SEC Filing

BOSTON PROPERTIES, INC.

Date: January 29, 2015

/s/ Michael E. LaBelle

Michael E. LaBelle

Senior Vice President, Chief Financial Officer

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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 29, 2015

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 29, 2015, Boston Properties, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter of 2014. That press release referred to certain supplemental information that is available on the Company’s website. The text of the supplemental information and the press release are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits.

(d)	Exhibits.


Exhibit No.		Description

*99.1		Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended December 31, 2014.

*99.2		Press release dated January 29, 2015.

*	Filed herewith.

SIGNATURES

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

EXHIBIT INDEX


Exhibit No.		Description

*99.1		Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended December 31, 2014.

*99.2		Press release dated January 29, 2015.

*	Filed herewith.

EX-99.1

EXHIBIT 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended December 31, 2014

Boston Properties, Inc.

Fourth Quarter 2014

Table of Contents


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

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

(Cover photo: 500 North Capitol Street, N.W., Washington, DC)

Boston Properties, Inc.

Fourth Quarter 2014

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 four markets: Boston, New York, San Francisco, and Washington, DC. The Company was founded in 1970 by Mortimer B. Zuckerman and Edward H. Linde in Boston, where it maintains its headquarters. Boston Properties became a public company in June 1997. The Company acquires, develops and manages its properties through full-service regional offices. Its property portfolio is comprised primarily of first-class office space, one hotel, three residential properties and five retail properties. Boston Properties is well-known for its in-house building management expertise and responsiveness to tenants’ needs. The Company holds a superior track record in developing premium Central Business District (CBD) office buildings, successful mixed use complexes, suburban office centers and build-to-suit projects for the U.S. government and a diverse array of creditworthy tenants.

Management

Boston Properties’ senior management team is among the most respected and accomplished in the REIT industry. Our deep and talented team of 31 individuals averages 30 years of real estate experience and eighteen years with Boston Properties. We believe that our size, management depth, financial strength, reputation, and relationships of key personnel provide a competitive advantage to realize growth through property development and acquisitions. Boston Properties benefits from the reputation and relationships of key personnel, including Owen D. Thomas, Chief Executive Officer; Douglas T. Linde, President; Raymond A. Ritchey, Executive Vice President, National Director of Acquisitions and Development; and Michael E. LaBelle, Senior Vice President, Chief Financial Officer. Our senior management team’s national reputation helps us attract business and investment opportunities. In addition, our other senior officers that serve as Regional Managers have strong reputations that assist in identifying and closing on new opportunities, having opportunities brought to us, and in negotiating with tenants and build-to-suit prospects. Additionally, Boston Properties’ Board of Directors consists of eleven distinguished members, the majority of whom are Independent Directors.

Strategy

Boston Properties’ primary business objective is to maximize return on investment in an effort to provide its investors with the greatest possible total return in all points of the economic cycle. To achieve this objective, the Company maintains consistent strategies that include the following:

•

concentrating on carefully targeted 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 targeted markets;

•

taking on complex, technically-challenging development 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 on a selective basis the sale of properties or interests therein to either take advantage of the demand for the Company’s premier properties or pare from the portfolio properties that have slower future growth potential; and

•

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

Snapshot

(as of December 31, 2014)


Corporate Headquarters		Boston, Massachusetts

Markets		Boston, New York, San Francisco and Washington, DC

Fiscal Year-End		December 31

Total Properties (includes unconsolidated joint ventures)		169

Total Square Feet (includes unconsolidated joint ventures and structured parking)		60.7 million

Common shares outstanding, plus common, preferred and LTIP units on an as-converted basis (but excluding Outperformance Plan and Multi-Year Long-Term Incentive Program Units)		171.1 million

Dividend - Quarter/Annualized		$0.65/$2.60

Dividend Yield		2.02% (excludes special dividends)

Total Adjusted Market Capitalization (1)		$31.3 billion

Senior Debt Ratings		Baa2 (Moody’s); BBB+ (Fitch); A- (S&P)

(1)	For disclosures relating to our definition of Total Adjusted Market Capitalization, see page 48.

Boston Properties, Inc.

Fourth Quarter 2014

INVESTOR INFORMATION


Board of Directors		Management
Mortimer B. Zuckerman Chairman of the Board Owen D. Thomas Chief Executive Officer and Director Douglas T. Linde President and Director Carol B. Einiger Director Dr. Jacob A. Frenkel Director, Chair of Nominating & Corporate Governance Committee Joel I. Klein Director	Matthew J. Lustig Director Alan J. Patricof Director, Chair of Audit Committee Ivan G. Seidenberg Lead Independent Director Martin Turchin Director David A. Twardock Director, Chair of Compensation Committee	Raymond A. Ritchey Executive Vice President, National Director of Acquisitions & Development Michael E. LaBelle Senior Vice President, Chief Financial Officer Peter D. Johnston Senior Vice President and Regional Manager of Washington, DC Bryan J. Koop Senior Vice President and Regional Manager of Boston Robert E. Pester Senior Vice President and Regional Manager of San Francisco	John F. Powers Senior Vice President and Regional Manager of New York Frank D. Burt Senior Vice President, General Counsel Michael R. Walsh Senior Vice President, Finance Lori W. Silverstein Vice President, Controller
Company Information
Corporate Headquarters	Trading Symbol	Investor Relations	Inquires
800 Boylston Street Suite 1900 Boston, MA 02199 (t) 617.236.3300 (f) 617.236.3311	BXP Stock Exchange Listing New York Stock Exchange	Boston Properties, Inc. 800 Boylston Street, Suite 1900 Boston, MA 02199 (t) 617.236.3322 (f) 617.236.3311 www.bostonproperties.com	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 2014			Q3 2014			Q2 2014			Q1 2014			Q4 2013

High Closing Price	$	136.28		$	123.41		$	121.95		$	114.53		$	109.64
Low Closing Price	$	115.10		$	113.66		$	114.45		$	100.39		$	98.46
Average Closing Price	$	126.63		$	119.60		$	118.07		$	109.07		$	103.44
Closing Price, at the end of the quarter	$	128.69		$	115.76		$	118.18		$	114.53		$	100.37

Dividends per share	$	0.65		$	0.65		$	0.65		$	0.65		$	0.65
Special dividends per share		4.50			—			—		$	—			2.25

Total dividends	$	5.15		$	0.65		$	0.65		$	0.65		$	2.90


Closing dividend yield - annualized (1)		2.02	%		2.25	%		2.20	%		2.27	%		2.59	%

Closing common shares outstanding, plus preferred shares and common, preferred and LTIP units on an as-converted basis (but excluding Outperformance Plan and Multi-Year Long-Term Incentive Program Units) (thousands) (2)		171,064			171,062			171,063			171,029			170,896
Closing market value of outstanding shares and units (thousands)	$	22,214,860		$	20,004,159		$	20,434,232		$	19,805,957		$	17,370,837

(1)

Excludes the special dividend of $4.50 per share paid on January 28, 2015 to shareholders of record as of the close of business on December 31, 2014. Excludes the special dividend of $2.25 per share paid on January 29, 2014 to shareholders of record as of the close of business on December 31, 2013.

(2)

For additional detail, see page 12.

Timing

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


First Quarter, 2015		Tentatively April 27, 2015
Second Quarter, 2015		Tentatively July 29, 2015
Third Quarter, 2015		Tentatively October 29, 2015
Fourth Quarter, 2015		Tentatively January 26, 2016

Boston Properties, Inc.

Fourth Quarter 2014

RESEARCH COVERAGE


Equity Research Coverage		Debt Research Coverage	Rating Agencies

Lucy Moore Argus Research Company 646.747.5456 Jeffrey Spector / Jamie Feldman Bank of America Merrill Lynch 212.449.6329 / 212.449.6339 Ross Smotrich Barclays Capital 212.526.2306 David Toti / Evan Smith Cantor Fitzgerald 212.829.5224 / 215.915.1220 Thomas Lesnick Capital One Securities 504.528.9174 Michael Bilerman / Emmanuel Korchman Citigroup Global Markets 212.816.1383 / 212.816.1382 James Sullivan / Tom Catherwood Cowen and Company 646.562.1380 / 646.562.1382 Ian Weissman / George Auerbach Credit Suisse 212.538.6889 / 212.538.8082 Barry Oxford D.A. Davidson & Co. 212.240.9871 Vincent Chao / Venkat Kommineni Deutsche Bank Securities 212.250.6799 / 212.250.6090 Steve Sakwa / Gabe Hilmoe Evercore ISI 212.446.9462 / 212.446.9459 Brad Burke Goldman Sachs 917.343.2082 Jed Reagan / Katherine Corwith Green Street Advisors 949.640.8780	Omotayo Okusanya / Charles Croson Jefferies & Co. 212.336.7076 / 917.421.1943 Anthony Paolone J.P. Morgan Securities 212.622.6682 Jordan Sadler / Austin Wurschmidt KeyBanc Capital Markets 917.368.2280 / 917.368.2311 Richard Anderson Mizuho Securities 212.205.8487 Vance Edelson Morgan Stanley 212.761.4000 Rich Moore / Mike Carroll RBC Capital Markets 440.715.2646 / 440.715.2649 David Rodgers / Matthew Spencer RW Baird 216.737.7341 / 414.298.5053 Alexander Goldfarb / Andrew Schaffer Sandler O’Neill & Partners 212.466.7937 / 212.466.8062 John Guinee / Erin Aslakson Stifel, Nicolaus & Company 443.224.1307 / 443.224.1350 Michael Lewis SunTrust Robinson Humphrey 212.319.5659 Ross Nussbaum / Nick Yulico UBS Securities 212.713.2484 / 212.713.3402 Brendan Maiorana Wells Fargo Securities 804.649.2311	Scott Frost Bank of America Merrill Lynch 646.855.8078 Thomas Cook Citi Investment Research 212.723.1112 John Giordano Credit Suisse Securities 212.538.4935 Ron Perotta Goldman Sachs 212.702.7885 Mark Streeter J.P. Morgan Securities 212.834.5086 Thierry Perrein / Jason Jones Wells Fargo 704.715.8455 / 704.715.7932	Stephen Boyd Fitch Ratings 212.908.9153 Ranjini Venkatesan Moody’s Investors Service 212.553.3828 Anita Ogbara Standard & Poor’s 212.438.5077

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 2014

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 48-50.


	Three Months Ended
	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13
Selected Items:

Revenue	$	613,707		$	618,803		$	589,794		$	574,694		$	576,199
Straight-line rent (1)	$	18,639		$	18,281		$	10,672		$	8,140		$	15,936
Fair value lease revenue (1) (2)	$	12,236		$	9,207		$	7,425		$	7,501		$	7,202
Revenue from residential properties	$	7,195		$	7,018		$	6,298		$	5,682		$	5,606
Company share of funds from operations from unconsolidated joint ventures	$	7,282		$	9,518		$	7,820		$	7,400		$	7,467
Lease termination fees (1) (3)	$	1,117		$	9,878		$	1,027		$	1,119		$	664
Ground rent expense (4)	$	4,990		$	4,986		$	4,984		$	4,986		$	5,004
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment	$	—		$	—		$	—		$	2,438		$	4,971
Fair value interest adjustment (1)	$	7,737		$	7,694		$	7,630		$	7,583		$	7,512
Capitalized interest	$	7,667		$	12,223		$	14,877		$	17,709		$	17,900
Capitalized wages	$	3,483		$	3,403		$	4,103		$	3,547		$	4,113
Operating Margins [(rental revenue - rental expense)/rental revenue] (5)		66.5	%		66.2	%		66.5	%		65.1	%		66.3	%
Gains (losses) from early extinguishments of debt	$	(10,633	)	$	—		$	—		$	—		$	—
Net income attributable to Boston Properties, Inc. common shareholders	$	174,510		$	127,724		$	76,527		$	54,034		$	88,719
Funds from operations (FFO) attributable to Boston Properties, Inc.	$	193,186		$	223,403		$	207,010		$	183,844		$	197,605
FFO per share - diluted	$	1.26		$	1.46		$	1.35		$	1.20		$	1.29
Net income attributable to Boston Properties, Inc. per share - basic	$	1.14		$	0.83		$	0.50		$	0.35		$	0.58
Net income attributable to Boston Properties, Inc. per share - diluted	$	1.14		$	0.83		$	0.50		$	0.35		$	0.58
Dividends per common share (6)	$	5.15		$	0.65		$	0.65		$	0.65		$	2.90
Funds available for distribution to common shareholders and common unitholders (FAD) (7)	$	162,630		$	170,801		$	184,660		$	167,752		$	160,037

Ratios:

Interest Coverage Ratio (excluding capitalized interest) - cash basis (7)		2.88			3.13			3.12			2.96			2.93
Interest Coverage Ratio (including capitalized interest) - cash basis (7)		2.71			2.83			2.76			2.56			2.55
FFO Payout Ratio (8)		51.59	%		44.52	%		48.15	%		54.17	%		50.39	%
FAD Payout Ratio (8)		68.42	%		65.14	%		60.09	%		65.98	%		69.10	%

Balance Sheet Items:

Above-market rents (included within Prepaid Expenses and Other Assets)	$	80,864		$	86,609		$	92,598		$	98,555		$	104,618
Below-market rents (included within Other Liabilities)	$	243,395		$	266,681		$	284,726		$	300,292		$	315,953
Accrued ground rent expense (included within Other Liabilities)	$	56,117		$	54,448		$	52,779		$	51,071		$	49,324
Accrued interest payable on outside members’ notes payable (included within Accrued Interest Payable)	$	88,643		$	81,372		$	78,270		$	77,304		$	76,364

	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13
Capitalization:

Common Stock Price @ Quarter End	$	128.69		$	115.76		$	118.18		$	114.53		$	100.37
Equity Value @ Quarter End	$	22,214,860		$	20,004,159		$	20,434,232		$	19,805,957		$	17,370,837
Total Consolidated Debt	$	9,906,984		$	10,475,750		$	10,558,609		$	10,577,135		$	11,341,508
Total Consolidated Market Capitalization	$	32,121,844		$	30,479,909		$	30,992,841		$	30,383,092		$	28,712,345
Total Consolidated Debt/Total Consolidated Market Capitalization (9)		30.84	%		34.37	%		34.07	%		34.81	%		39.50	%

BXP’s Share of Unconsolidated Joint Venture Debt	$	351,500		$	331,765		$	328,711		$	328,869		$	329,188
Less:
Partners’ Share of Consolidated Debt	$	1,181,797		$	867,377		$	872,839		$	878,265		$	883,655
Total Adjusted Debt	$	9,076,687		$	9,940,138		$	10,014,481		$	10,027,739		$	10,787,041
Total Adjusted Market Capitalization (10)	$	31,291,547		$	29,944,297		$	30,448,713		$	29,833,696		$	28,157,878
Total Adjusted Debt/Total Adjusted Market Capitalization (9) (10)		29.01	%		33.20	%		32.89	%		33.61	%		38.31	%

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

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

(3)	For the three months ended September 30, 2014, includes an initial distribution received by the Company from its unsecured creditor claim against Lehman Brothers, Inc. totaling approximately $7.7 million.

(4)	Includes non-cash straight-line adjustments to ground rent. See page 11 for the straight-line adjustments to the ground rent expense.

(5)

Rental expense consists of operating expenses, real estate taxes and ground rent expense. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $17,218, $18,172, $17,003, $15,996 and $15,473 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

(6)	For the three months ended December 31, 2014, dividends per share includes the $4.50 per common share special dividend paid on January 28, 2015. For the three months ended December 31, 2013, dividends per share includes the $2.25 per common share special dividend paid on January 29, 2014.

(7)	For a quantitative reconciliation, see page 11.

(8)

FFO Payout Ratio is defined as dividends per share to common shareholders divided by FFO per share. FAD Payout Ratio is defined as distributions to common shareholders and unitholders divided by FAD. For the three months ended December 31, 2014, excludes the $4.50 per share special dividend paid on January 28, 2015 to shareholders of record as of the close of business on December 31, 2014. For the three months ended December 31, 2013, excludes the $2.25 per share special dividend paid on January 29, 2014 to shareholders of record as of the close of business on December 31, 2013.

(9)	For disclosures related to our definitions, see page 48.

(10)	For additional detail, see page 12.

Boston Properties, Inc.

Fourth Quarter 2014

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13
ASSETS
Real estate	$	18,231,978		$	18,362,993		$	17,680,555		$	17,258,665		$	17,158,210
Construction in progress (1)		736,311			715,609			1,309,781			1,564,821			1,523,179
Land held for future development		268,114			276,804			273,587			300,498			297,376
Less accumulated depreciation		(3,547,659	)		(3,469,130	)		(3,368,974	)		(3,263,208	)		(3,161,571	)

Total real estate		15,688,744			15,886,276			15,894,949			15,860,776			15,817,194
Cash and cash equivalents		1,763,079			846,664			1,036,576			1,179,573			2,365,137
Cash held in escrows (2)		487,321			153,161			59,248			54,240			57,201
Marketable securities		19,459			18,834			18,927			18,026			16,641
Tenant and other receivables, net		46,595			43,210			51,348			37,812			59,464
Accrued rental income, net		691,999			689,885			673,587			661,730			651,603
Deferred charges, net		831,744			837,907			853,924			861,567			884,450
Prepaid expenses and other assets		164,432			219,074			133,035			178,488			184,477
Investments in unconsolidated joint ventures		193,394			191,593			188,887			140,533			140,097

Total assets	$	19,886,767		$	18,886,604		$	18,910,481		$	18,992,745		$	20,176,264


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	4,309,484		$	4,328,464		$	4,411,453		$	4,430,110		$	4,449,734
Unsecured senior notes, net of discount		5,287,704			5,837,172			5,836,729			5,836,290			5,835,854
Unsecured exchangeable senior notes, net of discount		—			—			—			—			744,880
Unsecured line of credit		—			—			—			—			—
Mezzanine notes payable		309,796			310,114			310,427			310,735			311,040
Outside members’ notes payable		180,000			180,000			180,000			180,000			180,000
Accounts payable and accrued expenses		243,263			253,600			216,080			218,028			202,470
Dividends and distributions payable		882,472			112,708			112,420			114,799			497,242
Accrued interest payable		163,532			181,954			156,024			178,651			167,523
Other liabilities		502,255			528,872			551,664			569,949			592,982

Total liabilities		11,878,506			11,732,884			11,774,797			11,838,562			12,981,725


Commitments and contingencies		—			—			—			—			—


Noncontrolling interests:
Redeemable preferred units of the Operating Partnership		633			2,022			18,006			51,312			51,312


Redeemable interest in property partnership		104,692			104,105			103,778			100,327			99,609


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.:
Excess stock, $0.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—			—			—			—
Preferred stock, $0.01 par value, 50,000,000 shares authorized; 5.25% Series B cumulative redeemable preferred stock, $0.01 par value, liquidation preference $2,500 per share, 92,000 shares authorized, 80,000 shares issued and outstanding		200,000			200,000			200,000			200,000			200,000
Common stock, $0.01 par value, 250,000,000 shares authorized, 153,113,945, 153,099,786, 153,092,574, 153,017,311 and 152,983,101 outstanding, respectively		1,531			1,531			1,531			1,530			1,530
Additional paid-in capital		6,270,257			5,684,649			5,679,578			5,668,230			5,662,453
Dividends in excess of earnings		(762,464	)		(148,566	)		(176,929	)		(153,979	)		(108,552	)
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(9,304	)		(9,866	)		(10,429	)		(10,989	)		(11,556	)

Total stockholders’ equity attributable to Boston Properties, Inc.		5,697,298			5,725,026			5,691,029			5,702,070			5,741,153

Noncontrolling interests:
Common units of the Operating Partnership		603,171			606,002			601,775			575,381			576,333
Property partnerships		1,602,467			716,565			721,096			725,093			726,132

Total equity		7,902,936			7,047,593			7,013,900			7,002,544			7,043,618



Total liabilities and equity	$	19,886,767		$	18,886,604		$	18,910,481		$	18,992,745		$	20,176,264

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

(2)

At December 31, 2014, approximately $433.6 million was held by a qualified intermediary for possible investment in a like-kind exchange in accordance with Section 1031 of the Internal Revenue Code in connection with the sales of the Company’s Mountain View, Broad Run, Patriots Park and 130 Third Avenue properties. Approximately $90.2 million from the sale of the Company’s Mountain View properties was released from escrow during January 2015.

Boston Properties, Inc.

