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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): January 25, 2011

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 Item 2.02 - “Results of Operations and Financial Condition” is being furnished. Such information, including Exhibits 99.1 and 99.2 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 Item 2.02, including Exhibits 99.1 and 99.2, 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 January 25, 2011, Boston Properties, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter of 2010. 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 8.01.

Other Events.

Selected financial results and related information of the Company for the three months and fiscal year ended December 31, 2010 is filed as Exhibit 99.3 hereto and 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 December 31, 2010.

*99.2		Press release dated January 25, 2011.

*99.3		Selected financial and related information of the Company for the three months and fiscal year ended December 31, 2010.

*	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.


	BOSTON PROPERTIES, INC.
Date: January 25, 2011
	By:	/s/ Michael E. LaBelle
		Michael E. LaBelle
		Senior Vice President, Chief Financial Officer

EXHIBIT INDEX


Exhibit No.		Description

*99.1		Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended December 31, 2010.

*99.2		Press release dated January 25, 2011.

*99.3		Selected financial and related information of the Company for the three months and fiscal year ended December 31, 2010.

*	Filed herewith.

Supplemental Operating and Financial Data

Exhibit 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended December 31, 2010

Boston Properties, Inc.

Fourth Quarter 2010

Table of Contents


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

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

Boston Properties, Inc.

Fourth Quarter 2010

COMPANY PROFILE

The Company

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

Management

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

Strategy

Boston Properties’ primary business objective is to maximize return on investment in an effort to provide its stockholders with the greatest possible total return. To achieve this objective, the Company maintains a consistent strategy that includes the following:

•

concentrating on a few carefully selected markets characterized by high barriers to the creation of new supply and strong real estate fundamentals where tenants have demonstrated a preference for high-quality office buildings and other facilities;

•

selectively acquiring assets which increase its penetration in these select markets;

•

taking on complex, technically-challenging projects that leverage the skills of its management team to successfully develop, acquire, and reposition properties;

•

exploring joint-venture opportunities with partners who seek to benefit from the Company’s depth of development and management expertise;

•

pursuing the sale of properties (on a selective basis) to take advantage of its value creation and the demand for its premier properties; and

•

continuing to enhance the Company’s balanced capital structure through its access to a variety of capital sources.

Snapshot

(as of December 31, 2010)


		Corporate Headquarters		Boston, Massachusetts
		Markets		Boston, Midtown Manhattan, Washington, D.C., San Francisco, and Princeton, N.J.
		Fiscal Year-End		December 31
		Total Properties (includes unconsolidated joint ventures, other than the Value-Added Fund)		146
		Total Square Feet (includes unconsolidated joint ventures, other than the Value-Added Fund, and structured parking)		53.6 million
		Common Shares and Units Outstanding (as converted, but excluding outperformance plan units)		162.6 million
		Dividend - Quarter/Annualized		$0.50/$2.00
		Dividend Yield		2.32%
		Total Combined Market Capitalization		$23.3 billion
		Senior Debt Ratings		Baa2 (Moody’s); BBB (Fitch); A- (S&P)

Boston Properties, Inc.

Fourth Quarter 2010

INVESTOR INFORMATION


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

Douglas T. Linde	Matthew J. Lustig	Raymond A. Ritchey	Robert E. Selsam
President and Director	Director	Executive Vice President, National Director of Acquisitions & Development	Senior Vice President and Regional Manager of New York
Lawrence S. Bacow	Alan J. Patricof
Director	Director, Chair of Audit Committee	Michael E. LaBelle Senior Vice President, Chief Financial Officer	Frank D. Burt Senior Vice President, General Counsel
Zoë Baird	Martin Turchin
Director, Chair of Nominating & Corporate Governance Committee	Director	Peter D. Johnston	Michael R. Walsh
		Senior Vice President and Regional Manager of Washington, D.C.	Senior Vice President, Finance

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

		Mitchell S. Landis
		Senior Vice President and Regional Manager of Princeton

Company Information

Corporate Headquarters

800 Boylston Street

Suite 1900

Boston, MA 02199

(t) 617.236.3300

(f) 617.236.3311

Trading Symbol

BXP

Stock Exchange Listing

New York Stock Exchange

Investor Relations

Boston Properties, Inc.

800 Boylston Street, Suite 1900

Boston, MA 02199

(t) 617.236.3322

(f) 617.236.3311

www.bostonproperties.com

Inquires

Inquiries should be directed to Michael Walsh, Senior Vice President, Finance at 617.236.3410 or

mwalsh@bostonproperties.com

Arista Joyner, Investor Relations Manager

at 617.236.3343 or

ajoyner@bostonproperties.com

Common Stock Data (NYSE: BXP)

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


	Q4 2010			Q3 2010			Q2 2010			Q1 2010			Q4 2009
High Closing Price	$	90.73		$	88.88		$	83.39		$	77.14		$	70.80
Low Closing Price	$	81.56		$	69.08		$	71.34		$	62.49		$	57.25
Average Closing Price	$	85.68		$	81.80		$	77.51		$	69.14		$	65.43
Closing Price, at the end of the quarter	$	86.10		$	83.12		$	71.34		$	75.44		$	67.07
Dividends per share - annualized	$	2.00		$	2.00		$	2.00		$	2.00		$	2.00
Closing dividend yield - annualized		2.32	%		2.41	%		2.80	%		2.65	%		2.98	%
Closing common shares outstanding, plus common, preferred and LTIP units on an as-converted basis (but excluding outperformance plan units) (thousands) (1)		162,555			162,534			162,086			161,911			161,571
Closing market value of outstanding shares and units (thousands)	$	13,995,986		$	13,509,826		$	11,563,216		$	12,214,566		$	10,836,567

(1)

For additional detail, see page 12.

Timing

Quarterly results for the 2011 will be announced according to the following schedule:


First Quarter	Tentatively April 26, 2011	Third Quarter	Tentatively October 25, 2011
Second Quarter	Tentatively July 26, 2011	Fourth Quarter	Tentatively January 31, 2012

Boston Properties, Inc.

Fourth Quarter 2010

RESEARCH COVERAGE


Equity Research Coverage		Debt Research Coverage	Rating Agencies

John Eade	Steve Sakwa / Ian Weissman	Thomas Cook	Janice Svec
Argus Research Company	ISI Group	Citi Investment Research	Fitch Ratings
212.427.7500	212.446.9462 / 212.446.9461	212.723.1112	212.908.0304

Jeffrey Spector / Jamie Feldman	Steve Benyik	John Giordano	Karen Nickerson
Bank of America-Merrill Lynch	Jefferies & Co.	Credit Suisse Securities	Moody’s Investors Service
212.449.6329 / 212.449.6339	212.707.6348	212.538.4935	212.553.4924

Ross Smotrich	Mitch Germain	Mark Streeter	James Fielding
Barclays Capital	JMP Securities	J.P. Morgan Securities	Standard & Poor’s
212.526.2306	212.906.3546	212.834.5086	212.438.2452

Michael Bilerman / Joshua Attie	Anthony Paolone / Michael Mueller	Thierry Perrein / Jason Jones
Citigroup Global Markets	J.P. Morgan Securities	Wells Fargo
212.816.1383 / 212.816.1685	212.622.6682 / 212.622.6689	704.715.8455 / 704.715.7932

James Sullivan / Stephen Boyd	Sheila McGrath / Kristin Brown
Cowen and Company	Keefe, Bruyette & Woods
646.562.1380 / 646.562.1382	212.887.7793 / 212.887.7738

Andrew Rosivach	Jordan Sadler / Craig Mailman
Credit Suisse	KeyBanc Capital Markets
415.249.7942	917.368.2280 / 917.368.2316

John Perry	Robert Stevenson
Deutsche Bank Securities	Macquarie Research
212.250.4912	212.857.6168

Sri Nagarajan / Evan Smith	David Rodgers / Mike Carroll
FBR Capital Markets	RBC Capital Markets
646.885.5429 / 646.885.5431	440.715.2647 / 440.715.2649

David Harris	Alexander Goldfarb / James Milam
Gleacher & Company	Sandler O’Neill & Partners
203.532.7332	212.466.7937 / 212.466.8066

Jay Habermann / Sloan Bohlen	John Guinee / Erin Aslakson
Goldman Sachs & Company	Stifel, Nicolaus & Company
917.343.4260 / 212.902.2796	443.224.1307 / 443.224.1350

Michael Knott / Lukas Hartwich	Ross Nussbaum / Rob Salisbury
Green Street Advisors	UBS Securities
949.640.8780 / 949.640.8780	212.713.2484 / 212.713.4760

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

Boston Properties, Inc.

Fourth Quarter 2010

FINANCIAL HIGHLIGHTS

(unaudited and in thousands, except per share amounts)

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


	Three Months Ended
	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09

Selected Items:

Revenue	$	392,482		$	386,410		$	393,841		$	378,071		$	376,128
Straight-line rent (1)	$	20,082		$	22,861		$	27,038		$	29,068		$	13,279
Fair value lease revenue (1) (2)	$	18,875		$	19,368		$	19,748		$	23,319		$	23,705
Company share of funds from operations from unconsolidated joint ventures	$	35,468		$	38,167		$	37,589		$	38,923		$	31,469
Lease termination fees (included in revenue) (1)	$	2,210		$	5,225		$	4,156		$	1,907		$	1,060
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment	$	9,486		$	9,453		$	9,263		$	10,112		$	9,893
Capitalized interest	$	14,569		$	9,302		$	9,023		$	8,087		$	11,637
Capitalized wages	$	3,114		$	3,247		$	2,745		$	2,524		$	2,929
Operating Margins [(rental revenue - rental expense)/rental revenue] (3)		68.4	%		67.2	%		68.1	%		67.3	%		66.9	%
Impairment losses on investments in unconsolidated joint ventures (4)	$	—		$	—		$	—		$	—		$	6,198
Losses from early extinguishments of debt (5)	$	81,662		$	—		$	6,051		$	2,170		$	—
Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	57,668		$	61,412		$	52,714		$	53,317
Funds from operations (FFO) attributable to Boston Properties, Inc.	$	89,878		$	150,847		$	156,870		$	149,596		$	146,056
FFO per share - diluted	$	0.64		$	1.07		$	1.12		$	1.07		$	1.04
Net income (loss) attributable to Boston Properties, Inc. per share - basic	$	(0.09	)	$	0.41		$	0.44		$	0.38		$	0.38
Net income (loss) attributable to Boston Properties, Inc. per share - diluted	$	(0.09	)	$	0.41		$	0.44		$	0.38		$	0.38
Dividends per common share	$	0.50		$	0.50		$	0.50		$	0.50		$	0.50
Funds available for distribution to common shareholders and common unitholders (FAD) (6)	$	133,472		$	114,097		$	121,829		$	55,328		$	120,838

Ratios:

Interest Coverage Ratio (excluding capitalized interest) - cash basis (7)		3.06			2.77			2.73			2.80			3.08
Interest Coverage Ratio (including capitalized interest) - cash basis (7)		2.59			2.50			2.47			2.54			2.67
FFO Payout Ratio		78.13	%		46.73	%		44.64	%		46.73	%		48.08	%
FAD Payout Ratio		60.39	%		70.63	%		65.97	%		145.10	%		66.29	%

	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09

Capitalization:

Common Stock Price @ Quarter End	$	86.10		$	83.12		$	71.34		$	75.44		$	67.07
Equity Value @ Quarter End	$	13,995,986		$	13,509,826		$	11,563,216		$	12,214,566		$	10,836,567
Total Consolidated Debt	$	7,786,001		$	7,444,886		$	7,229,300		$	6,674,899		$	6,719,771
Total Consolidated Market Capitalization	$	21,781,987		$	20,954,712		$	18,792,516		$	18,889,465		$	17,556,338
Total Consolidated Debt/Total Consolidated Market Capitalization (8)		35.75	%		35.53	%		38.47	%		35.34	%		38.28	%

BXP’s Share of Joint Venture Debt	$	1,543,960		$	1,558,597		$	1,535,198		$	1,520,976		$	1,555,494
Total Combined Debt	$	9,329,961		$	9,003,483		$	8,764,498		$	8,195,875		$	8,275,265
Total Combined Market Capitalization (9)	$	23,325,947		$	22,513,309		$	20,327,714		$	20,410,440		$	19,111,832
Total Combined Debt/Total Combined Market Capitalization (9) (10)		40.00	%		39.99	%		43.12	%		40.16	%		43.30	%

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

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

(3)

Rental Expense consists of operating expenses and real estate taxes. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $10,404, $9,211, $9,311, $9,131 and $8,813 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

(4)

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

(5)

During the three months ended March 31, 2010, the Company’s Operating Partnership repurchased approximately $53.6 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $53.0 million. The repurchased notes had an aggregate carrying value of approximately $50.8 million, resulting in the recognition of a loss on early extinguishment of approximately $2.2 million. During the three months ended June 30, 2010, the Company’s Operating Partnership repurchased approximately $132.8 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $132.5 million. These repurchased notes had an aggregate carrying value of approximately $126.4 million, resulting in the recognition of a loss on early extinguishment of approximately $6.1 million. During the three months ended December 31, 2010, the Company’s Operating Partnership repurchased $50.0 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $51.1 million. The repurchased notes had an aggregate carrying value of approximately $48.4 million, resulting in the recognition of a loss on early extinguishment of approximately $2.3 million. During the three months ended December 31, 2010, the Company’s Operating Partnership redeemed $700.0 million aggregate principal amount of its 6.25% senior notes due 2013 for approximately $793.1 million, including accrued interest of approximately $17.9 million, resulting in the recognition of a loss on early extinguishment of approximately $79.3 million.

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

(7)	For additional detail, see page 11.

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

(9)	For additional detail, see page 12.

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

Boston Properties, Inc.

Fourth Quarter 2010

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09
ASSETS
Real estate	$	10,933,977		$	10,015,347		$	9,984,329		$	9,823,024		$	9,817,388
Development in progress		1,073,402			1,003,508			632,731			662,809			563,645
Land held for future development		757,556			754,120			732,006			730,201			718,525
Less accumulated depreciation		(2,323,818	)		(2,243,265	)		(2,173,300	)		(2,103,274	)		(2,033,677	)

Total real estate		10,441,117			9,529,710			9,175,766			9,112,760			9,065,881
Cash and cash equivalents		478,948			1,270,074			1,703,448			1,220,392			1,448,933
Cash held in escrows (1)		308,031			300,771			25,382			20,848			21,867
Marketable securities		8,732			7,911			7,026			7,592			9,946
Tenant and other receivables, net		129,818			113,655			98,602			102,085			93,240
Note receivable (2)		270,000			270,000			270,000			270,000			270,000
Accrued rental income, net		442,683			421,008			401,054			376,942			363,121
Deferred charges, net		436,019			300,882			289,388			291,564			294,395
Prepaid expenses and other assets		65,663			42,391			22,385			50,998			17,684
Investments in unconsolidated joint ventures		767,252			792,434			794,650			798,161			763,636

Total assets	$	13,348,263		$	13,048,836		$	12,787,701		$	12,251,342		$	12,348,703


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable (1)	$	3,047,586		$	2,813,338		$	2,608,577		$	2,637,534		$	2,643,301
Unsecured senior notes, net of discount		3,016,598			2,872,058			2,871,909			2,172,525			2,172,389
Unsecured exchangeable senior notes, net of discount		1,721,817			1,759,490			1,748,814			1,864,840			1,904,081
Unsecured line of credit		—			—			—			—			—
Accounts payable and accrued expenses		186,059			199,534			177,000			189,633			220,089
Dividends and distributions payable		81,031			81,068			80,865			80,756			80,536
Accrued interest payable		62,327			84,689			80,521			69,166			76,058
Other liabilities		213,000			104,914			95,423			115,755			127,538

Total liabilities		8,328,418			7,915,091			7,663,109			7,130,209			7,223,992


Commitments and contingencies		—			—			—			—			—


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


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.:
Excess stock, $.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Preferred stock, $.01 par value, 50,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Common stock, $.01 par value, 250,000,000 shares authorized, 140,199,105, 140,058,421, 139,273,399, 139,003,995 and 138,880,010 outstanding, respectively		1,402			1,401			1,393			1,390			1,389
Additional paid-in capital		4,417,162			4,424,711			4,394,435			4,381,075			4,373,679
Earnings (dividends) in excess of dividends (earnings)		(24,763	)		58,051			70,426			78,645			95,433
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(18,436	)		(19,530	)		(20,155	)		(21,145	)		(21,777	)

Total stockholders’ equity attributable to Boston Properties, Inc.		4,372,643			4,461,911			4,443,377			4,437,243			4,446,002

Noncontrolling interests:
Common units of the Operating Partnership		592,164			609,454			619,224			622,263			617,386
Property partnerships		(614	)		6,728			6,339			5,975			5,671

Total equity		4,964,193			5,078,093			5,068,940			5,065,481			5,069,059

Total liabilities and equity	$	13,348,263		$	13,048,836		$	12,787,701		$	12,251,342		$	12,348,703

(1)

On September 24, 2010, in connection with the acquisition of 510 Madison Avenue in New York City, the Company caused the assignment of the existing mortgage to a new lender and subsequently increased the amount borrowed to $267.5 million, which amount is fully secured by cash deposits included within the caption “Cash held in escrows.”

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

Boston Properties, Inc.

Fourth Quarter 2010

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09
Revenue
Rental
Base Rent	$	312,899		$	310,459		$	305,823		$	302,383		$	295,448
Recoveries from tenants		45,189			45,646			44,340			45,544			46,769
Parking and other		16,920			15,850			16,423			15,297			15,357

Total rental revenue		375,008			371,955			366,586			363,224			357,574
Hotel revenue		10,510			8,016			8,371			5,903			10,277
Development and management services (1)		6,964			6,439			18,884			8,944			8,277

Total revenue		392,482			386,410			393,841			378,071			376,128


Expenses
Operating		70,807			71,100			68,039			69,062			69,280
Real estate taxes		54,577			56,941			55,245			55,923			54,908
Hotel operating		7,602			6,194			6,089			5,268			7,717
General and administrative (2) (3)		17,121			18,067			17,648			26,822			19,506
Acquisition costs (4)		721			1,893			—			—			—
Gain from suspension of development (5)		—			—			—			(7,200	)		—
Depreciation and amortization		92,763			81,133			81,400			83,075			79,125

Total expenses		243,591			235,328			228,421			232,950			230,536


Operating income		148,891			151,082			165,420			145,121			145,592
Other income (expense)
Income from unconsolidated joint ventures (6)		9,834			11,565			7,465			7,910			962
Interest and other income		1,691			1,814			2,117			1,710			1,784
Gains (losses) from investments in securities (2)		682			731			(678	)		200			510
Interest expense (7) (8)		(92,192	)		(97,103	)		(96,755	)		(92,029	)		(88,180	)
Losses from early extinguishments of debt (9)		(81,662	)		—			(6,051	)		(2,170	)		—

Income (loss) from continuing operations		(12,756	)		68,089			71,518			60,742			60,668
Gains on sales of real estate (1)		—			—			969			1,765			2,078

Net income (loss)		(12,756	)		68,089			72,487			62,507			62,746
Net income (loss) attributable to noncontrolling interests
Noncontrolling interests in property partnerships		(907	)		(889	)		(864	)		(804	)		(463	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(795	)		(820	)		(836	)		(892	)		(860	)
Noncontrolling interest - common units of the Operating Partnership (10)		1,555			(8,712	)		(9,250	)		(7,870	)		(7,841	)
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership (10)		—			—			(125	)		(227	)		(265	)

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	57,668		$	61,412		$	52,714		$	53,317


INCOME (LOSS) PER SHARE OF COMMON STOCK (EPS)
Net income (loss) attributable to Boston Properties, Inc. per share - basic	$	(0.09	)	$	0.41		$	0.44		$	0.38		$	0.38

Net income (loss) attributable to Boston Properties, Inc. per share - diluted	$	(0.09	)	$	0.41		$	0.44		$	0.38		$	0.38

(1)

During the three months ended June 30, 2010, the Company satisfied the requirements of its master lease agreement related to the 2006 sale of 280 Park Avenue in New York City, resulting in the recognition of the remaining deferred gain on sale of real estate totaling approximately $1.0 million. In conjunction with the satisfaction of the master lease agreement, the property management and leasing agreement entered into with the seller at the time of the sale was terminated, resulting in the recognition of deferred management fees totaling approximately $12.2 million.

(2)

Gains (losses) from investments in securities includes $682, $731, $(678), $200 and $486 and general and administrative expense includes $(636), $(521), $675, $(288) and $(444) for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively, related to the Company’s deferred compensation plan.

(3)

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

(4)

Effective January 1, 2009, the Company is required to expense costs incurred during the period associated with the acquisitions and pending acquisitions of real estate such as legal, due diligence and other closing related costs in accordance with ASC 805 “Business Combinations” (formerly known as SFAS No. 141(R)).

(5)

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

(6)

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

(7)	Interest expense is reported net of capitalized interest of $14,569, $9,302, $9,023, $8,087 and $11,637 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

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

(9)

(10)

Equals noncontrolling interest - common units of the Operating Partnership’s share of 12.54%, 12.73%, 12.87%, 12.88% and 12.77% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

Boston Properties, Inc.

