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Boston Properties, Inc. Announces Second Quarter 2002 Results

                    Reports Diluted FFO Per Share of $1.02

    BOSTON, July 23 /PRNewswire-FirstCall/ --
Boston Properties, Inc. (NYSE: BXP) today reported results for the second
quarter ended June 30, 2002.
    Funds from Operations (FFO) for the quarter ended June 30, 2002, including
a $2.8 million write-off of unrecoverable leasing commissions related to the
previously reported termination of the Arthur Andersen lease at Times Square
Tower, were $98.2 million, or $1.07 per share basic and $1.02 per share
diluted before an accounting charge related to the application of SFAS No.
133, "Accounting for Derivative Instruments and Hedging Activities" and after
an adjustment for early surrender lease payments received.
    FFO for the second quarter of 2002 compares to FFO of $81.4 million, or
$0.90 per share basic and $0.86 per share diluted for the quarter ended June
30, 2001.  This represents an 18.6% quarter to quarter increase in diluted FFO
per share.  The weighted average number of basic and diluted shares
outstanding totaled 91,357,121 and 105,982,092, respectively, for the quarter
ended June 30, 2002 and 89,989,616 and 105,259,081, respectively, for the same
quarter last year.
    Net income available to common shareholders per share (EPS) for the
quarter ended June 30, 2002 was $0.59 on a diluted basis reflecting an 11.3%
increase in diluted EPS from the second quarter 2001 of $0.53.
    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 June
30, 2002.  In the opinion of management, all adjustments considered necessary
for a fair presentation of these reported results have been made.
    As of June 30, 2002, the Company's portfolio consisted of 144 properties
comprising more than 41.2 million square feet, including nine properties under
development totaling 3.3 million square feet.  The overall occupancy rate for
the properties in service as of June 30, 2002 was 95.3%.
    Significant events of the second quarter include:

    -- The increase in the quarterly dividend paid to holders of the Company's
       Common Stock from $0.58 per share to $0.61 per share.  This represents
       a 5.2% increase.
    -- Lease termination income totaling approximately $1.2 million.
    -- A one-time refund of approximately $1.3 million received pursuant to
       resolution of a prior-year tax matter.
    -- The termination of the lease with Arthur Andersen LLP for 620,947
       square feet at Times Square Tower. Upon signing the lease on
       December 1, 2000, Boston Properties paid $5.64 million of the
       $17.3 million leasing commission associated with the transaction, which
       the Company capitalized pending occupancy by the tenant.  In connection
       with the lease termination, Insignia-ESG agreed to return half of such
       amount paid, leaving a balance of $2.82 million which was written-off
       and included in general and administrative expenses. Times Square Tower
       is a 1.2 million square foot office property that is on schedule to be
       completed during 2004.
    -- The completion of the 111 Huntington Avenue development project, a
       953,336 square foot office/retail building at the Prudential Center in
       Boston, Massachusetts.  This project is 98% leased.

    Transactions completed subsequent to June 30, 2002:

    -- The conversion of the Company's Series A Preferred Stock and certain of
       the Series Two and Three Preferred Units of the Company's Operating
       Partnership, with an aggregate liquidation preference of approximately
       $140.6 million, into approximately 3.7 million shares of Common Stock.
    -- The disposition of the following land parcels: an 8.9 acre site in
       Herndon, Virginia for approximately $5.2 million and a 3.0 acre site in
       South San Francisco, California for $8.0 million.

    Boston Properties will conduct a conference call tomorrow, July 24, 2002
at 10 AM (Eastern Time) to discuss the results of this year's second quarter.
The number to call for this interactive teleconference is (800) 218-0204.  A
replay of the conference call will be available through July 31, 2002 by
dialing (800) 405-2236 and entering the passcode 482556.
    Additionally, a copy of Boston Properties' second quarter 2002
"Supplemental Operating and Financial Data" will be available on the Investor
section of the Company's website at http://www.bostonproperties.com .  These
materials are also available by contacting Investor Relations at 617-236-3300
or by written request to:

     Investor Relations
     Boston Properties, Inc.
     111 Huntington Avenue
     Boston, MA 02199

    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, industrial
and hotel properties.  The Company is one of the largest owners and developers
of Class A office properties in the United States, concentrated in four core
markets -- Boston, Midtown Manhattan, Washington, DC and San Francisco.
    This press release contains forward-looking statements within the meaning
of the Federal securities laws.  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 and acquisition activity, the ability to effectively integrate
acquisitions, the costs and availability of financing, the effects of local
economic and market conditions, regulatory changes and other risks and
uncertainties detailed from time to time in the Company's filings with the
Securities and Exchange Commission.
    Financial tables follow.