Fourth Quarter 2014

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13
Revenue
Rental
Base Rent	$	484,011		$	484,071		$	463,239		$	455,018		$	453,538
Recoveries from tenants		85,946			90,103			81,382			81,934			79,586
Parking and other		25,724			26,236			26,300			24,333			25,174

Total rental revenue		595,681			600,410			570,921			561,285			558,298
Hotel revenue		10,907			11,918			12,367			8,193			10,269
Development and management services		7,119			6,475			6,506			5,216			7,632

Total revenue		613,707			618,803			589,794			574,694			576,199


Expenses
Operating		111,342			114,116			110,239			114,455			108,147
Real estate taxes		99,735			101,063			92,407			91,933			90,441
Hotel operating		7,539			7,585			7,315			6,797			7,488
General and administrative (1)		23,172			22,589			23,271			29,905			20,656
Transaction costs		640			1,402			661			437			—
Depreciation and amortization		162,430			157,245			154,628			154,270			154,475

Total expenses		404,858			404,000			388,521			397,797			381,207


Operating income		208,849			214,803			201,273			176,897			194,992
Other income (expense)
Income from unconsolidated joint ventures		2,700			4,419			2,834			2,816			2,834
Interest and other income		1,924			3,421			2,109			1,311			1,664
Gains (losses) from investments in securities (1)		387			(297	)		662			286			1,039
Interest expense (2)		(117,904	)		(113,308	)		(110,977	)		(113,554	)		(121,134	)
Gains (losses) from early extinguishments of debt		(10,633	)		—			—			—			—

Income from continuing operations		85,323			109,038			95,901			67,756			79,395
Discontinued operations
Income from discontinued operations		—			—			—			—			536
Gains on sales of real estate from discontinued operations		—			—			—			—			26,381

Income before gains on sales of real estate		85,323			109,038			95,901			67,756			106,312
Gains on sales of real estate (3)		126,102			41,937			—			—			—

Net income		211,425			150,975			95,901			67,756			106,312
Net income attributable to noncontrolling interests
Noncontrolling interest in property partnerships		(13,088	)		(5,566	)		(7,553	)		(4,354	)		(2,271	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(9	)		(75	)		(320	)		(619	)		(2,661	)
Noncontrolling interest - common units of the Operating Partnership (4)		(21,172	)		(14,963	)		(8,883	)		(6,160	)		(7,302	)
Noncontrolling interest in discontinued operations - common units of the Operating Partnership (4)		—			—			—			—			(2,713	)

Net income attributable to Boston Properties, Inc.		177,156			130,371			79,145			56,623			91,365
Preferred dividends		(2,646	)		(2,647	)		(2,618	)		(2,589	)		(2,646	)

Net income attributable to Boston Properties, Inc. common shareholders	$	174,510		$	127,724		$	76,527		$	54,034		$	88,719


INCOME PER SHARE OF COMMON STOCK (EPS)

Net income attributable to Boston Properties, Inc. per share - basic	$	1.14		$	0.83		$	0.50		$	0.35		$	0.58

Net income attributable to Boston Properties, Inc. per share - diluted	$	1.14		$	0.83		$	0.50		$	0.35		$	0.58

(1)

Gains (losses) from investments in securities includes $387, $(297), $662, $286 and $1,039 and general and administrative expense includes $(387), $297, $(662), $(306) and $(1,055) for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively, related to the Company’s deferred compensation plan.

(2)

For the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, interest expense includes $7,271, $7,102, $6,965, $6,940 and $6,906, respectively, consisting of the interest expense on the partner loans for the 767 Fifth Avenue consolidated joint venture, which amount is allocated to the partners within noncontrolling interests in property partnerships. The Company’s share of the interest expense on its loan to the joint venture eliminates in consolidation.

(3)	See page 45 for additional information.

(4)

Equals noncontrolling interest - common units of the Operating Partnership’s share of 10.34%, 10.34%, 10.16%, 9.90% and 9.89% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

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

Boston Properties, Inc.

Fourth Quarter 2014

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	31-Dec-14		30-Sep-14		30-Jun-14		31-Mar-14		31-Dec-13

Net income attributable to Boston Properties, Inc. common shareholders	$	174,510	$	127,724	$	76,527	$	54,034	$	88,719
Add:
Preferred dividends		2,646		2,647		2,618		2,589		2,646
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		—		—		—		—		2,713
Noncontrolling interest - common units of the Operating Partnership		21,172		14,963		8,883		6,160		7,302
Noncontrolling interest - redeemable preferred units of the Operating Partnership		9		75		320		619		2,661
Noncontrolling interests in property partnerships		13,088		5,566		7,553		4,354		2,271
Less:
Gains on sales of real estate		126,102		41,937		—		—		—
Income from discontinued operations		—		—		—		—		536
Gains on sales of real estate from discontinued operations		—		—		—		—		26,381


Income from continuing operations		85,323		109,038		95,901		67,756		79,395
Add:
Real estate depreciation and amortization (1)		166,665		162,012		159,272		158,514		159,706
Income from discontinued operations		—		—		—		—		536
Less:
Noncontrolling interests in property partnerships’ share of funds from operations		33,866		19,150		21,825		19,023		16,994
Noncontrolling interest - redeemable preferred units of the Operating Partnership (2)		9		75		320		619		694
Preferred dividends		2,646		2,647		2,618		2,589		2,646


Funds from operations (FFO) attributable to the Operating Partnership		215,467		249,178		230,410		204,039		219,303
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		22,281		25,775		23,400		20,195		21,698

FFO attributable to Boston Properties, Inc. (3)	$	193,186	$	223,403	$	207,010	$	183,844	$	197,605


FFO per share - basic	$	1.26	$	1.46	$	1.35	$	1.20	$	1.29

Weighted average shares outstanding - basic		153,128		153,120		153,078		153,030		152,798

FFO per share - diluted	$	1.26	$	1.46	$	1.35	$	1.20	$	1.29

Weighted average shares outstanding - diluted		153,550		153,273		153,623		154,043		153,900

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $162,430, $157,245, $154,628, $154,270 and $154,475, our share of unconsolidated joint venture real estate depreciation and amortization of $4,582, $5,099, $4,986, $4,584 and $4,633, and depreciation and amortization from discontinued operations of $0, $0, $0, $0 and $934, less corporate related depreciation of $347, $332, $342, $340 and $336 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

(2)	For the three months ended December 31, 2013, excludes approximately $2.0 million of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the $2.25 per share special dividend.

(3)	Based on weighted average basic shares for the quarter. The Company’s share for the quarter ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013 was 89.66%, 89.66%, 89.84%, 90.10% and 90.11%, respectively.

Boston Properties, Inc.

Fourth Quarter 2014

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	December 31, 2014				September 30, 2014				June 30, 2014				March 31, 2014				December 31, 2013
	Income (Numerator)		Shares/Units (Denominator)		Income (Numerator)		Shares/Units (Denominator)		Income (Numerator)		Shares/Units (Denominator)		Income (Numerator)		Shares/Units (Denominator)		Income (Numerator)		Shares/Units (Denominator)

Basic FFO	$	215,467		170,789	$	249,178		170,785	$	230,410		170,382	$	204,039		169,841	$	219,303		169,576
Effect of Dilutive Securities
Convertible Preferred Units (1)		—		—		—		—		230		385		530		874		603		968
Stock based compensation		—		422		—		153		—		160		—		139		—		134


Diluted FFO	$	215,467		171,211	$	249,178		170,938	$	230,640		170,927	$	204,569		170,854	$	219,906		170,678

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of diluted funds from operations		22,226		17,661		25,751		17,665		23,349		17,304		20,128		16,811		21,617		16,778


Company’s share of diluted FFO (2)	$	193,241		153,550	$	223,427		153,273	$	207,291		153,623	$	184,441		154,043	$	198,289		153,900


FFO per share - basic	$	1.26			$	1.46			$	1.35			$	1.20			$	1.29


FFO per share - diluted	$	1.26			$	1.46			$	1.35			$	1.20			$	1.29

(1)	For the three months ended December 31, 2013, excludes approximately $2.0 million of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the $2.25 per share special dividend.

(2)	Based on weighted average diluted shares for the quarter. The Company’s share for the quarter ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013 was 89.68%, 89.67%, 89.88%, 90.16% and 90.17%, respectively.

Boston Properties, Inc.

Fourth Quarter 2014

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13
Basic FFO (see page 9)	$	215,467		$	249,178		$	230,410		$	204,039		$	219,303
2nd generation tenant improvements and leasing commissions		(20,824	)		(47,649	)		(22,690	)		(25,336	)		(28,132	)
Straight-line rent (1)		(18,639	)		(18,281	)		(10,672	)		(8,140	)		(15,936	)
Lease transaction costs which qualify as rent inducements (2)		3,533			1,516			1,605			2,849			4,904
Recurring capital expenditures		(12,571	)		(12,691	)		(9,654	)		(7,694	)		(19,913	)
Fair value interest adjustment (1)		(7,737	)		(7,694	)		(7,630	)		(7,583	)		(7,512	)
ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment		—			—			—			2,438			4,971
Fair value lease revenue (1) (3)		(12,236	)		(9,207	)		(7,425	)		(7,501	)		(7,202	)
Hotel improvements, equipment upgrades and replacements		(328	)		(514	)		(495	)		(1,557	)		(715	)
Straight-line ground rent expense adjustment (4)		1,669			1,669			1,708			1,747			1,785
Non-real estate depreciation		347			332			342			340			336
Stock-based compensation		5,391			5,809			6,519			10,380			6,154
Non-cash losses (gains) from early extinguishments of debt		96			—			—			—			—
Partners’ share of consolidated and unconsolidated joint venture 2nd generation tenant improvement and leasing commissions		652			6,593			804			2,800			1,423
Unearned portion of capitalized fees		7,810			1,740			1,838			970			571

Funds available for distribution to common shareholders and common unitholders (FAD)	$	162,630		$	170,801		$	184,660		$	167,752		$	160,037

Interest Coverage Ratios

(in thousands, except for ratio amounts)


	Three Months Ended
	31-Dec-14			30-Sep-14			30-Jun-14			31-Mar-14			31-Dec-13

Income from continuing operations	$	85,323		$	109,038		$	95,901		$	67,756		$	79,395
Interest expense		117,904			113,308			110,977			113,554			121,134
Depreciation and amortization expense		162,430			157,245			154,628			154,270			154,475
Depreciation and amortization expense from unconsolidated joint ventures		4,582			5,099			4,986			4,584			4,633
Depreciation and amortization expense - discontinued operations		—			—			—			—			934
Income from discontinued operations		—			—			—			—			536
Non-cash losses (gains) from early extinguishments of debt		96			—			—			—			—
Stock-based compensation		5,391			5,809			6,519			10,380			6,154
Straight-line ground rent expense adjustment (4)		1,669			1,669			1,708			1,747			1,785
Straight-line rent (1)		(18,639	)		(18,281	)		(10,672	)		(8,140	)		(15,936	)
Lease transaction costs which qualify as rent inducements (2)		3,533			1,516			1,605			2,849			4,904
Fair value lease revenue (1) (3)		(12,236	)		(9,207	)		(7,425	)		(7,501	)		(7,202	)

Subtotal		350,053			366,196			358,227			339,499			350,812

*Excluding Capitalized Interest*
Divided by:

Adjusted interest expense (5) (6) (7) (8)		121,651			117,147			114,852			114,824			119,569

Interest Coverage Ratio		2.88			3.13			3.12			2.96			2.93


*Including Capitalized Interest*
Divided by:

Adjusted interest expense (5) (6) (7) (8) (9)		129,318			129,370			129,723			132,533			137,469

Interest Coverage Ratio		2.71			2.83			2.76			2.56			2.55

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

(2)	Consists of lease transaction costs which qualify as rent inducements in accordance with GAAP. Lease transaction costs are generally included in 2nd generation tenant improvements and leasing commissions.

(3)	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.

(4)	For additional information, see page 6.

(5)	Excludes the impact of the ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment of $0, $0, $0, $2,438 and $4,971 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

(6)	Excludes amortization of financing costs of $1,907, $1,908, $1,913, $2,026 and $2,259 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

(7)

Excludes interest expense of $7,271, $7,102, $6,965, $6,940 and $6,906 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively, consisting of the interest expense on the partner loans for the 767 Fifth Avenue (the GM Building) consolidated joint venture, which amount is allocated to the partners within noncontrolling interests in property partnerships. The Company’s share of the interest expense on its loan to the joint venture eliminates in consolidation.

(8)	Excludes consolidated fair value interest adjustment of $12,925, $12,849, $12,753, $12,674 and $12,571 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

(9)	Includes capitalized interest of $7,667, $12,223, $14,877, $17,709 and $17,900 for the three months ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013, respectively.

Boston Properties, Inc.

Fourth Quarter 2014

CAPITAL STRUCTURE

Consolidated Debt

(in thousands)


	Aggregate Principal December 31, 2014
Mortgage Notes Payable	$	4,170,773
Mezzanine Notes Payable		306,000
Unsecured Line of Credit		—
Unsecured Senior Notes, at face value		5,300,000

Total Debt		9,776,773
Fair Value Adjustment on Mortgage Notes Payable		138,711
Fair Value Adjustment on Mezzanine Notes Payable		3,796
Discount on Unsecured Senior Notes		(12,296	)

Total Consolidated Debt	$	9,906,984

Boston Properties Limited Partnership Unsecured Senior Notes


Settlement Date		6/27/2013			4/11/2013			6/11/2012			11/10/2011			11/18/2010			4/19/2010			10/9/2009			Total/Average
Original Principal Amount	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	5,300,000
Principal Amount at Quarter End	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	5,300,000
Yield (on issue date)		3.916	%		3.279	%		3.954	%		3.853	%		4.289	%		5.708	%		5.967	%		4.42	%
Coupon		3.800	%		3.125	%		3.850	%		3.700	%		4.125	%		5.625	%		5.875	%		4.30	%
Public Offering Price		99.694	%		99.379	%		99.779	%		99.767	%		99.260	%		99.891	%		99.931	%		99.68	%
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		2/1/2024			9/1/2023			2/1/2023			11/15/2018			5/15/2021			11/15/2020			10/15/2019
Discount	$	1,864		$	2,658		$	1,743		$	1,155		$	4,135		$	473		$	268		$	12,296

Unsecured Senior Notes, net of discount	$	698,136		$	497,342		$	998,257		$	848,845		$	845,865		$	699,527		$	699,732		$	5,287,704

Equity

(in thousands)


	Shares/Units Outstanding as of 12/31/2014		Common Stock Equivalents			Equivalent Value (1)
Common Stock		153,114		153,114	(2)	$	19,704,241
Common Operating Partnership Units		17,950		17,950	(3)		2,309,986
Series Four Preferred Operating Partnership Units		13		—			633	(4)
5.25% Series B Cumulative Redeemable Preferred Stock		80		—			200,000	(5)

Total Equity				171,064		$	22,214,860

Total Consolidated Debt						$	9,906,984

Total Consolidated Market Capitalization						$	32,121,844

BXP’s share of Unconsolidated Joint Venture Debt						$	351,500
Less:
Partners’ Share of Consolidated Debt						$	1,181,797
Total Adjusted Debt (6)						$	9,076,687

Total Adjusted Market Capitalization (6)						$	31,291,547

(1)

Values based on December 31, 2014 closing price of $128.69 per share of common stock, except for the Series Four Preferred Operating Partnership Units which have been valued at the liquidation preference of $50.00 per unit (see Note 4 below) and the shares of Series B Cumulative Redeemable Preferred Stock which have been valued at the liquidation preference of $2,500.00 per share (see Note 5 below).

(2)	Includes 59,608 shares of restricted stock.

(3)	Includes 1,496,799 long-term incentive plan units, but excludes an aggregate of 1,190,558 Outperformance Plan Units and Multi-Year Long-Term Incentive Program Units.

(4)

The Series Four Preferred Units are not convertible into or exchangeable for any common equity of the Company or Operating Partnership, have a per unit liquidation preference of $50.00 and are entitled to receive quarterly distributions of $0.25 per unit (or an annual rate of 2%). On November 5, 2014, the Company’s Operating Partnership redeemed 27,773 Series Four Preferred Units for cash totaling approximately $1.4 million.

(5)

On or after March 27, 2018, the Company, at its option, may redeem the Series B Preferred Stock for a cash redemption price of $2,500.00 per share ($25.00 per depositary share), plus all accrued and unpaid dividends. The Series B Preferred Stock is not redeemable by the holders, has no maturity date and is not convertible into or exchangeable for any other security of the Company or its affiliates.

(6)	For disclosures relating to our definition of Total Adjusted Debt and Total Adjusted Market Capitalization, see page 48.

Boston Properties, Inc.

Fourth Quarter 2014

DEBT ANALYSIS (1)

Debt Maturities and Principal Payments

as of December 31, 2014

(in thousands)


	2015			2016			2017			2018			2019			Thereafter			Total
Floating Rate Debt
Mortgage Notes Payable	$	—		$	—		$	—		$	—		$	—		$	—		$	—
Unsecured Line of Credit		—			—			—			—			—			—			—

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

Fixed Rate Debt
Mortgage Notes Payable	$	26,184		$	608,879		$	2,821,750		$	18,633		$	19,670		$	675,657		$	4,170,773
Fair Value Adjustment		53,887			50,632			34,192			—			—			—			138,711

Mortgage Notes Payable		80,071			659,511			2,855,942			18,633			19,670			675,657			4,309,484


Mezzanine Notes Payable		—			—			306,000			—			—			—			306,000
Fair Value Adjustment		1,314			1,389			1,093			—			—			—			3,796

		1,314			1,389			307,093			—			—			—			309,796

Unsecured Senior Notes, Face Amount		—			—			—			850,000			700,000			3,750,000			5,300,000
Discount Amortization		(1,644	)		(1,681	)		(1,749	)		(1,774	)		(1,553	)		(3,895	)		(12,296	)

Unsecured Senior Notes		(1,644	)		(1,681	)		(1,749	)		848,226			698,447			3,746,105			5,287,704


Total Fixed Debt	$	79,741		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,906,984

Total Consolidated Debt	$	79,741		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,906,984


GAAP Weighted Average Floating Rate Debt		—			—			—			—			—			—			—
GAAP Weighted Average Fixed Rate Debt		5.87	%		5.32	%		4.07	%		3.89	%		5.96	%		4.36	%		4.40	%

Total GAAP Weighted Average Rate		5.87	%		5.32	%		4.07	%		3.89	%		5.96	%		4.36	%		4.40	%



Total Stated Weighted Average Rate		5.84	%		6.43	%		5.76	%		3.77	%		5.87	%		4.29	%		4.98	%

Unsecured Debt

Unsecured Line of Credit - Matures July 26, 2018

(in thousands)


Facility		Outstanding at 12/31/2014		Letters of Credit		Remaining Capacity at 12/31/2014
$	1,000,000	$	—	$	16,503	$	983,497

Unsecured and Secured Debt Analysis


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

Unsecured Debt		53.37	%		4.34	%		4.42	%		6.6 years
Secured Debt		46.63	%		5.72	%		4.38	%		3.2 years

Total Consolidated Debt		100.00	%		4.98	%		4.40	%		5.0 years

Floating and Fixed Rate Debt Analysis


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

Floating Rate Debt		—			—			—			— years
Fixed Rate Debt		100.00	%		4.98	%		4.40	%		5.0 years

Total Consolidated Debt		100.00	%		4.98	%		4.40	%		5.0 years

(1)	Excludes unconsolidated joint ventures. The GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges, effects of hedging transactions and adjustments required to reflect loans at their fair values upon acquisition or consolidation.

Boston Properties, Inc.

Fourth Quarter 2014

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

as of December 31, 2014

(in thousands)


Property	2015			2016			2017			2018			2019			Thereafter			Total
767 Fifth Avenue (The General Motors Building) (60% ownership)	$	—		$	—		$	1,300,000		$	—		$	—		$	—		$	1,300,000	(2)
599 Lexington Avenue		—			—			750,000			—			—			—			750,000
601 Lexington Avenue (55% ownership)		11,870			12,447			13,051			13,684			14,349			645,531			710,932
John Hancock Tower and Garage		—			—			640,500			—			—			—			640,500	(2)
Embarcadero Center Four		5,794			348,886			—			—			—			—			354,680
Fountain Square (50% ownership)		—			211,250			—			—			—			—			211,250	(2)
505 9th Street (50% ownership)		2,586			2,737			113,596			—			—			—			118,919
New Dominion Technology Park, Building One		2,482			2,672			2,878			3,100			3,340			26,503			40,975
Kingstowne Two and Retail		1,950			29,277			—			—			—			—			31,227	(2)
University Place		1,502			1,610			1,725			1,849			1,981			3,623			12,290

		26,184			608,879			2,821,750			18,633			19,670			675,657			4,170,773


Aggregate Fair Value Adjustments		53,887			50,632			34,192			—			—			—			138,711

		80,071			659,511			2,855,942			18,633			19,670			675,657			4,309,484


Mezzanine Notes Payable (associated with 767 Fifth Avenue (The General Motors Building))(60% ownership)		—			—			306,000			—			—			—			306,000
Fair Value Adjustment		1,314			1,389			1,093			—			—			—			3,796

		1,314			1,389			307,093			—			—			—			309,796


Unsecured Senior Notes, Face Amount		—			—			—			850,000			700,000			3,750,000			5,300,000
Aggregate Discount Amortization		(1,644	)		(1,681	)		(1,749	)		(1,774	)		(1,553	)		(3,895	)		(12,296	)

		(1,644	)		(1,681	)		(1,749	)		848,226			698,447			3,746,105			5,287,704


Unsecured Line of Credit		—			—			—			—			—			—			—

	$	79,741		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,906,984


% of Total Consolidated Debt		0.80	%		6.65	%		31.92	%		8.75	%		7.25	%		44.63	%		100.00	%
Balloon Payments	$	—		$	583,782		$	3,107,619		$	850,000		$	700,000		$	4,383,554		$	9,624,955
Scheduled Principal Amortization	$	26,184		$	25,097		$	20,131		$	18,633		$	19,670		$	42,103		$	151,818

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

(2)	This property has a fair value adjustment which is aggregated on the Aggregate Fair Value Adjustments line.

Boston Properties, Inc.