Fourth Quarter 2010

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-10			30-Sep-10		30-Jun-10		31-Mar-10		31-Dec-09

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	57,668	$	61,412	$	52,714	$	53,317
Add:
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		—			—		125		227		265
Noncontrolling interest - common units of the Operating Partnership		(1,555	)		8,712		9,250		7,870		7,841
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			820		836		892		860
Noncontrolling interests in property partnerships		907			889		864		804		463
Less:
Gains on sales of real estate		—			—		969		1,765		2,078


Income (loss) from continuing operations		(12,756	)		68,089		71,518		60,742		60,668
Add:
Real estate depreciation and amortization (1)		118,573			107,300		111,055		113,618		109,153
Less:
Gain on sale of real estate included within income from unconsolidated joint ventures (2)		572			—		—		—		—
Noncontrolling interests in property partnerships’ share of funds from operations		1,686			1,724		1,697		1,755		1,523
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			820		836		892		860


Funds from operations (FFO) attributable to the Operating Partnership		102,764			172,845		180,040		171,713		167,438
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		12,886			21,998		23,170		22,117		21,382

FFO attributable to Boston Properties, Inc. (3)	$	89,878		$	150,847	$	156,870	$	149,596	$	146,056


FFO per share - basic	$	0.64		$	1.08	$	1.13	$	1.08	$	1.05

Weighted average shares outstanding - basic		140,105			139,595		139,113		138,931		138,761

FFO per share - diluted	$	0.64		$	1.07	$	1.12	$	1.07	$	1.04

Weighted average shares outstanding - diluted		142,059			141,654		141,287		141,058		140,920

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $92,763, $81,133, $81,400, $83,075 and $79,125, our share of unconsolidated joint venture real estate depreciation and amortization of $26,206, $26,602, $30,124, $31,013 and $30,507, less corporate related depreciation of $396, $435, $469, $470 and $479 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

(2)

For the three months ended December 31, 2010, consists of the portion of income from unconsolidated joint ventures related to the gain on sale of real estate from the sale of the Company’s 5.00% equity interest in the unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash.

(3)	Based on weighted average shares for the quarter. The Company’s share for the quarter ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009 was 87.46%, 87.27%, 87.13%, 87.12% and 87.23%, respectively.

Boston Properties, Inc.

Fourth Quarter 2010

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	December 31, 2010				September 30, 2010				June 30, 2010				March 31, 2010				December 31, 2009
	Income		Shares/Units		Income		Shares/Units		Income		Shares/Units		Income		Shares/Units		Income		Shares/Units
	(Numerator)		(Denominator)		(Numerator)		(Denominator)		(Numerator)		(Denominator)		(Numerator)		(Denominator)		(Numerator)		(Denominator)

Basic FFO	$	102,764		160,191	$	172,845		159,952	$	180,040		159,660	$	171,713		159,472	$	167,438		159,076
Effect of Dilutive Securities
Convertible Preferred Units		795		1,461		820		1,461		836		1,461		892		1,461		860		1,461
Stock based compensation		—		493		—		598		—		713		—		666		—		698


Diluted FFO	$	103,559		162,145	$	173,665		162,011	$	180,876		161,834	$	172,605		161,599	$	168,298		161,235

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of diluted funds from operations		12,829		20,086		21,822		20,357		22,965		20,547		21,940		20,541		21,204		20,315


Company’s share of diluted FFO (1)	$	90,730		142,059	$	151,843		141,654	$	157,911		141,287	$	150,665		141,058	$	147,094		140,920


FFO per share - basic	$	0.64			$	1.08			$	1.13			$	1.08			$	1.05


FFO per share - diluted	$	0.64			$	1.07			$	1.12			$	1.07			$	1.04

(1)	Based on weighted average diluted shares for the quarter. The Company’s share for the quarter ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009 was 87.61%, 87.43%, 87.30%, 87.29% and 87.40%, respectively.

Boston Properties, Inc.

Fourth Quarter 2010

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09
Basic FFO (see page 9)	$	102,764		$	172,845		$	180,040		$	171,713		$	167,438
2nd generation tenant improvements and leasing commissions		(23,095	)		(31,154	)		(26,451	)		(90,072	)		(28,886	)
Straight-line rent (1)		(20,082	)		(22,861	)		(27,038	)		(29,068	)		(13,279	)
Recurring capital expenditures		(7,878	)		(3,070	)		(1,996	)		(1,044	)		(8,854	)
Fair value interest adjustment (1)		1,394			1,196			1,552			1,795			1,755
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment		9,486			9,453			9,263			10,112			9,893
Fair value lease revenue (1) (2)		(18,875	)		(19,368	)		(19,748	)		(23,319	)		(23,705	)
Hotel improvements, equipment upgrades and replacements		(1,542	)		(231	)		(182	)		(307	)		(198	)
Non real estate depreciation		396			435			469			470			479
Stock-based compensation		6,127			6,380			6,334			14,011			6,500
Impairment losses on investments in unconsolidated joint ventures (3)		—			—			—			—			6,198
Gain from suspension of development		—			—			—			(7,200	)		—
Losses from early extinguishments of debt		81,662			—			6,051			2,170			—
Non-cash termination income (including fair value lease amounts)		—			—			(849	)		(585	)		—
Non-cash income from termination of management agreement		—			—			(12,212	)		—			—
Partners’ share of joint venture 2nd generation tenant improvement and leasing commissions		3,115			472			6,596			6,652			3,497

Funds available for distribution to common shareholders and common unitholders (FAD)	$	133,472		$	114,097		$	121,829		$	55,328		$	120,838

Interest Coverage Ratios

(in thousands, except for ratio amounts)


	Three Months Ended
	31-Dec-10			30-Sep-10			30-Jun-10			31-Mar-10			31-Dec-09
*Excluding Capitalized Interest*
Income from continuing operations	$	(12,756	)	$	68,089		$	71,518		$	60,742		$	60,668
Interest expense		92,192			97,103			96,755			92,029			88,180
Depreciation and amortization expense		92,763			81,133			81,400			83,075			79,125
Depreciation and amortization expense from unconsolidated joint ventures		26,206			26,602			30,124			31,013			30,507
Impairment losses on investments in unconsolidated joint ventures (3)		—			—			—			—			6,198
Gain from suspension of development		—			—			—			(7,200	)		—
Losses from early extinguishments of debt		81,662			—			6,051			2,170			—
Non-cash termination income (including fair value lease amounts)		—			—			(849	)		(585	)		—
Non-cash income from termination of management agreement		—			—			(12,212	)		—			—
Stock-based compensation		6,127			6,380			6,334			14,011			6,500
Straight-line rent (1)		(20,082	)		(22,861	)		(27,038	)		(29,068	)		(13,279	)
Fair value lease revenue (1) (2)		(18,875	)		(19,368	)		(19,748	)		(23,319	)		(23,705	)

Subtotal		247,237			237,078			232,335			222,868			234,194
Divided by:

Adjusted interest expense (4) (5)		80,855			85,504			85,145			79,677			76,033

Interest Coverage Ratio		3.06			2.77			2.73			2.80			3.08


*Including Capitalized Interest*
Income from continuing operations	$	(12,756	)	$	68,089		$	71,518		$	60,742		$	60,668
Interest expense		92,192			97,103			96,755			92,029			88,180
Depreciation and amortization expense		92,763			81,133			81,400			83,075			79,125
Depreciation and amortization expense from unconsolidated joint ventures		26,206			26,602			30,124			31,013			30,507
Impairment losses on investments in unconsolidated joint ventures (3)		—			—			—			—			6,198
Gain from suspension of development		—			—			—			(7,200	)		—
Losses from early extinguishments of debt		81,662			—			6,051			2,170			—
Non-cash termination income (including fair value lease amounts)		—			—			(849	)		(585	)		—
Non-cash income from termination of management agreement		—			—			(12,212	)		—			—
Stock-based compensation		6,127			6,380			6,334			14,011			6,500
Straight-line rent (1)		(20,082	)		(22,861	)		(27,038	)		(29,068	)		(13,279	)
Fair value lease revenue (1) (2)		(18,875	)		(19,368	)		(19,748	)		(23,319	)		(23,705	)

Subtotal		247,237			237,078			232,335			222,868			234,194
Divided by:

Adjusted interest expense (4) (5) (6)		95,424			94,806			94,168			87,764			87,670

Interest Coverage Ratio		2.59			2.50			2.47			2.54			2.67

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

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

(3)

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

(4)	Excludes the impact of the ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment of $9,486, $9,453, $9,263, $10,112 and $9,893 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

(5)	Excludes amortization of financing costs of $1,851, $2,146, $2,347, $2,240 and $2,254 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

(6)	Includes capitalized interest of $14,569, $9,302, $9,023, $8,087 and $11,637 for the three months ended December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010 and December 31, 2009, respectively.

Boston Properties, Inc.

Fourth Quarter 2010

CAPITAL STRUCTURE

Consolidated Debt

(in thousands)


																						Aggregate Principal December 31, 2010
Mortgage Notes Payable																						$	3,019,890
Unsecured Line of Credit																							—
Unsecured Senior Notes, at face value																							3,025,000
Unsecured Exchangeable Senior Notes, at face value																							1,823,694

Total Debt																							7,868,584
Fair Value Adjustment on Mortgage Notes Payable																							27,696
Discount on Unsecured Senior Notes																							(8,402	)
Discount on Unsecured Exchangeable Senior Notes																							(8,249	)
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment (1)																							(93,628	)

Total Consolidated Debt																						$	7,786,001


Boston Properties Limited Partnership Unsecured Senior Notes
Settlement Date	11/18/2010			4/19/2010			10/9/2009			5/22/2003			3/18/2003			1/17/2003			12/13/2002			Total/Average
Original Principal Amount	$	850,000		$	700,000		$	700,000		$	250,000		$	300,000		$	175,000		$	750,000		$	3,725,000
Principal Amount at Quarter End	$	850,000		$	700,000		$	700,000		$	250,000		$	300,000		$	42,568	(2)	$	182,432	(2)	$	3,025,000
Yield (on issue date)		4.289	%		5.708	%		5.967	%		5.194	%		5.693	%		6.291	%		6.381	%		5.56	%
Coupon		4.125	%		5.625	%		5.875	%		5.000	%		5.625	%		6.250	%		6.250	%		5.44	%
Public Offering Price		99.260	%		99.891	%		99.931	%		99.329	%		99.898	%		99.763	%		99.650	%		99.66	%
Ratings:
Moody’s		Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)
S&P		A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)
Fitch		BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)			BBB (stable)
Maturity Date		5/15/2021			11/15/2020			10/15/2019			6/1/2015			4/15/2015			1/15/2013			1/15/2013
Discount	$	6,230		$	736		$	438		$	735		$	133		$	114		$	16		$	8,402

Unsecured Senior Notes, net of discount	$	843,770		$	699,264		$	699,562		$	249,265		$	299,867		$	42,454		$	182,416		$	3,016,598


Boston Properties Limited Partnership Unsecured Exchangeable Senior Notes
Settlement Date				8/19/2008			2/6/2007			4/6/2006												Total/Average
Original Principal Amount				$	747,500		$	862,500		$	450,000											$	2,060,000
Principal Amount at Quarter End				$	747,500		$	626,194	(3)	$	450,000											$	1,823,694
Yield (on issue date)					4.037	%		3.462	%		3.787	%											3.778	%
GAAP Yield					6.555	%		5.630	%		5.958	%											6.090	%
Coupon					3.625	%		2.875	%		3.750	%
Exchange Rate					8.5051			7.0430			10.0066
Exchange Price				$	136.13	(4)	$	141.98		$	99.93
First Optional Redemption Date					N/A			2/20/2012			5/18/2013
Maturity Date					2/15/2014			2/15/2037			5/15/2036
Discount				$	4,433		$	3,816		$	—											$	8,249
ASC 470-20 (FSP APB 14-1) Adjustment (1)				$	56,927		$	14,846		$	21,855											$	93,628

Unsecured Senior Exchangeable Notes				$	686,140		$	607,532		$	428,145											$	1,721,817


*Equity*
*(in thousands)*
																Shares/Units Outstanding as of 12/31/10			Common Stock Equivalents			Equivalent (5)
Common Stock																	140,199			140,199	(6)	$	12,071,134
Common Operating Partnership Units																	20,895			20,895	(7)	$	1,799,060
Series Two Preferred Operating Partnership Units																	1,113			1,461		$	125,792

Total Equity																				162,555		$	13,995,986

Total Consolidated Debt																						$	7,786,001

Total Consolidated Market Capitalization																						$	21,781,987

BXP’s share of Joint Venture Debt																						$	1,543,960	(8)
Total Combined Debt (9)																						$	9,329,961

Total Combined Market Capitalization (10)																						$	23,325,947

(1)

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

(2)

On December 12, 2010, the Company’s Operating Partnership redeemed $700.0 million in aggregate principal amount of its 6.25% Senior Notes due 2013. The redemption price was determined in accordance with the applicable indenture and was approximately $793.1 million. The redemption price included approximately $17.9 million of accrued and unpaid interest to, but not including, the redemption date. Excluding such accrued and unpaid interest, the redemption price was approximately 110.75% of the principal amount being redeemed. In addition, on November 29, 2010, the Company entered into two Treasury lock agreements to fix the yield on the U.S. Treasury issue used in determining the redemption price on notional amounts aggregating $700.0 million. On December 9, 2010, the Company cash-settled the Treasury lock agreements and paid approximately $2.1 million. As a result of the payment of the redemption premium, the settlement of the Treasury locks and the write-off of deferred financing costs, the Company recognized an aggregate loss on early extinguishment of debt of approximately $79.3 million. Following the partial redemption, there is an aggregate of $225.0 million of the notes outstanding.

(3)

During the three months ended December 31, 2010, the Company’s Operating Partnership repurchased $50.0 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037 for approximately $51.1 million. The repurchased notes had an aggregate carrying value of approximately $48.4 million, resulting in the recognition of a loss on early extinguishment of approximately $2.3 million.

(4)

The initial exchange rate is 8.5051 shares per $1,000 principal amount of the notes (or an initial exchange price of approximately $117.58 per share of Boston Properties, Inc.’s common stock). In addition, the Company entered into capped call transactions with affiliates of certain of the initial purchasers, which are intended to reduce the potential dilution upon future exchange of the notes. The capped call transactions are expected to have the effect of increasing the effective exchange price to the Company of the notes from $117.58 to approximately $137.17 per share (subject to adjustments), representing an overall effective premium of approximately 40% over the closing price on August 13, 2008 of $97.98 per share of Boston Properties, Inc.’s common stock. The net cost of the capped call transactions was approximately $44.4 million. As of December 31, 2010, the exchange price was $136.13 per share.

(5)	Value based on December 31, 2010 closing price of $86.10 per share of common stock.

(6)	Includes 117 shares of restricted stock.

(7)	Includes 1,507 long-term incentive plan units, but excludes 1,081 unvested outperformance plan units.

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

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

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

Boston Properties, Inc.

Fourth Quarter 2010

DEBT ANALYSIS (1)

Debt Maturities and Principal Payments

as of December 31, 2010

(in thousands)


	2011			2012			2013			2014			2015			Thereafter			Total

Floating Rate Debt
Mortgage Notes Payable	$	—		$	267,845		$	827		$	48,828		$	—		$	—		$	317,500
Unsecured Line of Credit		—			—			—			—			—			—			—

Total Floating Debt	$	—		$	267,845		$	827		$	48,828		$	—		$	—		$	317,500

Fixed Rate Debt

Mortgage Notes Payable	$	471,818		$	105,084		$	100,462		$	76,436		$	14,312		$	1,934,278		$	2,702,390
Fair Value Adjusment		5,675			5,043			4,270			3,962			4,157			4,589			27,696

Mortgage Notes Payable		477,493			110,127			104,732			80,398			18,469			1,938,867			2,730,086

Unsecured Exchangeable Senior Notes, net of discount (2)		—			622,378			450,000			743,067			—			—			1,815,445
ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(38,946	)		(29,192	)		(23,052	)		(2,438	)		—			—			(93,628	)

Unsecured Exchangeable Senior Notes		(38,946	)		593,186			426,948			740,629			—			—			1,721,817

Unsecured Senior Notes, net of discount		—			—			224,870			—			549,132			2,242,596			3,016,598


Total Fixed Debt	$	438,547		$	703,313		$	756,550		$	821,027		$	567,601		$	4,181,463		$	7,468,501


Total Consolidated Debt	$	438,547		$	971,158		$	757,377		$	869,855		$	567,601		$	4,181,463		$	7,786,001

GAAP Weighted Average Floating Rate Debt		0.00	%		0.64	%		2.83	%		2.83	%		0.00	%		0.00	%		0.99	%
GAAP Weighted Average Fixed Rate Debt		7.21	%		5.64	%		6.09	%		6.48	%		5.50	%		5.44	%		5.75	%

Total GAAP Weighted Average Rate		7.21	%		4.28	%		6.08	%		6.26	%		5.50	%		5.44	%		5.56	%


Total Stated Weighted Average Rate		7.18	%		3.06	%		4.96	%		3.93	%		5.42	%		5.49	%		5.07	%

Unsecured Debt

Unsecured Line of Credit - Matures August 3, 2011

(in thousands)


Facility		Outstanding at 12/31/2010		Letters of Credit		Remaining Capacity at 12/31/2010

$	1,000,000	$	—	$	24,564	$	975,436

Unsecured and Secured Debt Analysis


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

Unsecured Debt		60.86	%		4.71	%		5.63	%		6.0	years
Secured Debt		39.14	%		5.63	%		5.44	%		4.5	years

Total Consolidated Debt		100.00	%		5.07	%		5.56	%		5.4	years

Floating and Fixed Rate Debt Analysis


	% of Total Debt			Stated Weighted Average Rate			GAAP Weighted Average Rate			Weighted Average Maturity
Floating Rate Debt		4.08	%		0.86	%		0.99	%		1.5	years
Fixed Rate Debt		95.92	%		5.25	%		5.75	%		5.6	years

Total Consolidated Debt		100.00	%		5.07	%		5.56	%		5.4	years

(1)	Excludes unconsolidated joint ventures.

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

Boston Properties, Inc.

Fourth Quarter 2010

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

as of December 31, 2010

(in thousands)


Property	2011			2012			2013			2014			2015			Thereafter			Total

599 Lexington Avenue	$	—		$	—		$	—		$	—		$	—		$	750,000		$	750,000
John Hancock Tower and Garage		—			—			—			—			—			640,500			640,500	(2)
601 Lexington Avenue		456,633			—			—			—			—			—			456,633	(2)
Embarcadero Center Four		4,543			4,828			5,131			5,452			5,794			348,886			374,634
510 Madison Avenue		—			267,500			—			—			—			—			267,500	(3)
505 9th Street		2,058			2,177			2,306			2,441			2,585			116,334			127,901
One Freedom Square		1,520			65,511			—			—			—			—			67,031	(2)
New Dominion Technology Park, Building Two		—			—			—			63,000			—			—			63,000
140 Kendrick Street		1,061			1,143			47,889			—			—			—			50,093	(2)
Reservoir Place		—			345			827			48,828			—			—			50,000
New Dominion Technology Park, Building One		1,846			1,987			2,140			2,304			2,481			38,494			49,252
Kingstowne Two and Retail		1,535			1,630			1,730			1,837			1,950			29,277			37,959	(2)
Montvale Center		—			25,000			—			—			—			—			25,000
Sumner Square		866			930			22,896			—			—			—			24,692
Kingstowne One		617			657			17,062			—			—			—			18,336	(2)
University Place		1,139			1,221			1,308			1,402			1,502			10,787			17,359
Atlantic Wharf		—			—			—			—			—			—			—	(4)

		471,818			372,929			101,289			125,264			14,312			1,934,278			3,019,890


Aggregate Fair Value Adjustments		5,675			5,043			4,270			3,962			4,157			4,589			27,696

		477,493			377,972			105,559			129,226			18,469			1,938,867			3,047,586


Unsecured Exchangeable Senior Notes, net of discount		—			622,378			450,000			743,067			—			—			1,815,445	(5)

ASC 470-20 (formerly known as FSP APB 14-1) Adjustment		(38,946	)		(29,192	)		(23,052	)		(2,438	)		—			—			(93,628	)

		(38,946	)		593,186			426,948			740,629			—			—			1,721,817


Unsecured Senior Notes, net of discount		—			—			224,870			—			549,132			2,242,596			3,016,598
Unsecured Line of Credit		—			—			—			—			—			—			—	(6)

	$	438,547		$	971,158		$	757,377		$	869,855		$	567,601		$	4,181,463		$	7,786,001


% of Total Consolidated Debt		5.63	%		12.47	%		9.73	%		11.17	%		7.29	%		53.71	%		100.00	%
Balloon Payments	$	452,462		$	979,584		$	761,122		$	854,414		$	549,132		$	4,139,726		$	7,736,440
Scheduled Amortization	$	25,031		$	20,766		$	19,307		$	17,879		$	18,469		$	41,737		$	143,189

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

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

(3)	The mortgage is fully secured by cash deposits.

(4)

As of December 31, 2010, the Company has not drawn any amounts under its $192.5 million construction loan facility. Loan matures on April 21, 2012 and has two, one-year extension options subject to certain conditions. On October 1, 2010, the Company released from collateral the residential portion of the project and reduced the loan commitment from $215.0 million to $192.5 million.

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

(6)	The Unsecured Line of Credit matures on August 3, 2011.

Boston Properties, Inc.