                             BOSTON PROPERTIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                         Three months ended   Six months ended
                                              June 30,            June 30,
                                          2002      2001      2002      2001
                                      (unaudited and in thousands, except for
                                                 per share amounts)

     Revenue
      Rental:
        Base rent                      $242,846  $207,094  $471,952  $391,862
        Recoveries from tenants          30,112    27,058    57,824    52,949
        Parking and other                12,458    13,533    24,554    27,279
          Total rental revenue          285,416   247,685   554,330   472,090
      Development and management
       services                           2,289     3,110     6,423     6,507
      Interest and other                  2,310     4,289     3,582     8,733
          Total revenue                 290,015   255,084   564,335   487,330

     Expenses
      Operating                          86,866    76,639   171,955   146,709
      General and administrative         13,564     9,880    24,633    19,830
      Interest                           67,327    55,870   131,114   103,723
      Depreciation and amortization      43,796    36,474    86,740    71,015
      Loss on investments in
       securities                             -     6,500     4,297     6,500
          Total expenses                211,553   185,363   418,739   347,777
     Income before net derivative
      losses, minority interests,
      income from unconsolidated joint
      ventures, minority interest in
      Operating Partnership, gain on
      sale of real estate, discontinued
      operations, cumulative effect
      of a change in accounting principle
      and preferred dividend             78,462    69,721   145,596   139,553
     Net derivative losses               (4,826)   (4,733)   (5,129)   (7,788)
     Minority interests in property
      partnerships                          712       510     1,183       255
     Income from unconsolidated joint
      ventures                            1,659       717     3,341     1,844
     Income before minority interest
      in Operating Partnership, gain
      on sale of real estate,
      discontinued operations,
      cumulative effect of a change in
      accounting principle and preferred
      dividend                           76,007    66,215   144,991   133,864
     Minority interest in Operating
      Partnership                       (19,589)  (17,998)  (37,975)  (36,876)
     Income before gain on sale of
      real estate, discontinued
      operations, cumulative effect of
      a change in accounting principle
      and preferred dividend             56,418    48,217   107,016    96,988
     Gain on sale of real estate, net
      of minority interest                    -     1,851         -     6,505
     Income before discontinued
      operations, cumulative effect of
      a change in accounting principle
      and preferred dividend             56,418    50,068   107,016   103,493
     Discontinued Operations:
     Income from discontinued
      operations, net of minority
      interest                                -       618       570     1,210
     Gain on sales of real estate from
      discontinued operations, net of
      minority interest                       -         -     5,840         -
     Income before cumulative effect
      of a change in accounting
      principle and preferred dividend   56,418    50,686   113,426   104,703
     Cumulative effect of a change in
      accounting principle, net of
      minority interest                       -         -         -    (6,767)
     Net income before preferred
      dividend                           56,418    50,686   113,426    97,936
     Preferred dividend                  (1,643)   (1,648)   (3,286)   (3,291)
     Net income available to common
      shareholders                      $54,775   $49,038  $110,140   $94,645

     Basic earnings per share:
      Income before discontinued
       operations and cumulative
       effect of a change in
       accounting principle               $0.60     $0.54     $1.14     $1.12
      Discontinued operations                 -         -      0.07      0.01
      Cumulative effect of a change in
       accounting principle                   -         -         -     (0.07)
      Net income available to common
       shareholders                       $0.60     $0.54     $1.21     $1.06

      Weighted average number of
       common shares outstanding         91,357    89,990    91,146    89,365

     Diluted earnings per share:
      Income before discontinued
       operations and cumulative
       effect of a change in
       accounting principle               $0.59     $0.53     $1.12     $1.09
      Discontinued operations                 -         -      0.07      0.01
      Cumulative effect of a change in
       accounting principle                   -         -         -     (0.07)
      Net income available to common
       shareholders                       $0.59     $0.53     $1.19     $1.03
      Weighted average number of
       common and common equivalent
       shares outstanding                93,016    92,274    92,897    91,739


                             BOSTON PROPERTIES, INC.
                          CONSOLIDATED BALANCE SHEETS

                                                  June 30,       December 31,
                                                   2002              2001
                                      (in thousands, except for share amounts)
                                                (unaudited)
                   ASSETS

    Real estate                                 $6,972,779        $6,167,399
    Development in progress                        435,125         1,107,835
    Land held for future development               199,681           182,672
      Less: accumulated depreciation              (795,852)         (719,854)
             Total real estate                   6,811,733         6,738,052

    Cash and cash equivalents                       59,616            98,067
    Escrows                                         44,800            23,000
    Investments in securities                            -             4,297
    Tenant and other receivables                    31,298            43,546
    Accrued rental income                          146,100           119,494
    Deferred charges, net                          148,239           107,573
    Prepaid expenses and other assets               16,081            20,996
    Investments in unconsolidated joint ventures   100,804            98,485
        Total assets                            $7,358,671        $7,253,510

           LIABILITIES AND STOCKHOLDERS' EQUITY

    Liabilities:
      Mortgage notes and bonds payable          $4,415,724        $4,314,942
      Accounts payable and accrued expenses         52,655            81,108
      Dividends and distributions payable           83,707            79,561
      Interest rate contracts                       11,568            11,147
      Accrued interest payable                      17,635             9,080
      Other liabilities                             65,142            58,859
        Total liabilities                        4,646,431         4,554,697