Fourth Quarter 2014

Senior Unsecured Debt Covenant Compliance Ratios

(in thousands)

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

This section presents such ratios as of December 31, 2014 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			Senior Notes
	Issued Prior to			Issued On or After
	October 9, 2009			October 9, 2009
	December 31, 2014
Total Assets:
Capitalized Property Value (1)	$	21,967,288		$	22,426,494
Cash and Cash Equivalents		1,763,079			1,763,079
Investments in Marketable Securities		19,459			19,459
Undeveloped Land, at Cost (including Joint Venture %)		321,244			321,244
Development in Process, at Cost (including Joint Venture %)		865,943			865,943

Total Assets	$	24,937,013		$	25,396,219



Unencumbered Assets	$	16,450,585		$	16,736,000


Secured Debt (Fixed and Variable) (2)	$	4,170,773		$	4,170,773
Mezzanine Notes Payable (3)		306,000			306,000
Joint Venture Debt		351,500			351,500
Related Party Notes Payable		180,000			180,000
Contingent Liabilities & Letters of Credit		19,835			19,835
Unsecured Debt (4)		5,300,000			5,300,000

Total Outstanding Debt	$	10,328,108		$	10,328,108


Consolidated EBITDA:
Income from Continuing Operations (per Consolidated Income Statement)	$	85,323		$	85,323
Subtract: Income from Unconsolidated Joint Ventures (per Consolidated Income Statement)		(2,700	)		(2,700	)
Subtract: Gains from Investments in Securities (per Consolidated Income Statement)		(387	)		(387	)
Add: Interest Expense (per Consolidated Income Statement)		117,904			117,904
Add: Depreciation and Amortization (per Consolidated Income Statement)		162,430			162,430
Add: Losses from Early Extinguishments of Debt (per Consolidated Income Statement)		10,633			10,633

EBITDA		373,203			373,203
Add: Company share of unconsolidated joint venture EBITDA		11,244			11,244

Consolidated EBITDA	$	384,447		$	384,447


Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)	$	117,904		$	117,904
Add: Company share of unconsolidated joint venture interest expense		3,782			3,782
Less: Amortization of financing costs		(1,907	)		(1,907	)
Less: Interest expense funded by construction loan draws		—			—

Adjusted Interest Expense	$	119,779		$	119,779


Covenant Ratios and Related Data	Test	Actual			Actual
Total Outstanding Debt/Total Assets	Less than 60%		41.4	%		40.7	%
Secured Debt/Total Assets	Less than 50%		19.4	%		19.0	%
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)	Greater than 1.50x		3.21			3.21
Unencumbered Assets/ Unsecured Debt	Greater than 150%		310.4	%		315.8	%

Unencumbered Consolidated EBITDA		$	249,396		$	249,396


Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)			3.82			3.82



% of Unencumbered Consolidated EBITDA to Consolidated EBITDA			64.9	%		64.9	%



# of unencumbered properties			139			139

(1)

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

(2)	Excludes aggregate fair value adjustment of $138,711.

(3)	Excludes aggregate fair value adjustment of $3,796.

(4)	Excludes aggregate debt discount of $12,296.

Boston Properties, Inc.

Fourth Quarter 2014

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

(in thousands)


Property	2015			2016			2017			2018			2019			Thereafter			Total

Metropolitan Square (51%)	$	1,257		$	1,332		$	1,410		$	1,493		$	1,582		$	80,327		$	87,401
540 Madison Avenue (60%)		—			—			—			72,000			—			—			72,000
Market Square North (50%)		1,043			1,094			1,148			1,205			1,265			58,090			63,845
901 New York Avenue (25%)		—			—			—			—			—			56,250			56,250	(1)
500 North Capitol Street, N.W. (30%)		—			—			—			—			—			31,500			31,500
Annapolis Junction Building One (50%)		279			279			279			19,519			—			—			20,356	(2)
Annapolis Junction Building Six (50%)		6,905			—			—			—			—			—			6,905	(3)
Annapolis Junction Building Seven (50%)		—			7,064			—			—			—			—			7,064	(4)
Annapolis Junction Building Eight (50%)		—			—			6,179			—			—			—			6,179	(4)

	$	9,484		$	9,769		$	9,016		$	94,217		$	2,847		$	226,167		$	351,500


GAAP Weighted Average Rate		3.23	%		3.11	%		3.03	%		1.98	%		5.41	%		4.82	%		3.93	%

% of Total Debt		2.70	%		2.78	%		2.57	%		26.80	%		0.81	%		64.34	%		100.00	%

Balloon Payments	$	6,905		$	7,064		$	6,179		$	91,519		$	—		$	221,044		$	332,711
Scheduled Amortization	$	2,579		$	2,705		$	2,837		$	2,698		$	2,847		$	5,123		$	18,789

Floating and Fixed Rate Debt Analysis


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

Floating Rate Debt		32.01	%		1.76	%		1.96	%		3.1 years
Fixed Rate Debt		67.99	%		4.79	%		4.85	%		7.0 years

Total Debt		100.00	%		3.82	%		3.93	%		5.7 years

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

(1)

On December 17, 2014, 901 New York Avenue’s mortgage loan was refinanced with a new 10 year mortgage loan totaling $225 million (the Company’s share being 25%). The new loan requires interest only payments for the first 5 years and principal and interest payments thereafter at a fixed rate equal to 3.61% per annum and matures on January 5, 2025.

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

(3)	On October 24, 2014, the Company modified and extended the loan to November 17, 2015 at a variable rate equal to LIBOR plus 2.25% per annum.

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

Boston Properties, Inc.

Fourth Quarter 2014

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of December 31, 2014


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.			North Station (3) (Phase 1 - Air Rights)			1001 6th Street (formerly 501 K Street)			Total Unconsolidated Joint Ventures

Net Equity (4)(5)	$	68,128		$	(8,022	)	$	8,539		$	(1,080	)	$	45,514		$	25,246		$	(2,250	)	$	4,231		$	41,736		$	182,042


Mortgage/Construction loans payable (4)	$	72,000		$	63,845		$	87,401		$	56,250		$	—		$	40,504		$	31,500		$	—		$	—		$	351,500


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

Results of Operations

(unaudited and in thousands)

for the three months ended December 31, 2014


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.		North Station (3) (Phase 1 - Air Rights)		1001 6th Street (formerly 501 K Street)			Total Unconsolidated Joint Ventures
REVENUE
Rental (6)	$	6,787		$	5,952		$	8,521		$	7,574		$	1,576		$	3,897		$	3,566	$	—	$	130		$	38,003
Straight-line rent		50			53			(3	)		1,545			—			(18	)		235		—		—			1,862
Fair value lease revenue		(71	)		—			—			—			—			—			—		—		—			(71	)
Termination Income		160			—			(222	)		—			—			—			—		—		—			(62	)

Total revenue		6,926			6,005			8,296			9,119			1,576			3,879			3,801		—		130			39,732


EXPENSES
Operating		3,386			2,539			3,581			3,425			640			1,350			1,447		—		165			16,533


NET OPERATING INCOME		3,540			3,466			4,715			5,694			936			2,529			2,354		—		(35	)		23,199

Interest		558			1,571			2,491			2,011			—			191			1,128		—		—			7,950
Depreciation and amortization		2,084			898			1,903			1,440			1,383			775			870		—		—			9,353

SUBTOTAL		2,642			2,469			4,394			3,451			1,383			966			1,998		—		—			17,303

NET INCOME/(LOSS)	$	898		$	997		$	321		$	2,243		$	(447	)	$	1,563		$	356	$	—	$	(35	)	$	5,896


BXP’s share of net income/(loss)	$	538		$	498		$	164		$	590	(7)	$	(149	)	$	781		$	107	$	—	$	(19	)		2,510
Basis differential (8)		178			(2	)		28			(17	)		(7	)		1			9		—		—			190

Income/(loss) from unconsolidated joint ventures	$	716		$	496		$	192		$	573	(7)	$	(156	)	$	782		$	116	$	—	$	(19	)	$	2,700

BXP’s share of depreciation & amortization		1,127			456			982			896	(7)		467			391			263		—					4,582

BXP’s share of Funds from Operations (FFO)	$	1,843		$	952		$	1,174		$	1,469		$	311		$	1,173		$	379	$	—	$	(19	)	$	7,282



BXP’s share of net operating income/(loss) (6)	$	2,131		$	1,733		$	2,405		$	2,710	(7)	$	312		$	1,265		$	706	$	—	$	(18	)	$	11,244

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

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

(3)	Refer to acquisitions Note 3 on page 45.

(4)	Represents the Company’s share.

(5)	As of December 31, 2014, certain investments with deficit balances aggregating ($11,352) have been reflected within Other Liabilities on the Company’s Consolidated Balance Sheet.

(6)	Includes management services income.

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

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

Boston Properties, Inc.

Fourth Quarter 2014

CONSOLIDATED JOINT VENTURES

(unaudited and in thousands)

Balance Sheets

as of December 31, 2014


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


				Norges Joint Ventures (1)
	767 Fifth Avenue (The GM Building)			Times Square Tower		601 Lexington Avenue 100 Federal Street Atlantic Wharf Office		Salesforce Tower		Fountain Square		505 9th Street			Total Consolidated Joint Ventures
ASSETS
Real estate, net	$	3,555,093		$	464,690	$	1,828,064	$	364,833	$	368,230	$	107,861		$	6,688,771
Cash and cash held in escrows		91,998			32,555		105,144		3,892		17,844		4,908			256,341
Other assets		87,165			61,934		127,818		43		9,211		9,457			295,628

Total assets	$	3,734,256		$	559,179	$	2,061,026	$	368,768	$	395,285	$	122,226		$	7,240,740


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	1,421,082		$	—	$	710,932	$	—	$	220,134	$	118,918		$	2,471,066
Mezzanine notes payable		309,796			—		—		—		—		—			309,796
Related party notes payable		180,000			—		—		—		—		—			180,000
Accrued interest on related party notes		88,643			—		—		—		—		—			88,643
Other liabilities		200,415			6,813		92,482		26,364		9,963		6,837			342,874

Total liabilities		2,199,936			6,813		803,414		26,364		230,097		125,755			3,392,379


Equity:
Boston Properties		1,081,980	(2)		303,396		369,508		326,457		60,496		(210	)		2,141,627
Redeemable interest in property partnership		—			—		—		—		104,692		—			104,692
Noncontrolling interests		452,340			248,970		888,104		15,947		—		(3,319	)		1,602,042	(3)

Total equity		1,534,320			552,366		1,257,612		342,404		165,188		(3,529	)		3,848,361



Total liabilities and equity	$	3,734,256		$	559,179	$	2,061,026	$	368,768	$	395,285	$	122,226		$	7,240,740

Income Statements

for the three months ended December 31, 2014


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


				Norges Joint Ventures (1)
	767 Fifth Avenue (The GM Building)			Times Square Tower			601 Lexington Avenue 100 Federal Street Atlantic Wharf			Salesforce Tower		Fountain Square			505 9th Street			Total Consolidated Joint Ventures
REVENUE
Rental	$	65,136		$	23,867		$	45,971		$	—	$	9,216		$	5,863		$	150,053
Straight-line rent		6,897			(430	)		1,683			—		475			35			8,660
Fair value lease revenue		13,160			—			—			—		(63	)		—			13,097
Parking and other		1,163			84			887			—		45			547			2,726

Total revenue		86,356			23,521			48,541			—		9,673			6,445			174,536

EXPENSES
Operating		25,402			4,420			18,344			—		3,304			2,475			53,945


NET OPERATING INCOME		60,954			19,101			30,197			—		6,369			3,970			120,591

Management services income		(303	)		(123	)		—			—		(2	)		—			(428	)
Interest and other income		(11	)		(481	)		(24	)		—		(3	)		—			(519	)
Interest expense		24,137			—			5,843			—		3,110			1,754			34,844
Interest expense - partner notes		7,271			—			—			—		—			—			7,271
Fair value adjustment to interest expense		(10,928	)		—			—			—		(1,623	)		—			(12,551	)
Depreciation and amortization		33,418			4,135			11,430			—		4,798			874			54,655
Other		—			—			5			—		—			—			5

SUBTOTAL		53,584			3,531			17,254			—		6,280			2,628			83,277

NET INCOME/(LOSS)	$	7,370		$	15,570		$	12,943		$	—	$	89		$	1,342		$	37,314


Reconciliation of partners’ noncontrolling interest (NCI):
Add back depreciation & amortization - BXP basis difference	$	14		$	17		$	1		$	—	$	—		$	30		$	62
Special allocation - BXP basis		—			—			(24	)		—		—			—			(24	)
Add back partners’ share of partner loan interest		7,271			—			—			—		—			—			7,271

Partners’ net income/(loss) before interest allocation		14,655			15,587			12,920			—		89			1,372			44,623

Partners’ NCI share of net income		5,863			7,014			5,815			—		44			686			19,422
Partners’ share of partner loan interest		(7,271	)		—			—			—		—			—			(7,271	)
Allocation of management and other fees to non-controlling partner		(624	)		(172	)		(417	)		—		(119	)		(93	)		(1,425	)
Accretion and adjustments		—			—			—			—		2,362	(4)		—			2,362

Partners’ NCI	$	(2,032	)	$	6,842		$	5,398		$	—	$	2,287		$	593		$	13,088


Reconciliation of partners’ share of FFO:
Net income/(loss)	$	7,370		$	15,570		$	12,943		$	—	$	89		$	1,342		$	37,314
Special allocation - BXP basis		—			—			(24	)		—		—			—			(24	)
Add back depreciation & amortization		33,418			4,135			11,430			—		4,798			874			54,655

Entity FFO		40,788			19,705			24,349			—		4,887			2,216			91,945

Partners’ share of net income/(loss)		2,948			7,007			5,824			—		44			671			16,494
Partners’ share of partner loan interest not in partner’s share of entity FFO		(4,363	)		—			—			—		—			—			(4,363	)
Allocation of management and other fees to non-controlling partner		(624	)		(172	)		(417	)		—		(119	)		(93	)		(1,425	)
Partners’ share of depreciation and amortization		13,367			1,861			5,144			—		—			437			20,809
Accretion and adjustments		—			—			(11	)		—		2,362	(4)		—			2,351

Partners’ share FFO	$	11,328		$	8,696		$	10,540		$	—	$	2,287		$	1,015		$	33,866


Reconciliation of BXP share of FFO
BXP share of net income/(loss) adjusted for partners’ NCI		9,402			8,728			7,545			—		(2,198	)(4)		749			24,226
Depreciation & amortization - BXP basis difference		14			17			1			—		—			30			62
Other adjustment (5)		77			9			—			—		7			—			93
BXP share of depreciation & amortization		20,042			2,265			6,286			—		4,798	(4)		422			33,813

BXP share of FFO	$	29,535		$	11,019		$	13,832		$	—	$	2,607		$	1,201		$	58,194


Unearned portion of capitalized fees (5)	$	2,312		$	77		$	5,354		$	—	$	67		$	—		$	7,810

(1)

On October 30, 2014, the Company completed the sale of a 45% interest in each of 601 Lexington Avenue in New York City and Atlantic Wharf Office Building and 100 Federal Street in Boston. The above income statement details activity for the period from October 30, 2014 through December 31, 2014 for the aforementioned assets. In future quarters, all Norges joint ventures will be combined for balance sheet and income statement purposes.

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

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

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

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

Boston Properties, Inc.

Fourth Quarter 2014

PORTFOLIO OVERVIEW

Rentable Square Footage and Percentage of Combined Net Operating Income of In-Service Properties by Location and Type of Property for the Quarter Ended December 31, 2014 (1) (2)


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

Boston		13,259,221	(5)		26.7	%		392,530			1.0	%		13,651,751	(5)		33.0	%		0.2	%		0.9	%		28.8	%
New York (6)		11,533,944	(5)		40.8	%		—			—			11,533,944	(5)		27.9	%		—			—			40.8	%
San Francisco		5,487,380			10.4	%		570,053			1.1	%		6,057,433			14.6	%		—			—			11.5	%
Washington, DC		9,387,147	(5)		17.7	%		738,829			0.6	%		10,125,976	(5)		24.5	%		0.6	%		—			18.9	%

		39,667,692			95.6	%		1,701,412			2.7	%		41,369,104			100.0	%		0.8	%		0.9	%		100.0	%

% of Total		95.9	%					4.1	%					100.0	%

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




Geographic Area	CBD			Suburban			Total

Boston		23.4	%		5.4	%		28.8	%
New York (6)		38.5	%		2.3	%		40.8	%
San Francisco		8.8	%		2.7	%		11.5	%
Washington, DC		7.7	%		11.2	%		18.9	%

Total		78.4	%		21.6	%		100.0	%

Hotel Properties


Hotel Properties	Number of Rooms		Square Feet (7)
Boston Marriott Cambridge, Cambridge, MA (8)		433		334,260

Total Hotel Properties		433		334,260

Residential Properties


Residential Properties	Number of Units		Square Feet
The Avant at Reston Town Center, Reston, VA		359		355,347	(9)
Residences on The Avenue, Washington, DC		335		323,050	(10)
The Lofts at Atlantic Wharf, Boston, MA		86		87,097	(11)

Total Residential Properties		780		765,494

Structured Parking


	Number of Spaces		Square Feet

Total Structured Parking		43,824		14,985,141

(1)	For disclosures relating to our definition of In-Service Properties, see page 49.

(2)	Combined Net Operating Income is a non-GAAP financial measure. For a quantitative reconciliation of Combined NOI to net income available to common shareholders, see page 41. For disclosures relating to our use of Combined NOI see page 49.

(3)	Includes approximately 2,200,000 square feet of retail space.

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

(5)	Includes 100% of the rentable square footage of our In-Service Properties. For disclosures relating to our In-Service Properties, see pages 20-22.

(6)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

(7)	Includes 4,260 square feet of retail space.

(8)	Formerly Cambridge Center Marriott.

(9)	Includes 26,179 square feet of retail space.

(10)	Includes 49,528 square feet of retail space.

(11)	Includes 9,617 square feet of retail space.

Boston Properties, Inc.

Fourth Quarter 2014

In-Service Property Listing

as of December 31, 2014


	Sub Market	Number of Buildings		Square Feet		Leased %			Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Boston
Office
John Hancock Tower	CBD Boston MA		1		1,722,102		97.2	%	$	54.75	Y	CBD
100 Federal Street (55% ownership)	CBD Boston MA		1		1,265,411		89.6	%		49.01	N	CBD
800 Boylston Street - The Prudential Center	CBD Boston MA		1		1,227,964		96.4	%		53.41	N	CBD
111 Huntington Avenue - The Prudential Center	CBD Boston MA		1		860,455		97.2	%		60.36	N	CBD
Atlantic Wharf Office (55% ownership)	CBD Boston MA		1		793,827		100.0	%		62.42	N	CBD
101 Huntington Avenue - The Prudential Center	CBD Boston MA		1		505,249		32.6	%		46.06	N	CBD
The Shops at the Prudential Center	CBD Boston MA		1		502,813		97.5	%		77.10	N	CBD
Star Market at the Prudential Center	CBD Boston MA		1		57,235		100.0	%		54.33	N	CBD
255 Main Street (formerly One Cambridge Center)	East Cambridge MA		1		215,629		100.0	%		53.01	N	CBD
325 Main Street (formerly Three Cambridge Center)	East Cambridge MA		1		115,061		100.0	%		42.82	N	CBD
90 Broadway (formerly Four Cambridge Center)	East Cambridge MA		1		222,656		97.1	%		48.36	N	CBD
355 Main Street (formerly Five Cambridge Center)	East Cambridge MA		1		264,708		100.0	%		57.47	N	CBD
150 Broadway (formerly Eight Cambridge Center)	East Cambridge MA		1		177,226		100.0	%		46.48	N	CBD
105 Broadway (formerly Ten Cambridge Center)	East Cambridge MA		1		152,664		100.0	%		45.29	N	CBD
145 Broadway (formerly Eleven Cambridge Center)	East Cambridge MA		1		79,616		100.0	%		56.44	N	CBD
300 Binney Street (formerly Seventeen Cambridge Center)	East Cambridge MA		1		195,191		100.0	%		51.03	N	CBD
University Place	Mid-Cambridge MA		1		195,282		100.0	%		43.24	Y	CBD
Bay Colony Corporate Center	Route 128 Mass Turnpike MA		4		996,317		78.7	%		33.22	N	S
Reservoir Place	Route 128 Mass Turnpike MA		1		527,860		90.6	%		35.21	N	S
Reservoir Place North	Route 128 Mass Turnpike MA		1		73,258		100.0	%		31.57	N	S
140 Kendrick Street	Route 128 Mass Turnpike MA		3		380,987		99.5	%		36.19	N	S
230 CityPoint	Route 128 Mass Turnpike MA		1		300,573		85.1	%		32.67	N	S
77 CityPoint	Route 128 Mass Turnpike MA		1		209,707		82.8	%		46.04	N	S
195 West Street	Route 128 Mass Turnpike MA		1		63,500		100.0	%		39.01	N	S
200 West Street	Route 128 Mass Turnpike MA		1		256,245		96.2	%		32.10	N	S
Weston Corporate Center	Route 128 Mass Turnpike MA		1		356,995		100.0	%		48.06	N	S
Waltham Weston Corporate Center	Route 128 Mass Turnpike MA		1		306,687		97.2	%		32.85	N	S
32 Hartwell Avenue	Route 128 Northwest MA		1		69,154		100.0	%		23.84	N	S
91 Hartwell Avenue	Route 128 Northwest MA		1		120,458		73.2	%		25.08	N	S
92 Hayden Avenue	Route 128 Northwest MA		1		31,100		100.0	%		40.27	N	S
100 Hayden Avenue	Route 128 Northwest MA		1		55,924		100.0	%		39.38	N	S
33 Hayden Avenue	Route 128 Northwest MA		1		80,872		100.0	%		39.57	N	S
Lexington Office Park	Route 128 Northwest MA		2		166,759		83.4	%		26.30	N	S
191 Spring Street	Route 128 Northwest MA		1		158,900		100.0	%		31.19	N	S
181 Spring Street	Route 128 Northwest MA		1		55,793		100.0	%		30.17	N	S
201 Spring Street	Route 128 Northwest MA		1		106,300		100.0	%		35.31	N	S
40 Shattuck Road	Route 128 Northwest MA		1		121,216		86.3	%		21.51	N	S
Quorum Office Park	Route 128 Northwest MA		2		267,527		90.0	%		17.40	N	S

			45		13,259,221		91.9	%	$	47.79

Office/Technical
415 Main Street (formerly Seven Cambridge Center)	East Cambridge MA		1		231,028		100.0	%	$	89.77	N	CBD
250 Binney Street (formerly Fourteen Cambridge Center)	East Cambridge MA		1		67,362		100.0	%		41.09	N	CBD
17 Hartwell Avenue	Route 128 Northwest MA		1		30,000		0.0	%		—	N	S
164 Lexington Road	Route 128 Northwest MA		1		64,140		0.0	%		—	N	S

			4		392,530		76.0	%	$	78.78


Total Boston:			49		13,651,751		91.4	%	$	48.53

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

Boston Properties, Inc.

