administrative expense, depreciation and amortization, interest expense, minority interest in Operating Partnership and losses from early extinguishment of debt, less interest income, development and management income, gains from property dispositions, gains on sale from discontinued operations, income from discontinued operations, income from unconsolidated joint ventures and minority interest in property partnerships. In some cases we also present NOI on a cash basis, which is NOI after eliminating the effects of straight-lining of rent. We use NOI internally as a performance measure and believe 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 NOI is a useful measure for evaluating the operating performance of our real estate assets. Our management also uses NOI to evaluate regional property level performance and to make decisions about resource allocations. Further, we believe NOI is useful to investors as a performance measure because, when compared across periods, 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. 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. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. We believe that in order to facilitate a clear understanding of our operating results, NOI should be examined in conjunction with net income as presented in our consolidated financial statements. 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.” 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.

Same Properties

In our analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented. We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us through the end of the latest period presented as “Same Properties.” “Same Properties” therefore exclude properties placed in-service, acquired or repositioned after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as “in-service” for that property to be included in “Same Properties.” See pages 21-23 for “In-Service Properties” which are not included in “Same Properties.”

If you would like to receive this document in a different electronic format, please call investor relations at 617-236-3322.

Press Release

Exhibit 99.2



800 Boylston Street
Boston, MA 02199

AT THE COMPANY		AT FINANCIAL RELATIONS BOARD
Michael Walsh		Marilynn Meek – General Information
Senior Vice President, Finance		(212) 827-3773
(617) 236-3410

BOSTON PROPERTIES, INC. ANNOUNCES

THIRD QUARTER 2007 RESULTS AND APPOINTMENT OF NEW CFO


Reports diluted FFO per share of $1.15		Reports diluted EPS of $1.99

BOSTON, MA, October 24, 2007 – Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the third quarter ended September 30, 2007.

Funds from Operations (FFO) for the quarter ended September 30, 2007 were $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. This compares to FFO for the quarter ended September 30, 2006 of $137.3 million, or $1.19 per share basic and $1.16 per share diluted. The loss from early extinguishment of debt associated with the sale of real estate totaled approximately $2.7 million, or $0.02 per share basic and diluted for the quarter ended September 30, 2007. FFO for the quarter ended September 30, 2007 includes the write-off of costs related to an abandoned suburban development project totaling approximately $4.5 million, or $0.03 per share basic and diluted. The weighted average number of basic and diluted shares outstanding totaled 119,010,269 and 122,298,400, respectively, for the quarter ended September 30, 2007 and 115,431,903 and 120,726,865, respectively, for the quarter ended September 30, 2006.

Net income available to common shareholders was $242.4 million for the three months ended September 30, 2007, compared to $108.0 million for the quarter ended September 30, 2006. Net income available to common shareholders per share (EPS) for the quarter ended September 30, 2007 was $2.02 basic and $1.99 on a diluted basis. This compares to EPS for the third quarter of 2006 of $0.93 basic and $0.91 on a diluted basis. EPS includes $1.38 and $0.18, on a diluted basis, related to gains on sales of real estate and discontinued operations for the quarters ended September 30, 2007 and 2006, respectively.

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, 2007. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of September 30, 2007, the Company’s portfolio consisted of 138 properties comprising approximately 44.1 million square feet, including 13 properties under construction totaling 3.9 million square feet and one hotel. The overall percentage of leased space for the 124 properties in service as of September 30, 2007 was 93.9%.

Significant events of the third quarter include:

•

On July 12, 2007, the Company executed a lease with Ropes & Gray LLP to relocate its Boston office to the Prudential Tower. The law firm will occupy more than 400,000 square feet of office space in the top floors of the 52-story, 1.2 million square foot office building beginning in the fall of 2010.

•

On July 16, 2007, the Company entered into a joint venture with an unrelated third party to develop a Class A office complex aggregating approximately 425,000 net rentable square feet located in Anne Arundel County, Maryland. The joint venture partner contributed the land for a 50% interest in the joint venture and the Company will contribute cash of approximately $14.9 million for its 50% interest. The joint venture has commenced construction on an approximately 114,000 net rentable square foot Class A office property on the site. On September 13, 2007, the joint venture entity obtained construction financing totaling $45.5 million. The construction financing bears interest at a variable rate equal to LIBOR plus 1.20% per annum and matures in September 2010, with two one-year extension options.