Fourth Quarter 2010

Senior Unsecured Debt Covenant Compliance Ratios

(in thousands)

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

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


			Senior Notes Issued Prior to October 9, 2009			Senior Notes Issued On or After October 9, 2009
			December 31, 2010
Total Assets:
Capitalized Property Value (1)			$	16,822,598		$	17,226,114
Cash and Cash Equivalents (2)				478,948			478,948
Investments in Marketable Securities				8,732			8,732
Undeveloped Land, at Cost				757,556			757,556
Development in Process, at Cost (including Joint Venture %)				1,097,372			1,097,372

Total Assets			$	19,165,206		$	19,568,722


Unencumbered Assets			$	11,201,177		$	11,439,804


Secured Debt (Fixed and Variable) (2) (3)			$	2,752,390		$	2,752,390
Joint Venture Debt				1,543,960			1,543,960
Contingent Liabilities & Letters of Credit				26,991			26,991
Unsecured Debt (4)				4,848,694			4,848,694

Total Outstanding Debt			$	9,172,035		$	9,172,035


Consolidated EBITDA:
Income (loss) from continuing operations (per Consolidated Income Statement)			$	(12,756	)	$	(12,756	)
Subtract: Income from unconsolidated joint ventures (per Consolidated Income Statement)				(9,834	)		(9,834	)
Subtract: Gains (losses) from Investments in Securities (per Consolidated Income Statement)				(682	)		(682	)
Add: Interest Expense (per Consolidated Income Statement)				92,192			92,192
Add: Depreciation and Amortization (per Consolidated Income Statement)				92,763			92,763
Add: Losses from early extinguishment of debt (per Consolidated Income Statement)				81,662			81,662

EBITDA				243,345			243,345
Add: Company share of unconsolidated joint venture EBITDA				58,268			58,268

Consolidated EBITDA			$	301,613		$	301,613


Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)			$	92,192		$	92,192
Add: Company share of unconsolidated joint venture interest expense				24,399			24,399
Less: Amortization of financing costs				(1,851	)		(1,851	)
Less: Interest expense funded by construction loan draws				—			—

Adjusted Interest Expense			$	114,740		$	114,740


	Test		Actual			Actual
Covenant Ratios and Related Data
Total Outstanding Debt/Total Assets		Less than 60%		47.9	%		46.9	%
Secured Debt/Total Assets		Less than 50%		22.4	%		22.0	%
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)		Greater than 1.50x		2.63			2.63
Unencumbered Assets/ Unsecured Debt		Greater than 150%		231.0	%		235.9	%

Unencumbered Consolidated EBITDA			$	185,731		$	185,731

Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)				2.63			2.63

% of Unencumbered Consolidated EBITDA to Consolidated EBITDA				61.6	%		61.6	%

# of unencumbered properties				114			114

(1)

For senior notes issued prior to October 9, 2009, Capitalized Property Value is determined for each property and is the greater of (A) annualized EBITDA capitalized at an 8.5% rate for CBD properties and a 9.0% rate for non-CBD properties, and (B) the undepreciated book value as determined under GAAP. Capitalized Property Value for the senior notes issued on or after October 9, 2009 will be determined for each property and is the greater of (A) annualized EBITDA capitalized at an 8.0% rate for CBD properties and a 9.0% rate for non-CBD properties, and (B) the undepreciated book value as determined under GAAP.

(2)	Based on the Company’s covenant definitions, the debt and restricted cash associated with 510 Madison Avenue, which is fully secured by cash deposits, has been excluded.

(3)	Excludes fair value adjustment of $27,696.

(4)	Excludes debt discount of $16,651 and ASC 470-20 (formerly known as FSP APB 14-1) adjustment of $93,628.

Boston Properties, Inc.

Fourth Quarter 2010

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

(in thousands)


Property	2011			2012			2013			2014			2015			Thereafter			Total

General Motors Building (60%)	$	—		$	—		$	—		$	—		$	—		$	963,600		$	963,600	(1)(2)
125 West 55th Street (60%)		1,562			1,659			1,763			1,874			1,991			114,360			123,209
Two Grand Central Tower (60%)		1,380			1,465			1,556			1,652			101,072			—			107,125
Metropolitan Square (51%)		—			—			662			1,187			1,257			86,144			89,250
540 Madison Avenue (60%)		240			240			70,920			—			—			—			71,400	(3)
Market Square North (50%)		—			—			161			993			1,042			62,803			64,999
901 New York Avenue (25%)		705			742			782			823			37,590			—			40,642
Annapolis Junction (50%)		21,349			—			—			—			—			—			21,349	(4)
500 North Capitol (30%)		—			—			6,600			—			—			—			6,600

		25,236			4,106			82,444			6,529			142,952			1,226,907			1,488,174

Aggregate Fair Value Adjustments		6,620			7,102			7,186			7,087			7,612			14,705			50,311

	$	31,856		$	11,208		$	89,630		$	13,616		$	150,564		$	1,241,612		$	1,538,485

GAAP Weighted Average Rate		2.07	%		6.00	%		6.66	%		5.77	%		5.85	%		6.45	%		6.33	%
% of Total Debt		2.07	%		0.73	%		5.83	%		0.89	%		9.79	%		80.70	%		100.00	%

Floating and Fixed Rate Debt Analysis


	% of Total Debt			Stated Weighted Average Rate (1)			GAAP Weighted Average Rate			Weighted Average Maturity
Floating Rate Debt		1.88	%		2.32	%		2.53	%		1.1	years
Fixed Rate Debt		98.12	%		5.86	%		6.40	%		6.8	years

Total Debt		100.00	%		5.79	%		6.33	%		6.7	years

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

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

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

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

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

Boston Properties, Inc.

Fourth Quarter 2010

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of December 31, 2010


	General Motors Building			125 West 55th Street			Two Grand Central Tower			540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			Eighth Avenue and 46th Street (2)			500 North Capitol			Subtotal		Value-Added Fund (3)(4)			Total Unconsolidated Joint Ventures
Investment (5)	$	671,094	(6)	$	114,488		$	96,308		$	69,291		$	(12,401	)	$	13,941		$	(1,386	)	$	53,227		$	7,747		$	10,396		$	1,706		$	1,024,411	$	12,841		$	1,037,252
Note Receivable (6)		270,000			—			—			—			—			—			—			—			—			—			—			270,000		—			270,000

Net Equity (5)	$	401,094		$	114,488		$	96,308		$	69,291		$	(12,401	)	$	13,941		$	(1,386	)	$	53,227		$	7,747		$	10,396		$	1,706		$	754,411	$	12,841		$	767,252

Mortgage/Construction loans payable (5) (7)	$	963,600		$	123,209		$	107,125		$	71,400		$	64,999		$	89,250		$	40,642		$	—		$	21,349		$	—		$	6,600		$	1,488,174	$	55,786		$	1,543,960

BXP’s nominal ownership percentage		60.00	%		60.00	%		60.00	%		60.00	%		50.00	%		51.00	%		25.00	%		33.33	%		50.00	%		50.00	%		30.00	%				37.62	%

Results of Operations

(unaudited and in thousands)

for the three months ended December 31, 2010


																																						Total Unconsolidated Joint Ventures
	General Motors Building			125 West 55th Street		Two Grand Central Tower			540 Madison Avenue		Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			Eighth Avenue and 46th Street (2)			500 North Capitol			Subtotal			Value-Added Fund (3)
	General Motors Building			125 West 55th Street		Two Grand Central Tower			540 Madison Avenue		Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			Eighth Avenue and 46th Street (2)			500 North Capitol			Subtotal			Value-Added Fund (3)
REVENUE
Rental	$	52,945		$	10,146	$	7,652		$	7,045	$	5,412		$	8,677		$	8,297		$	4,819		$	4,184		$	—		$	2,036		$	111,213		$	4,477		$	115,690
Straight-line rent		3,133			1,309		716			186		(78	)		(571	)		(14	)		421			5			—			—			5,107			(93	)		5,014
Fair value lease revenue		27,361			623		1,108			534		—			—			—			—			—			—			18			29,644			281			29,925
Termination Income		—			—		—			—		—			66			3			—			—			—			—			69			—			69

Total revenue		83,439			12,078		9,476			7,765		5,334			8,172			8,286			5,240			4,189			—			2,054			146,033			4,665			150,698


EXPENSES
Operating		20,473			3,416		4,047			2,822		2,217			3,111			3,175			2,125			1,245			102			787			43,520			1,706			45,226


NET OPERATING INCOME		62,966			8,662		5,429			4,943		3,117			5,061			5,111			3,115			2,944			(102	)		1,267			102,513			2,959			105,472

Interest		26,416			3,163		2,715			1,922		1,596			2,541			2,138			732			149			—			417			41,789			2,063			43,852
Interest other - partner loans		15,166			—		—			—		—			—			—			—			—			—			—			15,166			—			15,166
Depreciation and amortization		30,199			4,190		3,653			2,129		891			1,878			1,386			1,454			1,186			—			1,833			48,799			1,971			50,770


SUBTOTAL		71,781			7,353		6,368			4,051		2,487			4,419			3,524			2,186			1,335			—			2,250			105,754			4,034			109,788

Gain on debt forgiveness (8)		—			—		—			—		—			—			—			—			—			—			—			—			17,701			17,701
Guaranty obligation		—			—		—			—		—			—			—			—			—			—			—			—			—			—
Impairment loss		—			—		—			—		—			—			—			—			—			—			—			—			—			—
Losses from early extinguishment of debt		—			—		—			—		—			—			—			—			—			—			—			—			—			—

NET INCOME/(LOSS)	$	(8,815	)	$	1,309	$	(939	)	$	892	$	630		$	642		$	1,587		$	929		$	1,609		$	(102	)	$	(983	)	$	(3,241	)	$	16,626		$	13,385


BXP’s share of net income/(loss)	$	(5,289	)	$	785	$	(563	)	$	535	$	315		$	327		$	847	(9)	$	(5	)	$	871	(9)	$	(51	)	$	(295	)	$	(2,523	)	$	4,024	(4)	$	1,501
Basis differential (10)		—		$	472		869			310		—			—			—			—			—			—			—			1,651			(2,989	)(4)		(1,338	)
Gain on sale of real estate (11)		—			—		—			—		—			—			—			572			—			—			—			572			—			572
Elimination of inter-entity interest on partner loan		9,099			—		—			—		—			—			—			—			—			—			—			9,099			—			9,099

Income/(loss) from unconsolidated joint ventures	$	3,810		$	1,257	$	306		$	845	$	315		$	327		$	847		$	567		$	871		$	(51	)	$	(295	)	$	8,799		$	1,035	(4)	$	9,834
BXP’s share of gains on sale of real estate		—			—		—			—		—			—			—			(572	)		—			—			—			(572	)		—			(572	)

BXP’s share of depreciation & amortization		18,119			2,124		1,596			1,053		446			958			533	(9)		269			(56	)(9)		—			550			25,592			614	(4)		26,206

BXP’s share of Funds from Operations (FFO)	$	21,929		$	3,381	$	1,902		$	1,898	$	761		$	1,285		$	1,380		$	264		$	815		$	(51	)	$	255		$	33,819		$	1,649	(4)	$	35,468

BXP’s share of net operating income/(loss)	$	37,780		$	5,279	$	3,532		$	3,051	$	1,559		$	2,581		$	1,278		$	250		$	1,472		$	(51	)	$	380		$	57,110		$	1,192	(4)	$	58,302

(1)	Represents the Company’s interest in the joint venture entity that owns the land and infrastructure. The Company’s entity that owns the office component of the project has been consolidated within the accounts of the Company.

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

(3)

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

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

(5)	Represents the Company’s share.

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

(7)	Excludes fair value adjustments.

(8)

On October 20, 2010 the Company’s Value-Added Fund conveyed the fee simple title to its One and Two Circle Star Way properties and paid approximately $3.8 million to the lender in satisfaction of its outstanding obligations under the existing mortgage loan. The mortgage loan had an outstanding principal amount of $42.0 million, bore interest at a fixed rate of 6.57% per annum and was scheduled to mature on September 1, 2013, resulting in a gain of debt forgiveness of $17.7 million.

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

(10)	Represents adjustment related to the impairment of the carrying values of certain of the Company’s investments in unconsolidated joint ventures and certain losses related to the Company’s investment in the Value-Added Fund.

(11)

On December 23, 2010, the Company sold its 5.00% equity interest in its consolidated joint venture entity that owns the retail portion at the Wisconsin Place mixed-use property located in Chevy Chase, Maryland for cash of approximately $1.4 million, resulting in a gain on sale of real estate of $0.6 million.

Boston Properties, Inc.

Fourth Quarter 2010

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

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

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

Property Information


Property Name	Number of Buildings		Square Feet		Leased %			Annual Revenue per leased SF (1)		Mortgage Notes Payable (2)

300 Billerica Road, Chelmsford, MA		1		110,882		100.0	%	$	9.36	$	1,875	(3)
Mountain View Research Park, Mountain View, CA		16		600,449		78.1	%		31.09		44,244	(4)
Mountain View Technology Park, Mountain View, CA		7		135,279		61.1	%		26.67		9,667	(5)

Total		24		846,610		78.3	%	$	26.90	$	55,786

Results of Operations

(unaudited and in thousands)

for the three months ended December 31, 2010


	Value-Added Fund
REVENUE

Rental	$	4,477
Straight-line rent		(93	)
Fair value lease revenue		281

Total revenue		4,665


EXPENSES
Operating		1,706


SUBTOTAL		2,959

Interest		2,063
Depreciation and amortization		1,971

SUBTOTAL		4,034

Gain on debt forgiveness (6)		17,701
Guaranty obligation		—
Impairment loss		—
Loss from early extinguishment of debt		—

NET INCOME	$	16,626


BXP’s share of net income	$	4,024
Basis differential (7)		(2,989	)
Impairment loss on investment		—

Income from Value-Added Fund	$	1,035
BXP’s share of depreciation & amortization		614

BXP’s share of Funds from Operations (FFO)	$	1,649


The Company’s Equity in the Value-Added Fund	$	12,841

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

(2)	Represents the Company’s share.

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

(4)

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

(5)

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

(6)

(7)	Represents adjustment related to the impairment of the carrying values and a gain on investment related to the Company’s investment in the Value-Added Fund.

Boston Properties, Inc.

Fourth Quarter 2010

PORTFOLIO OVERVIEW

Rentable Square Footage and Percentage of Portfolio Net Operating Income of

In-Service Properties by Location and Type of Property

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


Geographic Area	Square Feet Office (3)			% of NOI Office (4)			Square Feet Office/ Technical			% of NOI Office/ Technical (4)			Square Feet Total (3)			Square Feet % of Total			% of NOI Hotel (4)			% of NOI Total (4)

Greater Boston		10,231,294			19.4	%		834,062			1.7	%		11,065,356			29.5	%		0.9	%		22.0	%
Greater Washington		9,367,244	(5)		21.9	%		756,325			1.0	%		10,123,569	(5)		26.9	%		—			22.9	%
Greater San Francisco		4,980,744			11.3	%		—			—			4,980,744			13.3	%		—			11.3	%
Midtown Manhattan		8,944,307	(6)		41.0	%		—			—			8,944,307	(6)		23.8	%		—			41.0	%
Princeton/East Brunswick, NJ		2,452,529			2.8	%		—			—			2,452,529			6.5	%		—			2.8	%

		35,976,118			96.4	%		1,590,387			2.7	%		37,566,505			100.0	%		0.9	%		100.0	%

% of Total		95.8	%					4.2	%					100.0	%


*Percentage of Portfolio Net Operating Income of In-Service Properties*
*by Location and Type of Property (2) (4)*

Geographic Area	CBD			Suburban			Total

Greater Boston		16.0	%		6.0	%		22.0	%
Greater Washington		8.9	%		14.0	%		22.9	%
Greater San Francisco		9.0	%		2.3	%		11.3	%
Midtown Manhattan		41.0	%		—			41.0	%
Princeton/East Brunswick, NJ		—			2.8	%		2.8	%


Total		74.9	%		25.1	%		100.0	%



*Hotel Properties*
Hotel Properties	Number of Rooms		Square Feet
Cambridge Center Marriott, Cambridge, MA		433		330,400

Total Hotel Properties		433		330,400


*Structured Parking*
	Number of Spaces		Square Feet

Total Structured Parking		40,664		13,650,302

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

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

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

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

(5)

Includes 586,950 square feet at Metropolitan Square which is 51% owned by Boston Properties, 402,740 square feet at Market Square North which is 50% owned by Boston Properties, 539,229 square feet at 901 New York Avenue which is 25% owned by Boston Properties, 321,943 square feet at 505 9th Street, N.W. which is 50% owned by Boston Properties, 117,599 square feet at Annapolis Junction which is 50% owned by Boston Properties and 175,698 square feet at 500 North Capitol which is 30% owned by Boston Properties.

(6)	Includes 1,803,465 square feet at the General Motors Building, 581,267 square feet at 125 West 55th Street, 646,227 square feet at Two Grand Central Tower and 288,580 square feet at 540 Madison Avenue, each of which is 60% owned by Boston Properties.

Boston Properties, Inc.

Fourth Quarter 2010

In-Service Property Listing

as of December 31, 2010


		Sub Market	Number of Buildings		Square Feet		Leased %			Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)		Central Business District (CBD) or Suburban (S)
Greater Boston
Office
(2)	John Hancock Tower	CBD Boston MA		1		1,693,553		96.6	%	$	48.09		Y		CBD
	800 Boylston Street - The Prudential Center	CBD Boston MA		1		1,226,475		90.9	%		47.92		N		CBD
	111 Huntington Avenue - The Prudential Center	CBD Boston MA		1		859,641		94.2	%		61.04		N		CBD
	101 Huntington Avenue - The Prudential Center	CBD Boston MA		1		505,939		100.0	%		41.20		N		CBD
	The Shops at the Prudential Center	CBD Boston MA		1		510,405		98.5	%		71.26		N		CBD
	Shaws Supermarket at the Prudential Center	CBD Boston MA		1		57,235		100.0	%		49.44		N		CBD
	One Cambridge Center	East Cambridge MA		1		215,573		90.4	%		40.96		N		CBD
	Three Cambridge Center	East Cambridge MA		1		108,152		43.0	%		21.91		N		CBD
	Four Cambridge Center	East Cambridge MA		1		199,131		58.6	%		43.05		N		CBD
	Five Cambridge Center	East Cambridge MA		1		240,480		100.0	%		45.96		N		CBD
	Eight Cambridge Center	East Cambridge MA		1		177,226		100.0	%		40.92		N		CBD
	Ten Cambridge Center	East Cambridge MA		1		152,664		100.0	%		44.56		N		CBD
	Eleven Cambridge Center	East Cambridge MA		1		79,616		100.0	%		48.59		N		CBD
	University Place	Mid-Cambridge MA		1		195,282		100.0	%		40.50		Y		CBD
	Reservoir Place	Route 128 Mass Turnpike MA		1		526,080		79.5	%		32.43		Y		S
	Reservoir Place North	Route 128 Mass Turnpike MA		1		73,258		100.0	%		29.15		N		S
	140 Kendrick Street	Route 128 Mass Turnpike MA		3		380,987		100.0	%		27.50		Y		S
	230 CityPoint	Route 128 Mass Turnpike MA		1		299,944		95.8	%		34.38		N		S
	77 CityPoint	Route 128 Mass Turnpike MA		1		209,707		100.0	%		42.81		N		S
(3)	Waltham Office Center	Route 128 Mass Turnpike MA		1		67,005		38.3	%		16.47		N		S
	195 West Street	Route 128 Mass Turnpike MA		1		63,500		100.0	%		37.99		N		S
	200 West Street	Route 128 Mass Turnpike MA		1		255,378		29.0	%		33.72		N		S
(2)	Weston Corporate Center	Route 128 Mass Turnpike MA		1		356,367		100.0	%		40.22		N		S
	Waltham Weston Corporate Center	Route 128 Mass Turnpike MA		1		306,789		76.3	%		37.00		N		S
	10 & 20 Burlington Mall Road	Route 128 Northwest MA		2		152,097		88.9	%		25.04		N		S
	Bedford Business Park	Route 128 Northwest MA		1		92,207		100.0	%		28.09		N		S
	32 Hartwell Avenue	Route 128 Northwest MA		1		69,154		100.0	%		25.99		N		S
	91 Hartwell Avenue	Route 128 Northwest MA		1		121,425		77.3	%		20.42		N		S
	92 Hayden Avenue	Route 128 Northwest MA		1		31,100		100.0	%		35.94		N		S
	100 Hayden Avenue	Route 128 Northwest MA		1		55,924		100.0	%		34.22		N		S
	33 Hayden Avenue	Route 128 Northwest MA		1		80,128		100.0	%		32.84		N		S
	Lexington Office Park	Route 128 Northwest MA		2		166,745		77.3	%		27.10		N		S
	191 Spring Street	Route 128 Northwest MA		1		158,900		100.0	%		31.35		N		S
	181 Spring Street	Route 128 Northwest MA		1		55,793		60.4	%		31.61		N		S
	201 Spring Street	Route 128 Northwest MA		1		106,300		100.0	%		34.79		N		S
	40 Shattuck Road	Route 128 Northwest MA		1		121,216		75.9	%		21.30		N		S
	Quorum Office Park	Route 128 Northwest MA		2		259,918		100.0	%		24.33		N		S

				42		10,231,294		90.8	%	$	43.25

Office/Technical
	Seven Cambridge Center	East Cambridge MA		1		231,028		100.0	%	$	83.83		N		CBD
	Fourteen Cambridge Center	East Cambridge MA		1		67,362		100.0	%		24.72		N		CBD
(3)	103 Fourth Avenue	Route 128 Mass Turnpike MA		1		62,476		58.5	%		10.48		N		S
	Bedford Business Park	Route 128 Northwest MA		2		379,056		62.7	%		20.49		N		S
	17 Hartwell Avenue	Route 128 Northwest MA		1		30,000		100.0	%		15.25		N		S
	164 Lexington Road	Route 128 Northwest MA		1		64,140		0.0	%		—		N		S

				7		834,062		72.3	%	$	44.38


	Total Greater Boston:			49		11,065,356		89.4	%	$	43.31

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

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

Boston Properties, Inc.