Fourth Quarter 2014

In-Service Property Listing (continued)

as of December 31, 2014


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

New York (2)
Office
		599 Lexington Avenue	Park Avenue NY		1		1,045,128		99.2	%	$	88.02	Y	CBD
		601 Lexington Avenue (55% ownership)	Park Avenue NY		1		1,631,300		99.8	%		90.58	Y	CBD
		399 Park Avenue	Park Avenue NY		1		1,710,383		99.0	%		86.45	N	CBD
		Times Square Tower (55% ownership)	Times Square NY		1		1,246,731		100.0	%		72.72	N	CBD
	(3)	250 West 55th Street	Times Square / West Side NY		1		987,800		55.1	%		79.95	N	CBD
		767 Fifth Avenue (The GM Building) (60% ownership)	Plaza District NY		1		1,809,775		98.9	%		140.86	Y	CBD
		510 Madison Avenue	Fifth/Madison Avenue NY		1		355,598		82.7	%		112.01	N	CBD
		540 Madison Avenue (60% ownership)	Fifth/Madison Avenue NY		1		283,695		83.6	%		106.56	Y	CBD

					8		9,070,410		93.4	%	$	97.95


		101 Carnegie Center	Princeton NJ		1		125,468		83.9	%	$	30.73	N	S
		104 Carnegie Center	Princeton NJ		1		102,830		86.0	%		32.82	N	S
		105 Carnegie Center	Princeton NJ		1		69,955		62.7	%		30.53	N	S
		201 Carnegie Center	Princeton NJ		—		6,500		100.0	%		31.82	N	S
		202 Carnegie Center	Princeton NJ		1		130,582		94.2	%		34.95	N	S
		206 Carnegie Center	Princeton NJ		1		161,763		100.0	%		29.22	N	S
		210 Carnegie Center	Princeton NJ		1		162,372		79.3	%		33.74	N	S
		211 Carnegie Center	Princeton NJ		1		47,025		100.0	%		33.29	N	S
		212 Carnegie Center	Princeton NJ		1		151,547		89.8	%		30.03	N	S
		214 Carnegie Center	Princeton NJ		1		150,774		77.7	%		32.52	N	S
		302 Carnegie Center	Princeton NJ		1		64,926		100.0	%		35.18	N	S
		502 Carnegie Center	Princeton NJ		1		117,302		93.2	%		36.71	N	S
		504 Carnegie Center	Princeton NJ		1		121,990		100.0	%		32.46	N	S
		506 Carnegie Center	Princeton NJ		1		149,110		100.0	%		32.81	N	S
		508 Carnegie Center	Princeton NJ		1		134,433		92.6	%		32.66	N	S
		510 Carnegie Center	Princeton NJ		1		234,160		100.0	%		32.67	N	S
		701 Carnegie Center	Princeton NJ		1		120,000		100.0	%		38.57	N	S

					16		2,050,737		91.8	%	$	32.94


		One Tower Center	East Brunswick NJ		1		412,797		33.7	%	$	30.64	N	S

					1		412,797		33.7	%	$	30.64


		Total New York:			25		11,533,944		90.9	%	$	85.40


San Francisco
Office
		Embarcadero Center One	CBD San Francisco CA		1		830,854		93.8	%	$	49.67	N	CBD
		Embarcadero Center Two	CBD San Francisco CA		1		779,800		98.4	%		54.40	N	CBD
		Embarcadero Center Three	CBD San Francisco CA		1		774,981		97.8	%		46.98	N	CBD
		Embarcadero Center Four	CBD San Francisco CA		1		934,407		92.1	%		58.32	Y	CBD

					4		3,320,042		95.3	%	$	52.48

	(3)	680 Folsom Street	CBD San Francisco CA		2		524,793		91.8	%	$	54.90	N	CBD
		611 Gateway	South San Francisco CA		1		260,337		81.2	%		37.38	N	S
		601 and 651 Gateway	South San Francisco CA		2		506,280		95.3	%		37.23	N	S
	(4)	North First Business Park	San Jose CA		5		190,636		100.0	%		15.62	N	S
		3100-3130 Zanker Road (formerly 3200 Zanker Road)	San Jose CA		4		543,900		19.5	%		20.40	N	S
		2440 West El Camino Real	Mountain View CA		1		141,392		100.0	%		52.39	N	S

					15		2,167,338		74.5	%	$	40.20

Office/Technical
		Mountain View Research Park	Mountain View CA		15		540,433		100.0	%	$	35.89	N	S
		453 Ravendale Drive	Mountain View CA		1		29,620		100.0	%		24.14	N	S

					16		570,053		100.0	%	$	35.35


		Total San Francisco:			35		6,057,433		88.3	%	$	46.92

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(2)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

(3)	Not included in Same Property analysis.

(4)	Property held for redevelopment.

Boston Properties, Inc.

Fourth Quarter 2014

In-Service Property Listing (continued)

as of December 31, 2014


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

Washington, DC
Office
Capital Gallery	Southwest Washington DC		1		631,029		95.8	%	$	55.55	N	CBD
500 E Street, S.W.	Southwest Washington DC		1		251,994		100.0	%		45.55	N	CBD
Metropolitan Square (51% ownership)	East End Washington DC		1		589,288		88.6	%		54.96	Y	CBD
Market Square North (50% ownership)	East End Washington DC		1		406,797		94.0	%		61.26	Y	CBD
505 9th Street, N.W. (50% ownership)	East End Washington DC		1		321,943		100.0	%		71.90	Y	CBD
901 New York Avenue (25% ownership)	East End Washington DC		1		539,679		100.0	%		64.65	Y	CBD
2200 Pennsylvania Avenue	CBD Washington DC		1		458,831		98.1	%		83.11	N	CBD
1333 New Hampshire Avenue	CBD Washington DC		1		315,371		93.1	%		53.63	N	CBD
1330 Connecticut Avenue	CBD Washington DC		1		252,136		100.0	%		58.40	N	CBD
Sumner Square	CBD Washington DC		1		208,892		98.5	%		49.08	N	CBD
500 North Capitol Street, N.W. (30% ownership)	Capitol Hill Washington DC		1		231,411		90.9	%		63.91	Y	CBD
Annapolis Junction Building One (50% ownership)	Anne Arundel County MD		1		117,599		70.7	%		144.39	Y	S
Annapolis Junction Building Six (50% ownership)	Anne Arundel County MD		1		119,339		48.9	%		28.45	Y	S
2600 Tower Oaks Boulevard	Montgomery County MD		1		179,369		63.2	%		36.17	N	S
Wisconsin Place Office	Montgomery County MD		1		299,186		100.0	%		51.71	N	S
Fountain Square (50% ownership)	Fairfax County VA		2		521,707		99.3	%		44.43	Y	S
Fountain Square Retail (50% ownership)	Fairfax County VA		1		234,339		99.1	%		53.61	Y	S
Democracy Tower	Fairfax County VA		1		259,441		100.0	%		56.38	N	S
Kingstowne One	Fairfax County VA		1		151,483		88.6	%		39.61	N	S
Kingstowne Two	Fairfax County VA		1		156,251		68.5	%		42.32	Y	S
Kingstowne Retail	Fairfax County VA		1		88,288		100.0	%		33.70	Y	S
One Freedom Square	Fairfax County VA		1		432,581		100.0	%		44.35	N	S
Two Freedom Square	Fairfax County VA		1		421,757		100.0	%		42.43	N	S
One Reston Overlook	Fairfax County VA		1		319,519		100.0	%		35.67	N	S
Two Reston Overlook	Fairfax County VA		1		134,615		100.0	%		35.62	N	S
One and Two Discovery Square	Fairfax County VA		2		366,990		100.0	%		42.14	N	S
New Dominion Technology Park - Building One	Fairfax County VA		1		235,201		100.0	%		33.64	Y	S
New Dominion Technology Park - Building Two	Fairfax County VA		1		257,400		100.0	%		39.34	N	S
Reston Corporate Center	Fairfax County VA		2		261,046		100.0	%		38.48	N	S
South of Market	Fairfax County VA		3		623,665		100.0	%		51.99	N	S

			35		9,387,147		95.7	%	$	52.49

Office/Technical
7435 Boston Boulevard	Fairfax County VA		1		103,557		67.1	%	$	23.37	N	S
7451 Boston Boulevard	Fairfax County VA		1		45,615		67.4	%		24.20	N	S
7450 Boston Boulevard	Fairfax County VA		1		62,402		83.4	%		19.49	N	S
7374 Boston Boulevard	Fairfax County VA		1		57,321		100.0	%		17.58	N	S
8000 Grainger Court	Fairfax County VA		1		88,775		37.6	%		23.27	N	S
7500 Boston Boulevard	Fairfax County VA		1		79,971		100.0	%		16.14	N	S
7501 Boston Boulevard	Fairfax County VA		1		75,756		100.0	%		28.14	N	S
7601 Boston Boulevard	Fairfax County VA		1		114,028		100.0	%		18.48	N	S
7375 Boston Boulevard	Fairfax County VA		1		26,865		100.0	%		23.65	N	S
8000 Corporate Court	Fairfax County VA		1		52,539		100.0	%		13.19	N	S
7300 Boston Boulevard	Fairfax County VA		1		32,000		100.0	%		20.00	N	S

			11		738,829		84.5	%	$	20.28


Total Washington, DC:			46		10,125,976		94.8	%	$	50.39


Total In-Service Properties:			155		41,369,104		91.7	%	$	58.97

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

Boston Properties, Inc.

Fourth Quarter 2014

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

TOP 20 TENANTS BY SQUARE FEET LEASED


	Tenant	Sq. Ft.			% of Portfolio

1	US Government		1,731,455	(1)		4.19	%
2	Citibank		1,018,432	(2)		2.46	%
3	Bank of America		810,764	(3)		1.96	%
4	Biogen		772,212			1.87	%
5	Wellington Management		707,568	(4)		1.71	%
6	Kirkland & Ellis		612,769	(5)		1.48	%
7	Genentech		570,770			1.38	%
8	Ropes & Gray		528,931			1.28	%
9	O’Melveny & Myers		504,902	(6)		1.22	%
10	Weil Gotshal Manges		479,848	(7)		1.16	%
11	Shearman & Sterling		472,808			1.14	%
12	State Street Bank and Trust		408,552			0.99	%
13	Microsoft		382,532			0.92	%
14	Finnegan Henderson Farabow		362,405	(8)		0.88	%
15	Ann Inc. (fka Ann Taylor Corp.)		351,026	(9)		0.85	%
16	Morgan Lewis Bockius		348,151			0.84	%
17	PTC		320,655			0.78	%
18	Google		311,611			0.75	%
19	Mass Financial Services		301,668			0.73	%
20	Aramis (Estee Lauder)		295,610	(10)		0.71	%

	Total % of Portfolio Square Feet					27.30	%
	Total % of Portfolio Revenue					30.27	%
	Total % of Boston Properties’ Share of Portfolio Revenue					27.68	%

Notable Signed Deals (11)


Tenant	Property	Sq. Ft.
salesforce.com	Salesforce Tower		714,000
Arnold & Porter	601 Massachusetts Avenue		376,000
Blue Cross and Blue Shield of Massachusetts	101 Huntington Avenue		308,000

(1)	Includes 92,620 & 104,874 square feet of space in properties in which Boston Properties has a 51% & 50% interest, respectively.

(2)	Includes 472,357, 10,080 & 2,761 square feet of space in properties in which Boston Properties has a 55%, 60%, and 51% interest, respectively.

(3)	Includes 742,552 & 50,887 square feet of space in properties in which Boston Properties has a 55% & 60% interest, respectively.

(4)	Includes 696,809 square feet of space in properties in which Boston Properties has a 55% interest.

(5)	Includes 391,662 & 221,107 square feet of space in properties in which Boston Properties has a 55% & 51% interest, respectively.

(6)	Includes 325,750 square feet of space in a property in which Boston Properties has a 55% interest.

(7)	Includes 451,701 & 28,147 square feet of space in properties in which Boston Properties has a 60% & 55% interest, respectively.

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

(9)	Includes 331,209 square feet of space in a property in which Boston Properties has a 55% interest.

(10)	Includes 295,610 square feet of space in a property in which Boston Properties has a 60% interest.

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

TENANT DIVERSIFICATION (GROSS RENT)

LOGO

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE OFFICE PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		492,425	$	21,649,488	$	43.97	$	21,649,488	$	43.97		1.31	%(4)
2015		2,108,883		100,220,302		47.52		100,903,318		47.85		5.61	%
2016		2,827,620		144,685,170		51.17		146,569,568		51.83		7.53	%
2017		3,224,403		196,562,280		60.96		200,624,907		62.22		8.58	%
2018		1,643,399		98,176,231		59.74		101,585,313		61.81		4.37	%
2019		3,194,852		169,965,120		53.20		177,298,490		55.50		8.50	%
2020		3,657,623		222,384,334		60.80		237,567,422		64.95		9.73	%
2021		2,387,819		128,707,959		53.90		143,596,224		60.14		6.35	%
2022		3,772,967		207,129,253		54.90		228,540,383		60.57		10.04	%
2023		961,646		51,509,714		53.56		60,256,524		62.66		2.56	%
Thereafter		10,240,044		672,176,347		65.64		857,235,592		83.71		27.25	%

Occupancy By Location (2) (5)


	CBD						Suburban						Total
Location	31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13

Boston		92.9	%		97.9	%		90.1	%		88.0	%		91.9	%		94.4	%
New York (6)		93.4	%		97.1	%		82.0	%		79.8	%		90.9	%		93.0	%
San Francisco		94.8	%		95.4	%		68.9	%		80.2	%		87.1	%		90.4	%
Washington, DC		95.9	%		94.6	%		95.5	%		96.1	%		95.7	%		95.5	%

Total Portfolio		93.8	%		96.7	%		88.2	%		89.0	%		91.8	%		93.8	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)	Includes approximately 2,200,000 square feet of retail space.

(6)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region. Prior period occupancy have been updated to conform to current period presentation.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE OFFICE/TECHNICAL PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		—	$	—	$	—	$	—	$	—		0.00	%
2015		235,374		5,805,924		24.67		5,805,924		24.67		13.83	%
2016		317,784		23,112,199		72.73		23,251,488		73.17		18.68	%
2017		132,163		4,697,379		35.54		4,894,648		37.03		7.77	%
2018		28,364		1,072,952		37.83		1,283,357		45.25		1.67	%
2019		455,206		13,660,385		30.01		15,384,136		33.80		26.75	%
2020		114,375		2,488,284		21.76		2,638,551		23.07		6.72	%
2021		109,860		1,700,598		15.48		1,821,372		16.58		6.46	%
2022		—		—		—		—		—		0.00	%
2023		—		—		—		—		—		0.00	%
Thereafter		82,188		3,097,232		37.68		3,755,529		45.69		4.83	%

Occupancy By Location


	CBD						Suburban						Total
Location	31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13

Boston		100.0	%		100.0	%		0.0	%		0.0	%		76.0	%		76.0	%
New York		N/A			N/A			N/A			N/A			N/A			N/A
San Francisco		N/A			N/A			100.0	%		87.1	%		100.0	%		87.1	%
Washington, DC		N/A			N/A			84.5	%		88.7	%		84.5	%		88.7	%

Total Portfolio		100.0	%		100.0	%		85.1	%		82.7	%		87.7	%		85.4	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE RETAIL PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		2,328	$	242,200	$	104.04	$	242,200	$	104.04		0.11	%(4)
2015		115,206		13,438,370		116.65		13,346,282		115.85		5.51	%
2016		201,573		16,289,563		80.81		16,390,928		81.32		9.64	%
2017		209,851		28,777,744		137.13		30,229,868		144.05		10.03	%
2018		242,424		20,534,400		84.70		21,890,610		90.30		11.59	%
2019		87,025		6,343,111		72.89		6,703,195		77.03		4.16	%
2020		153,142		7,390,874		48.26		9,879,334		64.51		7.32	%
2021		122,800		8,003,516		65.18		8,872,624		72.25		5.87	%
2022		238,803		18,288,012		76.58		20,505,295		85.87		11.41	%
2023		194,535		17,119,301		88.00		19,706,839		101.30		9.30	%
Thereafter		524,345		36,477,022		69.57		52,484,160		100.09		25.06	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		494,753	$	21,891,689	$	44.25	$	21,891,689	$	44.25		1.20	%(4)
2015		2,459,463		119,464,595		48.57		120,055,523		48.81		5.95	%
2016		3,346,977		184,086,932		55.00		186,211,984		55.64		8.09	%
2017		3,566,417		230,037,403		64.50		235,749,423		66.10		8.62	%
2018		1,914,187		119,783,584		62.58		124,759,280		65.18		4.63	%
2019		3,737,083		189,968,616		50.83		199,385,821		53.35		9.03	%
2020		3,925,140		232,263,492		59.17		250,085,307		63.71		9.49	%
2021		2,620,479		138,412,074		52.82		154,290,219		58.88		6.33	%
2022		4,011,770		225,417,265		56.19		249,045,678		62.08		9.70	%
2023		1,156,181		68,629,015		59.36		79,963,363		69.16		2.79	%
Thereafter		10,846,577		711,750,601		65.62		913,475,281		84.22		26.22	%

Occupancy By Location (2) (5)


	CBD						Suburban						Total
Location	31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13

Boston		93.1	%		98.0	%		88.3	%		86.3	%		91.4	%		93.9	%
New York (6)		93.4	%		97.1	%		82.0	%		79.8	%		90.9	%		93.0	%
San Francisco		94.8	%		95.4	%		76.9	%		82.4	%		88.3	%		89.9	%
Washington, DC		95.9	%		94.6	%		94.1	%		95.3	%		94.8	%		95.0	%

Total Portfolio		93.9	%		96.8	%		87.9	%		88.4	%		91.7	%		93.4	%

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)	Includes approximately 2,200,000 square feet of retail space, excluding our residential and hotel properties.

(6)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region. Prior period occupancy have been updated to conform to current period presentation.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE BOSTON REGION PROPERTIES

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


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

2014		358,389	$	14,005,427	$	39.08	$	14,005,427	$	39.08	(4)		—	$	—	$	—	$	—	$	—
2015		642,640		23,639,111		36.78		23,854,845		37.12			—		—		—		—		—
2016		691,268		26,895,461		38.91		27,755,386		40.15			225,532		20,328,384		90.14		20,328,384		90.14
2017		727,994		27,881,086		38.30		28,605,850		39.29			—		—		—		—		—
2018		470,993		18,234,082		38.71		18,956,990		40.25			—		—		—		—		—
2019		1,300,992		60,196,375		46.27		61,513,521		47.28			—		—		—		—		—
2020		444,712		20,364,925		45.79		22,192,645		49.90			—		—		—		—		—
2021		815,384		29,766,092		36.51		31,538,463		38.68			—		—		—		—		—
2022		1,597,331		74,069,805		46.37		79,795,799		49.96			—		—		—		—		—
2023		290,923		16,866,633		57.98		18,733,699		64.39			—		—		—		—		—
Thereafter		4,016,260		216,615,674		53.93		262,670,645		65.40			67,362		2,767,904		41.09		3,374,162		50.09


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

2014		1,098	$	212,680	$	193.70	$	212,680	$	193.70	(4)		359,487	$	14,218,107	$	39.55	$	14,218,107	$	39.55	(4)
2015		45,362		9,035,807		199.19		8,930,036		196.86			688,002		32,674,918		47.49		32,784,880		47.65
2016		12,288		1,891,477		153.93		1,823,403		148.39			929,088		49,115,322		52.86		49,907,173		53.72	(5)
2017		46,004		3,418,171		74.30		3,435,555		74.68			773,998		31,299,258		40.44		32,041,405		41.40
2018		137,623		6,195,087		45.01		6,308,166		45.84			608,616		24,429,169		40.14		25,265,157		41.51
2019		14,692		2,326,821		158.37		2,452,469		166.93			1,315,684		62,523,196		47.52		63,965,990		48.62
2020		92,818		3,952,115		42.58		6,100,518		65.73			537,530		24,317,040		45.24		28,293,163		52.64
2021		38,642		2,543,061		65.81		2,732,699		70.72			854,026		32,309,153		37.83		34,271,162		40.13
2022		126,196		5,730,066		45.41		6,364,754		50.44			1,723,527		79,799,871		46.30		86,160,553		49.99
2023		77,609		6,757,152		87.07		7,595,722		97.87			368,532		23,623,786		64.10		26,329,421		71.44
Thereafter		211,840		9,429,547		44.51		11,581,852		54.67			4,295,462		228,813,125		53.27		277,626,659		64.63

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)

Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $40.92 per square foot and $42.04 per square foot, respectively. This 225,532 square feet of research /laboratory space is subject to a tenant purchase option that was exercised on October 22, 2014 and is expected to close on February 1, 2016.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE BOSTON REGION PROPERTIES

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


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

Q1 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		358,389		14,005,427		39.08		14,005,427		39.08	(4)		—		—		—		—		—

Total 2014		358,389	$	14,005,427	$	39.08	$	14,005,427	$	39.08			—	$	—	$	—	$	—	$	—


Q1 2015		143,405	$	6,274,850	$	43.76	$	6,240,368	$	43.52			—	$	—	$	—	$	—	$	—
Q2 2015		170,219		5,656,423		33.23		5,873,378		34.50			—		—		—		—		—
Q3 2015		160,708		6,776,817		42.17		6,776,817		42.17			—		—		—		—		—
Q4 2015		168,308		4,931,021		29.30		4,964,281		29.50			—		—		—		—		—