•

On July 24, 2007, the Company acquired 701 Carnegie Center, a parcel of land located in Princeton, New Jersey for a purchase price of approximately $3.1 million. As previously announced, the Company entered into a lease agreement on June 11, 2007 with The Trustees of Princeton University for a build-to-suit project on the site with approximately 120,000 net rentable square feet of Class A office space. The Company expects that the building will be complete and available for occupancy during the fourth quarter of 2009.

•

On July 27, 2007, the Company commenced an interest rate hedging program for a portion of its anticipated financing activity in 2008. To date, the Company has entered into a series of treasury lock contracts and forward starting interest rate swap contracts on notional amounts aggregating $450.0 million for 10-year fixed rate financings estimated to occur on or about April 1, 2008 and on or about July 31, 2008. The contracts have fixed the 10-year treasury rate at a weighted average rate of 4.68%.

•

On August 6, 2007, the Company used available cash to repay the mortgage loan collateralized by its Embarcadero Center Four property located in San Francisco, California totaling approximately $131.2 million. There was no prepayment penalty associated with the repayment. The mortgage loan bore interest at a fixed rate of 6.79% per annum and was scheduled to mature on February 1, 2008.

•

On August 7, 2007, the Company sold Democracy Center in Bethesda, Maryland, for approximately $280.5 million. Democracy Center is a Class A office complex that contains an aggregate of approximately 685,000 net rentable square feet. In conjunction with the sale, the Company repaid the

mortgage financing collateralized by the property totaling approximately $94.6 million. The Company paid a prepayment fee of approximately $2.6 million associated with the repayment. The mortgage loan bore interest at a fixed rate equal to 7.05% per annum and was scheduled to mature on April 1, 2009.

•

On September 27, 2007, the Company executed a contract to acquire North First Business Park located in San Jose, California, at a purchase price of approximately $71.5 million. This property is comprised of eight office/technical properties aggregating approximately 367,000 net rentable square feet located on approximately 24 acres of land. The Company expects to redevelop this site into approximately 1.4 million net rentable square feet of Class A office space. The acquisition is subject to the satisfaction of customary closing conditions and there can be no assurance that the acquisition will be consummated on the terms currently contemplated or at all.

•

On September 27, 2007, the Company entered into an interest rate swap contract to fix the one-month LIBOR index rate at 4.57% per annum on a construction loan with a notional amount of $96.7 million. The swap contract went into effect on October 22, 2007 and expires on October 29, 2008.

Transactions completed subsequent to September 30, 2007:

•

On October 1, 2007, a joint venture in which the Company has a 50% interest, placed in-service 505 9th Street, a 323,000 net rentable square foot Class A office property located in Washington, D.C. The building is 97% leased. On October 17, 2007, the construction financing on the property was converted to a 10-year fixed rate loan that matures on November 1, 2017. The loan totals $130.0 million and bears interest at a fixed interest rate of 5.73% per annum.

•

On October 1, 2007, the Company used available cash to repay the mortgage loan collateralized by its 504, 506, 508 and 510 Carnegie Center properties located in Princeton, New Jersey totaling approximately $65.0 million. There was no prepayment penalty associated with the repayment. The mortgage loans bore interest at a fixed rate of 7.39% per annum and were scheduled to mature on January 1, 2008.

Senior Management Promotions

The Company also announced two senior management promotions, effective November 15, 2007.

Michael E. LaBelle, age 43, has been promoted to Senior Vice President, Chief Financial Officer and Treasurer of the Company from Senior Vice President, Finance. Mr. LaBelle joined the Company in March 2000. His primary responsibilities have involved managing all debt capital market activities, including maintaining the Company’s relationships with its rating agencies and lending institutions, supervising treasury management and underwriting tenant credit capacity. Prior to joining the Company, Mr. LaBelle held the position of Vice President & Relationship Manager with Fleet National Bank for nine years with the responsibility of financing large scale commercial real estate developments. He started his career as an Associate National Bank Examiner with the Office of the Comptroller of the Currency in New York City specializing in commercial real estate debt portfolio analysis and valuation in commercial banks located throughout the Mid-Atlantic and Northeastern United States. Mr. LaBelle holds a Bachelor of Science degree in Economics from the University of Colorado.