Fourth Quarter 2010

In-Service Property Listing (continued)

as of December 31, 2010


		Sub Market	Number of Buildings		Square Feet		Leased %			Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)		Central Business District (CBD) or Suburban (S)
Greater Washington, DC
Office
	Capital Gallery	Southwest Washington DC		1		621,009		100.0	%	$	48.53		N		CBD
	500 E Street, S. W.	Southwest Washington DC		1		248,336		100.0	%		44.13		N		CBD
	Metropolitan Square (51% ownership)	East End Washington DC		1		586,950		96.2	%		52.64		Y		CBD
	1301 New York Avenue	East End Washington DC		1		188,357		100.0	%		46.14		N		CBD
	Market Square North (50% ownership)	East End Washington DC		1		402,740		90.9	%		54.89		Y		CBD
(2)(3)	500 North Capitol (30% ownership)	CBD Washington DC		1		175,698		100.0	%		43.03		Y		CBD
	505 9th Street, N.W. (50% ownership)	CBD Washington DC		1		321,943		96.0	%		63.31		Y		CBD
	901 New York Avenue (25% ownership)	CBD Washington DC		1		539,229		99.8	%		60.60		Y		CBD
	1333 New Hampshire Avenue	CBD Washington DC		1		315,371		100.0	%		48.93		N		CBD
	1330 Connecticut Avenue	CBD Washington DC		1		252,136		98.3	%		57.07		N		CBD
(3)	635 Massachusetts Avenue	CBD Washington DC		1		211,000		100.0	%		28.31		N		CBD
	Sumner Square	CBD Washington DC		1		208,665		93.7	%		46.37		Y		CBD
	Annapolis Junction (50% ownership)	Arundel County, MD		1		117,599		100.0	%		141.07		Y		S
	Montvale Center	Montgomery County MD		1		123,392		79.3	%		26.73		Y		S
	One Preserve Parkway	Montgomery County MD		1		183,734		76.7	%		35.18		N		S
	2600 Tower Oaks Boulevard	Montgomery County MD		1		178,865		87.8	%		37.85		N		S
	Wisconsin Place	Montgomery County MD		1		299,186		96.5	%		46.21		N		S
	Democracy Tower	Fairfax County VA		1		235,436		100.0	%		46.12		N		S
	Kingstowne One	Fairfax County VA		1		150,838		90.6	%		37.03		Y		S
	Kingstowne Two	Fairfax County VA		1		156,251		98.2	%		38.11		Y		S
	Kingstowne Retail	Fairfax County VA		1		88,288		100.0	%		32.62		Y		S
	One Freedom Square	Fairfax County VA		1		423,922		95.6	%		41.56		Y		S
	Two Freedom Square	Fairfax County VA		1		421,142		96.7	%		43.43		N		S
	One Reston Overlook	Fairfax County VA		1		312,685		100.0	%		31.28		N		S
	Two Reston Overlook	Fairfax County VA		1		134,615		91.8	%		33.17		N		S
	One and Two Discovery Square	Fairfax County VA		2		366,990		95.3	%		43.83		N		S
	New Dominion Technology Park - Building One	Fairfax County VA		1		235,201		100.0	%		33.12		Y		S
	New Dominion Technology Park - Building Two	Fairfax County VA		1		257,400		100.0	%		39.01		Y		S
	Reston Corporate Center	Fairfax County VA		2		261,046		100.0	%		35.15		N		S
	South of Market	Fairfax County VA		3		647,682		99.7	%		45.06		N		S
	12290 Sunrise Valley	Fairfax County VA		1		182,424		100.0	%		38.25		N		S
(3)	12300 Sunrise Valley	Fairfax County VA		1		255,244		100.0	%		45.98		N		S
(3)	12310 Sunrise Valley	Fairfax County VA		1		263,870		100.0	%		46.36		N		S

				37		9,367,244		97.1	%	$	46.48

Office/Technical
(3)	6601 Springfield Center Drive	Fairfax County VA		1		26,388		100.0	%	$	11.33		N		S
	7435 Boston Boulevard	Fairfax County VA		1		103,557		100.0	%		20.57		N		S
	7451 Boston Boulevard	Fairfax County VA		1		47,001		100.0	%		22.68		N		S
	7450 Boston Boulevard	Fairfax County VA		1		62,402		100.0	%		20.32		N		S
	7374 Boston Boulevard	Fairfax County VA		1		57,321		100.0	%		16.46		N		S
	8000 Grainger Court	Fairfax County VA		1		88,775		100.0	%		20.05		N		S
	7500 Boston Boulevard	Fairfax County VA		1		79,971		100.0	%		15.07		N		S
	7501 Boston Boulevard	Fairfax County VA		1		75,756		100.0	%		25.00		N		S
	7601 Boston Boulevard	Fairfax County VA		1		103,750		100.0	%		14.40		N		S
	7375 Boston Boulevard	Fairfax County VA		1		26,865		100.0	%		20.93		N		S
	8000 Corporate Court	Fairfax County VA		1		52,539		100.0	%		20.58		N		S
	7300 Boston Boulevard	Fairfax County VA		1		32,000		100.0	%		27.52		N		S

				12		756,325		100.0	%	$	19.31


	Total Greater Washington:			49		10,123,569		97.3	%	$	44.40

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

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

Boston Properties, Inc.

Fourth Quarter 2010

In-Service Property Listing (continued)

as of December 31, 2010


		Sub Market	Number of Buildings		Square Feet		Leased %			Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)		Central Business District (CBD) or Suburban (S)

Midtown Manhattan
Office
	599 Lexington Avenue	Park Avenue NY		1		1,043,649		98.3	%	$	79.28		Y		CBD
	601 Lexington Avenue	Park Avenue NY		1		1,629,685		96.0	%		82.83		Y		CBD
	399 Park Avenue	Park Avenue NY		1		1,707,476		98.8	%		80.20		N		CBD
	Times Square Tower	Times Square NY		1		1,243,958		99.1	%		72.54		N		CBD
	General Motors Building (60% ownership)	Plaza District NY		1		1,803,465		98.4	%		114.11		Y		CBD
	540 Madison Avenue (60% ownership)	Plaza District NY		1		288,580		95.6	%		101.29		Y		CBD
	125 West 55th Street (60% ownership)	Sixth/Rock Center NY		1		581,267		100.0	%		66.58		Y		CBD
	Two Grand Central Tower (60% ownership)	Grand Central District NY		1		646,227		80.6	%		57.93		Y		CBD

		Total Midtown Manhattan:		8		8,944,307		96.9	%	$	84.86


Princeton/East Brunswick, NJ
Office
	101 Carnegie Center	Princeton NJ		1		123,659		87.7	%	$	28.75		N		S
	104 Carnegie Center	Princeton NJ		1		102,830		97.2	%		35.13		N		S
	105 Carnegie Center	Princeton NJ		1		69,955		55.3	%		28.15		N		S
	201 Carnegie Center	Princeton NJ		—		6,500		100.0	%		30.57		N		S
	202 Carnegie Center	Princeton NJ		1		130,582		78.4	%		33.32		N		S
	206 Carnegie Center	Princeton NJ		1		161,763		100.0	%		33.85		N		S
	210 Carnegie Center	Princeton NJ		1		162,368		92.8	%		36.40		N		S
	211 Carnegie Center	Princeton NJ		1		47,025		100.0	%		32.27		N		S
	212 Carnegie Center	Princeton NJ		1		149,354		82.0	%		36.14		N		S
	214 Carnegie Center	Princeton NJ		1		150,774		75.1	%		33.07		N		S
	302 Carnegie Center	Princeton NJ		1		64,926		65.1	%		29.90		N		S
	502 Carnegie Center	Princeton NJ		1		118,120		82.1	%		34.94		N		S
	504 Carnegie Center	Princeton NJ		1		121,990		100.0	%		30.03		N		S
	506 Carnegie Center	Princeton NJ		1		145,213		100.0	%		34.32		N		S
	508 Carnegie Center	Princeton NJ		1		128,662		57.8	%		33.00		N		S
	510 Carnegie Center	Princeton NJ		1		234,160		100.0	%		29.38		N		S
(2)	701 Carnegie Center	Princeton NJ		1		120,000		100.0	%		36.32		N		S

				16		2,037,881		87.6	%	$	33.01


	One Tower Center	East Brunswick NJ		1		414,648		47.2	%	$	30.25		N		S

				1		414,648		47.2	%	$	30.25


		Total Princeton/East Brunswick, NJ:		17		2,452,529		80.8	%	$	32.74


Greater San Francisco
Office
	Embarcadero Center One	CBD San Francisco CA		1		833,723		84.1	%	$	47.36		N		CBD
	Embarcadero Center Two	CBD San Francisco CA		1		779,583		97.2	%		50.88		N		CBD
	Embarcadero Center Three	CBD San Francisco CA		1		775,086		92.7	%		42.22		N		CBD
	Embarcadero Center Four	CBD San Francisco CA		1		936,791		93.6	%		62.61		Y		CBD

				4		3,325,183		91.8	%	$	51.34


	611 Gateway	South San Francisco CA		1		256,302		100.0	%	$	34.54		N		S
	601 and 651 Gateway	South San Francisco CA		2		506,224		96.2	%		33.16		N		S
	303 Almaden	San Jose CA		1		158,499		90.8	%		34.89		N		CBD
(3)	North First Business Park	San Jose CA		5		190,636		75.8	%		16.69		N		S
	3200 Zanker Road	San Jose CA		4		543,900		100.0	%		15.13		N		S

				13		1,655,561		95.2	%	$	25.81


		Total Greater San Francisco:		17		4,980,744		92.9	%	$	42.61


		Total In-Service Properties:		140		37,566,505		93.2	%	$	53.21

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

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

Boston Properties, Inc.

Fourth Quarter 2010

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

TOP 20 TENANTS BY SQUARE FEET LEASED


	Tenant	Sq. Ft.			% of Portfolio

1	US Government		1,974,528	(1)		5.26	%
2	Citibank		1,047,695	(2)		2.79	%
3	Lockheed Martin		1,029,935			2.74	%
4	Kirkland & Ellis		648,566	(3)		1.73	%
5	Genentech		640,271			1.70	%
6	Biogen		576,393			1.53	%
7	Ropes & Gray		528,931			1.41	%
8	O’Melveny & Myers		511,659			1.36	%
9	Bain Capital		476,653			1.27	%
10	Shearman & Sterling		472,808			1.26	%
11	Manulife		467,178			1.24	%
12	Weil Gotshal Manges		444,982	(4)		1.18	%
13	State Street Bank and Trust		408,552			1.09	%
14	Parametric Technology		380,987			1.01	%
15	Microsoft		342,478			0.91	%
16	Ann Taylor		338,942			0.90	%
17	Finnegan Henderson Farabow		336,396	(5)		0.90	%
18	Northrop Grumman		323,097			0.86	%
19	Accenture		310,312			0.83	%
20	Bingham McCutchen		301,385			0.80	%

	Total % of Portfolio Square Feet					30.78	%
	Total % of Portfolio Revenue					31.95	%

Notable Signed Deals (6)


Tenant	Property	Sq. Ft.
Wellington Management	Atlantic Wharf		454,000	(7)
Defense Intelligence Agency (US Government)	12300 & 12310 Sunrise Valley		523,000
Massachusetts Financial Services (MFS)	111 Huntington Avenue		279,000
Zoll Medical	Quorum Office Park		220,738
Hunton & Williams LLP	2200 Pennsylvania Avenue		189,806
McDermott Will & Emery	500 North Capital		171,000

(1)	Includes 36,126, 68,173, 75,074 & 175,698 square feet of space in properties in which Boston Properties has a 60%, 51%, 50% & 30% interest, respectively.

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

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

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

(5)	Includes 266,539 square feet of space in a property in which Boston Properties has a 25% interest.

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

(7)	Tenant began occupancy in January 2011.

TENANT DIVERSIFICATION (GROSS RENT) *

LOGO

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE OFFICE PROPERTIES

Lease Expirations (1) (2)


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

2011		2,256,456	$	108,860,400	$	48.24	$	109,027,276	$	48.32		6.56	%
2012		2,516,331		133,143,758		52.91		130,678,843		51.93		7.32	%
2013		1,696,044		71,162,648		41.96		72,952,897		43.01		4.93	%
2014		3,372,278		134,873,894		39.99		145,915,616		43.27		9.81	%
2015		2,997,522		148,324,079		49.48		160,696,671		53.61		8.72	%
2016		2,713,265		134,332,543		49.51		145,040,373		53.46		7.89	%
2017		3,196,938		210,962,855		65.99		226,797,902		70.94		9.30	%
2018		703,551		49,473,294		70.32		54,831,358		77.94		2.05	%
2019		2,972,745		170,226,476		57.26		189,982,321		63.91		8.65	%
2020		2,699,017		158,696,636		58.80		177,971,365		65.94		7.85	%
Thereafter		6,362,396		373,058,543		58.63		438,465,018		68.92		18.51	%

Occupancy By Location (3)


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

Midtown Manhattan		96.9	%		95.4	%		n/a			n/a			96.9	%		95.4	%
Greater Boston		93.7	%		95.9	%		86.3	%		85.1	%		90.8	%		91.0	%
Greater Washington		97.8	%		99.4	%		96.6	%		93.2	%		97.1	%		95.8	%
Greater San Francisco		91.8	%		91.0	%		95.6	%		91.3	%		92.9	%		91.1	%
Princeton/East Brunswick, NJ		n/a			n/a			80.8	%		81.7	%		80.8	%		81.7	%

Total Portfolio		95.4	%		95.5	%		90.4	%		88.5	%		93.6	%		92.8	%

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

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE OFFICE/TECHNICAL PROPERTIES

Lease Expirations (1) (2)


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

2011		264,668	$	4,202,372	$	15.88	$	4,223,493	$	15.96		16.64	%
2012		185,359		4,025,245		21.72		4,083,972		22.03		11.65	%
2013		7,479		148,517		19.86		154,497		20.66		0.47	%
2014		258,020		4,724,309		18.31		4,943,701		19.16		16.22	%
2015		166,224		3,906,039		23.50		3,981,647		23.95		10.45	%
2016		225,532		18,991,330		84.21		19,291,288		85.54		14.18	%
2017		—		—		—		—		—		0.00	%
2018		—		—		—		—		—		0.00	%
2019		—		—		—		—		—		0.00	%
2020		157,776		3,255,634		20.63		3,334,522		21.13		9.92	%
Thereafter		80,000		1,616,032		20.20		1,856,032		23.20		5.03	%

Occupancy By Location


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

Midtown Manhattan		n/a			n/a			n/a			n/a			n/a			n/a
Greater Boston		100.0	%		100.0	%		56.8	%		61.5	%		72.3	%		75.3	%
Greater Washington		n/a			n/a			100.0	%		91.6	%		100.0	%		91.6	%
Greater San Francisco		n/a			n/a			n/a			n/a			n/a			n/a
Princeton/East Brunswick, NJ		n/a			n/a			n/a			n/a			n/a			n/a

Total Portfolio		100.0	%		100.0	%		82.1	%		79.8	%		85.5	%		83.4	%

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE RETAIL PROPERTIES

Lease Expirations (1) (2)


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

2011		59,726	$	5,364,091	$	89.81	$	5,051,195	$	84.57		3.73	%
2012		164,976		10,935,544		66.29		10,936,820		66.29		10.29	%
2013		73,391		6,329,479		86.24		6,391,690		87.09		4.58	%
2014		53,902		4,976,768		92.33		5,188,389		96.26		3.36	%
2015		145,287		12,967,609		89.26		14,151,040		97.40		9.07	%
2016		169,398		20,927,917		123.54		22,322,708		131.78		10.57	%
2017		108,949		6,820,792		62.61		7,285,593		66.87		6.80	%
2018		232,022		10,613,387		45.74		11,207,418		48.30		14.48	%
2019		55,477		3,737,117		67.36		4,303,991		77.58		3.46	%
2020		103,161		4,573,000		44.33		5,534,959		53.65		6.44	%
Thereafter		436,300		26,655,721		61.09		32,682,444		74.91		27.22	%

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

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

Boston Properties, Inc.

Fourth Quarter 2010

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations (1) (2)


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

2011		2,580,850	$	118,426,863	$	45.89	$	118,301,963	$	45.84		6.9	%
2012		2,866,666		148,104,547		51.66		145,699,635		50.83		7.6	%
2013		1,776,914		77,640,644		43.69		79,499,084		44.74		4.7	%
2014		3,684,200		144,574,970		39.24		156,047,706		42.36		9.8	%
2015		3,309,033		165,197,728		49.92		178,829,358		54.04		8.8	%
2016		3,108,195		174,251,791		56.06		186,654,369		60.05		8.3	%
2017		3,305,887		217,783,647		65.88		234,083,494		70.81		8.8	%
2018		935,573		60,086,681		64.22		66,038,776		70.59		2.5	%
2019		3,028,222		173,963,593		57.45		194,286,312		64.16		8.1	%
2020		2,959,954		166,525,270		56.26		186,840,846		63.12		7.9	%
Thereafter		6,878,696		401,330,296		58.34		473,003,494		68.76		18.3	%

Occupancy By Location


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

Midtown Manhattan		96.9	%		95.4	%		n/a			n/a			96.9	%		95.4	%
Greater Boston		94.0	%		96.2	%		82.8	%		82.1	%		89.4	%		89.6	%
Greater Washington		97.8	%		99.4	%		97.0	%		93.0	%		97.3	%		95.5	%
Greater San Francisco		91.8	%		91.0	%		95.6	%		91.3	%		92.9	%		91.1	%
Princeton/East Brunswick, NJ		n/a			n/a			80.8	%		81.7	%		80.8	%		81.7	%

Total Portfolio		95.4	%		95.6	%		89.7	%		87.7	%		93.2	%		92.4	%

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER BOSTON PROPERTIES

Lease Expirations - Greater Boston (1) (2)


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

2011		394,213	$	12,322,031	$	31.26	$	12,271,831	$	31.13			36,528	$	382,732	$	10.48	$	382,732	$	10.48
2012		694,423		27,445,701		39.52		26,738,062		38.50			67,362		1,665,183		24.72		1,665,183		24.72
2013		625,404		26,250,205		41.97		27,145,913		43.41			—		—		—		—		—
2014		1,027,291		37,389,533		36.40		38,996,054		37.96			30,000		457,500		15.25		457,500		15.25
2015		1,239,812		54,665,496		44.09		56,756,216		45.78			—		—		—		—		—
2016		492,443		17,355,475		35.24		18,803,528		38.18			225,532		18,991,330		84.21		19,291,288		85.54
2017		446,115		18,553,209		41.59		20,631,104		46.25			—		—		—		—		—
2018		132,757		7,292,783		54.93		7,606,758		57.30			—		—		—		—		—
2019		633,550		28,474,845		44.94		30,879,080		48.74			—		—		—		—		—
2020		192,260		8,503,542		44.23		9,396,785		48.88			157,776		3,255,634		20.63		3,334,522		21.13
Thereafter		2,515,201		116,669,322		46.39		126,482,616		50.29			80,000		1,616,032		20.20		1,856,032		23.20

	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

2011		18,740	$	3,701,340	$	197.51	$	3,376,443	$	180.17	(3)		449,481	$	16,406,102	$	36.50	$	16,031,007	$	35.67
2012		68,835		3,165,350		45.98		3,172,874		46.09			830,620		32,276,234		38.86		31,576,119		38.02
2013		28,516		3,641,277		127.69		3,620,877		126.98			653,920		29,891,482		45.71		30,766,790		47.05
2014		16,492		2,154,072		130.61		2,186,293		132.57			1,073,783		40,001,105		37.25		41,639,847		38.78
2015		72,607		5,353,688		73.74		5,424,070		74.70			1,312,419		60,019,184		45.73		62,180,286		47.38
2016		14,617		1,776,577		121.54		1,850,442		126.60			732,592		38,123,382		52.04		39,945,257		54.53	(4)
2017		44,699		2,715,985		60.76		2,882,470		64.49			490,814		21,269,194		43.33		23,513,574		47.91
2018		171,701		7,421,055		43.22		7,644,861		44.52			304,458		14,713,837		48.33		15,251,619		50.09
2019		16,025		1,801,314		112.41		2,066,071		128.93			649,575		30,276,158		46.61		32,945,150		50.72
2020		67,712		3,400,580		50.22		4,140,480		61.15			417,748		15,159,756		36.29		16,871,788		40.39
Thereafter		204,851		8,237,578		40.21		9,333,205		45.56			2,800,052		126,522,931		45.19		137,671,853		49.17

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

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

(3)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $109.07 per square foot and $112.33 per square foot in 2011.

(4)	Includes 225,532 square feet of research/laboratory space, excluding the research/laboratory space current and future expiring rents would be $37.40 per square foot and $40.41 per square foot in 2016.