Total 2015		642,640	$	23,639,111	$	36.78	$	23,854,845	$	37.12			—	$	—	$	—	$	—	$	—


	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 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		1,098		212,680		193.70		212,680		193.70	(4)		359,487		14,218,107		39.55		14,218,107		39.55	(4)

Total 2014		1,098	$	212,680	$	193.70	$	212,680	$	193.70			359,487	$	14,218,107	$	39.55	$	14,218,107	$	39.55


Q1 2015		32,487	$	5,122,375	$	157.67	$	5,042,212	$	155.21			175,892	$	11,397,225	$	64.80	$	11,282,580	$	64.14
Q2 2015		2,672		1,037,245		388.19		1,007,245		376.96			172,891		6,693,668		38.72		6,880,623		39.80
Q3 2015		5,475		1,234,392		225.46		1,244,784		227.36			166,183		8,011,209		48.21		8,021,601		48.27
Q4 2015		4,728		1,641,795		347.25		1,635,795		345.98			173,036		6,572,816		37.99		6,600,076		38.14

Total 2015		45,362	$	9,035,807	$	199.19	$	8,930,036	$	196.86			688,002	$	32,674,918	$	47.49	$	32,784,880	$	47.65

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE NEW YORK REGION PROPERTIES

Lease Expirations - New York Region (1) (2) (3) (4)


	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

2014		62,028	$	3,774,645	$	60.85	$	3,774,645	$	60.85	(5)		—	$	—	$	—	$	—	$	—
2015		345,682		17,934,059		51.88		17,930,748		51.87			—		—		—		—		—
2016		627,263		48,153,199		76.77		48,469,202		77.27			—		—		—		—		—
2017		1,223,707		107,441,820		87.80		108,679,985		88.81			—		—		—		—		—
2018		566,771		48,599,346		85.75		48,287,771		85.20			—		—		—		—		—
2019		707,165		49,708,737		70.29		51,531,611		72.87			—		—		—		—		—
2020		1,606,729		120,607,863		75.06		127,424,885		79.31			—		—		—		—		—
2021		301,705		31,533,655		104.52		35,021,685		116.08			—		—		—		—		—
2022		871,138		70,941,543		81.44		76,655,575		87.99			—		—		—		—		—
2023		81,115		6,952,380		85.71		7,611,893		93.84			—		—		—		—		—
Thereafter		3,911,330		323,165,097		82.62		427,957,813		109.41			—		—		—		—		—

	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

2014		—	$	—	$	—	$	—	$	—			62,028	$	3,774,645	$	60.85	$	3,774,645	$	60.85	(5)
2015		1,312		130,230		99.26		130,230		99.26			346,994		18,064,290		52.06		18,060,979		52.05
2016		83,166		8,464,682		101.78		8,532,496		102.60			710,429		56,617,881		79.70		57,001,698		80.24
2017		79,535		20,275,416		254.92		21,025,416		264.35			1,303,242		127,717,235		98.00		129,705,401		99.53
2018		6,514		8,180,308		1,255.80		9,201,573		1,412.58			573,285		56,779,654		99.04		57,489,344		100.28
2019		877		71,149		81.13		77,929		88.86			708,042		49,779,886		70.31		51,609,540		72.89
2020		4,195		261,801		62.41		267,179		63.69			1,610,924		120,869,664		75.03		127,692,064		79.27
2021		2,056		234,979		114.29		279,925		136.15			303,761		31,768,634		104.58		35,301,610		116.22
2022		59,437		9,800,126		164.88		11,066,836		186.19			930,575		80,741,669		86.77		87,722,411		94.27
2023		33,292		6,464,320		194.17		7,749,177		232.76			114,407		13,416,700		117.27		15,361,069		134.27
Thereafter		82,762		18,604,126		224.79		30,360,329		366.84			3,994,092		341,769,224		85.57		458,318,142		114.75

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(2)	Includes 100% of joint venture properties.

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

(4)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

(5)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE NEW YORK REGION PROPERTIES

Quarterly Lease Expirations - New York Region (1) (2) (3) (4)


	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 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		62,028		3,774,645		60.85		3,774,645		60.85	(5)		—		—		—		—		—

Total 2014		62,028	$	3,774,645	$	60.85	$	3,774,645	$	60.85			—	$	—	$	—	$	—	$	—


Q1 2015		58,284	$	2,793,946	$	47.94	$	2,790,635	$	47.88			—	$	—	$	—	$	—	$	—
Q2 2015		133,506		5,855,398		43.86		5,855,398		43.86			—		—		—		—		—
Q3 2015		71,084		5,087,573		71.57		5,087,573		71.57			—		—		—		—		—
Q4 2015		82,808		4,197,143		50.69		4,197,143		50.69			—		—		—		—		—

Total 2015		345,682	$	17,934,059	$	51.88	$	17,930,748	$	51.87			—	$	—	$	—	$	—	$	—


	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 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		—		—		—		—		—			62,028		3,774,645		60.85		3,774,645		60.85	(5)

Total 2014		—	$	—	$	—	$	—	$	—			62,028	$	3,774,645	$	60.85	$	3,774,645	$	60.85


Q1 2015		1,004	$	106,230	$	105.81	$	106,230	$	105.81			59,288	$	2,900,177	$	48.92	$	2,896,866	$	48.86
Q2 2015		—		—		—		—		—			133,506		5,855,398		43.86		5,855,398		43.86
Q3 2015		—		—		—		—		—			71,084		5,087,573		71.57		5,087,573		71.57
Q4 2015		308		24,000		77.92		24,000		77.92			83,116		4,221,143		50.79		4,221,143		50.79

Total 2015		1,312	$	130,230	$	99.26	$	130,230	$	99.26			346,994	$	18,064,290	$	52.06	$	18,060,979	$	52.05

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(2)	Includes 100% of joint venture properties.

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

(4)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

(5)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE SAN FRANCISCO REGION PROPERTIES

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


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

2014		12,382	$	775,382	$	62.62	$	775,382	$	62.62	(4)		—	$	—	$	—	$	—	$	—
2015		429,959		18,309,714		42.58		18,438,199		42.88			17,100		420,531		24.59		420,531		24.59
2016		1,131,078		47,701,941		42.17		47,922,825		42.37			58,852		2,006,592		34.10		2,126,994		36.14
2017		517,099		22,579,309		43.67		23,416,880		45.29			118,755		4,419,246		37.21		4,602,872		38.76
2018		178,460		9,233,524		51.74		10,490,705		58.78			28,364		1,072,952		37.83		1,283,357		45.25
2019		284,252		15,444,493		54.33		16,687,275		58.71			309,178		10,912,770		35.30		12,556,201		40.61
2020		506,480		30,465,447		60.15		31,923,259		63.03			34,404		1,197,259		34.80		1,347,526		39.17
2021		190,102		9,583,699		50.41		10,431,420		54.87			—		—		—		—		—
2022		452,576		18,645,577		41.20		21,421,802		47.33			—		—		—		—		—
2023		190,794		10,336,427		54.18		12,512,231		65.58			—		—		—		—		—
Thereafter		679,929		37,400,849		55.01		44,803,023		65.89			—		—		—		—		—

	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

2014		1,230	$	29,520	$	24.00	$	29,520	$	24.00	(4)		13,612	$	804,902	$	59.13	$	804,902	$	59.13	(4)
2015		10,009		665,787		66.52		665,787		66.52			457,068		19,396,032		42.44		19,524,518		42.72
2016		39,764		2,034,509		51.16		2,108,397		53.02			1,229,694		51,743,042		42.08		52,158,216		42.42
2017		16,079		1,087,107		67.61		1,115,970		69.41			651,933		28,085,661		43.08		29,135,721		44.69
2018		32,264		1,949,917		60.44		1,974,846		61.21			239,088		12,256,392		51.26		13,748,908		57.51
2019		11,730		676,150		57.64		716,418		61.08			605,160		27,033,413		44.67		29,959,895		49.51
2020		29,740		1,671,899		56.22		1,857,550		62.46			570,624		33,334,606		58.42		35,128,335		61.56
2021		15,458		949,737		61.44		1,001,467		64.79			205,560		10,533,436		51.24		11,432,887		55.62
2022		27,445		1,054,535		38.42		1,138,608		41.49			480,021		19,700,112		41.04		22,560,410		47.00
2023		27,788		1,486,258		53.49		1,602,900		57.68			218,582		11,822,685		54.09		14,115,131		64.58
Thereafter		29,157		1,662,694		57.03		2,044,503		70.12			709,086		39,063,542		55.09		46,847,526		66.07

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(2)	Includes 100% of joint venture properties.

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

(4)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE SAN FRANCISCO REGION PROPERTIES

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


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

Q1 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		12,382		775,382		62.62		775,382		62.62	(4)		—		—		—		—		—

Total 2014		12,382	$	775,382	$	62.62	$	775,382	$	62.62			—	$	—	$	—	$	—	$	—


Q1 2015		41,200	$	1,574,767	$	38.22	$	1,574,767	$	38.22			—	$	—	$	—	$	—	$	—
Q2 2015		44,833		1,885,791		42.06		1,885,791		42.06			—		—		—		—		—
Q3 2015		109,416		5,877,365		53.72		5,840,393		53.38			12,900		342,909		26.58		342,909		26.58
Q4 2015		234,510		8,971,790		38.26		9,137,248		38.96			4,200		77,623		18.48		77,623		18.48

Total 2015		429,959	$	18,309,714	$	42.58	$	18,438,199	$	42.88			17,100	$	420,531	$	24.59	$	420,531	$	24.59


	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 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		1,230		29,520		24.00		29,520		24.00	(4)		13,612		804,902		59.13		804,902		59.13	(4)

Total 2014		1,230	$	29,520	$	24.00	$	29,520	$	24.00			13,612	$	804,902	$	59.13	$	804,902	$	59.13


Q1 2015		1,271	$	104,135	$	81.93	$	104,135	$	81.93			42,471	$	1,678,902	$	39.53	$	1,678,903	$	39.53
Q2 2015		2,619		176,087		67.23		176,087		67.23			47,452		2,061,878		43.45		2,061,878		43.45
Q3 2015		—		—		—		—		—			122,316		6,220,274		50.85		6,183,302		50.55
Q4 2015		6,119		385,564		63.01		385,564		63.01			244,829		9,434,977		38.54		9,600,435		39.21

Total 2015		10,009	$	665,787	$	66.52	$	665,787	$	66.52			457,068	$	19,396,032	$	42.44	$	19,524,518	$	42.72

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(2)	Includes 100% of joint venture properties.

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

(4)	Includes square feet expiring on the last day of the current quarter.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE WASHINGTON, DC REGION PROPERTIES

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


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

2014		59,626	$	3,094,034	$	51.89	$	3,094,034	$	51.89	(4)		—	$	—	$	—	$	—	$	—
2015		690,602		40,337,418		58.41		40,679,525		58.90	(5)		218,274		5,385,392		24.67		5,385,392		24.67
2016		378,011		21,934,569		58.03		22,422,155		59.32	(5)		33,400		777,223		23.27		796,110		23.84
2017		755,603		38,660,065		51.16		39,922,192		52.83			13,408		278,133		20.74		291,776		21.76
2018		427,175		22,109,280		51.76		23,849,847		55.83			—		—		—		—		—
2019		902,443		44,615,515		49.44		47,566,083		52.71			146,028		2,747,615		18.82		2,827,935		19.37
2020		1,099,702		50,946,098		46.33		56,026,633		50.95			79,971		1,291,025		16.14		1,291,025		16.14
2021		1,080,628		57,824,514		53.51		66,604,654		61.64			109,860		1,700,598		15.48		1,821,372		16.58
2022		851,922		43,472,327		51.03		50,667,208		59.47			—		—		—		—		—
2023		398,814		17,354,274		43.51		21,398,701		53.66			—		—		—		—		—
Thereafter		1,632,525		94,994,727		58.19		121,804,110		74.61			14,826		329,328		22.21		381,367		25.72

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

2014		—	$	—	$	—	$	—	$	—			59,626	$	3,094,034	$	51.89	$	3,094,034	$	51.89	(4)
2015		58,523		3,606,546		61.63		3,620,229		61.86			967,399		49,329,356		50.99		49,685,146		51.36
2016		66,355		3,898,896		58.76		3,926,633		59.18			477,766		26,610,687		55.70		27,144,897		56.82
2017		68,233		3,997,051		58.58		4,652,928		68.19			837,244		42,935,249		51.28		44,866,896		53.59
2018		66,023		4,209,088		63.75		4,406,025		66.73			493,198		26,318,368		53.36		28,255,871		57.29
2019		59,726		3,268,991		54.73		3,456,378		57.87			1,108,197		50,632,121		45.69		53,850,397		48.59
2020		26,389		1,505,059		57.03		1,654,086		62.68			1,206,062		53,742,182		44.56		58,971,745		48.90
2021		66,644		4,275,739		64.16		4,858,533		72.90			1,257,132		63,800,852		50.75		73,284,559		58.30
2022		25,725		1,703,286		66.21		1,935,096		75.22			877,647		45,175,613		51.47		52,602,304		59.94
2023		55,846		2,411,571		43.18		2,759,041		49.40			454,660		19,765,845		43.47		24,157,742		53.13
Thereafter		200,586		6,780,655		33.80		8,497,477		42.36			1,847,937		102,104,710		55.25		130,682,954		70.72

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)

Includes 83,136 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2015 and 2016, the current and future expiring rental rate would be (i) $53.69 per square foot and $54.21 per square foot, respectively, for 2015 and (ii) $45.71 per square foot and $47.18 per square foot, respectively, for 2016.

Boston Properties, Inc.

Fourth Quarter 2014

IN-SERVICE WASHINGTON, DC REGION PROPERTIES

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


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

Q1 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		59,626		3,094,034		51.89		3,094,034		51.89	(4)		—		—		—		—		—

Total 2014		59,626	$	3,094,034	$	51.89	$	3,094,034	$	51.89			—	$	—	$	—	$	—	$	—


Q1 2015		219,664	$	11,301,836	$	51.45	$	11,301,836	$	51.45			52,050	$	1,014,567	$	19.49	$	1,014,567	$	19.49
Q2 2015		139,500		9,195,894		65.92		9,251,344		66.32			23,439		512,511		21.87		512,511		21.87
Q3 2015		106,334		7,737,034		72.76		7,768,575		73.06	(5)		14,338		316,053		22.04		316,053		22.04
Q4 2015		225,104		12,102,654		53.76		12,357,770		54.90			128,447		3,542,261		27.58		3,542,261		27.58

Total 2015		690,602	$	40,337,418	$	58.41	$	40,679,525	$	58.90			218,274	$	5,385,392	$	24.67	$	5,385,392	$	24.67


	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 2014		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2014		—		—		—		—		—			—		—		—		—		—
Q3 2014		—		—		—		—		—			—		—		—		—		—
Q4 2014		—		—		—		—		—			59,626		3,094,034		51.89		3,094,034		51.89	(4)

Total 2014		—	$	—	$	—	$	—	$	—			59,626	$	3,094,034	$	51.89	$	3,094,034	$	51.89


Q1 2015		13,818	$	910,922	$	65.92	$	911,559	$	65.97			285,532	$	13,227,325	$	46.33	$	13,227,963	$	46.33
Q2 2015		3,856		300,433		77.91		301,072		78.08			166,795		10,008,839		60.01		10,064,927		60.34
Q3 2015		24,218		1,414,749		58.42		1,415,724		58.46			144,890		9,467,835		65.34		9,500,351		65.57
Q4 2015		16,631		980,442		58.95		991,874		59.64			370,182		16,625,357		44.91		16,891,905		45.63

Total 2015		58,523	$	3,606,546	$	61.63	$	3,620,229	$	61.86			967,399	$	49,329,356	$	50.99	$	49,685,146	$	51.36

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)	Includes 27,967 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from Q3 2015, the current and future expiring rental rate would be $47.03 per square foot and $47.44 per square foot, respectively.

Boston Properties, Inc.

Fourth Quarter 2014

CBD PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		297,361	$	12,045,701	$	40.51	$	12,045,701	$	40.51	(4)(5)		13,612	$	804,902	$	59.13	$	804,902	$	59.13	(4)
2015		308,049		21,046,654		68.32		20,940,882		67.98	(5)		207,494		10,488,096		50.55		10,465,108		50.44
2016		407,304		30,986,472		76.08		31,282,879		76.80	(6)		923,744		45,060,998		48.78		45,133,661		48.86
2017		241,992		14,356,416		59.33		14,694,926		60.72			305,636		16,240,120		53.14		16,561,129		54.19
2018		264,749		13,608,138		51.40		13,913,092		52.55			202,170		10,890,068		53.87		12,139,349		60.05
2019		856,635		45,479,992		53.09		46,480,928		54.26			235,337		12,681,570		53.89		13,497,161		57.35
2020		405,602		20,345,201		50.16		23,852,843		58.81			520,151		31,385,608		60.34		32,945,684		63.34
2021		386,106		20,326,956		52.65		21,330,310		55.24			205,560		10,533,436		51.24		11,432,887		55.62
2022		1,099,942		56,824,351		51.66		62,822,823		57.11			189,573		8,708,437		45.94		9,763,656		51.50
2023		345,335		22,940,662		66.43		25,553,510		74.00			177,925		9,759,729		54.85		11,299,740		63.51
Thereafter		3,547,096		198,279,286		55.90		242,610,821		68.40			703,444		38,886,286		55.28		46,578,083		66.21

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

2014		39,988	$	3,736,075	$	93.43	$	3,736,075	$	93.43	(4)		—	$	—	$	—	$	—	$	—
2015		96,315		9,655,100		100.25		9,655,100		100.25			484,058		28,285,183		58.43		28,493,871		58.86
2016		502,887		49,661,704		98.75		49,871,683		99.17			51,881		2,934,544		56.56		3,024,567		58.30
2017		1,140,571		121,926,423		106.90		123,857,425		108.59			583,279		30,627,129		52.51		31,344,405		53.74
2018		364,749		49,858,341		136.69		50,373,034		138.10			128,948		8,270,916		64.14		8,838,079		68.54
2019		407,983		39,898,788		97.80		41,100,562		100.74			420,057		25,033,795		59.60		27,430,249		65.30
2020		1,348,780		112,212,878		83.20		118,652,801		87.97			486,002		25,777,364		53.04		28,522,974		58.69
2021		228,768		29,357,989		128.33		32,737,639		143.10			546,570		33,965,878		62.14		39,126,753		71.59
2022		900,838		79,835,172		88.62		86,756,440		96.31			315,538		21,493,623		68.12		24,462,293		77.53
2023		106,108		13,155,707		123.98		15,083,478		142.15			57,290		3,648,650		63.69		4,462,320		77.89
Thereafter		3,520,991		325,943,955		92.57		441,573,441		125.41			955,899		65,793,030		68.83		87,794,310		91.84

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)	Excluding retail space current and future expiring rents would be $39.94 per square foot and $39.94 per square foot, respectively, in 2014 and $45.72 per square foot and $45.72 per square foot, respectively, in 2015.

(6)

Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $58.63 per square foot and $60.27 per square foot, respectively. This 225,532 square feet of research/laboratory space is subject to a tenant purchase option that was exercised on October 22, 2014 and is expected to close on February 1, 2016.

Boston Properties, Inc.

Fourth Quarter 2014

SUBURBAN PROPERTIES

Lease Expirations (1) (2) (3)


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

2014		62,126	$	2,172,406	$	34.97	$	2,172,406	$	34.97	(4)		—	$	—	$	—	$	—	$	—
2015		379,953		11,628,264		30.60		11,843,998		31.17			249,574		8,907,936		35.69		9,059,409		36.30
2016		521,784		18,128,850		34.74		18,624,294		35.69			305,950		6,682,044		21.84		7,024,555		22.96
2017		532,006		16,942,842		31.85		17,346,479		32.61			346,297		11,845,541		34.21		12,574,592		36.31
2018		343,867		10,821,031		31.47		11,352,065		33.01			36,918		1,366,325		37.01		1,609,559		43.60
2019		459,049		17,043,204		37.13		17,485,062		38.09			369,823		14,351,843		38.81		16,462,734		44.52
2020		131,928		3,971,839		30.11		4,440,320		33.66			50,473		1,948,998		38.61		2,182,651		43.24
2021		467,920		11,982,197		25.61		12,940,853		27.66			—		—		—		—		—
2022		623,585		22,975,520		36.84		23,337,729		37.43			290,448		10,991,675		37.84		12,796,754		44.06
2023		23,197		683,123		29.45		775,911		33.45			40,657		2,062,956		50.74		2,815,391		69.25
Thereafter		748,366		30,533,839		40.80		35,015,838		46.79			5,642		177,256		0.24		269,442		47.76

	New York (5)											Washington, DC
Year of Lease Expiration	Rentable Square Footage Subject to Expiring Leases		Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot			Rentable Square Footage Subject to Expiring Leases		Current Annualized Revenues Under Expiring Leases		Per Square Foot		Annualized Revenues Under Expiring Leases with future step-ups		Per Square Foot

2014		22,040	$	38,570	$	1.75	$	38,570	$	1.75	(4)		59,626	$	3,094,034	$	51.89	$	3,094,034	$	51.89	(4)
2015		250,679		8,409,190		33.55		8,405,879		33.53			483,341		21,044,173		43.54		21,191,276		43.84	(6)
2016		207,542		6,956,177		33.52		7,130,015		34.35			425,885		23,676,143		55.59		24,120,330		56.64	(6)
2017		162,671		5,790,812		35.60		5,847,976		35.95			253,965		12,308,120		48.46		13,522,491		53.25
2018		208,536		6,921,313		33.19		7,116,310		34.13			364,250		18,047,452		49.55		19,417,792		53.31
2019		300,059		9,881,098		32.93		10,508,979		35.02			688,140		25,598,325		37.20		26,420,147		38.39
2020		262,144		8,656,786		33.02		9,039,263		34.48			720,060		27,964,818		38.84		30,448,771		42.29
2021		74,993		2,410,645		32.14		2,563,971		34.19			710,562		29,834,974		41.99		34,157,806		48.07
2022		29,737		906,498		30.48		965,971		32.48			562,109		23,681,990		42.13		28,140,011		50.06
2023		8,299		260,993		31.45		277,591		33.45			397,370		16,117,194		40.56		19,695,422		49.56
Thereafter		473,101		15,825,269		33.45		16,744,701		35.39			892,038		36,311,680		40.71		42,888,644		48.08

(1)	For disclosures relating to our definition of Annualized Revenue, see page 49.