Michael R. Walsh, age 40, who is currently Senior Vice President, Finance and responsible for financial analysis and corporate projections, has assumed the additional responsibility for management oversight of all aspects of the Company’s financial reporting and tax functions. Mr. Walsh will continue to play a key role as a primary contact for investors and analysts. With more than 20 years of tenure at the Company, Mr. Walsh has overseen the financial analysis of the Company’s acquisitions, developments and complex financial transactions. Prior to his current role at the Company, Mr. Walsh held the positions of Assistant Controller and Vice President of Finance. Mr. Walsh received a Bachelor of Science degree, Magna Cum Laude, from Eastern Nazarene College.

Commenting on the promotions, the Company’s President, Douglas T. Linde, said, “We are fortunate to have within our organization two of the most talented professionals in the real estate industry whose work at Boston Properties has clearly demonstrated their capability to assume increased responsibility. I am confident that they will form a fantastic team and help us build on our strong financial position.”

EPS and FFO per Share Guidance:

The Company’s guidance for the fourth quarter 2007 and full year 2008 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below. In addition to the assumptions described below the table, the guidance for the full year 2008 assumes that the Company’s Board of Directors declares a special dividend in the amount of $5.70 per common share/unit in December 2007, payable by the end of January 2008, primarily relating to gains on sales of assets (including 5 Times Square); there can be no assurance, however, as to the exact amount or timing of this special dividend.


	Fourth Quarter 2007	Full Year 2008
	Low - High	Low-High
Projected EPS (diluted)	$1.12 - $1.13	$2.52 - $2.62
Add:
Projected Company Share of Real Estate Depreciation and Amortization	0.51 - 0.51	2.10 - 2.10
Less:
Projected Company Share of Gains on Sales of Real Estate	0.45 - 0.45	— - —

Projected FFO per Share (diluted)	$1.18 - $1.19	$4.62 - $4.72

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. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions, dispositions or financings. 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 August 31, 2007, the Financial Accounting Standards Board (the “FASB”) issued proposed FASB Staff Position No. APB 14-a “Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)” (the “proposed FSP”) that would require 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. As disclosed in the Company’s most recent Form 10-Q, the proposed FSP, if issued as currently contemplated, would require that the initial debt proceeds from the sale of Boston Properties Limited Partnership’s (“BPLP”) $862.5 million of 2.875% exchangeable senior notes due 2037 and $450.0 million of 3.75% exchangeable senior notes due 2036 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 would 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. The proposed FSP would be effective for fiscal years beginning after December 15, 2007 and interim periods within those fiscal years, and it would be applied retrospectively to BPLP’s outstanding exchangeable senior notes for all periods presented. Based on the Company’s current understanding of the application of the proposed FSP, this would result in an aggregate of approximately $0.13-$0.14 per share (net of incremental capitalized interest) of additional non-cash interest expense for fiscal 2008. Excluding the impact of capitalized interest, the additional non-cash interest expense would be approximately $0.15-$0.16 per share, and this amount (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. There can be no assurance that the proposed FSP will be issued in the form currently contemplated by the FASB, or at all, and therefore its ultimate impact on the Company’s interest expense may differ materially from the aforementioned estimate. Accordingly, the guidance set forth in the table above also does not include the potential impact of the proposed FSP.

Boston Properties will host a conference call tomorrow, October 25, 2007 at 10:00 AM Eastern Time, open to the general public, to discuss the third quarter 2007 results, the fourth quarter 2007 and 2008 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) 240-6709 (Domestic) or (303) 262-2193 (International); no passcode required. A replay of the conference call will be available through November 1, 2007, by dialing (800) 405-2236 (Domestic) or (303) 590-3000 (International) and entering the passcode 11098531. There will also be a live audio webcast of the call which may be accessed on the Company’s website at www.bostonproperties.com in the Investor Relations section, through www.fulldisclosure.com for individual investors, or through the password-protected event management site, www.streetevents.com, for institutional investors. Shortly after the call a replay of the webcast and a podcast will be available on the Company’s website, www.bostonproperties.com, in the Investor Relations section, and archived for up to twelve months following the call.

Additionally, a copy of Boston Properties’ third quarter 2007 “Supplemental Operating and Financial Data” and this press release are available in the Investor Relations section of the Company’s website at www.bostonproperties.com. These materials are also available by contacting Investor Relations at (617) 236-3322 or by written request to:

Investor Relations

Boston Properties, Inc.