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER BOSTON PROPERTIES

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


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

Q1 2011		133,338	$	4,398,472	$	32.99	$	4,398,472	$	32.99			—	$	—	$	—	$	—	$	—
Q2 2011		105,104		2,506,269		23.85		2,466,669		23.47			—		—		—		—		—
Q3 2011		92,114		3,189,329		34.62		3,178,730		34.51			36,528		382,732		10.48		382,732		10.48
Q4 2011		63,657		2,227,961		35.00		2,227,961		35.00			—		—		—		—		—

Total 2011		394,213	$	12,322,031	$	31.26	$	12,271,831	$	31.13			36,528	$	382,731.96	$	10.48	$	382,731.96	$	10.48


Q1 2012		177,620	$	6,849,056	$	38.56	$	6,910,949	$	38.91			—	$	—	$	—	$	—	$	—
Q2 2012		186,545		7,819,068		41.92		7,874,588		42.21			—		—		—		—		—
Q3 2012		118,240		4,016,906		33.97		4,070,647		34.43			—		—		—		—		—
Q4 2012		212,018		8,760,672		41.32		7,881,878		37.18			67,362		1,665,183		24.72		1,665,183		24.72

Total 2012		694,423	$	27,445,701	$	39.52	$	26,738,062	$	38.50			67,362	$	1,665,183	$	24.72	$	1,665,183	$	24.72


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

Q1 2011		5,238	$	1,256,676	$	239.92	$	1,056,276	$	201.66			138,576	$	5,655,148	$	40.81	$	5,454,748	$	39.36
Q2 2011		2,040		705,305		345.74		640,097		313.77			107,144		3,211,574		29.97		3,106,766		29.00
Q3 2011		7		496,800		70,971.41		405,150		57,878.55			128,649		4,068,861		31.63		3,966,611		30.83
Q4 2011		11,455		1,242,558		108.47		1,274,920		111.30			75,112		3,470,519		46.20		3,502,881		46.64

Total 2011		18,740	$	3,701,340	$	197.51	$	3,376,443	$	180.17	(3)		449,481	$	16,406,102	$	36.50	$	16,031,007	$	35.67


Q1 2012		10,463	$	1,408,636	$	134.63	$	1,416,161	$	135.35			188,083	$	8,257,692	$	43.90	$	8,327,110	$	44.27
Q2 2012		56,582		1,445,522		25.55		1,445,522		25.55			243,127		9,264,591		38.11		9,320,111		38.33
Q3 2012		—		—		—		—		—			118,240		4,016,906		33.97		4,070,647		34.43
Q4 2012		1,790		311,192		173.85		311,191		173.85			281,170		10,737,046		38.19		9,858,252		35.06

Total 2012		68,835	$	3,165,350	$	45.98	$	3,172,874	$	46.09			830,620	$	32,276,234	$	38.86	$	31,576,119	$	38.02

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

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

(3)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $109.07 per square foot and $112.33 per square foot in 2011.

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER WASHINGTON PROPERTIES

Lease Expirations - Greater Washington (1) (2)


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

2011		977,937	$	44,781,564	$	45.79	$	44,783,515	$	45.79	(3)(4)		228,140	$	3,819,640	$	16.74	$	3,840,761	$	16.84
2012		1,040,943		52,315,259		50.26		50,328,984		48.35	(3)(5)		117,997		2,360,062		20.00		2,418,789		20.50
2013		176,073		9,181,428		52.15		9,502,484		53.97	(3)		7,479		148,517		19.86		154,497		20.66
2014		996,686		39,693,512		39.83		47,202,664		47.36			228,020		4,266,809		18.71		4,486,201		19.67
2015		699,706		30,958,408		44.24		34,807,809		49.75			166,224		3,906,039		23.50		3,981,647		23.95
2016		447,385		17,766,256		39.71		20,332,641		45.45			—		—		—		—		—
2017		857,165		46,507,154		54.26		50,275,922		58.65			—		—		—		—		—
2018		342,948		17,030,029		49.66		19,982,723		58.27			—		—		—		—		—
2019		1,091,151		52,681,351		48.28		61,915,664		56.74			—		—		—		—		—
2020		751,889		28,812,932		38.32		35,429,622		47.12			—		—		—		—		—
Thereafter		1,379,813		69,665,368		50.49		88,587,471		64.20			—		—		—		—		—

	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

2011		2,791	$	119,198	$	42.71	$	119,198	$	42.71			1,208,868	$	48,720,403	$	40.30	$	48,743,474	$	40.32	(4)
2012		6,384		412,501		64.61		420,307		65.84			1,165,324		55,087,822		47.27		53,168,080		45.63	(5)
2013		8,207		422,747		51.51		441,453		53.79			191,759		9,752,692		50.86		10,098,435		52.66
2014		12,053		656,837		54.50		694,840		57.65			1,236,759		44,617,158		36.08		52,383,706		42.36
2015		28,902		1,414,210		48.93		1,485,068		51.38			894,832		36,278,658		40.54		40,274,523		45.01
2016		22,769		1,144,513		50.27		1,274,162		55.96			470,154		18,910,769		40.22		21,606,803		45.96
2017		24,412		1,087,683		44.56		1,174,633		48.12			881,577		47,594,836		53.99		51,450,555		58.36
2018		43,402		2,374,588		54.71		2,650,968		61.08			386,350		19,404,617		50.23		22,633,691		58.58
2019		29,933		1,288,850		43.06		1,454,973		48.61			1,121,084		53,970,201		48.14		63,370,636		56.53
2020		17,495		504,161		28.82		624,567		35.70			769,384		29,317,093		38.10		36,054,189		46.86
Thereafter		136,742		5,602,726		40.97		7,106,606		51.97			1,516,555		75,268,093		49.63		95,694,077		63.10

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

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

(3)

Includes 114,740 square feet of SCIF space. Excluding the SCIF space from 2011,2012 and 2013, the current and future expiring rental rate would be $41.87 per square foot and $41.87 per square foot for 2011, $42.93 per square foot and $43.41 per square foot for 2012 and $38.45 per square foot and $40.07 per square foot for 2013

(4)	Includes 263,870 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

(5)	Includes 255,244 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER WASHINGTON PROPERTIES

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


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

Q1 2011		489,689	$	19,033,179	$	38.87	$	19,033,179	$	38.87			137,292	$	2,148,909	$	15.65	$	2,148,909	$	15.65
Q2 2011		166,032		10,971,939		66.08		10,992,757		66.21			—		—		—		—		—
Q3 2011		270,964		12,556,162		46.34		12,556,162		46.34			59,788		1,003,254		16.78		1,003,254		16.78
Q4 2011		51,252		2,220,284		43.32		2,201,416		42.95			31,060		667,477		21.49		688,598		22.17

Total 2011		977,937	$	44,781,564	$	45.79	$	44,783,515	$	45.79	(3)(5)		228,140	$	3,819,640	$	16.74	$	3,840,761	$	16.84


Q1 2012		225,225	$	9,162,976	$	40.68	$	9,332,477	$	41.44			13,408	$	284,672	$	21.23	$	290,606	$	21.67
Q2 2012		622,297		34,448,885		55.36		32,059,252		51.52			—		—		—		—		—
Q3 2012		87,322		3,408,636		39.04		3,443,961		39.44			52,050		994,140		19.10		994,140		19.10
Q4 2012		106,099		5,294,761		49.90		5,493,294		51.78			52,539		1,081,250		20.58		1,134,043		21.58

Total 2012		1,040,943	$	52,315,259	$	50.26	$	50,328,984	$	48.35	(4)(6)		117,997	$	2,360,062	$	20.00	$	2,418,789	$	20.50


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

Q1 2011		—	$	—	$	—	$	—	$	—			626,981	$	21,182,088	$	33.78	$	21,182,088	$	33.78
Q2 2011		—		—		—		—		—			166,032		10,971,939		66.08		10,992,757		66.21
Q3 2011		—		—		—		—		—			330,752		13,559,416		41.00		13,559,416		41.00
Q4 2011		2,791		119,198		42.71		119,198		42.71			85,103		3,006,959		35.33		3,009,212		35.36

Total 2011		2,791	$	119,198	$	42.71	$	119,198	$	42.71			1,208,868	$	48,720,403	$	40.30	$	48,743,474	$	40.32	(5)


Q1 2012		585	$	22,617	$	38.66	$	23,202	$	39.66			239,218	$	9,470,266	$	39.59	$	9,646,285	$	40.32
Q2 2012		1,334		78,200		58.62		79,875		59.88			623,631		34,527,085		55.36		32,139,127		51.54
Q3 2012		—		—		—		—		—			139,372		4,402,776		31.59		4,438,101		31.84
Q4 2012		4,465		311,684		69.81		317,230		71.05			163,103		6,687,695		41.00		6,944,567		42.58

Total 2012		6,384	$	412,501	$	64.61	$	420,307	$	65.84			1,165,324	$	55,087,822	$	47.27	$	53,168,080	$	45.63	(6)

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

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

(3)	Includes 38,376 square feet of SCIF space, excluding the SCIF space current and future expiring rents would be $41.87 per square foot and $41.87 per square foot in 2011.

(4)	Includes 52,024 square feet of SCIF space, excluding the SCIF space current and future expiring rents would be $42.93 per square foot and $43.41 per square foot in 2012.

(5)	Includes 263,870 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

(6)	Includes 255,244 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

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


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

2011		392,834	$	25,277,303	$	64.35	$	25,203,433	$	64.16		—	$	—	$	—	$	—	$	—
2012		277,828		14,194,910		51.09		14,329,227		51.58		—		—		—		—		—
2013		518,316		14,803,567		28.56		15,263,329		29.45		—		—		—		—		—
2014		470,994		18,708,570		39.72		19,446,986		41.29		—		—		—		—		—
2015		479,391		18,333,637		38.24		19,988,458		41.70		—		—		—		—		—
2016		982,452		40,302,731		41.02		42,830,060		43.60		—		—		—		—		—
2017		291,684		12,496,045		42.84		13,471,104		46.18		—		—		—		—		—
2018		58,268		3,583,433		61.50		3,989,491		68.47		—		—		—		—		—
2019		80,697		3,546,128		43.94		3,868,916		47.94		—		—		—		—		—
2020		455,830		26,057,270		57.16		28,163,546		61.79		—		—		—		—		—
Thereafter		78,596		2,702,965		34.39		3,483,657		44.32		—		—		—		—		—

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

2011		33,017	$	601,493	$	18.22	$	613,493	$	18.58		425,851	$	25,878,797	$	60.77	$	25,816,926	$	60.62
2012		52,345		3,060,166		58.46		2,988,688		57.10		330,173		17,255,076		52.26		17,317,915		52.45
2013		34,986		2,083,894		59.56		2,138,562		61.13		553,302		16,887,461		30.52		17,401,891		31.45
2014		14,339		802,443		55.96		850,266		59.30		485,333		19,511,012		40.20		20,297,251		41.82
2015		33,790		1,817,463		53.79		1,897,101		56.14		513,181		20,151,100		39.27		21,885,560		42.65
2016		29,736		1,346,616		45.29		1,441,156		48.47		1,012,188		41,649,347		41.15		44,271,216		43.74
2017		13,153		724,285		55.07		781,791		59.44		304,837		13,220,330		43.37		14,252,895		46.76
2018		16,919		817,745		48.33		911,589		53.88		75,187		4,401,177		58.54		4,901,079		65.19
2019		5,642		295,420		52.36		344,092		60.99		86,339		3,841,548		44.49		4,213,007		48.80
2020		13,451		444,721		33.06		490,679		36.48		469,281		26,501,991		56.47		28,654,225		61.06
Thereafter		738		31,734		43.00		34,686		47.00		79,334		2,734,699		34.47		3,518,343		44.35

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE GREATER SAN FRANCISCO PROPERTIES

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


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

Q1 2011		1,590	$	82,314	$	51.77	$	82,314	$	51.77		—	$	—	$	—	$	—	$	—
Q2 2011		38,062		1,701,230		44.70		1,701,230		44.70		—		—		—		—		—
Q3 2011		132,021		11,364,081		86.08		11,364,081		86.08		—		—		—		—		—
Q4 2011		221,161		12,129,678		54.85		12,055,808		54.51		—		—		—		—		—

Total 2011		392,834	$	25,277,303	$	64.35	$	25,203,433	$	64.16		—	$	—	$	—	$	—	$	—


Q1 2012		81,006	$	4,809,909	$	59.38	$	4,831,055	$	59.64		—	$	—	$	—	$	—	$	—
Q2 2012		13,764		605,588		44.00		613,896		44.60		—		—		—		—		—
Q3 2012		112,790		5,537,814		49.10		5,613,681		49.77		—		—		—		—		—
Q4 2012		70,268		3,241,600		46.13		3,270,594		46.54		—		—		—		—		—

Total 2012		277,828	$	14,194,910	$	51.09	$	14,329,227	$	51.58		—	$	—	$	—	$	—	$	—


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

Q1 2011		9,313	$	393,643	$	42.27	$	393,643	$	42.27		10,903	$	475,957	$	43.65	$	475,957	$	43.65
Q2 2011		—		—		—		—		—		38,062		1,701,230		44.70		1,701,230		44.70
Q3 2011		180		27,049		150.27		27,049		150.27		132,201		11,391,130		86.17		11,391,130		86.17
Q4 2011		23,524		180,802		7.69		192,802		8.20		244,685		12,310,480		50.31		12,248,609		50.06

Total 2011		33,017	$	601,493	$	18.22	$	613,493	$	18.58		425,851	$	25,878,797	$	60.77	$	25,816,926	$	60.62


Q1 2012		13,902	$	1,016,625	$	73.13	$	1,021,302	$	73.46		94,908	$	5,826,534	$	61.39	$	5,852,358		61.66
Q2 2012		6,367		410,848		64.53		437,968		68.79		20,131		1,016,436		50.49		1,051,864		52.25
Q3 2012		11,005		851,607		77.38		938,753		85.30		123,795		6,389,421		51.61		6,552,435		52.93
Q4 2012		21,071		781,085		37.07		590,665		28.03		91,339		4,022,685		44.04		3,861,259		42.27

Total 2012		52,345	$	3,060,166	$	58.46	$	2,988,688	$	57.10		330,173	$	17,255,076	$	52.26	$	17,317,915	$	52.45

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

Lease Expirations - Midtown Manhattan (1) (2)


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

2011		189,317	$	15,750,875	$	83.20	$	16,052,339	$	84.79		—	$	—	$	—	$	—	$	—
2012		453,493		37,473,683		82.63		37,568,366		82.84		—		—		—		—		—
2013		143,190		13,044,583		91.10		13,063,471		91.23		—		—		—		—		—
2014		192,910		16,420,454		85.12		16,688,671		86.51		—		—		—		—		—
2015		388,029		38,438,112		99.06		42,856,323		110.45		—		—		—		—		—
2016		719,753		56,558,316		78.58		60,599,001		84.19		—		—		—		—		—
2017		1,454,094		129,078,197		88.77		137,897,747		94.83		—		—		—		—		—
2018		169,578		21,567,049		127.18		23,252,387		137.12		—		—		—		—		—
2019		1,018,587		81,442,552		79.96		88,341,621		86.73		—		—		—		—		—
2020		1,299,038		95,322,891		73.38		104,981,411		80.81		—		—		—		—		—
Thereafter		2,268,786		179,662,776		79.19		215,073,162		94.80		—		—		—		—		—

	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

2011		5,178	$	942,060	$	181.94	$	942,060	$	181.94		194,495	$	16,692,935	$	85.83	$	16,994,399	$	87.38
2012		37,412		4,297,527		114.87		4,354,951		116.41		490,905		41,771,210		85.09		41,923,317		85.40
2013		1,682		181,561		107.94		190,798		113.44		144,872		13,226,145		91.30		13,254,269		91.49
2014		11,018		1,363,415		123.74		1,456,989		132.24		203,928		17,783,869		87.21		18,145,661		88.98
2015		9,988		4,382,248		438.75		5,344,801		535.12		398,017		42,820,360		107.58		48,201,124		121.10
2016		102,276		16,660,211		162.89		17,756,948		173.62		822,029		73,218,527		89.07		78,355,949		95.32
2017		26,685		2,292,839		85.92		2,446,698		91.69		1,480,779		131,371,036		88.72		140,344,445		94.78
2018		—		—		—		—		—		169,578		21,567,049		127.18		23,252,387		137.12
2019		3,877		351,533		90.67		438,856		113.19		1,022,464		81,794,085		80.00		88,780,478		86.83
2020		4,503		223,539		49.64		279,233		62.01		1,303,541		95,546,429		73.30		105,260,644		80.75
Thereafter		93,969		12,783,684		136.04		16,207,947		172.48		2,362,755		192,446,460		81.45		231,281,109		97.89

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE MIDTOWN MANHATTAN PROPERTIES

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


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

Q1 2011		41,486	$	2,572,627	$	62.01	$	2,851,100	$	68.72		—	$	—	$	—	$	—	$	—
Q2 2011		52,001		4,144,663		79.70		4,159,203		79.98		—		—		—		—		—
Q3 2011		35,173		2,395,215		68.10		2,395,215		68.10		—		—		—		—		—
Q4 2011		60,657		6,638,369		109.44		6,646,821		109.58		—		—		—		—		—

Total 2011		189,317	$	15,750,875	$	83.20	$	16,052,339	$	84.79		—	$	—	$	—	$	—	$	—


Q1 2012		46,487	$	3,982,563	$	85.67	$	3,994,383	$	85.92		—	$	—	$	—	$	—	$	—
Q2 2012		175,905		11,642,583		66.19		11,725,446		66.66		—		—		—		—		—
Q3 2012		200,347		19,400,956		96.84		19,400,956		96.84		—		—		—		—		—
Q4 2012		30,754		2,447,581		79.59		2,447,581		79.59		—		—		—		—		—

Total 2012		453,493	$	37,473,683	$	82.63	$	37,568,366	$	82.84		—	$	—	$	—	$	—	$	—


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

Q1 2011		715	$	101,492	$	141.95	$	101,492	$	141.95		42,201	$	2,674,119	$	63.37	$	2,952,592	$	69.96
Q2 2011		1,200		169,545		141.29		169,545		141.29		53,201		4,314,208		81.09		4,328,748		81.37
Q3 2011		1,605		437,588		272.64		437,588		272.64		36,778		2,832,804		77.02		2,832,804		77.02
Q4 2011		1,658		233,435		140.79		233,435		140.79		62,315		6,871,804		110.28		6,880,256		110.41

Total 2011		5,178	$	942,060	$	181.94	$	942,060	$	181.94		194,495	$	16,692,935	$	85.83	$	16,994,399	$	87.38


Q1 2012		36,408	$	4,197,466	$	115.29	$	4,250,937	$	116.76		82,895	$	8,180,029	$	98.68	$	8,245,320	$	99.47
Q2 2012		243		48,851		201.03		51,251		210.91		176,148		11,691,434		66.37		11,776,696		66.86
Q3 2012		350		24,700		70.57		24,700		70.57		200,697		19,425,656		96.79		19,425,656		96.79
Q4 2012		411		26,511		64.50		28,063		68.28		31,165		2,474,092		79.39		2,475,644		79.44

Total 2012		37,412	$	4,297,527	$	114.87	$	4,354,951	$	116.41		490,905	$	41,771,210	$	85.09	$	41,923,317	$	85.40

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

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


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

2011		302,155	$	10,728,627	$	35.51	$	10,716,158	$	35.47		—	$	—	$	—	$	—	$	—
2012		49,644		1,714,205		34.53		1,714,205		34.53		—		—		—		—		—
2013		233,061		7,882,865		33.82		7,977,700		34.23		—		—		—		—		—
2014		684,397		22,661,825		33.11		23,581,241		34.46		—		—		—		—		—
2015		190,584		5,928,427		31.11		6,287,864		32.99		—		—		—		—		—
2016		71,232		2,349,765		32.99		2,475,144		34.75		—		—		—		—		—
2017		147,880		4,328,251		29.27		4,522,025		30.58		—		—		—		—		—
2018		—		—		—		—		—		—		—		—		—		—
2019		148,760		4,081,601		27.44		4,977,041		33.46		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
Thereafter		120,000		4,358,112		36.32		4,838,112		40.32		—		—		—		—		—

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

2011		—	$	—	$	—	$	—	$	—		302,155	$	10,728,627	$	35.51	$	10,716,158	$	35.47
2012		—		—		—		—		—		49,644		1,714,205		34.53		1,714,205		34.53
2013		—		—		—		—		—		233,061		7,882,865		33.82		7,977,700		34.23
2014		—		—		—		—		—		684,397		22,661,825		33.11		23,581,241		34.46
2015		—		—		—		—		—		190,584		5,928,427		31.11		6,287,864		32.99
2016		—		—		—		—		—		71,232		2,349,765		32.99		2,475,144		34.75
2017		—		—		—		—		—		147,880		4,328,251		29.27		4,522,025		30.58
2018		—		—		—		—		—		—		—		—		—		—
2019		—		—		—		—		—		148,760		4,081,601		27.44		4,977,041		33.46
2020		—		—		—		—		—		—		—		—		—		—
Thereafter		—		—		—		—		—		120,000		4,358,112		36.32		4,838,112		40.32

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

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

Boston Properties, Inc.

Fourth Quarter 2010

IN-SERVICE PRINCETON/EAST BRUNSWICK PROPERTIES

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


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

Q1 2011		103,990	$	3,694,921	$	35.53	$	3,694,921	$	35.53		—	$	—	$	—	$	—	$	—
Q2 2011		3,477		119,689		34.42		119,689		34.42		—		—		—		—		—
Q3 2011		117,093		4,196,847		35.84		4,184,379		35.74		—		—		—		—		—
Q4 2011		77,595		2,717,170		35.02		2,717,170		35.02		—		—		—		—		—

Total 2011		302,155	$	10,728,627	$	35.51	$	10,716,158	$	35.47		—	$	—	$	—	$	—	$	—


Q1 2012		5,500	$	197,296	$	35.87	$	197,296	$	35.87		—	$	—	$	—	$	—	$	—
Q2 2012		36,120		1,235,427		34.20		1,235,427		34.20		—		—		—		—		—
Q3 2012		8,024		281,481		35.08		281,481		35.08		—		—		—		—		—
Q4 2012		—		—		—		—		—		—		—		—		—		—

Total 2012		49,644	$	1,714,205	$	34.53	$	1,714,205	$	34.53		—	$	—	$	—	$	—	$	—


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

Q1 2011		—	$	—	$	—	$	—	$	—		103,990	$	3,694,921	$	35.53	$	3,694,921	$	35.53
Q2 2011		—		—		—		—		—		3,477		119,689		34.42		119,689		34.42
Q3 2011		—		—		—		—		—		117,093		4,196,847		35.84		4,184,379		35.74
Q4 2011		—		—		—		—		—		77,595		2,717,170		35.02		2,717,170		35.02

Total 2011		—	$	—	$	—	$	—	$	—		302,155	$	10,728,627	$	35.51	$	10,716,158	$	35.47


Q1 2012		—	$	—	$	—	$	—	$	—		5,500	$	197,296	$	35.87	$	197,296	$	35.87
Q2 2012		—		—		—		—		—		36,120		1,235,427		34.20		1,235,427		34.20
Q3 2012		—		—		—		—		—		8,024		281,481		35.08		281,481		35.08
Q4 2012		—		—		—		—		—		—		—		—		—		—

Total 2012		—	$	—	$	—	$	—	$	—		49,644	$	1,714,205	$	34.53	$	1,714,205	$	34.53

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

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

Boston Properties, Inc.