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

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

(4)	Includes square feet expiring on the last day of the current quarter.

(5)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

(6)

Includes 83,136 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2015 and 2016, the current and future expiring rental rate would be (i) $35.43 per square foot and $35.76 per square foot, respectively, for 2015 and (ii) $48.43 per square foot and $49.74 per square foot, respectively, for 2016.

Boston Properties, Inc.

Fourth Quarter 2014

RESIDENTIAL and HOTEL PERFORMANCE


*Rental Rates and Occupancy*	Fourth Quarter 2014			Fourth Quarter 2013			Percent Change			YTD 2014			YTD 2013			Percent Change
*The Avant at Reston Town Center (359 units)* (1)
*Reston, VA*
Average Monthly Rental Rate (2)	$	2,278			N/A			N/A		$	2,235			N/A			N/A
Average Rental Rate Per Occupied Square Foot (2)	$	2.48			N/A			N/A		$	2.44			N/A			N/A
Average Physical Occupancy (2) (3)		67.8	%		N/A			N/A			38.8	%		N/A			N/A
Average Economic Occupancy (3)		63.8	%		N/A			N/A			34.2	%		N/A			N/A

*Residences on The Avenue (335 units)* *located at 2221 I Street, NW, Washington, DC*
Average Monthly Rental Rate (4)	$	3,084		$	3,233			(4.6	%)	$	3,148		$	3,295			(4.5	%)
Average Rental Rate Per Occupied Square Foot (4)	$	3.78		$	3.96			(4.5	%)	$	3.86		$	4.04			(4.5	%)
Average Physical Occupancy (3) (4)		93.6	%		95.0	%		(1.5	%)		92.3	%		93.4	%		(1.2	%)
Average Economic Occupancy (3)		92.7	%		94.6	%		(2.0	%)		91.5	%		93.0	%		(1.6	%)

*The Lofts at Atlantic Wharf (86 units)* *Boston, MA*
Average Monthly Rental Rate (5)	$	3,963		$	3,885			2.0	%	$	3,926		$	3,778			3.9	%
Average Rental Rate Per Occupied Square Foot (5)	$	4.43		$	4.31			2.8	%	$	4.37		$	4.20			4.0	%
Average Physical Occupancy (3) (5)		96.1	%		98.5	%		(2.4	%)		96.3	%		98.6	%		(2.3	%)
Average Economic Occupancy (3)		96.8	%		99.3	%		(2.5	%)		96.5	%		97.6	%		(1.1	%)

*Boston Marriott Cambridge (433 rooms)* (6)
*Cambridge, MA*
Average Occupancy		71.3	%		75.3	%		(5.3	%)		80.9	%		79.8	%		1.4	%
Average Daily Rate	$	272.43		$	248.69			9.5	%	$	254.96		$	233.95			9.0	%
Revenue per available room	$	194.20		$	187.17			3.8	%	$	206.22		$	186.71			10.4	%

*Net Operating Income (in thousands)*	Residential									Hotel
	Fourth Quarter			Fourth Quarter			Percent			Fourth Quarter			Fourth Quarter			Percent
	2014			2013			Change			2014			2013			Change
Rental Revenue	$	7,195	(7)	$	5,606	(7)		28.3	%	$	10,907		$	10,269			6.2	%
Operating expenses and real estate taxes		4,061			3,297			23.2	%		7,539			7,488			0.7	%

Net Operating Income	$	3,134	(7)	$	2,309	(7)		35.7	%	$	3,368		$	2,781			21.1	%


Less: Straight line rent and fair value lease revenue		(29	)		86			(133.7	%)		1			1			—

Rental Revenue - cash basis		7,224			5,520			30.9	%		10,906			10,268			6.2	%
Less: Operating expenses and real estate taxes		4,061			3,297			23.2	%		7,539			7,488			0.7	%
Add: Straight line ground rent expense		523			537			(2.6	%)		—			—			—

Net Operating Income - cash basis	$	3,686		$	2,760			33.6	%	$	3,367		$	2,780			21.1	%

(1)	Not included in Same Property analysis. Property is a new development and lease up commenced December 2013.

(2)	Excludes 26,179 square feet of retail space which is 100% leased.

(3)	For disclosures related to our definition of Average Physical and Average Economic Occupancy, see page 50.

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

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

(6)	Formerly Cambridge Center Marriott.

(7)	Includes 85,324 square feet of retail space which had revenue of approximately $1.4 million for the quarter ended December 31, 2014 and 59,145 square feet of retail space which had revenue of approximately $1.0 million for the quarter ended December 31, 2013.

Boston Properties, Inc.

Fourth Quarter 2014

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾ - By Location


	CBD						Suburban						Total
Location	31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13

Boston		93.1	%		98.0	%		88.3	%		86.3	%		91.4	%		93.9	%
New York (2)		98.0	%		97.1	%		82.0	%		79.8	%		94.3	%		93.0	%
San Francisco		95.3	%		95.4	%		76.9	%		80.8	%		88.0	%		89.6	%
Washington, DC		95.9	%		94.6	%		94.1	%		94.8	%		94.8	%		94.7	%

Total Portfolio		95.5	%		96.8	%		87.9	%		87.7	%		92.6	%		93.3	%

Same Property Occupancy⁽¹⁾ - By Type of Property


	CBD						Suburban						Total
	31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13			31-Dec-14			31-Dec-13

Total Office Portfolio		95.5	%		96.7	%		88.2	%		88.5	%		92.8	%		93.7	%
Total Office/Technical Portfolio		100.0	%		100.0	%		85.1	%		80.2	%		87.7	%		83.7	%

Total Portfolio		95.5	%		96.8	%		87.9	%		87.7	%		92.6	%		93.3	%

(1)	For disclosures related to our definition of Same Property, see page 49.

(2)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region. Prior period occupancy have been updated to conform to current period presentation.

Boston Properties, Inc.

Fourth Quarter 2014

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel & Residential Properties


	Office			Office/ Technical			Hotel & Residential (1)			Total
Number of Properties		121			31			3			155
Square feet		38,155,099			1,701,412			744,407			40,600,918
Percent of properties in-service		96.2	%		100.0	%		67.7	%		95.6	%
Occupancy @ 12/31/2013		93.7	%		83.7	%		N/A			93.3	%
Occupancy @ 12/31/2014		92.8	%		87.7	%		N/A			92.6	%
Percent change from 4th quarter 2014 over 4th quarter 2013 (2):
Rental revenue		4.2	%		9.7	%		0.6	%
Operating expenses and real estate taxes		3.5	%		6.0	%		(1.0	%)
Consolidated Net Operating Income (3) - excluding hotel & residential		4.6	%		11.1	%					4.7	%(2)
Consolidated Net Operating Income (3) - Hotel & residential											3.9	%(2)
Net Operating Income - BXP’s share of unconsolidated joint ventures (3) (4)											3.0	%(2)
Combined Net Operating Income (3)											4.7	%

Rental revenue - cash basis		4.0	%		6.2	%		0.7	%
Consolidated Net Operating Income (3) - cash basis (5) excluding hotel & residential		4.3	%		6.3	%					4.4	%(2)
Consolidated Net Operating Income (3) - cash basis (5) - Hotel & residential											3.6	%(2)
Net Operating Income - cash basis (5) - BXP’s share of unconsolidated joint ventures											4.0	%(2)
Combined Net Operating Income (3) - cash basis (5)											4.3	%

Same Property Lease Analysis - quarter ended December 31, 2014


	Office			Office/ Technical			Total
Vacant space available @ 10/1/2014 (sf)		2,768,651			104,795			2,873,446
Square footage of leases expiring or terminated 10/1/2014-12/31/2014		823,684			170,943			994,627

Total space for lease (sf)		3,592,335			275,738			3,868,073

New tenants (sf)		341,664			34,404			376,068
Renewals (sf)		463,321			72,949			536,270

Total space leased (sf)		804,985			107,353			912,338

Space available @ 12/31/2014 (sf)		2,787,350			168,385			2,955,735

Net (increase)/decrease in available space (sf)		(18,699	)		(63,590	)		(82,289	)

Second generation leasing information: (6)
Leases commencing during the period (sf)		773,266			107,353			880,619
Average lease term (months)		71			57			70
Average free rent period (days)		40			—			35
Total transaction costs per square foot (7)	$	25.10		$	13.18		$	23.64
Increase (decrease) in gross rents (8)		12.11	%		12.18	%		12.12	%
Increase (decrease) in net rents (9)		18.10	%		15.46	%		17.79	%

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

(2)	See page 42 for a quantitative reconciliation of Same Property Net Operating Income (NOI) by reportable segment.

(3)	For a quantitative reconciliation of NOI to Net income attributable to Boston Properties, Inc., see page 41. For disclosures relating to our use of Combined NOI and Consolidated NOI, see page 49.

(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 41.

(6)	Second generation leases are defined as leases for space that had previously been under lease by the Company. Of the 880,619 square feet of second generation leases that commenced in Q4 2014, leases for 566,876 square feet were signed in prior periods.

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

(8)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 780,911 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

(9)	Represents the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 780,911 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

Boston Properties, Inc.

Fourth Quarter 2014

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	December 31, 2014			December 31, 2013
	*(in thousands)*

Net income attributable to Boston Properties, Inc.	$	177,156		$	91,365
Net income attributable to noncontrolling interests:
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		—			2,713
Noncontrolling interest - common units of the Operating Partnership		21,172			7,302
Noncontrolling interest - redeemable preferred units of the Operating Partnership		9			2,661
Noncontrolling interest in property partnerships (1)		13,088			2,271
Gains on sales of real estate		(126,102	)		—
Discontinued operations:
Gains on sales of real estate from discontinued operations		—			(26,381	)
Income from discontinued operations		—			(536	)


Income from continuing operations		85,323			79,395


Add:
Losses from early extinguishments of debt		10,633			—
Interest expense		117,904			121,134
Depreciation and amortization		162,430			154,475
Transaction costs		640			—
General and administrative expense		23,172			20,656

Subtract:
Gains from investments in securities		(387	)		(1,039	)
Interest and other income		(1,924	)		(1,664	)
Income from unconsolidated joint ventures		(2,700	)		(2,834	)
Development and management services income		(7,119	)		(7,632	)

Consolidated Net Operating Income		387,972			362,491
Net Operating Income from unconsolidated joint ventures (BXP’s share) (2)		11,244			10,967

Combined Net Operating Income	$	399,216		$	373,458


Same Property Net Operating Income		385,020			367,786
Net Operating Income from non Same Properties (3)		13,079			5,008
Termination income		1,117			664

Combined Net Operating Income	$	399,216		$	373,458


Same Property Net Operating Income		385,020			367,786

Subtract:
Straight-line rent and fair value lease revenue		(27,682	)		(27,037	)

Add:
Straight-line ground rent expense		1,669			1,785
Lease transaction costs which qualify as inducements in accordance with GAAP (4)		3,533			4,894

Same Property Net Operating Income - cash basis	$	362,540		$	347,428

(1)

These partnerships include 505 9th Street in Washington, D.C., Fountain Square in Reston, VA, 767 Fifth Avenue (The GM Building) and Times Square Tower in New York City and, beginning October 30, 2014, 100 Federal Street and Atlantic Wharf Office Building in Boston, MA and 601 Lexington Avenue in New York City.

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

(3)	Pages 20-22 & 38 indicate by footnote the properties which are not included as part of Same Property Net Operating Income.

(4)	For additional information, refer to page 42.

Boston Properties, Inc.

Fourth Quarter 2014

Same Property Net Operating Income by Reportable Segment

(in thousands)


	Office (1)												Office/Technical
	For the three months ended						$			%			For the three months ended				$			%
	31-Dec-14			31-Dec-13			Change			Change			31-Dec-14		31-Dec-13		Change			Change

Rental Revenue	$	553,664		$	531,287								$	14,703	$	13,344
Less Termination Income		902			664									62		—

Rental revenue - subtotal		552,762			530,623		$	22,139			4.2	%		14,641		13,344	$	1,297			9.7	%

Operating expenses and real estate taxes		195,027			188,519			6,508			3.5	%		3,921		3,698		223			6.0	%

Net Operating Income (2)	$	357,735		$	342,104		$	15,631			4.6	%	$	10,720	$	9,646	$	1,074			11.1	%


Rental revenue - subtotal	$	552,762		$	530,623								$	14,641	$	13,344
Less:
Straight-line rent and fair value lease revenue		25,326			26,296			(970	)		(3.7	%)		1,468		660		808			122.4	%
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		2,020			4,630			(2,610	)		(56.4	%)		580		264		316			119.7	%

Rental revenue - cash basis		529,456			508,957			20,499			4.0	%		13,753		12,948		805			6.2	%
Less:
Operating expenses and real estate taxes		195,027			188,519			6,508			3.5	%		3,921		3,698		223			6.0	%
Add:
Straight-line ground rent expense (4)		1,146			1,248			(102	)		(8.2	%)		—		—		—			—

Net Operating Income (5) - cash basis	$	335,575		$	321,686		$	13,889			4.3	%	$	9,832	$	9,250	$	582			6.3	%


	Sub-Total (1)												Hotel & Residential
	For the three months ended						$			%			For the three months ended				$			%
	31-Dec-14			31-Dec-13			Change			Change			31-Dec-14		31-Dec-13		Change			Change

Rental Revenue	$	568,367		$	544,631								$	15,968	$	15,875
Less Termination Income		964			664									—		—

Rental revenue - subtotal		567,403			543,967		$	23,436			4.3	%		15,968		15,875	$	93			0.6	%

Operating expenses and real estate taxes		198,948			192,217			6,731			3.5	%		10,681		10,785		(104	)		(1.0	%)

Net Operating Income (2)	$	368,455		$	351,750		$	16,705			4.7	%	$	5,287	$	5,090	$	197			3.9	%


Rental revenue - subtotal	$	567,403		$	543,967								$	15,968	$	15,875
Less:
Straight-line rent and fair value lease revenue		26,794			26,956			(162	)		(0.6	%)		72		87		(15	)		(17.2	%)
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		2,600			4,894			(2,294	)		(46.9	%)		—		—		—			—

Rental revenue - cash basis		543,209			521,905			21,304			4.1	%		15,896		15,788		108			0.7	%
Less:
Operating expenses and real estate taxes		198,948			192,217			6,731			3.5	%		10,681		10,785		(104	)		(1.0	%)
Add:
Straight-line ground rent expense (4)		1,146			1,248			(102	)		(8.2	%)		523		537		(14	)		(2.6	%)

Net Operating Income (5) - cash basis	$	345,407		$	330,936		$	14,471			4.4	%	$	5,738	$	5,540	$	198			3.6	%


	Unconsolidated Joint Ventures												Total (1)
	For the three months ended						$			%			For the three months ended				$			%
	31-Dec-14			31-Dec-13			Change			Change			31-Dec-14		31-Dec-13		Change			Change

Rental Revenue	$	19,340		$	18,711								$	603,675	$	579,217
Less Termination Income		(17	)		—									947		664

Rental revenue - subtotal		19,357			18,711		$	646			3.5	%		602,728		578,553	$	24,175			4.2	%

Operating expenses and real estate taxes		8,079			7,765			314			4.0	%		217,708		210,767		6,941			3.3	%

Net Operating Income (2)	$	11,278		$	10,946		$	332			3.0	%	$	385,020	$	367,786	$	17,234			4.7	%


Rental revenue - subtotal	$	19,357		$	18,711								$	602,728	$	578,553
Less:
Straight-line rent and fair value lease revenue		816			(6	)		822			13,700.0	%		27,682		27,037		645			2.4	%
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		933			—			933			100.0	%		3,533		4,894		(1,361	)		(27.8	%)

Rental revenue - cash basis		19,474			18,717			757			4.0	%		578,579		556,410		22,169			4.0	%
Less:
Operating expenses and real estate taxes		8,079			7,765			314			4.0	%		217,708		210,767		6,941			3.3	%
Add:
Straight-line ground rent expense (4)		—			—			—			—			1,669		1,785		(116	)		(6.5	%)

Net Operating Income (5) - cash basis	$	11,395		$	10,952		$	443			4.0	%	$	362,540	$	347,428	$	15,112			4.3	%

(1)

Includes 100% share of consolidated joint ventures. Same store consolidated joint venture properties includes 505 9th Street in Washington, D.C., Fountain Square in Reston, VA, 767 Fifth Avenue (The GM Building) and Times Square Tower in New York City and, beginning October 30, 2014, 100 Federal Street and Atlantic Wharf Office Building in Boston, MA and 601 Lexington Avenue in New York City.

(2)	For a quantitative reconciliation of net operating income (NOI) to net income available to common shareholders, see page 41. For disclosures relating to our use of NOI see page 49.

(3)	Leasing transaction costs are generally included in 2nd generation tenant improvements and leasing commissions in the Company’s FAD calculation on page 11. For additional information related to second generation transaction costs, see page 43.

(4)	For additional information, see page 6.

(5)	For a quantitative reconciliation of NOI to NOI on a cash basis see page 41. For disclosures relating to our use of NOI see page 49.

Boston Properties, Inc.

Fourth Quarter 2014

LEASING ACTIVITY

All In-Service Properties - quarter ended December 31, 2014


	Office			Office/Technical			Total
Vacant space available @ 10/1/2014 (sf)		3,268,100			104,795			3,372,895
Property dispositions/ properties taken out of service (sf)		—			—			—
Properties acquired vacant space (sf)		—			—			—
Properties placed in-service (sf)		88,096	(1)		—			88,096
Leases expiring or terminated 10/1/2014-12/31/2014 (sf)		818,261			170,943			989,204

Total space available for lease (sf)		4,174,457			275,738			4,450,195

1st generation leases (sf)		127,108			—			127,108
2nd generation leases with new tenants (sf)		309,945			34,404			344,349
2nd generation lease renewals (sf)		463,321			72,949			536,270

Total space leased (sf)		900,374			107,353			1,007,727

Vacant space available for lease @ 12/31/2014 (sf)		3,274,083			168,385			3,442,468

Net (increase)/decrease in available space (sf)		(5,983	)		(63,590	)		(69,573	)

Second generation leasing information: (2)
Leases commencing during the period (sf)		773,266			107,353			880,619
Average lease term (months)		71			57			70
Average free rent period (days)		40			—			35
Total transaction costs per square foot (3)	$	25.10		$	13.18		$	23.64
Increase (decrease) in gross rents (4)		12.11	%		12.18	%		12.12	%
Increase (decrease) in net rents (5)		18.10	%		15.46	%		17.79	%


	All leases 1st Generation		All leases 2nd Generation		Incr (decr) in 2nd gen. gross cash rents (4)			Incr (decr) in 2nd gen. net cash rents (5)			Total Leased (6)		Total square feet of leases executed in the quarter (7)
Boston		—		295,792		24.11	%		38.34	%		295,792		387,890
New York (8)		39,012		81,765		(4.22	%)		(6.42	%)		120,777		901,947
San Francisco		79,277		217,713		14.54	%		21.60	%		296,990		295,498
Washington, DC		8,819		285,349		0.51	%		0.04	%		294,168		595,955

		127,108		880,619		12.12	%		17.79	%		1,007,727		2,181,290

(1)	Total square feet of properties placed in service in Q4 2014 consist of 79,277 square feet at 535 Mission Street and 8,819 square feet at The Avant at Reston Town Center.

(2)	Second generation leases are defined as leases for space that had previously been leased by the Company. Of the 880,619 square feet of second generation leases that commenced in Q4 2014, leases for 566,876 square feet were signed in prior periods.

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

(4)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 780,911 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

(5)	Represents the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 780,911 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

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

(7)	Represents leases executed in the quarter for which the GAAP impact may be recognized in the current or future quarters, including properties currently under development. The total square feet of leases executed in the current quarter and recognized in the current quarter is 313,743.

(8)	Beginning on January 1, 2014, Princeton is reflected as the suburban component of the New York region.

Boston Properties, Inc.

Fourth Quarter 2014

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q4 2014		Q3 2014		Q2 2014		Q1 2014		2013		2012		2011

Recurring capital expenditures	$	12,571	$	12,691	$	9,654	$	7,694	$	51,026	$	23,774	$	29,334

Planned non-recurring capital expenditures associated with acquisition properties		3,745		1,559		4,444		3,339		20,506		22,287		4,358

Hotel improvements, equipment upgrades and replacements		328		514		495		1,557		2,070		896		4,010	(1)

	$	16,644	$	14,764	$	14,593	$	12,590	$	73,602	$	46,957	$	37,702

2nd Generation Tenant Improvements and Leasing Commissions


	Q4 2014		Q3 2014		Q2 2014		Q1 2014		2013		2012		2011
Office
Square feet		773,266		936,506		998,599		870,409		3,554,632		3,572,825		4,116,436

Tenant improvements and lease commissions PSF	$	25.10	$	48.97	$	21.10	$	27.80	$	37.54	$	45.31	$	30.32

Office/Technical
Square feet		107,353		95,432		106,332		48,149		55,456		59,788		184,849

Tenant improvements and lease commissions PSF	$	13.18	$	18.74	$	15.23	$	23.65	$	2.02	$	3.94	$	23.97


Average tenant improvements and lease commissions PSF	$	23.64	$	46.17	$	20.54	$	27.59	$	36.99	$	44.63	$	30.05

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

Boston Properties, Inc.