    Commitments and contingencies                        -                 -
    Minority interests                             825,730           844,740
    Series A Convertible Redeemable Preferred
     Stock, liquidation preference $50.00 per
     share, 2,000,000 shares issued and
     outstanding                                   100,000           100,000
    Stockholders' equity:
      Excess stock, $.01 par value, 150,000,000
       shares authorized, none issued or
       outstanding                                       -                 -
      Common stock, $.01 par value, 250,000,000
       shares authorized, 91,545,294 and
       90,780,591 issued and outstanding in
       2002 and 2001, respectively                     915               908
      Additional paid-in capital                 1,821,762         1,789,521
      Dividends in excess of earnings              (16,152)          (17,669)
      Treasury common stock, at cost                (2,722)           (2,722)
      Unearned compensation                         (3,598)           (2,097)
      Accumulated other comprehensive loss         (13,695)          (13,868)
        Total stockholders' equity               1,786,510         1,754,073
                Total liabilities and
                 stockholders' equity           $7,358,671        $7,253,510


                             BOSTON PROPERTIES, INC.
                              FUNDS FROM OPERATIONS
                           (unaudited and in thousands)

                                         Three months ended   Six months ended
                                              June 30,            June 30,
                                          2002      2001      2002      2001

    Income before net derivative losses
     (SFAS No. 133), minority interests,
     income from unconsolidated joint
     ventures, minority interests in
     Operating Partnership, gain on sales
     of real estate, discontinued
     operations, cumulative effect of a
     change in accounting principle and
     preferred dividend                 $78,462   $69,721  $145,596  $139,553

    Add:
      Real estate depreciation and
       amortization                      45,032    37,599    89,531    73,156
      Income from discontinued
       operations                             -       758       697     1,496
      Income from unconsolidated joint
       ventures                           1,659       717     3,341     1,844
    Less:
      Net derivative losses (SFAS
       No. 133)                          (4,826)   (4,733)   (5,129)   (7,788)
      Minority property partnerships'
       share of funds from operations      (593)     (411)   (1,312)     (714)
      Preferred dividends and
       distributions                     (8,223)   (8,260)  (16,623)  (16,481)

    Funds from operations              $111,511   $95,391  $216,101  $191,066

    Add (subtract):
      Net derivative losses (SFAS
       No. 133)                           4,826     4,733     5,129     7,788
      Early surrender lease adjustment
       (A)                                3,926         -     7,853         -
    Funds from operations before net
     derivative losses (SFAS No. 133)
     and after early surrender lease
     adjustment                        $120,263  $100,124  $229,083  $198,854

    Funds from operations available to
     common shareholders before net
     derivative losses (SFAS No. 133)
     and after early surrender lease
     adjustment                         $98,165   $81,410  $187,094  $160,583

    Weighted average shares
     outstanding - basic                 91,357    89,990    91,146    89,365
      FFO per share basic before net
       derivative losses (SFAS No.
       133) and after early surrender
       adjustment                         $1.07     $0.90     $2.05     $1.80
      FFO per share basic after net
       derivative losses (SFAS No.
       133) and before early surrender
       lease adjustment                   $1.00     $0.86     $1.94     $1.73

    Weighted average shares
     outstanding - diluted              105,982   105,259   105,870   104,726
      FFO per share diluted before net
       derivative losses (SFAS No.
       133) and after early surrender
       lease adjustment                   $1.02     $0.86     $1.95     $1.71
      FFO per share diluted after net
       derivative losses (SFAS No.
       133) and before early surrender
       lease adjustment                   $0.95     $0.82     $1.84     $1.65

      (A) Represents cash received under contractual obligations.


                             BOSTON PROPERTIES, INC.
                               PORTFOLIO OCCUPANCY

                                                   Occupancy by Location
                                             June 30, 2002   December 31, 2001
    Greater Boston                                   93.2%              92.3%
    Greater Washington, D.C.                         97.5%              97.8%
    Midtown Manhattan                                98.4%              99.8%
    Baltimore, MD                                    97.8%              99.2%
    Richmond, VA                                     93.1%              98.4%
    Princeton/East Brunswick, NJ                     90.8%              88.6%
    Greater San Francisco                            93.6%              93.5%
    Bucks County, PA                                100.0%             100.0%
           Total Portfolio                           95.3%              95.3%

                                                     Occupancy by Type
                                              June 30, 2002  December 31, 2001
    Class A Office Portfolio                          95.3%             95.4%
    Office/Technical Portfolio                        94.1%             97.9%
    Industrial Portfolio                             100.0%             87.3%
            Total Portfolio                           95.3%             95.3%



SOURCE Boston Properties, Inc.




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Related links:
  • http://www.bostonproperties.com
    CONTACT:
    Douglas T. Linde, Chief Financial Officer of
    Boston Properties, Inc., +1-617-236-3300, General Info., Marilynn
    Meek, +1-212-445-8431, Analysts, Claire Koeneman,
    +1-617-520-7004, or Media, Judith Sylk-Siegel, +1-212-445-8431,
    all of FRB Weber Shandwick