Fourth Quarter 2010

CBD PROPERTIES

Lease Expirations (1) (2)


	Greater Boston											Greater Washington

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

2011		143,359	$	9,048,442	$	63.12	$	8,723,546	$	60.85	(3)		322,034	$	14,720,480	$	45.71	$	14,747,151	$	45.79
2012		327,849		14,994,412		45.74		15,076,636		45.99			191,595		8,622,143		45.00		8,691,698		45.36
2013		380,869		21,429,657		56.27		22,044,243		57.88			37,315		1,877,761		50.32		1,972,020		52.85
2014		863,736		33,945,992		39.30		35,486,758		41.09			554,920		22,534,307		40.61		28,787,888		51.88
2015		872,533		46,405,864		53.19		47,234,445		54.13			344,732		19,628,233		56.94		21,245,347		61.63
2016		449,449		29,573,779		65.80		30,227,912		67.26	(4)		60,856		2,967,855		48.77		3,334,572		54.79
2017		219,613		12,777,372		58.18		14,577,022		66.38			782,697		43,512,012		55.59		46,624,669		59.57
2018		300,394		14,611,190		48.64		15,135,082		50.38			66,223		4,252,655		64.22		4,871,639		73.56
2019		384,772		19,254,068		50.04		20,954,674		54.46			696,330		36,917,401		53.02		45,285,377		65.03
2020		259,972		11,904,122		45.79		13,537,266		52.07			176,069		7,519,850		42.71		9,704,270		55.12
Thereafter		1,822,011		95,682,260		52.51		105,010,279		57.63			751,308		41,655,354		55.44		53,144,053		70.74

	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

2011		194,495	$	16,692,935	$	85.83	$	16,994,399	$	87.38			329,594	$	23,806,309	$	72.23	$	23,712,164	$	71.94
2012		490,905		41,771,210		85.09		41,923,317		85.40			291,630		15,926,892		54.61		15,944,713		54.67
2013		144,872		13,226,145		91.30		13,254,269		91.49			241,015		11,854,416		49.19		12,159,519		50.45
2014		203,928		17,783,869		87.21		18,145,661		88.98			229,031		10,658,926		46.54		10,983,822		47.96
2015		398,017		42,820,360		107.58		48,201,124		121.10			270,366		12,332,433		45.61		13,163,489		48.69
2016		822,029		73,218,527		89.07		78,355,949		95.32			883,800		38,358,062		43.40		40,561,936		45.89
2017		1,480,779		131,371,036		88.72		140,344,445		94.78			211,316		10,100,368		47.80		10,437,347		49.39
2018		169,578		21,567,049		127.18		23,252,387		137.12			75,187		4,401,177		58.54		4,901,079		65.19
2019		1,022,464		81,794,085		80.00		88,780,478		86.83			86,339		3,841,548		44.49		4,213,007		48.80
2020		1,303,541		95,546,429		73.30		105,260,644		80.75			469,281		26,501,991		56.47		28,654,225		61.06
Thereafter		2,362,755		192,446,460		81.45		231,281,109		97.89			79,334		2,734,699		34.47		3,518,343		44.35


	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

2011		—	$	—	$	—	$	—	$	—		—	$	—	$	—	$	—	$	—
2012		—		—		—		—		—		—		—		—		—		—
2013		—		—		—		—		—		—		—		—		—		—
2014		—		—		—		—		—		—		—		—		—		—
2015		—		—		—		—		—		—		—		—		—		—
2016		—		—		—		—		—		—		—		—		—		—
2017		—		—		—		—		—		—		—		—		—		—
2018		—		—		—		—		—		—		—		—		—		—
2019		—		—		—		—		—		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
Thereafter		—		—		—		—		—		—		—		—		—		—

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

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

(3)	Excluding kiosks with one square foot at the Prudential Center, current and future expiring rents would be $48.09 per square foot and $48.29 per square foot in 2011.

(4)	Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $46.73 per square foot and $48.30 per square foot in 2016.

Boston Properties, Inc.

Fourth Quarter 2010

SUBURBAN PROPERTIES

Lease Expirations (1) (2)


	Greater Boston										Greater Washington

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

2011		306,122	$	7,357,660	$	24.04	$	7,307,461	$	23.87		886,834	$	33,999,923	$	38.34	$	33,996,323	$	38.33	(3)(4)
2012		502,771		17,281,823		34.37		16,499,483		32.82		973,729		46,465,678		47.72		44,476,382		45.68	(3)(5)
2013		273,051		8,461,824		30.99		8,722,547		31.94		154,444		7,874,931		50.99		8,126,414		52.62	(3)
2014		210,047		6,055,113		28.83		6,153,089		29.29		681,839		22,082,852		32.39		23,595,818		34.61
2015		439,886		13,613,320		30.95		14,945,841		33.98		550,100		16,650,425		30.27		19,029,176		34.59
2016		283,143		8,549,603		30.20		9,717,345		34.32		409,298		15,942,915		38.95		18,272,231		44.64
2017		271,201		8,491,822		31.31		8,936,553		32.95		98,880		4,082,825		41.29		4,825,886		48.81
2018		4,064		102,647		25.26		116,537		28.68		320,127		15,151,962		47.33		17,762,052		55.48
2019		264,803		11,022,090		41.62		11,990,476		45.28		424,754		17,052,799		40.15		18,085,260		42.58
2020		157,776		3,255,634		20.63		3,334,522		21.13		593,315		21,797,244		36.74		26,349,919		44.41
Thereafter		978,041		30,840,671		31.53		32,661,574		33.39		765,247		33,612,739		34.37		42,550,024		55.60

	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

2011		—	$	—	$	—	$	—	$	—		96,257	$	2,072,488	$	21.53	$	2,104,762	$	21.87
2012		—		—		—		—		—		38,543		1,328,184		34.46		1,373,202		35.63
2013		—		—		—		—		—		312,287		5,033,044		16.12		5,242,371		16.79
2014		—		—		—		—		—		256,302		8,852,086		34.54		9,313,429		36.34
2015		—		—		—		—		—		242,815		7,818,667		32.20		8,722,071		35.92
2016		—		—		—		—		—		128,388		3,291,285		25.64		3,709,280		28.89
2017		—		—		—		—		—		93,521		3,119,962		33.36		3,815,548		40.80
2018		—		—		—		—		—		—		—		—		—		—
2019		—		—		—		—		—		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
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

2011		302,155	$	10,728,627	$	35.51	$	10,716,158	$	35.47		—	$	—	$	—	$	—	$	—
2012		49,644		1,714,205		34.53		1,714,205		34.53		—		—		—		—		—
2013		233,061		7,882,865		33.82		7,977,700		34.23		—		—		—		—		—
2014		684,397		22,661,825		33.11		23,581,241		34.46		—		—		—		—		—
2015		190,584		5,928,427		31.11		6,287,864		32.99		—		—		—		—		—
2016		71,232		2,349,765		32.99		2,475,144		34.75		—		—		—		—		—
2017		147,880		4,328,251		29.27		4,522,025		30.58		—		—		—		—		—
2018		—		—		—		—		—		—		—		—		—		—
2019		148,760		4,081,601		27.44		4,977,041		33.46		—		—		—		—		—
2020		—		—		—		—		—		—		—		—		—		—
Thereafter		120,000		4,358,112		36.32		4,838,112		40.32		—		—		—		—		—

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

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

(3)

Includes 114,740 square feet of SCIF space. Excluding the SCIF space from 2011,2012 and 2013, the current and future expiring rental rate would be $33.66 per square foot and $33.66 per square foot for 2011, $39.72 per square foot and $40.23 per square foot for 2012 and $34.80 per square foot and $36.15 per square foot for 2013

(4)	Includes 267,870 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

(5)	Includes 255,244 square feet of space to be taken out of service for redevelopment, see page 47 for further details.

Boston Properties, Inc.

Fourth Quarter 2010

HOTEL PERFORMANCE

Cambridge Center Marriott


	Fourth Quarter 2010			Fourth Quarter 2009			Percent Change			Year to Date 2010			Year to Date 2009			Percent Change

Occupancy		72.4	%		74.4	%		-2.7	%		77.9	%		75.1	%		3.7	%
Average Daily Rate	$	218.99		$	198.88			10.1	%	$	197.29		$	185.29			6.5	%
Revenue per available room	$	158.65		$	147.94			7.2	%	$	153.65		$	139.19			10.4	%

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾ - By Location


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

Greater Boston		93.1	%		96.2	%		81.4	%		83.4	%		87.6	%		90.2	%
Greater Washington		97.7	%		99.4	%		97.0	%		94.1	%		97.3	%		96.2	%
Midtown Manhattan		96.9	%		95.4	%		n/a			n/a			96.9	%		95.4	%
Princeton/East Brunswick, NJ		n/a			n/a			79.8	%		80.7	%		79.8	%		80.7	%
Greater San Francisco		91.8	%		91.0	%		95.6	%		91.3	%		92.9	%		91.1	%

Total Portfolio		95.3	%		95.6	%		89.4	%		88.4	%		92.9	%		92.7	%

Same Property Occupancy(1) - By Type of Property


	CBD						Suburban						Total
	31-Dec-10			31-Dec-09			31-Dec-10			31-Dec-09			31-Dec-10			31-Dec-09

Total Office Portfolio		95.2	%		95.5	%		90.1	%		88.8	%		93.3	%		93.0	%
Total Office/Technical Portfolio		100.0	%		100.0	%		82.1	%		84.0	%		85.5	%		87.0	%

Total Portfolio		95.3	%		95.6	%		89.4	%		88.4	%		92.9	%		92.7	%

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

Boston Properties, Inc.

Fourth Quarter 2010

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel Properties


	Office			Office/Technical			Hotel (1)			Total
Number of Properties		117			19			1			137
Square feet		33,631,585			1,590,387			330,400			35,552,372
Percent of in-service properties		93.5	%		100.0	%		100.0	%		93.8	%
Occupancy @ 12/31/2009		93.0	%		87.0	%		—			92.7	%
Occupancy @ 12/31/2010		93.3	%		85.5	%		—			92.9	%
Percent change from 4th quarter 2010 over 4th quarter 2009 (2):
Rental revenue		3.1	%		0.8	%		2.3	%
Operating expenses and real estate taxes		0.1	%		4.7	%		-1.5	%
Consolidated Net Operating Income (3) - excluding hotel											4.6	% (2)
Consolidated Net Operating Income (3) - Hotel											13.6	% (2)
Net Operating Income - BXP’s share of unconsolidated joint ventures (3) (4)											-7.1	% (2)
Portfolio Net Operating Income (3)											2.3	%

Rental revenue - cash basis		1.6	%		-3.0	%		2.3	%
Consolidated Net Operating Income (3) - cash basis (5) excluding hotel		2.5	%		-6.2	%					2.1	% (2)
Consolidated Net Operating Income (3) - cash basis (5) - Hotel											13.5	% (2)
Net Operating Income - cash basis (5) - BXP’s share of unconsolidated joint ventures											5.3	% (2)
Portfolio Net Operating Income (3) - cash basis (5)											2.7	%

Same Property Lease Analysis - quarter ended December 31, 2010


	Office			Office/Technical			Total
Vacant space available @ 10/1/2010 (sf)		2,143,620			231,368			2,374,988
Square footage of leases expiring or terminated 10/1/2010-12/31/2010		1,010,907			104,219			1,115,126

Total space for lease (sf)		3,154,527			335,587			3,490,114

New tenants (sf)		344,755			—			344,755
Renewals (sf)		551,995			104,219			656,214

Total space leased (sf)		896,750			104,219			1,000,969

Space available @ 12/31/2010 (sf)		2,257,777			231,368			2,489,145

Net (increase)/decrease in available space (sf)		(114,157	)		—			(114,157	)
2nd generation Average lease term (months)		86			36			80
2nd generation Average free rent (days)		47			5			42
2nd generation TI/Comm PSF	$	25.77		$	0.96		$	23.18
Increase (decrease) in 2nd generation gross rents (6)		-9.44	%		-26.60	%		-10.56	%
Increase (decrease) in 2nd generation net rents (6)		-15.10	%		-32.10	%		-16.45	%

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

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

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

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

(5)	For a quantitative reconciliation of NOI to NOI on a cash basis, see page 42.

(6)	Represents change in rents on a “cash to cash” basis (actual rent at time of expiration vs. initial rent of new lease) and for only 2nd generation space after eliminating any space vacant for more than 12 months. The total footage being weighted is 881,188 square feet.

Boston Properties, Inc.

Fourth Quarter 2010

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	December 31, 2010			December 31, 2009
	*(in thousands)*
Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	53,317
Net income (loss) attributable to noncontrolling interests:
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		—			265
Noncontrolling interest - common units of the Operating Partnership		(1,555	)		7,841
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			860
Noncontrolling interests in property partnerships		907			463
Gains on sales of real estate		—			(2,078	)
Income (loss) from continuing operations

		(12,756	)		60,668

Add:
Losses from early extinguishment of debt		81,662			—
Interest expense		92,192			88,180
Gains (losses) from investments in securities		(682	)		(510	)
Depreciation and amortization		92,763			79,125
Acquisition costs		721			—
General and administrative expense		17,121			19,506

Subtract:
Income from unconsolidated joint ventures		(9,834	)		(962	)
Interest and other income		(1,691	)		(1,784	)
Development and management services income		(6,964	)		(8,277	)

Consolidated Net Operating Income		252,532			235,946
Net Operating Income from unconsolidated joint ventures (BXP’s share) (1)		58,302			62,333

Combined Net Operating Income		310,834			298,279
Subtract:
Net Operating Income from Value-Added Fund (BXP’s share)		(1,192	)		(1,238	)

Portfolio Net Operating Income	$	309,642		$	297,041


Same Property Net Operating Income		301,878			295,178
Net operating income from non Same Properties (2)		5,554			803
Termination income		2,210			1,060

Portfolio Net Operating Income	$	309,642		$	297,041


Same Property Net Operating Income		301,878			295,178
Less straight-line rent and fair value lease revenue		36,877			37,045

Same Property Net Operating Income - cash basis	$	265,001		$	258,133

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

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

Boston Properties, Inc.

Fourth Quarter 2010

Same Property Net Operating Income by Reportable Segment

(in thousands)


	Office									Office/Technical
	For the three months ended				$ Change		% Change			For the three months ended						$ Change			% Change
	31-Dec-10		31-Dec-09		$ Change		% Change			31-Dec-10			31-Dec-09			$ Change			% Change

Rental Revenue	$	356,959	$	344,866						$	11,750		$	11,657
Less Termination Income		2,175		894							—			—


Rental revenue - subtotal		354,784		343,972	$	10,812		3.1	%		11,750			11,657		$	93			0.8	%

Operating expenses and real estate taxes		120,592		120,525		67		0.1	%		3,529			3,369			160			4.7	%


Net Operating Income (1)	$	234,192	$	223,447	$	10,745		4.8	%	$	8,221		$	8,288		$	(67	)		-0.8	%


Rental revenue - subtotal	$	354,784	$	343,972						$	11,750		$	11,657

Less straight line rent and fair value lease revenue		15,321		9,841		5,480		55.7	%		466			19			447			2352.6	%


Rental revenue - cash basis		339,463		334,131		5,332		1.6	%		11,284			11,638			(354	)		-3.0	%

Less:
Operating expenses and real estate taxes		120,592		120,525		67		0.1	%		3,529			3,369			160			4.7	%


Net Operating Income (2) - cash basis	$	218,871	$	213,606	$	5,265		2.5	%	$	7,755		$	8,269		$	(514	)		-6.2	%


	Sub-Total									Hotel
	For the three months ended				$ Change		% Change			For the three months ended						$ Change			% Change
	31-Dec-10		31-Dec-09		$ Change		% Change			31-Dec-10			31-Dec-09			$ Change			% Change

Rental Revenue	$	368,709	$	356,523						$	10,509		$	10,277
Less Termination Income		2,175		894							—			—


Rental revenue - subtotal		366,534		355,629	$	10,905		3.1	%		10,509			10,277		$	232			2.3	%

Operating expenses and real estate taxes		124,121		123,894		227		0.2	%		7,602			7,717			(115	)		-1.5	%


Net Operating Income (1)	$	242,413	$	231,735	$	10,678		4.6	%	$	2,907		$	2,560		$	347			13.6	%


Rental revenue - subtotal	$	366,534	$	355,629						$	10,509		$	10,277

Less straight line rent and fair value lease revenue		15,787		9,860		5,927		60.1	%		(1	)		(1	)		—			0.0	%


Rental revenue - cash basis		350,747		345,769		4,978		1.4	%		10,510			10,278			232			2.3	%

Less:
Operating expenses and real estate taxes		124,121		123,894		227		0.2	%		7,602			7,717			(115	)		-1.5	%


Net Operating Income (2) - cash basis	$	226,626	$	221,875	$	4,751		2.1	%	$	2,908		$	2,561		$	347			13.5	%


	Unconsolidated Joint Ventures (3)										Total
	For the three months ended				$ Change			% Change			For the three months ended				$ Change			% Change
	31-Dec-10		31-Dec-09		$ Change			% Change			31-Dec-10		31-Dec-09		$ Change			% Change

Rental Revenue	$	79,326	$	81,715							$	458,544	$	448,515
Less Termination Income		35		166								2,210		1,060


Rental revenue - subtotal		79,291		81,549	$	(2,258	)		-2.8	%		456,334		447,455	$	8,879			2.0	%

Operating expenses and real estate taxes		22,733		20,666		2,067			10.0	%		154,456		152,277		2,179			1.4	%


Net Operating Income (1)	$	56,558	$	60,883	$	(4,325	)		-7.1	%	$	301,878	$	295,178	$	6,700			2.3	%


Rental revenue - subtotal	$	79,291	$	81,549							$	456,334	$	447,455

Less straight line rent and fair value lease revenue		21,091		27,186		(6,095	)		-22.4	%		36,877		37,045		(168	)		-0.5	%


Rental revenue - cash basis		58,200		54,363		3,837			7.1	%		419,457		410,410		9,047			2.2	%

Less:
Operating expenses and real estate taxes		22,733		20,666		2,067			10.0	%		154,456		152,277		2,179			1.4	%


Net Operating Income (2) - cash basis	$	35,467	$	33,697	$	1,770			5.3	%	$	265,001	$	258,133	$	6,868			2.7	%

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

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

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

Boston Properties, Inc.

Fourth Quarter 2010

LEASING ACTIVITY

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


	Office			Office/Technical			Total
Vacant space available @ 10/1/2010 (sf)		2,143,620			231,368			2,374,988
Property dispositions/ assets taken out of service (sf)		—			—			—
Property acquisitions/ assets placed in-service (sf)		57,392						57,392
Leases expiring or terminated 10/1/2010-12/31/2010 (sf)		1,010,907			104,219			1,115,126

Total space for lease (sf)		3,211,919			335,587			3,547,506

New tenants (sf)		344,755			—			344,755
Renewals (sf)		551,995			104,219			656,214

Total space leased (sf)		896,750			104,219			1,000,969	(1)

Space available @ 12/31/2010 (sf)		2,315,169			231,368			2,546,537

Net (increase)/decrease in available space (sf)		(171,549	)		—			(171,549	)
2nd generation Average lease term (months)		86			36			80
2nd generation Average free rent (days)		47			5			42
2nd generation TI/Comm PSF	$	25.77		$	0.96		$	23.18
Increase (decrease) in 2nd generation gross rents (2)		-9.44	%		-26.60	%		-10.56	%
Increase (decrease) in 2nd generation net rents (3)		-15.10	%		-32.10	%		-16.45	%


	All leases 1st Generation		All leases 2nd Generation		Incr (decr) in 2nd gen. gross cash rents (2)			Incr (decr) in 2nd gen. net cash rents (3)			Total Leased (4)		Total square feet of leases executed in the quarter (5)
Boston		—		305,155		-15.47	%		-23.34	%		305,155		1,526,616
Washington		4,430		438,816		-7.27	%		-10.52	%		443,246		464,290
New York		—		127,953		-9.71	%		-18.63	%		127,953		157,575
San Francisco		—		83,004		-20.69	%		-30.91	%		83,004		83,485
Princeton		—		41,611		-7.81	%		-13.56	%		41,611		9,760

		4,430		996,539		-10.56	%		-16.45	%		1,000,969		2,241,726

(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 881,188.

(3)	Represents increase (decrease) in net rent (base rent less base year expense), comparing the rent at lease expiration vs. initial rent of the new lease for 2nd generation space that has been vacant for less than twelve months. The total footage being weighted is 881,188.

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

(5)	Represents leases executed in the quarter for which the GAAP impact may be recognized in the current or future quarters, including properties currently under development. The total square feet of leases executed in the current quarter and recognized in the current quarter is 399,214.

Boston Properties, Inc.