Fourth Quarter 2014

ACQUISITIONS/DISPOSITIONS

as of December 31, 2014

ACQUISITIONS

For the period from January 1, 2014 through December 31, 2014


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

1001 6th Street (formerly 501 K Street) (50% ownership interest)	April 10, 2014		N/A	$	39,000,000	$	—	$	39,000,000	(1)		N/A
Annapolis Junction Building Eight (50% ownership interest)	April 30, 2014		125,000		5,400,000		13,100,000		18,500,000			—
804 Carnegie Center	November 12, 2014		130,000		3,670,000		41,830,000		45,500,000	(2)		100	%
North Station (Phase I - Air Rights) (50% ownership interest)	December 19, 2014		377,000		4,230,000		8,770,000		13,000,000	(3)		—

Total Acquisitions			632,000	$	52,300,000	$	63,700,000	$	116,000,000			21	%

(1)

On April 10, 2014, the Company entered into a joint venture with an unrelated third party to acquire a parcel of land located at 1001 6th Street (formerly 501 K Street) in Washington, DC. The Company anticipates the land parcel will accommodate an approximate 520,000 square foot Class A office property to be developed in the future. The joint venture partner contributed the land for a 50% interest in the joint venture and the Company contributed cash of approximately $39.0 million for its 50% interest. The Company is accounting for the joint venture on an unconsolidated basis under the equity method of accounting.

(2)

On November 12, 2014, the Company completed the acquisition of a parcel of land at 804 Carnegie Center in Princeton, New Jersey for a purchase price of approximately $3.7 million. 804 Carnegie Center is a build-to-suit project with approximately 130,000 net rentable square feet of Class A office space which is currently under construction. The Company expects that the building will be complete and available for occupancy during the first quarter of 2016. See also page 46.

(3)

On December 19, 2014, the Company entered into a joint venture with an unrelated third party to acquire the air rights for the future development of the first phase at North Station, consisting of an atrium hall and podium building containing up to 377,000 net rentable square feet of retail and office space located in Boston, Massachusetts. The joint venture partner contributed air rights parcels and improvements, with a fair value of approximately $13.0 million, for its initial 50% interest in the joint venture. The Company contributed improvements totaling approximately $4.2 million and will contribute cash totaling approximately $8.8 million for its initial 50% interest. In addition, the Company entered into an option and development rights agreement with its partner pursuant to which the Company has the right to develop residential, hotel and office space in future phases, subject to certain terms and conditions including the partner’s right to participate as a venture partner in each phase of the project.

DISPOSITIONS

For the period from January 1, 2014 through December 31, 2014


Property	Date Disposed	Square Feet		Gross Sales Price		Net Cash Proceeds		Book Gain

Mountain View Technology Park and Mountain View Research Park Building Sixteen	July 29, 2014		198,410	$	92,144,000	$	91,187,000	$	35,873,000
One Reston Overlook (eminent domain sale of a portion of the land)	August 20, 2014		N/A		2,611,000		2,611,000		1,229,000
Broad Run Business Park (land parcel subject to ground lease)	August 22, 2014		N/A		9,812,000		9,744,000		4,282,000
Patriots Park	October 2, 2014		705,905		321,000,000		319,077,000		84,552,000
130 Third Avenue (land parcel)	October 24, 2014		N/A		14,333,000		13,583,000		8,300,000
601 Lexington Avenue, Atlantic Wharf Office Building and 100 Federal Street (45% ownership interest)	October 30, 2014		3,690,538		1,827,000,000		1,497,402,000		N/A	(1)
75 Ames Street (condominium interest)	December 30, 2014		N/A		43,736,000		43,736,000		33,803,000	(2)

Total Dispositions			4,594,853	$	2,310,636,000	$	1,977,340,000	$	168,039,000

(1)

On October 30, 2014, the Company completed the sale of a 45% interest in each of 601 Lexington Avenue in New York City and Atlantic Wharf Office Building and 100 Federal Street in Boston for an aggregate gross sale price of approximately $1.827 billion in cash, less the partner’s pro rata share of the indebtedness secured by 601 Lexington Avenue. 601 Lexington Avenue is subject to existing mortgage indebtedness of approximately $712.9 million. Net cash proceeds totaled approximately $1.497 billion, after the payment of transaction costs. In connection with the sale, the Company formed a joint venture for each property with the buyer and will provide customary property management and leasing services to the joint ventures. The transaction did not qualify as a sale of real estate for financial reporting purposes as the Company continues to control the joint ventures and will therefore continue to account for the properties on a consolidated basis in its financial statements. The Company has accounted for the transaction as an equity transaction and has recognized noncontrolling interest in its consolidated balance sheets equal to 45% of the aggregate carrying value of the total equity of the properties immediately prior to the transaction. The difference between the net cash proceeds received and the noncontrolling interest recognized, which difference totals approximately $648.4 million, has been reflected as an increase to additional paid-in capital in the Company’s consolidated balance sheets. The change in additional paid-in capital plus the partner’s proportionate share of the indebtedness secured by 601 Lexington Avenue of approximately $320.8 million, aggregating approximately $969.2 million, has not been reflected as a gain on sale of real estate in the Company’s consolidated statements of operations.

(2)

On December 30, 2014, the Company completed the conveyance to an unrelated third party of a condominium interest in its 75 Ames Street property located on the same site as the Company’s Cambridge Center West Garage property and adjacent to the Company’s Seven Cambridge Center property in Cambridge Massachusetts. On May 23, 2011, the Company had entered into a ground lease for the vacant land parcel at 75 Ames Street and had also entered into a development agreement to serve as project manager for a 250,000 square foot research laboratory building to be developed on the site at the ground lessee’s expense and to also serve, upon completion of development, as property manager. Gross proceeds to the Company were approximately $56.8 million, including $11.4 million in development fees for the Company’s services. The cash received under the ground lease was initially recognized as unearned revenue and recognized over the 99-year term of the ground lease as ground lease revenue totaling approximately $459,000 per year prior to the conveyance of the condominium interest. The terms of the ground lease required the Company to form a condominium for the site upon completion of the development, at which time each party would subject their respective interests in the buildings and land to the condominium and would in turn be conveyed a condominium unit comprised of their respective building as well as an undivided ownership interest in the land. As a result of the conveyance and the transfer of title, the Company recognized a gain on sale of real estate totaling approximately $33.8 million during the three months ended December 31, 2014.

Boston Properties, Inc.

Fourth Quarter 2014

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

as of December 31, 2014


Construction Properties	Initial Occupancy	Estimated Stabilization Date	Location	# of Buildings		Square feet		Investment to Date (2)		Estimated Total Investment (2)		Total Construction Loan (2)		Amount Drawn at 12/31/2014 (2)		Estimated Future Equity Requirement (2)		Percentage Leased (3)			Percentage Placed in Service (4)

Annapolis Junction Building Seven (50% ownership)	Q3 2015	Q3 2015	Annapolis, MD		1		125,000	$	14,588,369	$	17,500,000	$	11,000,000	$	7,063,774	$	—		100	%		—
690 Folsom Street	Q1 2015	Q4 2015	San Francisco, CA		1		25,000		13,271,113		17,900,000		—		—		4,628,887		58	%		58	%
Prudential Retail Expansion	Q3 2015	Q4 2015	Boston, MA		—		15,000		335,651		10,330,000		—		—		9,994,349		—
804 Carnegie Center	Q1 2016	Q1 2016	Princeton, NJ		1		130,000		11,177,597		45,500,000		—		—		34,322,403		100	%		—
Annapolis Junction Building Eight (50% ownership)	Q1 2016	Q1 2016	Annapolis, MD		1		125,000		11,650,836		18,500,000		13,000,000		6,179,228		28,392		—			—
99 Third Avenue Retail	Q4 2015	Q2 2016	Waltham, MA		1		16,500		10,508,350		16,900,000		—		—		6,391,650		84	%		—
535 Mission Street	Q4 2014	Q3 2016	San Francisco, CA		1		307,000		176,792,290		215,000,000		—		—		38,207,710		66	%		27	%
10 CityPoint	Q3 2016	Q2 2017	Waltham, MA		1		245,000		24,713,164		100,400,000		—		—		75,686,836		74	%		—
601 Massachusetts Avenue	Q4 2015	Q4 2017	Washington, DC		1		478,000		228,910,284		360,760,000		—		—		131,849,716		83	%		—
888 Boylston Street	Q1 2016	Q4 2017	Boston, MA		1		425,000		35,931,439		271,500,000		—		—		235,568,561		30	%		—
Salesforce Tower (95% ownership)	Q2 2017	Q1 2019	San Francisco, CA		1		1,400,000		348,923,720		1,073,500,000		—		—		724,576,280		51	%		—

Total Properties under Construction					10		3,291,500	$	876,802,813	$	2,147,790,000	$	24,000,000	$	13,243,002	$	1,261,254,784		58	%		6	%

PROJECTS PLACED IN-SERVICE DURING 2014


	Initial In Service Date	Estimated Stabilization Date	Location	# of Buildings		Square feet		Investment to Date (2)		Estimated Total Investment (2)		Debt (2)		Amount Drawn at 12/31/2014 (2)		Estimated Future Equity Requirement (2)		Percentage Leased (3)			Percentage Placed in Service (4)

680 Folsom Street	Q2 2014	Q3 2014	San Francisco, CA		2		524,793	$	334,224,717	$	343,990,000	$	—	$	—	$	9,765,283		98	%		100	%
250 West 55th Street (5)	Q4 2013	Q4 2015	New York, NY		1		987,800		935,527,394		989,760,000		—		—		54,232,606		79	%		100	%
The Avant at Reston Town Center (359 units)	Q4 2013	Q4 2015	Reston, VA		1		329,168		117,408,690		118,200,000		—		—		791,310		84	%		100	%
The Avant at Reston Town Center - Retail	Q4 2013	Q4 2015	Reston, VA		—		26,179		—		—		—		—		—		100	%		100	%

Total Projects placed in Service					4		1,867,940	$	1,387,160,801	$	1,451,950,000	$	—	$	—	$	64,789,199		86	%		100	%

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market	# of Buildings	Existing Square Feet		Leased %			Annualized Revenue Per Leased SF (6)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Incremental Future Square Footage (7)

North First Business Park	San Jose, CA	5		190,636		100.0	%	$	15.62	N	S		1,359,364

Total Properties held for Re-Development		5		190,636		100.0	%	$	15.62				1,359,364

(1)	A project is classified as Construction in Progress when construction or supply contracts have been signed, physical improvements have commenced or a lease has been signed.

(2)	Represents the Company’s share. Includes net revenue and interest carry.

(3)	Represents percentage leased as of January 23, 2015, including leases with future commencement dates and including residential space.

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

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

(6)	For disclosures relating to our definition of Annualized Revenue, see page 49.

(7)	The Incremental Future Square Footage is Included in Approximate Developable Square Feet of Value Creation Pipeline - Owned Land Parcels on page 47.

Boston Properties, Inc.

Fourth Quarter 2014

VALUE CREATION PIPELINE - OWNED LAND PARCELS

as of December 31, 2014


Location	Acreage		Approximate Developable Square Feet

San Jose, CA (1) (2)		44.0		2,659,364
Boston, MA (50% ownership) (3)		—		377,000
Reston, VA		38.3		1,160,000
Waltham, MA		11.3		805,000
Gaithersburg, MD		27.0		850,000
Springfield, VA		17.8		800,000
Dulles, VA		76.6		760,000
Rockville, MD		58.1		759,000
Washington, DC (50% ownership)		1.3		520,000
Marlborough, MA		50.0		400,000
Annapolis, MD (50% ownership)		20.0		300,000
Andover, MA		10.0		110,000

		354.4		9,500,364

VALUE CREATION PIPELINE - LAND PURCHASE OPTIONS

as of December 31, 2014


Location	Acreage		Approximate Developable Square Feet

Princeton, NJ (4)		134.1		1,650,000
Boston, MA (50% ownership) (3)		—		1,423,000
Cambridge, MA (5)		—		207,500
San Francisco, CA (6)		2.3		TBD

		136.4		3,280,500

(1)	Excludes the existing square footage related to in-service properties being held for future re-development included on page 46.

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

(3)

On December 19, 2014, the Company entered into a joint venture to acquire the air rights for the future development of the first phase at North Station, containing up to 377,000 net rentable square feet of retail and office space. In addition, the Company entered into an option and development rights agreement with its partner pursuant to which the Company has the right to develop residential, hotel and office space in future phases.

(4)	Option to purchase at a fixed price of $30.50 per square foot plus annual non-refundable option payments of $125,000. The option expires on January 1, 2018.

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

(6)	On November 6, 2014, the Company executed an Option Agreement with the owner of a real estate parcel located at 425 Fourth Street, San Francisco, California. The Agreement gives the Company the exclusive and irrevocable option to purchase the property.

Boston Properties, Inc.

Fourth Quarter 2014

Definitions

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

Funds from Operations

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

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

Funds Available for Distribution (FAD)

In addition to FFO, we present Funds Available for Distribution (FAD) by (1) adding to FFO non-real estate depreciation, fair value interest adjustment, losses from early extinguishments of debt, ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment, non-cash stock-based compensation expense, and partners’ share of joint venture 2nd generation tenant improvement and leasing commissions (included in the period in which the lease commences), (2) eliminating the effects of straight-line rent and fair value lease revenue, (3) subtracting: recurring capital expenditures; hotel improvements, equipment upgrades and replacements; and 2nd generation tenant improvement and leasing commissions (included in the period in which the lease commences); and (4) subtracting from FFO non-cash termination adjustment. 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 (all of which have been converted as of May 12, 2014) and (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units plus (C) outstanding Series Four Preferred Units of partnership interest in Boston Properties Limited Partnership multiplied by the fixed liquidation preference of $50 per unit plus (D) outstanding shares of 5.25% Series B Cumulative Redeemable Preferred Stock multiplied by the fixed liquidation preference of $2,500 per share. The calculation of total consolidated market capitalization does not include LTIP Units issued in the form of performance-based awards (OPP Awards and MYLTIP Awards) because, unlike other LTIP Units, they are not earned until certain performance thresholds are achieved. We are presenting this ratio because our degree of leverage could affect our ability to obtain additional financing for working capital, capital expenditures, acquisitions, development or other general corporate purposes. Investors should understand that our total consolidated debt to total consolidated market capitalization ratio is in part a function of the market price of the common stock of the Company, and as such will fluctuate with changes in such price and does not necessarily reflect our capacity to incur additional debt to finance our activities or our ability to manage our existing debt obligations. However, for a company like ours, whose assets are primarily income-producing real estate, the total consolidated debt to total consolidated market capitalization ratio may provide investors with an alternate indication of leverage, so long as it is evaluated along with the ratio of indebtedness to other measures of asset value used by financial analysts and other financial ratios, as well as the various components of our outstanding indebtedness.

Total Adjusted Debt to Total Adjusted Market Capitalization Ratio

Total adjusted debt to total adjusted market capitalization ratio, defined as total adjusted debt (which equals our total consolidated debt, plus our share of unconsolidated joint venture debt, minus our joint venture partners’ share of consolidated debt) as a percentage of the market value of our outstanding equity securities plus our total adjusted debt, is an alternative measure of leverage used by some analysts in the REIT sector. Total adjusted market capitalization is the sum of (A) our total adjusted debt plus (B) the market value of our outstanding equity securities calculated using the closing price per share of common stock of the Company multiplied by the sum of (1) outstanding shares of common stock of the Company, (2) outstanding common units of limited partnership interest in Boston Properties Limited Partnership (excluding common units held by the Company), (3) common units issuable upon conversion of all outstanding Series Two Preferred Units of partnership interest in Boston Properties Limited Partnership (all of which have been converted as of May 12, 2014) and (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units plus (C) outstanding Series Four Preferred Units of partnership interest in Boston Properties Limited Partnership multiplied by the fixed liquidation preference of $50 per unit plus (D) outstanding shares of 5.25% Series B Cumulative Redeemable Preferred Stock multiplied by the fixed liquidation preference of $2,500 per share. The calculation of total adjusted market capitalization does not include performance-based awards because, unlike other LTIP Units, they are not earned until certain performance thresholds are achieved.

We present this ratio because, following the consolidation of 767 Venture, LLC (the entity that owns 767 Fifth Avenue (The GM Building)) effective June 1, 2013, our consolidated debt increased significantly compared to prior periods even though our economic interest in 767 Venture, LLC remained substantially unchanged. We believe the presentation of total adjusted debt may provide investors with a more complete picture of our share of consolidated and unconsolidated debt. In addition, in light of the difference between our total consolidated debt and our total adjusted debt, we believe that also presenting our total adjusted debt to total adjusted market capitalization may provide investors with a more complete picture of our leverage in relation to the overall size of our company. Investors should understand that our total adjusted debt to total adjusted market capitalization ratio is in part a function of the market price of the common stock of the Company, and as such will fluctuate with changes in such price and does not necessarily reflect our capacity to incur additional debt to finance our activities or our ability to manage our existing debt obligations. The total adjusted debt to total adjusted market capitalization ratio should be evaluated along with the ratio of indebtedness to other measures of asset value used by financial analysts and other financial ratios, as well as the various components of our outstanding indebtedness.

Boston Properties, Inc.

Fourth Quarter 2014

Definitions

Consolidated Net Operating Income (NOI)

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

In-Service Properties

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

Same Properties

In our analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented. We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us through the end of the latest period presented as “Same Properties.” “Same Properties” therefore exclude properties placed in-service, acquired, repositioned, or in development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as “in-service” for that property to be included in “Same Properties.” Pages 20-22 & 38 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 and 100% of consolidated joint ventures.

Annualized Revenue

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

Future Annualized Revenue

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

Boston Properties, Inc.

Fourth Quarter 2014

Definitions

Average Monthly Rental Rates

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

Average Economic Occupancy

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

Market Rents

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

Average Physical Occupancy

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

EX-99.2

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 2014 RESULTS

Reports diluted FFO per share of $1.26 Reports diluted EPS of $1.14

BOSTON, MA, January 29, 2015 – Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the fourth quarter ended December 31, 2014.

Results for the quarter ended December 31, 2014

Funds from Operations (FFO) for the quarter ended December 31, 2014 were $193.2 million, or $1.26 per share basic and $1.26 per share diluted. This compares to FFO for the quarter ended December 31, 2013 of $197.6 million, or $1.29 per share basic and $1.29 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 153,127,815 and 153,550,375, respectively, for the quarter ended December 31, 2014 and 152,798,258 and 153,900,104, respectively, for the quarter ended December 31, 2013.

The Company’s reported FFO of $1.26 per share diluted was greater than the guidance previously provided of $1.23-$1.25 per share diluted primarily due to greater than projected portfolio operations of $0.01 per share and fee income of $0.01 per share.

Net income available to common shareholders was $174.5 million for the quarter ended December 31, 2014, compared to $88.7 million for the quarter ended December 31, 2013. Net income available to common shareholders per share (EPS) for the quarter ended December 31, 2014 was $1.14 basic and $1.14 on a diluted basis. This compares to EPS for the fourth quarter of 2013 of $0.58 basic and $0.58 on a diluted basis. Net income available to common shareholders for the quarter ended December 31, 2014, includes gains on sales of real estate aggregating approximately $126.1 million, or $0.73 per share basic and $0.73 per share on a diluted basis, compared to $26.4 million, or $0.15 per share basic and $0.15 per share on a diluted basis, for the quarter ended December 31, 2013.

Results for the year ended December 31, 2014

FFO for the year ended December 31, 2014 was $807.5 million, or $5.27 per share basic and $5.26 per share diluted. This compares to FFO for the year ended December 31, 2013 of $751.5 million, or $4.94 per share basic and $4.91 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 153,089,497 and 153,619,632, respectively, for the year ended December 31, 2014 and 152,200,936 and 153,741,863, respectively, for the year ended December 31, 2013.

Net income available to common shareholders was $433.1 million for the year ended December 31, 2014, compared to $741.8 million for the year ended December 31, 2013. Net income available to common shareholders per share (EPS) for the year ended December 31, 2014 was $2.83 basic and $2.83 on a diluted basis. This compares to EPS for the year ended December 31, 2013 of $4.87 basic and $4.86 on a diluted basis.

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, 2014. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of December 31, 2014, the Company’s portfolio consisted of 169 properties, comprised primarily of Class A office space, one hotel, three residential properties and five retail properties, aggregating approximately 45.8 million square feet, including ten properties under construction totaling 3.3 million square feet. In addition, the Company has structured parking for vehicles containing approximately 15.0 million square feet. The overall percentage of leased space for the 155 properties in service (excluding the three in-service residential properties and the hotel) as of December 31, 2014 was 91.7%.

Significant events during the fourth quarter included:

•

On October 2, 2014, the Company completed the sale of its Patriots Park properties, consisting of three Class A office properties aggregating approximately 706,000 net rentable square feet located in Reston, Virginia, for a gross sale price of $321.0 million. Net cash proceeds totaled approximately $319.1 million, resulting in a gain on sale of real estate totaling approximately $84.6 million. The Company has agreed to provide rent support payments to the buyer with a maximum obligation of up to approximately $12.3 million related to the leasing of 17,762 net rentable square feet at the properties.