Prudential Center

800 Boylston Street, Suite 1900

Boston, MA 02199-8103

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 effects of local economic and market conditions, the effects of acquisitions and dispositions (including the exact amount and timing of any related special dividend 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, including its guidance for the fourth quarter of 2007 and full fiscal year 2008, whether as a result of new information, future events or otherwise.

Financial tables follow.

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS


	Three months ended September 30,						Nine months ended September 30,
	2007			2006			2007			2006
	(in thousands, except for per share amounts)
	(unaudited)
Revenue
Rental:
Base rent	$	270,513		$	272,146		$	813,929		$	823,984
Recoveries from tenants		45,621			45,896			140,125			138,224
Parking and other		16,328			13,967			48,137			41,869

Total rental revenue		332,462			332,009			1,002,191			1,004,077
Hotel revenue		8,646			8,319			24,690			21,598
Development and management services		5,318			4,558			15,175			14,159
Interest and other		25,081			14,611			68,274			25,124

Total revenue		371,507			359,497			1,110,330			1,064,958

Expenses
Operating:
Rental		114,140			111,176			341,339			333,016
Hotel		6,275			6,339			18,706			16,860
General and administrative		20,189			12,739			53,288			43,177
Interest		69,929			73,571			217,598			226,837
Depreciation and amortization		71,616			70,558			216,715			203,640
Losses from early extinguishments of debt		2,695			208			3,417			32,132

Total expenses		284,844			274,591			851,063			855,662


Income before minority interest in property partnership, income from unconsolidated joint ventures, minority interest in Operating Partnership, gains on sales of real estate and discontinued operations		86,663			84,906			259,267			209,296
Minority interest in property partnership		—			—			—			2,013
Income from unconsolidated joint ventures		1,390			20,200			19,623			23,167

Income before minority interest in Operating Partnership, gains on sales of real estate and discontinued operations		88,053			105,106			278,890			234,476
Minority interest in Operating Partnership		(14,178	)		(18,404	)		(42,455	)		(44,911	)

Income before gains on sales of real estate and discontinued operations		73,875			86,702			236,435			189,565
Gains on sales of real estate, net of minority interest		168,495			17,889			788,855			604,200

Income before discontinued operations		242,370			104,591			1,025,290			793,765
Discontinued operations:
Income from discontinued operations, net of minority interest		—			3,371			1,283			7,228
Gains on sales of real estate from discontinued operations, net of minority interest		—			—			173,899			—

Net income available to common shareholders	$	242,370		$	107,962		$	1,200,472		$	800,993

Basic earnings per common share:
Income available to common shareholders before discontinued operations	$	2.02		$	0.90		$	8.53		$	6.82
Discontinued operations, net of minority interest		—			0.03			1.48			0.06

Net income available to common shareholders	$	2.02		$	0.93		$	10.01		$	6.88

Weighted average number of common shares outstanding		119,010			115,432			118,715			113,989

Diluted earnings per common share:
Income available to common shareholders before discontinued operations	$	1.99		$	0.88		$	8.39		$	6.68
Discontinued operations, net of minority interest		—			0.03			1.45			0.06

Net income available to common shareholders	$	1.99		$	0.91		$	9.84		$	6.74

Weighted average number of common and common equivalent shares outstanding		120,655			117,728			120,760			116,365

BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS


	September 30, 2007			December 31, 2006
	(in thousands, except for share amounts)
	(unaudited)
ASSETS
Real estate	$	8,961,830		$	8,819,934
Real estate held for sale, net		—			433,492
Construction in progress		629,138			115,629
Land held for future development		212,801			183,403
Less: accumulated depreciation		(1,488,077	)		(1,392,055	)

Total real estate		8,315,692			8,160,403
Cash and cash equivalents		1,894,198			725,788
Cash held in escrows		17,835			25,784
Tenant and other receivables, net of allowance for doubtful accounts of $2,199 and $2,682, respectively		43,199			57,052
Accrued rental income, net of allowance of $504 and $783, respectively		299,082			327,337
Deferred charges, net		257,469			274,079
Prepaid expenses and other assets		55,658			40,868
Investments in unconsolidated joint ventures		102,488			83,711

Total assets	$	10,985,621		$	9,695,022


LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Mortgage notes payable	$	2,644,393		$	2,679,462
Unsecured senior notes, net of discount		1,471,801			1,471,475
Unsecured exchangeable senior notes, net of discount		1,293,074			450,000
Unsecured line of credit		—			—
Accounts payable and accrued expenses		133,714			102,934
Dividends and distributions payable		96,152			857,892
Accrued interest payable		46,671			47,441
Other liabilities		198,314			239,084