Fourth Quarter 2010

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q4 2010			Q3 2010		Q2 2010		Q1 2010		2009		2008			2007

Recurring capital expenditures	$	7,878		$	3,070	$	1,996	$	1,044	$	27,813	$	29,781		$	36,599

Planned non-recurring capital expenditures associated with acquisition properties		250			11		22		112		865		3,203			1,490

Hotel improvements, equipment upgrades and replacements		1,542	(1)		231		182		307		1,515		2,317	(2)		1,127


	$	9,670		$	3,312	$	2,200	$	1,463	$	30,193	$	35,301		$	39,216

2nd Generation Tenant Improvements and Leasing Commissions


	Q4 2010		Q3 2010		Q2 2010		Q1 2010		2009		2008		2007
Office
Square feet		892,320		740,065		1,141,111		1,991,944		3,545,251		2,472,619		3,201,812

Tenant improvement and lease commissions PSF	$	25.77	$	41.82	$	23.18	$	45.21	$	32.59	$	30.17	$	23.88

Office/Technical
Square feet		104,219		14,338		—		31,060		115,848		26,388		226,692

Tenant improvement and lease commissions PSF	$	0.96	$	14.25	$	—	$	0.51	$	0.13	$	—	$	26.62


Average tenant improvement and lease commissions PSF	$	23.18	$	41.30	$	23.18	$	44.46	$	31.56	$	29.85	$	24.06

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

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

Boston Properties, Inc.

Fourth Quarter 2010

ACQUISITIONS/DISPOSITIONS

as of December 31, 2010

ACQUISITIONS

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


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

500 North Capitol (30% ownership interest)		Apr-10		175,698	$	8,485,000		$	28,000,000		$	36,485,000		100	%
Reston Virginia Land Parcel		Jul-10		N/A		20,250,000			—			20,250,000		N/A
510 Madison Avenue		Sep-10		347,000		310,670,771			64,329,229	(1)		375,000,000		13	%
The Offices at Wisconsin Place (remaining 33.33% interest)		Dec-10		299,186		25,485,000	(2)		—			25,485,000		97	%
John Hancock Tower & Garage		Dec-10		1,693,553		930,000,000			—			930,000,000		97	%


Total Acquisitions				2,515,437		1,294,890,771			92,329,229			1,387,220,000		85	%

DISPOSITIONS

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


Property	Date Disposed		Square Feet		Gross Sales Price		Book Gain
20 F Street Land (3)		Apr-08		—	$	—	$	1,765,000
280 Park Avenue (4)		Jun-06		—		—		969,000
Wisconsin Place Retail (5.00% interest)		Dec-10		—		1,429,000		572,000	(2)

Total Dispositions				—	$	1,429,000	$	3,306,000

(1)	Estimated future equity requirements include approximately $13 million of capitalized interest. For additional detail, see page 47.

(2)

On December 23, 2010, the Company acquired the outside member’s 33.33% equity interest in its consolidated joint venture entity that owns the Offices at Wisconsin Place located in Chevy Chase, Maryland for cash of approximately $25.5 million. On the same day, the seller acquired the Company’s 5.00% equity interest in the Company’s unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash, resulting in a gain on sale of real estate totaling approximately $0.6 million. The gain on sale of real estate has been reflected in income from unconsolidated joint ventures within the Company’s consolidated income statement. In addition, on December 23, 2010, the Company used available cash to repay the mortgage loan collateralized by the Offices at Wisconsin Place totaling approximately $97.2 million. The mortgage loan bore interest at a variable rate equal to LIBOR plus 1.10% per annum and was scheduled to mature on January 29, 2011. There was no prepayment penalty.

(3)

On April 14, 2008, the Company sold a parcel of land located in Washington, D.C. for approximately $33.7 million. The Company had previously entered into a development agreement with the buyer to develop a Class A office property on the parcel totaling approximately 165,000 net rentable square feet. The gain on sale totaling approximately $23.4 million was deferred and has been recognized over the construction period. During the six months ended June 30, 2010, the Company completed construction of the project and recognized the remaining gain on sale totaling approximately $1.8 million.

(4)

280 Park Avenue was sold in 2006. The Company had entered into a master lease obligation with the buyer resulting in the deferral of a portion of the book gain on sale. During the three months ended June 30, 2010, the Company satisfied the remaining requirement of the master lease obligation and recognized the remaining deferred gain on sale of approximately $1.0 million.

Boston Properties, Inc.

Fourth Quarter 2010

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

as of December 31, 2010


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

Office
Atlantic Wharf (4)		Q1 2011		Q1 2012	Boston, MA		1		790,000	$	503,799,170	$	552,900,000	$	192,500,000	(5)	$	—	$	(143,399,170	)(5)		79	% (4)
2200 Pennsylvania Avenue (6)		Q1 2011		Q2 2012	Washington, DC		1		460,000		137,290,747		230,000,000		—			—		92,709,253			83	% (6)
510 Madison Avenue (7)		Q2 2011		Q4 2012	New York, NY		1		347,000		319,070,986		375,000,000		—			—		55,929,014			13	%


Total Office Properties under Construction							3		1,597,000	$	960,160,903	$	1,157,900,000	$	192,500,000		$	—	$	5,239,097			66	%


Residential
Atlantic Wharf - Residential (86 Units) (8)		Q3 2011		Q2 2012	Boston, MA		1		78,000	$	35,494,551	$	47,100,000	$	—		$	—	$	11,605,449			N/A
Atlantic Wharf - Retail									10,000		—		—		—			—		—			0	%
2221 I Street, NW - Residential (335 units) (9)		Q2 2011		Q3 2012	Washington, DC		1		275,000		81,873,673		150,000,000		—			—		68,126,327			N/A
2221 I Street, NW - Retail									50,000		—		—		—			—		—			100	%

Total Residential Properties under Construction							2		413,000	$	117,368,224	$	197,100,000	$	—		$	—	$	79,731,776			83	%


Total Properties under Construction							5		2,010,000	$	1,077,529,127	$	1,355,000,000	$	192,500,000		$	—	$	84,970,873			66	%

PROJECTS PLACED-IN-SERVICE DURING 2010


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

Weston Corporate Center		Q2 2010		Q2 2010		Weston, MA	1		356,367	$	124,691,599	$	127,500,000	$	—	$	—	$	2,808,401		100	%


Total Projects Placed in Service							1		356,367	$	124,691,599	$	127,500,000	$	—	$	—	$	2,808,401		100	%

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market	Number of Buildings	Existing Square Feet		Leased %			Annualized Revenue Per Leased SF (10)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Estimated Future SF (11)
103 Fourth Avenue	Route 128 Mass Turnpike MA	1		62,476		58.5	%	$	10.48	N	S		265,000
Waltham Office Center	Route 128 Mass Turnpike MA	1		67,005		38.3	%		16.47	N	S		414,000	(12)
6601 Springfield Center Drive	Fairfax County VA	1		26,388		100.0	%		11.33	N	S		386,000	(12)
North First Business Park	San Jose, CA	5		190,636		75.8	%		16.69	N	S		683,000
635 Massachusetts Avenue	CBD Washington DC	1		211,000		100.0	%		28.31	N	CBD		450,000
500 North Capitol (30% ownership) (13)	CBD Washington DC	1		175,698		100.0	%		43.03	Y	CBD		223,000
12300 & 12310 Sunrise Valley (14)	Fairfax County VA	2		519,114		100.0	%		46.17	N	S		523,000


Total Properties held for Re-Development		12		1,252,317		91.0	%	$	36.01				2,944,000

(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)	Includes net revenue during lease up period.

(3)	Represents office and retail percentage leased as of January 25, 2011 and excludes residential space.

(4)	Project includes 17,000 square feet of retail space.

(5)

On October 1, 2010, the Company modified the construction loan facility by releasing from collateral the residential portion of the project and reducing the loan commitment from $215.0 million to $192.5 million. The Company has not drawn from the construction loan to date, but reserves the right to do so in the future.

(6)	Project includes 20,000 square feet of retail space and is subject to a ground lease expiring in 2068.

(7)	Acquired September 24, 2010; base building is expected to be completed in Q2 2011. Estimated future equity requirements include approximately $13 million of capitalized interest.

(8)	Project cost includes residential and retail components. Estimated Total Investment is net of $12.0 million of net proceeds from the sale of Federal Historical Tax Credits.

(9)	Project cost includes residential and retail components and is subject to a ground lease expiring in 2068.

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

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

(12)	Total estimated square footage represents the entire site including the buildings reclassified to Land in Q1, 2010.

(13)	On January 18, 2011, the Company executed an approximately 171,000 square foot 15 year lease with McDermott Will & Emery. The Company expects to commence redevelopment in the second quarter 2011 and expects to have it available for occupancy during the fourth quarter 2012.

(14)

On September 14, 2010, the Company executed an approximately 523,000 square foot 20-year lease with the Defense Intelligence Agency (US Government) for the Company’s 12300 & 12310 Sunrise Valley Drive properties located in Reston, Virginia, which are currently 100% leased. The Company expects to commence redevelopment of 12310 Sunrise Valley Drive in the third quarter of 2011 and expects to have it available for occupancy during the first quarter of 2012. Redevelopment of 12300 Sunrise Valley Drive will commence in the second quarter of 2012 and availability for occupancy is expected during the second quarter of 2013.

Boston Properties, Inc.

Fourth Quarter 2010

VALUE CREATION PIPELINE - OWNED LAND PARCELS

as of December 31, 2010


Location	Acreage		Approximate Developable Square Feet

San Jose, CA (1) (2)		44.0		2,409,364
Reston, VA (1)		36.3		1,253,886
Waltham, MA (1)		25.4		1,020,519
New York, NY (3)		1.0		1,000,000
Gaithersburg, MD		27.0		850,000
Springfield, VA (1)		17.8		773,612
Dulles, VA		76.6		760,000
Rockville, MD		58.1		759,000
Boston, MA (4)		1.0		450,000
Marlborough, MA		50.0		400,000
Annapolis, MD (50% ownership)		20.0		300,000
Washington, DC (1)		1.7		286,302
Cambridge, MA		1.1		170,000
Andover, MA		10.0		110,000
New York, NY (50% ownership) (5)		0.2		TBD

		370.2		10,542,683

VALUE CREATION PIPELINE - LAND PURCHASE OPTIONS

as of December 31, 2010


Location	Acreage		Approximate Developable Square Feet

Princeton, NJ (6)		143.1		1,780,000
Cambridge, MA (7)		—		500,000

		143.1		2,280,000

(1)	Excludes the existing square footage related to sites being held for future re-development included on page 47.

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

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

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

(5)	The venture owns five lots with air rights and developable square footage remains to be determined.

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

(7)	An additional 300,000 square feet of development rights for office/lab space was granted as part of a zoning change in Q3 2010. The Company also has the option to purchase 200,000 square feet of residential rights.

Boston Properties, Inc.

Fourth Quarter 2010

Definitions

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

Funds from Operations

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

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

Funds Available for Distribution (FAD)

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

Total Consolidated Debt to Total Consolidated Market Capitalization Ratio

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

Total Combined Debt to Total Combined Market Capitalization Ratio

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

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

Boston Properties, Inc.

Fourth Quarter 2010

Definitions

Consolidated Net Operating Income (NOI)

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

Combined Net Operating Income (NOI)

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

Portfolio Net Operating Income (NOI)

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

In-Service Properties

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

Same Properties

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

Annualized Revenue

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

Future Annualized Revenue

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

Press release

Exhibit 99.2

LOGO

800 Boylston Street

Boston, MA 02199

AT THE COMPANY

Michael Walsh

Senior Vice President, Finance

(617) 236-3410

Arista Joyner

Investor Relations Manager

(617) 236-3343

BOSTON PROPERTIES ANNOUNCES

FOURTH QUARTER 2010 RESULTS


Reports diluted FFO per share of $0.64		Reports diluted EPS of $(0.09)

BOSTON, MA, January 25, 2011 – Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the fourth quarter ended December 31, 2010.

Results for the quarter ended December 31, 2010

Funds from Operations (FFO) for the quarter ended December 31, 2010 were $89.9 million, or $0.64 per share basic and $0.64 per share diluted. This compares to FFO for the quarter ended December 31, 2009 of $146.1 million, or $1.05 per share basic and $1.04 per share diluted. FFO for the quarter ended December 31, 2010 includes $(0.50) per share on a diluted basis related to the losses from early extinguishments of debt totaling approximately $81.7 million primarily associated with the Company’s Operating Partnership’s redemption of $700.0 million in aggregate principal amount of its 6.25% senior notes due 2013 and the repurchase of $50.0 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037. FFO for the quarter ended December 31, 2009 includes $(0.04) per share on a diluted basis related to non-cash impairment charges on the Company’s investment in its Value-Added Fund. The weighted average number of basic and diluted shares outstanding totaled 140,104,791 and 142,058,612, respectively, for the quarter ended December 31, 2010 and 138,761,430 and 140,919,736, respectively, for the quarter ended December 31, 2009.

Net income (loss) available to common shareholders was $(12.9) million for the quarter ended December 31, 2010, compared to $53.3 million for the quarter ended December 31, 2009. Net income (loss) available to common shareholders per share (EPS) for the quarter ended December 31, 2010 was $(0.09) basic and $(0.09) on a diluted basis. This compares to EPS for the fourth quarter of 2009 of $0.38 basic and $0.38 on a diluted basis.

Results for the year ended December 31, 2010

FFO for the year ended December 31, 2010 were $547.4 million, or $3.93 per share basic and $3.90 per share diluted. This compares to FFO for the year ended December 31, 2009 of $606.3 million, or $4.63 per share basic and $4.59 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 139,439,637 and 141,518,065, respectively, for the year ended December 31, 2010 and 131,050,184 and 132,972,524, respectively, for the year ended December 31, 2009.

Net income available to common shareholders was $159.1 million for the year ended December 31, 2010, compared to $231.0 million for the year ended December 31, 2009. Net income available to common shareholders per share (EPS) for the year ended December 31, 2010 was $1.14 basic and $1.14 on a diluted basis. This compares to EPS for the year ended December 31, 2009 of $1.76 basic and $1.76 on a diluted basis.

As of December 31, 2010, the Company’s portfolio consisted of 146 properties, comprised primarily of Class A office space, one hotel, two residential properties and three retail properties, aggregating approximately 39.9 million square feet, including five properties under construction totaling 2.0 million square feet. In addition, the Company has structured parking for vehicles containing approximately 13.7 million square feet. The overall percentage of leased space for the 140 properties in service as of December 31, 2010 was 93.2%.

Significant events during the fourth quarter included:

•

On October 1, 2010, the Company modified its construction loan facility collateralized by its Atlantic Wharf development project in Boston, Massachusetts. The construction loan facility totaling $215.0 million bears interest at a variable rate equal to LIBOR plus 3.00% per annum and matures on April 21, 2012 with two, one-year extension options, subject to certain conditions. The modification consisted of releasing from collateral the residential portion of the project and reducing the loan commitment to $192.5 million. All other terms of the mortgage loan remain unchanged. The Company has not drawn any amounts under the facility.

•

On October 20, 2010, the Company closed a transaction with a financial institution (the “HTC Investor”) related to the historic rehabilitation of the residential component of the Company’s Atlantic Wharf development in Boston, Massachusetts (the “residential project”). The residential project is expected to result in the development of approximately 86 units of residential rental apartments and approximately 10,000 square feet of retail space. Because, as a REIT, the Company may not take full advantage of available historic tax credits, the Company admitted the HTC Investor as a partner in the residential project. The HTC Investor has agreed to contribute an aggregate of approximately $14 million to the project in three installments in 2010 and 2011, subject to the Company’s achievement of certain conditions that include construction milestones and its compliance with the federal

rehabilitation regulations. In exchange for its contribution, the HTC Investor will receive substantially all of the benefits derived from the tax credits. The $14 million in proceeds received from the HTC Investor will be recorded as deferred revenue and recognized as revenue over the five-year tax credit recapture period.

•

On October 20, 2010, the Company used available cash to repay the mortgage loan collateralized by its South of Market property located in Reston, Virginia totaling approximately $188.0 million. The mortgage loan bore interest at a variable rate equal to LIBOR plus 1.00% per annum and was scheduled to mature on November 21, 2010. There was no prepayment penalty.

•

On October 20, 2010, the Company used available cash to repay the mortgage loan collateralized by its Democracy Tower property located in Reston, Virginia totaling approximately $59.8 million. The mortgage loan bore interest at a variable rate equal to LIBOR plus 1.75% per annum and was scheduled to mature on December 19, 2010. There was no prepayment penalty.

•

On October 21, 2010, the Company’s Value-Added Fund conveyed the fee simple title to its One and Two Circle Star Way properties and paid $3.8 million to the lender, which had been accrued previously, in satisfaction of its outstanding obligations under the existing mortgage loan. The mortgage loan had an outstanding principal amount of $42.0 million, bore interest at a fixed rate of 6.57% per annum and was scheduled to mature on September 1, 2013. In addition, the Value-Added Fund had guaranteed the payment of (1) an aggregate of approximately $5.0 million of unfunded tenant improvement costs and leasing commissions and (2) one year of real estate taxes. The Company had an effective ownership interest of 25% in the One and Two Circle Star Way properties.

•

On November 1, 2010, the Company used available cash to repay the mortgage loan collateralized by its 10 & 20 Burlington Mall Road property located in Burlington, Massachusetts and 91 Hartwell Avenue property located in Lexington, Massachusetts totaling approximately $32.8 million. The mortgage loan bore interest at a fixed rate of 7.25% per annum and was scheduled to mature on October 1, 2011. The Company paid a prepayment penalty totaling approximately $0.3 million associated with the repayment.

•

On November 1, 2010, the Company used available cash to repay the mortgage loan collateralized by its 1330 Connecticut Avenue property located in Washington, DC totaling approximately $45.0 million. The mortgage loan bore interest at a fixed rate of 7.58% per annum and was scheduled to mature on February 26, 2011. There was no prepayment penalty.

•

On November 16, 2010, the Company’s Operating Partnership repurchased $50.0 million aggregate principal amount of its 2.875% exchangeable senior notes due 2037, which the holders may require the Operating Partnership to repurchase in February 2012, for approximately $51.1 million. The repurchased notes had an aggregate carrying value of the liability component of approximately $48.4 million and the value of the equity component was approximately $0.4 million, resulting in the recognition of a loss on early extinguishment of approximately $2.3 million.

•

On November 18, 2010, the Company’s Operating Partnership completed a public offering of $850.0 million in aggregate principal amount of its 4.125% senior notes due 2021. The notes were priced at 99.26% of the principal amount to yield 4.289% to maturity. The aggregate net proceeds to the Operating Partnership, after deducting underwriter discounts and offering expenses, were approximately $836.9 million. The notes mature on May 15, 2021, unless earlier redeemed.

•

On December 12, 2010, the Company’s Operating Partnership completed the redemption of $700.0 million in aggregate principal amount of its 6.25% senior notes due 2013. The redemption price was determined in accordance with the applicable indenture and was approximately $793.1 million. The redemption price included approximately $17.9 million of accrued and unpaid interest to, but not including, the redemption date. Excluding such accrued and unpaid interest, the redemption price was approximately 110.75% of the principal amount being redeemed. In addition, on November 29, 2010, the Company entered into two Treasury lock agreements to fix the yield on the U.S. Treasury issue used in determining the redemption price on notional amounts aggregating $700.0 million. On December 9, 2010, the Company cash-settled the Treasury lock agreements and paid approximately $2.1 million. As a result of the payment of the redemption premium, the settlement of the Treasury locks and the write-off of deferred financing costs, the Company recognized an aggregate loss on early extinguishment of debt of approximately $79.3 million. Following the partial redemption, there is an aggregate of $225.0 million of the notes outstanding.

•

On December 23, 2010, the Company acquired the outside member’s 33.33% equity interest in its consolidated joint venture entity that owns the Offices at Wisconsin Place located in Chevy Chase, Maryland for cash of approximately $25.5 million. On the same day, the seller acquired the Company’s 5.00% equity interest in the Company’s unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash. In addition, on December 23, 2010, the Company used available cash to repay the mortgage loan collateralized by the Offices at Wisconsin Place totaling approximately $97.2 million. The mortgage loan bore interest at a variable rate equal to LIBOR plus 1.10% per annum and was scheduled to mature on January 29, 2011. There was no prepayment penalty.

•

On December 29, 2010, the Company completed the acquisition of the John Hancock Tower and Garage in Boston, Massachusetts for an aggregate purchase price of approximately $930.0 million. The purchase price consisted of approximately $289.5 million of cash and the assumption of approximately $640.5 million of indebtedness. The assumed debt is a securitized senior mortgage loan that bears interest at a fixed rate of 5.68% per annum and matures on January 6, 2017. The loan requires interest-only payments with a balloon payment due at maturity. The Company incurred an aggregate of approximately $0.9 million of acquisition-related costs, of which $0.6 million were expensed during the fourth quarter of 2010. The John Hancock Tower is an iconic 62-story, approximately 1,700,000 rentable square foot office tower located in the heart of Boston’s Back Bay neighborhood. The garage is an eight-level, 2,013 space parking facility.

Transactions completed subsequent to December 31, 2010:

•

On January 14, 2011, the Company placed in-service approximately 57% of the office component of its Atlantic Wharf development project located in Boston, Massachusetts. The office component, which is comprised of approximately 790,000 net rentable square feet, is currently 79% leased.