•

On October 22, 2014, MIT exercised its right to purchase the Company’s 415 Main Street property (formerly Seven Cambridge Center) located in Cambridge, Massachusetts on February 1, 2016 for approximately $106 million. As part of its lease signed on July 14, 2004, MIT was granted a fixed price option to purchase the building at the beginning of the 11th lease year. 415 Main Street is an Office/Technical property with approximately 231,000 net rentable square feet occupied by the Broad Institute. The sale is subject to the satisfaction of customary closing conditions and there can be no assurance that the sale will be consummated on the terms currently contemplated or at all.

•

On October 24, 2014, the Company completed the sale of a parcel of land at 130 Third Avenue in Waltham, Massachusetts that is permitted for 129,000 square feet for a sale price of approximately $14.3 million. Net cash proceeds totaled approximately $13.6 million, resulting in a gain on sale of real estate totaling approximately $8.3 million.

•

On October 24, 2014, a joint venture in which the Company has a 50% interest extended the loan collateralized by its Annapolis Junction Building Six property. At the time of the extension, the outstanding balance of the construction loan totaled approximately $13.9 million and bore interest at a variable rate equal to LIBOR plus 1.65% per annum and was scheduled to mature on November 17, 2014. The extended loan bears interest at a variable rate equal to LIBOR plus 2.25% per annum and matures on November 17, 2015. Annapolis Junction Building Six is a Class A office property with approximately 119,000 net rentable square feet located in Annapolis, Maryland.

•

On October 30, 2014, the Company completed the sale of a 45% interest in each of 601 Lexington Avenue in New York City and Atlantic Wharf Office Building and 100 Federal Street in Boston for an aggregate gross sale price of approximately $1.827 billion in cash, less the partner’s pro rata share of the indebtedness secured by 601 Lexington Avenue. Net cash proceeds totaled approximately $1.497 billion, after the payment of transaction costs. In connection with the sale, the Company formed a joint venture for each property with the buyer and will provide customary property management and leasing services to the joint ventures. 601 Lexington Avenue is a 1,669,000 square foot Class A office complex located in Midtown Manhattan. The property consists of a 59-story tower as well as a six-story low-rise office and retail building. The property is subject to existing mortgage indebtedness of approximately $712.9 million. The Atlantic Wharf Office Building is a 791,000 square foot Class A office tower located on Boston’s Waterfront. 100 Federal Street is a 1,323,000 square foot Class A office tower located in Boston’s Financial District. The transaction did not qualify as a sale of real estate for financial reporting purposes as the Company continues to control the joint ventures and will therefore continue to account for the properties on a consolidated basis in its financial statements. The Company has accounted for the transaction as an equity transaction and has recognized noncontrolling interest in its consolidated balance sheets equal to 45% of the aggregate carrying value of the total equity of the properties immediately prior to the transaction. The difference between the net cash proceeds received and the noncontrolling interest recognized, which difference totals approximately $648.4 million, has been reflected as an increase to additional paid-in capital in the Company’s consolidated balance sheets. The change in additional paid-in capital plus the partner’s proportionate share of the indebtedness secured by 601 Lexington Avenue of approximately $320.8 million, aggregating approximately $969.2 million, has not been reflected as a gain on sale of real estate in the Company’s consolidated statements of operations.

•

On November 1, 2014, the Company partially placed in-service 535 Mission Street, a Class A office project with approximately 307,000 net rentable square feet located in San Francisco, California. The property is 66% leased.

•

On November 5, 2014, the Company’s Operating Partnership redeemed 27,773 Series Four Preferred Units for cash totaling approximately $1.4 million. An aggregate of 12,667 Series Four Preferred Units remain outstanding and subject to a security interest under a pledge agreement.

•

On November 6, 2014, the Company entered into an option agreement pursuant to which the Company has been granted an option to purchase real property located at 425 Fourth Street in San Francisco, California. In connection with the execution of the agreement, the Company paid a non-refundable option payment to the current owner of $1.0 million. The Company intends to pursue the entitlements necessary to develop the property. The purchase price has not been determined and is dependent on the entitlements obtained. There can be no assurance that the Company will be successful in obtaining the desired entitlements or that it will ultimately determine to exercise the option.

•

On December 2, 2014, the Company partially placed in-service 690 Folsom Street, a mixed-use project with approximately 25,000 net rentable square feet located in San Francisco, California.

•

On December 8, 2014, the Company announced that its Board of Directors declared a regular quarterly cash dividend of $0.65 per share of common stock for the period from October 1, 2014 to December 31, 2014 payable on January 28, 2015 to shareholders of record as of the close of business on December 31, 2014. In addition, the Company announced that its Board of Directors declared a special cash dividend of $4.50 per common share payable on January 28, 2015 to shareholders of record as of the close of business on December 31, 2014. The decision to declare a special dividend was primarily a result of the sale of approximately $2.3 billion of assets in 2014. The Board of Directors did not make any change in the Company’s policy with respect to regular quarterly dividends. The payment of the regular quarterly dividend of $0.65 per share and the special dividend of $4.50 per share will result in a total payment of $5.15 per share payable on January 28, 2015. Holders of common units of limited partnership interest in Boston Properties Limited Partnership, the Company’s Operating Partnership, as of the close of business on December 31, 2014 will receive the same total distribution, payable on January 28, 2015.

•

On December 15, 2014, the Company’s Operating Partnership used available cash to redeem $300.0 million in aggregate principal amount of its 5.625% senior notes due April 15, 2015 (the “5.625% Notes”) and $250.0 million in aggregate principal amount of its 5.000% senior notes due June 1, 2015 (the “5.000% Notes”). The redemption price for the 5.625% Notes was determined in accordance with the applicable indenture and totaled approximately $308.0 million. The redemption price included approximately $2.8 million of accrued and unpaid interest to, but not including, the redemption date. Excluding such accrued and unpaid interest, the redemption price was approximately 101.73% of the principal amount

being redeemed. The redemption price for the 5.000% Notes was determined in accordance with the applicable indenture and totaled approximately $255.8 million. The redemption price included approximately $0.5 million of accrued and unpaid interest to, but not including, the redemption date. Excluding such accrued and unpaid interest, the redemption price was approximately 102.13% of the principal amount being redeemed. The Company recognized a loss on early extinguishment of debt totaling approximately $10.6 million, which amount included the payment of the redemption premium totaling approximately $10.5 million.

•

On December 17, 2014, a joint venture in which the Company has a 25% nominal ownership interest refinanced with a new lender its mortgage loan collateralized by 901 New York Avenue located in Washington, DC. The mortgage loan totaling approximately $150.4 million bore interest at a fixed rate of 5.19% per annum and was scheduled to mature on January 1, 2015. The new mortgage loan totaling $225.0 million bears interest at a fixed rate of 3.61% per annum and matures on January 5, 2025.

•

On December 30, 2014, the Company completed the conveyance to an unrelated third party of a condominium interest in its 75 Ames Street property located in Cambridge Massachusetts. On May 23, 2011, the Company had entered into a ground lease for the vacant land parcel at 75 Ames Street and had also entered into a development agreement to serve as project manager for a 250,000 square foot research laboratory building to be developed on the site at the ground lessee’s expense and to also serve, upon completion of development, as property manager. Gross proceeds to the Company were approximately $56.8 million, including $11.4 million in development fees for the Company’s services, and were received beginning in May 2011. The cash received under the ground lease was initially recognized as unearned revenue and recognized over the 99-year term of the ground lease as ground lease revenue totaling approximately $459,000 per year prior to the conveyance of the condominium interest. As a result of the conveyance and the transfer of title, the Company recognized a gain on sale of real estate totaling approximately $33.8 million during the three months ended December 31, 2014.

Transactions completed subsequent to December 31, 2014:

•

On January 15, 2015, the Company entered into a contract for the sale of its Residences on The Avenue property located in Washington, DC for a gross sale price of $196.0 million. The Company has agreed to provide net operating income support of up to $6.0 million should the property’s net operating income fail to achieve certain thresholds. The Residences on The Avenue is comprised of 335 apartment units and approximately 50,000 net rentable square feet of retail space, subject to a ground lease that expires on February 1, 2068. The sale is subject to the satisfaction of customary closing conditions and there can be no assurance that the sale will be consummated on the terms currently contemplated or at all.

•

On January 21, 2015, the Company’s Compensation Committee approved the 2015 Multi-Year, Long-Term Incentive Program (the “2015 MYLTIP”) as a performance-based component of the Company’s overall compensation program. The Company currently expects that under the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 718 “Compensation – Stock Compensation,” the 2015 MYLTIP will have an aggregate value of approximately $15.7 million, which amount will generally be amortized into earnings over the four-year plan period under the graded vesting method and has been reflected in the 2015 guidance below.

EPS and FFO per Share Guidance:

The Company’s guidance for the first quarter and full year 2015 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below. Except as described below, the 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 otherwise referenced during the conference call referred to below. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions, other 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, impairment losses 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 below.

As shown below, the Company has updated its guidance for FFO per share (diluted) for full year 2015 to $5.28 - $5.43 per share from $5.22 - $5.42 per share. The updated guidance reflects, when compared to the Company’s prior guidance, an increase in revenue from development projects of $0.02 per share, an increase in development and management services income of $0.01 per share, a decrease in general and administrative expenses of $0.02 per share and a decrease in FFO of $0.03 per share due to the expected sale in the first quarter of 2015 of the Company’s Residences on The Avenue property. In addition, the Company’s projected gains on sales of real estate include approximately $0.56 per share from the expected sale in the first quarter of 2015 of the Company’s Residences on The Avenue property.


	First Quarter 2015	Full Year 2015
	Low - High	Low - High
Projected EPS (diluted)	$0.90 - $0.92	$2.34 - $2.49
Add:
Projected Company Share of Real Estate Depreciation and Amortization	0.88 - 0.88	3.50 - 3.50
Less:
Projected Company Share of Gains on Sales of Real Estate	0.56 - 0.56	0.56 - 0.56


Projected FFO per Share (diluted)	$1.22 - $1.24	$5.28 - $5.43

Boston Properties will host a conference call on Friday, January 30, 2015 at 9:00 AM Eastern Time, open to the general public, to discuss the fourth quarter and full year 2014 results, the 2015 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 57045455. A replay of the conference call will be available through February 13, 2015, by dialing (855) 859-2056 (Domestic) or (404) 537-3406 (International) and entering the passcode 57045455. 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 2014 “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, three residential properties and five retail properties. The Company is one of the largest owners and developers of Class A office properties in the United States, concentrated in four markets – Boston, New York, San Francisco and Washington, DC.

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 uncertainties of investing in new markets, 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, national and international economic and market conditions (including the impact of the European sovereign debt issues), 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 2015, whether as a result of new information, future events or otherwise.

Financial tables follow.

BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS


	December 31,			December 31,
	2014			2013
	(in thousands, except for share amounts)
	(unaudited)
ASSETS

Real estate	$	18,231,978		$	17,158,210
Construction in progress		736,311			1,523,179
Land held for future development		268,114			297,376
Less: accumulated depreciation		(3,547,659	)		(3,161,571	)

Total real estate		15,688,744			15,817,194

Cash and cash equivalents		1,763,079			2,365,137
Cash held in escrows		487,321			57,201
Investments in securities		19,459			16,641
Tenant and other receivables, net of allowance for doubtful accounts of $1,142 and $1,636, respectively		46,595			59,464
Accrued rental income, net of allowance of $1,499 and $3,636, respectively		691,999			651,603
Deferred charges, net		831,744			884,450
Prepaid expenses and other assets		164,432			184,477
Investments in unconsolidated joint ventures		193,394			140,097

Total assets	$	19,886,767		$	20,176,264


LIABILITIES AND EQUITY

Liabilities:
Mortgage notes payable	$	4,309,484		$	4,449,734
Unsecured senior notes, net of discount		5,287,704			5,835,854
Unsecured exchangeable senior notes, net of discount		—			744,880
Unsecured line of credit		—			—
Mezzanine notes payable		309,796			311,040
Outside members’ notes payable		180,000			180,000
Accounts payable and accrued expenses		243,263			202,470
Dividends and distributions payable		882,472			497,242
Accrued interest payable		163,532			167,523
Other liabilities		502,255			592,982

Total liabilities		11,878,506			12,981,725


Commitments and contingencies		—			—


Noncontrolling interest:
Redeemable preferred units of the Operating Partnership		633			51,312


Redeemable interest in property partnership		104,692			99,609


Equity:
Stockholders’ equity attributable to Boston Properties, Inc.
Excess stock, $0.01 par value, 150,000,000 shares authorized, none issued or outstanding		—			—
Preferred stock, $0.01 par value, 50,000,000 shares authorized;
5.25% Series B cumulative redeemable preferred stock, $0.01 par value, liquidation preference $2,500 per share, 92,000 shares authorized, 80,000 shares issued and outstanding at December 31, 2014 and December 31, 2013, respectively		200,000			200,000
Common stock, $0.01 par value, 250,000,000 shares authorized, 153,192,845 and 153,062,001 shares issued and 153,113,945 and 152,983,101 shares outstanding at December 31, 2014 and December 31, 2013, respectively		1,531			1,530
Additional paid-in capital		6,270,257			5,662,453
Dividends in excess of earnings		(762,464	)		(108,552	)
Treasury common stock, at cost		(2,722	)		(2,722	)
Accumulated other comprehensive loss		(9,304	)		(11,556	)

Total stockholders’ equity attributable to Boston Properties, Inc.		5,697,298			5,741,153

Noncontrolling interests:
Common units of the Operating Partnership		603,171			576,333
Property partnerships		1,602,467			726,132

Total equity		7,902,936			7,043,618



Total liabilities and equity	$	19,886,767		$	20,176,264

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three months ended						Year ended
	December 31,						December 31,
	2014			2013			2014			2013
	(in thousands, except for per share amounts)
Revenue
Rental
Base rent	$	484,011		$	453,538		$	1,886,339		$	1,675,412
Recoveries from tenants		85,946			79,586			339,365			292,944
Parking and other		25,724			25,174			102,593			97,158

Total rental revenue		595,681			558,298			2,328,297			2,065,514
Hotel revenue		10,907			10,269			43,385			40,330
Development and management services		7,119			7,632			25,316			29,695

Total revenue		613,707			576,199			2,396,998			2,135,539


Expenses
Operating
Rental		211,077			198,588			835,290			742,956
Hotel		7,539			7,488			29,236			28,447
General and administrative		23,172			20,656			98,937			115,329
Transaction costs		640			—			3,140			1,744
Impairment loss		—			—			—			8,306
Depreciation and amortization		162,430			154,475			628,573			560,637

Total expenses		404,858			381,207			1,595,176			1,457,419


Operating income		208,849			194,992			801,822			678,120
Other income (expense)
Income from unconsolidated joint ventures		2,700			2,834			12,769			75,074
Gains on consolidation of joint ventures		—			—			—			385,991
Interest and other income		1,924			1,664			8,765			8,310
Gains (losses) from investments in securities		387			1,039			1,038			2,911
Gains (losses) from early extinguishments of debt		(10,633	)		—			(10,633	)		122
Interest expense		(117,904	)		(121,134	)		(455,743	)		(446,880	)

Income from continuing operations		85,323			79,395			358,018			703,648
Discontinued operations
Income from discontinued operations		—			536			—			8,022
Gain on sale of real estate from discontinued operations		—			26,381			—			112,829
Gain on forgiveness of debt from discontinued operations		—			—			—			20,182
Impairment loss from discontinued operations		—			—			—			(3,241	)

Income before gains on sales of real estate		85,323			106,312			358,018			841,440
Gains on sales of real estate		126,102			—			168,039			—

Net income		211,425			106,312			526,057			841,440
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships		(13,088	)		(2,271	)		(30,561	)		(1,347	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(9	)		(2,661	)		(1,023	)		(6,046	)
Noncontrolling interest - common units of the Operating Partnership		(21,172	)		(7,302	)		(50,862	)		(70,085	)
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		—			(2,713	)		—			(14,151	)

Net income attributable to Boston Properties, Inc.		177,156			91,365			443,611			749,811
Preferred dividends		(2,646	)		(2,646	)		(10,500	)		(8,057	)

Net income attributable to Boston Properties, Inc. common shareholders	$	174,510		$	88,719		$	433,111		$	741,754


Basic earnings per common share attributable to Boston Properties, Inc. common shareholders:
Income from continuing operations	$	1.14		$	0.42		$	2.83		$	4.06
Discontinued operations		—			0.16			—			0.81

Net income	$	1.14		$	0.58		$	2.83		$	4.87


Weighted average number of common shares outstanding		153,128			152,798			153,089			152,201


Diluted earnings per common share attributable to Boston Properties, Inc. common shareholders:
Income from continuing operations	$	1.14		$	0.42		$	2.83		$	4.05
Discontinued operations		—			0.16			—			0.81

Net income	$	1.14		$	0.58		$	2.83		$	4.86


Weighted average number of common and common equivalent shares outstanding		153,550			152,932			153,308			152,521

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)

(Unaudited)


	Three months ended						Year ended
	December 31,						December 31,
	2014			2013			2014			2013
	(in thousands, except for per share amounts)

Net income attributable to Boston Properties, Inc. common shareholders	$	174,510		$	88,719		$	433,111		$	741,754

Add:
Preferred dividends		2,646			2,646			10,500			8,057
Noncontrolling interest in discontinued operations - common units of the Operating Partnership		—			2,713			—			14,151
Noncontrolling interest - common units of the Operating Partnership		21,172			7,302			50,862			70,085
Noncontrolling interest - redeemable preferred units of the Operating Partnership		9			2,661			1,023			6,046
Noncontrolling interests in property partnerships		13,088			2,271			30,561			1,347
Impairment loss from discontinued operations		—			—			—			3,241
Less:
Gains on sales of real estate		126,102			—			168,039			—
Income from discontinued operations		—			536			—			8,022
Gain on sale of real estate from discontinued operations		—			26,381			—			112,829
Gain on forgiveness of debt from discontinued operations		—			—			—			20,182


Income from continuing operations		85,323			79,395			358,018			703,648

Add:
Real estate depreciation and amortization (2)		166,665			159,706			646,463			610,352
Income from discontinued operations		—			536			—			8,022
Less:
Gains on sales of real estate included within income from unconsolidated joint ventures (3)		—			—			—			54,501
Gains on consolidation of joint ventures (4)		—			—			—			385,991
Noncontrolling interests in property partnerships’ share of funds from operations		33,866			16,994			93,864			33,930
Noncontrolling interest - redeemable preferred units of the Operating Partnership (5)		9			694			1,023			4,079
Preferred dividends		2,646			2,646			10,500			8,057


Funds from operations (FFO) attributable to the Operating Partnership		215,467			219,303			899,094			835,464

Less:
Noncontrolling interest - common units of the Operating Partnerships’ share of funds from operations		22,281			21,698			91,588			84,000


Funds from operations attributable to Boston Properties, Inc.	$	193,186		$	197,605		$	807,506		$	751,464


Boston Properties, Inc.’s percentage share of funds from operations - basic		89.66	%		90.11	%		89.81	%		89.99	%


Weighted average shares outstanding - basic		153,128			152,798			153,089			152,201


FFO per share basic	$	1.26		$	1.29		$	5.27		$	4.94


Weighted average shares outstanding - diluted		153,550			153,900			153,620			153,742


FFO per share diluted	$	1.26		$	1.29		$	5.26		$	4.91

(1)

Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), we calculate Funds from Operations, or “FFO,” by adjusting net income (loss) attributable to Boston Properties, Inc. (computed in accordance with GAAP, including non-recurring items) for gains (or losses) from sales of properties, impairment losses on depreciable real estate of consolidated real estate, impairment losses on investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures, real estate related depreciation and amortization, and after adjustment for unconsolidated partnerships and joint ventures. FFO is a non-GAAP financial measure. The use of FFO, combined with the required primary GAAP presentations, has been fundamentally beneficial in improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for reviewing our comparative operating and financial performance because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment losses and real estate asset depreciation and amortization (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO can help one compare the operating performance of a company’s real estate between periods or as compared to different companies.

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

FFO should not be considered as an alternative to net income attributable to Boston Properties, Inc. (determined in accordance with GAAP) as an indication of our performance. FFO does not represent cash generated from operating activities determined in accordance with GAAP, and is not a measure of liquidity or an indicator of our ability to make cash distributions. We believe that to further understand our performance, FFO should be compared with our reported net income attributable to Boston Properties, Inc. and considered in addition to cash flows 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 $162,430, $154,475, $628,573 and $560,637, our share of unconsolidated joint venture real estate depreciation and amortization of $4,582, $4,633, $19,251 and $46,214 and depreciation and amortization from discontinued operations of $0, $934, $0 and $4,760, less corporate-related depreciation and amortization of $347, $336, $1,361 and $1,259 for the three months and years ended December 31, 2014 and 2013, respectively.

(3)	Consists of the portion of income from unconsolidated joint ventures related to (1) the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and (2) the gain on sale of 125 West 55th Street totaling approximately $43.2 million during the year ended December 31, 2013.

(4)	The gains on consolidation of joint ventures consisted of (1) 767 Fifth Avenue (The General Motors Building) totaling approximately $359.5 million and (2) the Company’s Value-Added Fund’s Mountain View properties totaling approximately $26.5 million during the year ended December 31, 2013.

(5)

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

BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES


	% Leased by Location
	December 31, 2014			December 31, 2013
Boston		91.4	%		93.9	%
New York (1)		90.9	%		93.0	%
San Francisco		88.3	%		89.9	%
Washington, DC		94.8	%		95.0	%

Total Portfolio		91.7	%		93.4	%


	% Leased by Type
	December 31, 2014			December 31, 2013
Class A Office Portfolio		91.8	%		93.8	%
Office/Technical Portfolio		87.7	%		85.4	%

Total Portfolio		91.7	%		93.4	%

(1)	Beginning in 2014, the Company has reflected its Princeton portfolio as the suburban component of its New York region.