Total liabilities		5,884,119			5,848,288

Commitments and contingencies		—			—

Minority interests		753,620			623,508

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, 119,332,112 and 117,582,442 shares issued and 119,253,212 and 117,503,542 shares outstanding in 2007 and 2006, respectively		1,193			1,175
Additional paid-in capital		3,289,760			3,119,941
Earnings in excess of dividends		1,065,993			108,155
Treasury common stock, at cost		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(6,342	)		(3,323	)

Total stockholders’ equity		4,347,882			3,223,226

Total liabilities and stockholders’ equity	$	10,985,621		$	9,695,022

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)


	Three months ended September 30,						Nine months ended September 30,
	2007			2006			2007			2006
	(in thousands, except for per share amounts)
	(unaudited)
Net income available to common shareholders	$	242,370		$	107,962		$	1,200,472		$	800,993

Add:
Minority interest in Operating Partnership		14,178			18,404			42,455			44,911
Less:
Minority interest in property partnership		—			—			—			2,013
Income from unconsolidated joint ventures		1,390			20,200			19,623			23,167
Gains on sales of real estate, net of minority interest		168,495			17,889			788,855			604,200
Income from discontinued operations, net of minority interest		—			3,371			1,283			7,228
Gains on sales of real estate from discontinued operations, net of minority interest		—			—			173,899			—

Income before minority interest in property partnership, income from unconsolidated joint ventures, minority interest in Operating Partnership, gains on sales of real estate and discontinued operations		86,663			84,906			259,267			209,296

Add:
Real estate depreciation and amortization (2)		73,195			73,408			222,329			211,855
Income from discontinued operations		—			3,995			1,504			8,578
Income from unconsolidated joint ventures (3)		1,390			2,283			4,170			5,250
Less:
Minority interest in property partnership’s share of funds from operations		—			—			—			479
Preferred distributions		1,054			1,912			3,340	(4)		7,987

Funds from operations (FFO)		160,194			162,680			483,930			426,513

Add:
Losses from early extinguishments of debt associated with the sales of real estate		2,675			—			2,675			31,444

Funds from operations after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate		162,869			162,680			486,605			457,957
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		23,815			25,404			71,609			72,105

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	$	139,054		$	137,276		$	414,996		$	385,852

Our percentage share of funds from operations - basic		85.38	%		84.38	%		85.28	%		84.26	%

Weighted average shares outstanding - basic		119,010			115,432			118,715			113,989

FFO per share basic after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate	$	1.17		$	1.19		$	3.50		$	3.38

FFO per share basic	$	1.15		$	1.19		$	3.48		$	3.15

Weighted average shares outstanding - diluted		122,298			120,727			122,506			120,454

FFO per share diluted after a supplemental adjustment to exclude losses from early extinguishments of debt associated with the sales of real estate	$	1.15		$	1.16		$	3.43		$	3.29

FFO per share diluted	$	1.13		$	1.16		$	3.41		$	3.07

(1)

(2)

Real estate depreciation and amortization consists of depreciation and amortization from the Consolidated Statements of Operations of $71,616, $70,558, $216,715 and $203,640, our share of unconsolidated joint venture real estate depreciation and amortization of $1,989, $2,253, $6,173 and $6,837 and depreciation and amortization from discontinued operations of $0, $990, $608 and $2,667, less corporate-related depreciation and amortization of $410, $393, $1,157 and $1,289 for the three months and nine months ended September 30, 2007 and 2006, 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. Excludes approximately $17.9 million related to our share of the gain on sale and related loss from early extinguishment of debt associated with the sale 265 Franklin Street for the three and nine months ended September 30, 2006.

(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, 2007		December 31, 2006
Greater Boston	90.7	%	89.9	%
Greater Washington, D.C.	97.9	%	98.0	%
Midtown Manhattan	99.4	%	99.9	%
Princeton/East Brunswick, NJ	87.1	%	87.9	%
Greater San Francisco	89.5	%	90.2	%

Total Portfolio	93.9	%	94.2	%


	% Leased by Type
	September 30, 2007		December 31, 2006
Class A Office Portfolio	94.9	%	94.7	%
Office/Technical Portfolio	77.9	%	84.5	%

Total Portfolio	93.9	%	94.2	%