•

On January 20, 2011, as reported in the Company’s Current Report on Form 8-K filed on January 21, 2011, the Company’s Compensation Committee approved outperformance awards under the Company’s 1997 Stock Option and Incentive Plan to officers and employees of the Company. These awards (the “2011 OPP Awards”) are part of a broad-based, long-term incentive compensation program designed to provide the Company’s management team with the potential to earn equity awards subject to the Company “outperforming” and creating shareholder value in a pay-for-performance structure. Recipients of 2011 OPP Awards will share in a maximum outperformance pool of $40 million if the total return to shareholders, including both share appreciation and dividends, exceeds absolute and relative hurdles over a three-year measurement period from February 1, 2011 to January 31, 2014. Earned awards are subject to two-years of time-based vesting after the performance measurement date. Investors are encouraged to refer to the Form 8-K referenced above for a detailed discussion of the terms and conditions of the 2011 OPP Awards, including the manner in which the outperformance pool is calculated. The Company expects that under the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 718 “Compensation – Stock Compensation” the 2011 OPP Awards will have an aggregate value of approximately $7.4 million, which amount will be amortized into earnings over the five-year plan period under the graded vesting method and has been reflected in the 2011 guidance below.

EPS and FFO per Share Guidance:

The Company’s guidance for the first quarter and full year 2011 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below.


	First Quarter 2011						Full Year 2011
	Low		-		High		Low		-		High
Projected EPS (diluted)	$	0.26		-	$	0.28	$	1.20		-	$	1.35
Add:
Projected Company Share of Real Estate Depreciation and Amortization		0.80		-		0.80		3.25		-		3.25
Less:
Projected Company Share of Gains on Sales of Real Estate		0.00		-		0.00		0.00		-		0.00


Projected FFO per Share (diluted)	$	1.06		-	$	1.08	$	4.45		-	$	4.60

Except as described below, the foregoing estimates reflect management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in this release and previously disclosed. In addition, the estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions, possible capital markets activity or

possible future impairment charges. 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.

Boston Properties will host a conference call on Wednesday, January 26, 2011 at 10:00 AM Eastern Time, open to the general public, to discuss the fourth quarter and full year 2010 results, the 2011 projections and related assumptions, and other related matters that may be of interest to investors. The number to call for this interactive teleconference is (877) 706-4503 (Domestic) or (281) 913-8731 (International) and entering the passcode 34013524. A replay of the conference call will be available through February 11, 2011, by dialing (800) 642-1687 (Domestic) or (706) 645-9291 (International) and entering the passcode 34013524. 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. Shortly after the call a replay of the webcast will be available in the Investor Relations section of the Company’s website and archived for up to twelve months following the call.

Additionally, a copy of Boston Properties’ fourth quarter 2010 “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.

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 space, one hotel, two residential properties and three retail properties. 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, DC, San Francisco and Princeton, NJ.

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 Company’s ability to satisfy the closing conditions to the pending transactions described above, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the costs and availability of financing, the effectiveness of our interest rate hedging contracts, the ability of our joint venture partners to satisfy their obligations, the effects of local economic and market conditions, the effects of acquisitions, dispositions and possible impairment charges on our operating results, the impact of newly adopted accounting principles on the Company’s accounting policies and on period-to-period comparisons of financial results, regulatory changes and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. Boston Properties does not undertake a duty to update or revise any forward-looking statement, including its guidance for the first quarter and full fiscal year 2011, whether as a result of new information, future events or otherwise.

Financial tables follow.

BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS


	December 31, 2010			December 31, 2009

	(in thousands, except for share amounts)
	(unaudited)
ASSETS
Real estate	$	10,933,977		$	9,817,388
Construction in progress		1,073,402			563,645
Land held for future development		757,556			718,525
Less: accumulated depreciation		(2,323,818	)		(2,033,677	)

Total real estate		10,441,117			9,065,881

Cash and cash equivalents		478,948			1,448,933
Cash held in escrows		308,031			21,867
Investments in securities		8,732			9,946
Tenant and other receivables, net of allowance for doubtful accounts of $2,081 and $4,125, respectively		129,818			93,240
Related party note receivable		270,000			270,000
Accrued rental income, net of allowance of $3,116 and $2,645, respectively		442,683			363,121
Deferred charges, net		436,019			294,395
Prepaid expenses and other assets		65,663			17,684
Investments in unconsolidated joint ventures		767,252			763,636

Total assets	$	13,348,263		$	12,348,703


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	3,047,586		$	2,643,301
Unsecured senior notes, net of discount		3,016,598			2,172,389
Unsecured exchangeable senior notes, net of discount		1,721,817			1,904,081
Unsecured line of credit		—			—
Accounts payable and accrued expenses		186,059			220,089
Dividends and distributions payable		81,031			80,536
Accrued interest payable		62,327			76,058
Other liabilities		213,000			127,538

Total liabilities		8,328,418			7,223,992


Commitments and contingencies		—			—


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


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.
Excess stock, $.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—
Preferred stock, $.01 par value, 50,000,000 shares authorized, none issued or outstanding		—			—
Common stock, $.01 par value, 250,000,000 shares authorized, 140,278,005 and 138,958,910 sharesissued and 140,199,105 and 138,880,010 shares outstanding in 2010 and 2009, respectively		1,402			1,389
Additional paid-in capital		4,417,162			4,373,679
Earnings (dividends) in excess of dividends (earnings)		(24,763	)		95,433
Treasury common stock, at cost		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(18,436	)		(21,777	)

Total stockholders’ equity attributable to Boston Properties, Inc.		4,372,643			4,446,002

Noncontrolling interests:
Common units of the Operating Partnership		592,164			617,386
Property partnerships		(614	)		5,671


Total equity		4,964,193			5,069,059

Total liabilities and equity	$	13,348,263		$	12,348,703

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS


	Three months ended December 31,						Year ended December 31,
	2010			2009			2010			2009

	(in thousands, except for per share amounts)
	(unaudited)
Revenue
Rental
Base rent	$	312,899		$	295,448		$	1,231,564		$	1,185,431
Recoveries from tenants		45,189			46,769			180,719			200,899
Parking and other		16,920			15,357			64,490			66,597

Total rental revenue		375,008			357,574			1,476,773			1,452,927
Hotel revenue		10,510			10,277			32,800			30,385
Development and management services		6,964			8,277			41,231			34,878

Total revenue		392,482			376,128			1,550,804			1,518,190


Expenses
Operating
Rental		125,384			124,188			501,694			501,799
Hotel		7,602			7,717			25,153			23,966
General and administrative		17,121			19,506			79,658			75,447
Acquisition costs		721			—			2,614			—
Loss (gain) from suspension of development		—			—			(7,200	)		27,766
Depreciation and amortization		92,763			79,125			338,371			321,681

Total expenses		243,591			230,536			940,290			950,659


Operating income		148,891			145,592			610,514			567,531
Other income (expense)
Income from unconsolidated joint ventures		9,834			962			36,774			12,058
Interest and other income		1,691			1,784			7,332			4,059
Gains from investments in securities		682			510			935			2,434
Interest expense		(92,192	)		(88,180	)		(378,079	)		(322,833	)
Losses from early extinguishments of debt		(81,662	)		—			(89,883	)		(510	)

Income (loss) from continuing operations		(12,756	)		60,668			187,593			262,739
Gains on sales of real estate		—			2,078			2,734			11,760

Net income (loss)		(12,756	)		62,746			190,327			274,499
Net income (loss) attributable to noncontrolling interests
Noncontrolling interests in property partnerships		(907	)		(463	)		(3,464	)		(2,778	)
Noncontrolling interest - redeemable preferred units of the Operating
Partnership		(795	)		(860	)		(3,343	)		(3,594	)
Noncontrolling interest - common units of the Operating Partnership		1,555			(7,841	)		(24,099	)		(35,534	)
Noncontrolling interest in gains on sales of real estate - common unitsof the Operating Partnership		—			(265	)		(349	)		(1,579	)

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	53,317		$	159,072		$	231,014


Basic earnings per common share attributable to Boston Properties, Inc.:
Net income (loss)	$	(0.09	)	$	0.38		$	1.14		$	1.76


Weighted average number of common shares outstanding		140,105			138,761			139,440			131,050


Diluted earnings per common share attributable to Boston Properties, Inc.:
Net income (loss)	$	(0.09	)	$	0.38		$	1.14		$	1.76


Weighted average number of common and common equivalent shares outstanding		140,105			139,459			140,057			131,512

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)


	Three months ended December 31,						Year ended December 31,
	2010			2009			2010			2009

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

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	53,317		$	159,072		$	231,014

Add:
Noncontrolling interest in gains on sales of real estate -common units of the Operating Partnership		—			265			349			1,579
Noncontrolling interest - common units of the Operating Partnership		(1,555	)		7,841			24,099			35,534
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			860			3,343			3,594
Noncontrolling interests in property partnerships		907			463			3,464			2,778
Less:
Gains on sales of real estate		—			2,078			2,734			11,760


Income (loss) from continuing operations		(12,756	)		60,668			187,593			262,739

Add:
Real estate depreciation and amortization (2)		118,573			109,153			450,546			446,718
Less:
Gain on sale of real estate included within income from unconsolidated joint ventures (3)		572			—			572			—
Noncontrolling interests in property partnerships’ share of funds from operations		1,686			1,523			6,862			5,513
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			860			3,343			3,594


Funds from operations (FFO) attributable to the Operating Partnership		102,764			167,438			627,362			700,350

Less:
Noncontrolling interest - common units of the Operating
Partnership’s share of funds from operations		12,886			21,382			80,006			94,078


Funds from operations attributable to Boston Properties, Inc.	$	89,878		$	146,056		$	547,356		$	606,272


Our percentage share of funds from operations - basic		87.46	%		87.23	%		87.25	%		86.57	%


Weighted average shares outstanding - basic		140,105			138,761			139,440			131,050


FFO per share basic	$	0.64		$	1.05		$	3.93		$	4.63


Weighted average shares outstanding - diluted		142,059			140,920			141,518			132,973


FFO per share diluted	$	0.64		$	1.04		$	3.90		$	4.59

(1)

Our computation of FFO may not be comparable to FFO reported by other REITs or real estate companies that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently.

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

(2)

Real estate depreciation and amortization consists of depreciation and amortization from the Consolidated Statements of Operations of $92,763, $79,125, $338,371 and $321,681, our share of unconsolidated joint venture real estate depreciation and amortization of $26,206, $30,507, $113,945 and $126,943, less corporate-related depreciation and amortization of $396, $479, $1,770 and $1,906 for the three months and year ended December 31, 2010 and 2009, respectively.

(3)

Consists of the portion of income from unconsolidated joint ventures related to the gain on sale of real estate from the sale of the Company’s 5.00% equity interest in the Company's unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash.

BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES


	% Leased by Location
	December 31, 2010			December 31, 2009
Greater Boston		89.4	%		89.6	%
Greater Washington, DC		97.3	%		95.5	%
Midtown Manhattan		96.9	%		95.4	%
Princeton/East Brunswick, NJ		80.8	%		81.7	%
Greater San Francisco		92.9	%		91.1	%

Total Portfolio		93.2	%		92.4	%


	% Leased by Type
	December 31, 2010			December 31, 2009
Class A Office Portfolio		93.6	%		92.8	%
Office/Technical Portfolio		85.5	%		83.4	%

Total Portfolio		93.2	%		92.4	%

Selected financial and related information of the Company

Exhibit 99.3

On January 25, 2011, Boston Properties, Inc. (the “Company”), a real estate investment trust, reported results for the fourth quarter ended December 31, 2010.

Results for the quarter ended December 31, 2010

Results for the year ended December 31, 2010

The reported results are unaudited and there can be no assurance that the results will not vary from the final information for the quarter and year ended December 31, 2010. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made. PricewaterhouseCoopers LLP has not audited, reviewed, compiled or performed any procedures with respect to the accompanying preliminary financial data. Accordingly, PricewaterhouseCoopers LLP does not express an opinion or any other form of assurance with respect thereto.

Significant events during the fourth quarter included:

•

determining the redemption price on notional amounts aggregating $700.0 million. On December 9, 2010, the Company cash-settled the Treasury lock agreements and paid approximately $2.1 million. As a result of the payment of the redemption premium, the settlement of the Treasury locks and the write-off of deferred financing costs, the Company recognized an aggregate loss on early extinguishment of debt of approximately $79.3 million. Following the partial redemption, there is an aggregate of $225.0 million of the notes outstanding.

•

On December 23, 2010, the Company acquired the outside member’s 33.33% equity interest in its consolidated joint venture entity that owns the Offices at Wisconsin Place located in Chevy Chase, Maryland for cash of approximately $25.5 million. On the same day, the seller acquired the Company’s 5.00% equity interest in the Company’s unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash. In addition, on December 23, 2010, the Company used available cash to repay the mortgage loan collateralized by the Offices at Wisconsin Place totaling approximately $97.2 million. The mortgage loan bore interest at a variable rate equal to LIBOR plus 1.10% per annum and was scheduled to mature on January 29, 2011. There was no prepayment penalty.

•

Transactions completed subsequent to December 31, 2010:

•

2011 to January 31, 2014. Earned awards are subject to two-years of time-based vesting after the performance measurement date. Investors are encouraged to refer to the Form 8-K referenced above for a detailed discussion of the terms and conditions of the 2011 OPP Awards, including the manner in which the outperformance pool is calculated. The Company expects that under the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 718 “Compensation – Stock Compensation” the 2011 OPP Awards will have an aggregate value of approximately $7.4 million, which amount will be amortized into earnings over the five-year plan period under the graded vesting method.

Tax Disclosure Update

For purposes of updating tax disclosure included in documents previously filed by the Company and the Company’s Operating Partnership, the Company notes that on December 17, 2010, the Tax Relief, Unemployment Insurance Reauthorization, and Job Creation Act of 2010 (the “Act”) was enacted. Among other things, the Act extended until December 31, 2012 certain reduced tax rates that had been scheduled to expire after December 31, 2010, including the reduced rate of tax on capital gains, the application of the capital gains tax rate to certain “qualified” dividends and the reduced rate of backup withholding discussed in such documents.

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 Company’s ability to satisfy the closing conditions to the pending transactions described above, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the costs and availability of financing, the effectiveness of our interest rate hedging contracts, the ability of our joint venture partners to satisfy their obligations, the effects of local economic and market conditions, the effects of acquisitions, dispositions and possible impairment charges on our operating results, the impact of newly adopted accounting principles on the Company’s accounting policies and on period-to-period comparisons of financial results, regulatory changes and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. Boston Properties does not undertake a duty to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Financial tables follow.

BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS


	December 31,			December 31,
	2010			2009

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

Real estate	$	10,933,977		$	9,817,388
Construction in progress		1,073,402			563,645
Land held for future development		757,556			718,525
Less: accumulated depreciation		(2,323,818	)		(2,033,677	)

Total real estate		10,441,117			9,065,881

Cash and cash equivalents		478,948			1,448,933
Cash held in escrows		308,031			21,867
Investments in securities		8,732			9,946
Tenant and other receivables, net of allowance for doubtful accounts of $2,081 and $4,125, respectively		129,818			93,240
Related party note receivable		270,000			270,000
Accrued rental income, net of allowance of $3,116 and $2,645, respectively		442,683			363,121
Deferred charges, net		436,019			294,395
Prepaid expenses and other assets		65,663			17,684
Investments in unconsolidated joint ventures		767,252			763,636

Total assets	$	13,348,263		$	12,348,703


LIABILITIES AND EQUITY

Liabilities:
Mortgage notes payable	$	3,047,586		$	2,643,301
Unsecured senior notes, net of discount		3,016,598			2,172,389
Unsecured exchangeable senior notes, net of discount		1,721,817			1,904,081
Unsecured line of credit		—			—
Accounts payable and accrued expenses		186,059			220,089
Dividends and distributions payable		81,031			80,536
Accrued interest payable		62,327			76,058
Other liabilities		213,000			127,538

Total liabilities		8,328,418			7,223,992


Commitments and contingencies		—			—


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


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.
Excess stock, $.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—
Preferred stock, $.01 par value, 50,000,000 shares authorized, none issued or outstanding		—			—
Common stock, $.01 par value, 250,000,000 shares authorized, 140,278,005 and 138,958,910 shares issued and 140,199,105 and 138,880,010 shares outstanding in 2010 and 2009, respectively		1,402			1,389
Additional paid-in capital		4,417,162			4,373,679
Earnings (dividends) in excess of dividends (earnings)		(24,763	)		95,433
Treasury common stock, at cost		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(18,436	)		(21,777	)

Total stockholders’ equity attributable to Boston Properties, Inc.		4,372,643			4,446,002

Noncontrolling interests:
Common units of the Operating Partnership		592,164			617,386
Property partnerships		(614	)		5,671

Total equity		4,964,193			5,069,059

Total liabilities and equity	$	13,348,263		$	12,348,703

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS


	Three months ended						Year ended
	December 31,						December 31,
	2010			2009			2010			2009

	(in thousands, except for per share amounts)
	(unaudited)
Revenue
Rental
Base rent	$	312,899		$	295,448		$	1,231,564		$	1,185,431
Recoveries from tenants		45,189			46,769			180,719			200,899
Parking and other		16,920			15,357			64,490			66,597

Total rental revenue		375,008			357,574			1,476,773			1,452,927
Hotel revenue		10,510			10,277			32,800			30,385
Development and management services		6,964			8,277			41,231			34,878

Total revenue		392,482			376,128			1,550,804			1,518,190


Expenses
Operating
Rental		125,384			124,188			501,694			501,799
Hotel		7,602			7,717			25,153			23,966
General and administrative		17,121			19,506			79,658			75,447
Acquisition costs		721			—			2,614			—
Loss (gain) from suspension of development		—			—			(7,200	)		27,766
Depreciation and amortization		92,763			79,125			338,371			321,681

Total expenses		243,591			230,536			940,290			950,659


Operating income		148,891			145,592			610,514			567,531
Other income (expense)
Income from unconsolidated joint ventures		9,834			962			36,774			12,058
Interest and other income		1,691			1,784			7,332			4,059
Gains from investments in securities		682			510			935			2,434
Interest expense		(92,192	)		(88,180	)		(378,079	)		(322,833	)
Losses from early extinguishments of debt		(81,662	)		—			(89,883	)		(510	)

Income (loss) from continuing operations		(12,756	)		60,668			187,593			262,739
Gains on sales of real estate		—			2,078			2,734			11,760

Net income (loss)		(12,756	)		62,746			190,327			274,499
Net income (loss) attributable to noncontrolling interests
Noncontrolling interests in property partnerships		(907	)		(463	)		(3,464	)		(2,778	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(795	)		(860	)		(3,343	)		(3,594	)
Noncontrolling interest - common units of the Operating Partnership		1,555			(7,841	)		(24,099	)		(35,534	)
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		—			(265	)		(349	)		(1,579	)

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	53,317		$	159,072		$	231,014


Basic earnings per common share attributable to Boston Properties, Inc.:
Net income (loss)	$	(0.09	)	$	0.38		$	1.14		$	1.76


Weighted average number of common shares outstanding		140,105			138,761			139,440			131,050


Diluted earnings per common share attributable to Boston Properties, Inc.:
Net income (loss)	$	(0.09	)	$	0.38		$	1.14		$	1.76


Weighted average number of common and common equivalent shares outstanding		140,105			139,459			140,057			131,512

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)


	Three months ended						Year ended
	December 31,						December 31,
	2010			2009			2010			2009

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

Net income (loss) attributable to Boston Properties, Inc.	$	(12,903	)	$	53,317		$	159,072		$	231,014

Add:
Noncontrolling interest in gains on sales of real estate - common units of the Operating Partnership		—			265			349			1,579
Noncontrolling interest - common units of the Operating Partnership		(1,555	)		7,841			24,099			35,534
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			860			3,343			3,594
Noncontrolling interests in property partnerships		907			463			3,464			2,778
Less:
Gains on sales of real estate		—			2,078			2,734			11,760


Income (loss) from continuing operations		(12,756	)		60,668			187,593			262,739

Add:
Real estate depreciation and amortization (2)		118,573			109,153			450,546			446,718
Less:
Gain on sale of real estate included within income from unconsolidated joint ventures (3)		572			—			572			—
Noncontrolling interests in property partnerships’ share of funds from operations		1,686			1,523			6,862			5,513
Noncontrolling interest - redeemable preferred units of the Operating Partnership		795			860			3,343			3,594


Funds from operations (FFO) attributable to the Operating Partnership		102,764			167,438			627,362			700,350

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		12,886			21,382			80,006			94,078


Funds from operations attributable to Boston Properties, Inc.	$	89,878		$	146,056		$	547,356		$	606,272


Our percentage share of funds from operations - basic		87.46	%		87.23	%		87.25	%		86.57	%


Weighted average shares outstanding - basic		140,105			138,761			139,440			131,050


FFO per share basic	$	0.64		$	1.05		$	3.93		$	4.63


Weighted average shares outstanding - diluted		142,059			140,920			141,518			132,973


FFO per share diluted	$	0.64		$	1.04		$	3.90		$	4.59

(1)

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

(2)

(3)

Consists of the portion of income from unconsolidated joint ventures related to the gain on sale of real estate from the sale of the Company’s 5.00% equity interest in the Company’s unconsolidated joint venture entity that owns the retail portion of the Wisconsin Place mixed-use property for approximately $1.4 million of cash.

BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES


	% Leased by Location
	December 31, 2010			December 31, 2009
Greater Boston		89.4	%		89.6	%
Greater Washington, DC		97.3	%		95.5	%
Midtown Manhattan		96.9	%		95.4	%
Princeton/East Brunswick, NJ		80.8	%		81.7	%
Greater San Francisco		92.9	%		91.1	%

Total Portfolio		93.2	%		92.4	%


	% Leased by Type
	December 31, 2010			December 31, 2009
Class A Office Portfolio		93.6	%		92.8	%
Office/Technical Portfolio		85.5	%		83.4	%

Total Portfolio		93.2	%		92.4	%