Filed Pursuant to Rule 433
Registration Statement No. 333-155307-01
Relating to Preliminary Prospectus Supplement dated April 8, 2010 and
Prospectus dated November 17, 2008
Boston Properties Limited Partnership
$700,000,000 5.625% Senior Notes due 2020
| Issuer: | Boston Properties Limited Partnership | |
| Type: | SEC Registered | |
| Size: | $700,000,000 | |
| Maturity: | November 15, 2020 | |
| Coupon (Interest Rate): | 5.625% per year | |
| Benchmark Treasury: | 3.625% due February 15, 2020 | |
| Benchmark Treasury Price / Yield: | 97-27+ / 3.888% | |
| Spread to Benchmark Treasury: | 175 bps | |
| Yield to Maturity: | 5.638% per year | |
| Expected Ratings* (Moody’s / Standard & Poor’s / Fitch Ratings): | Baa2 (stable) / A- (negative) / BBB (stable) | |
| Interest Payment Dates: | May 15 and November 15, commencing November 15, 2010 | |
| Day Count Convention: | 30 / 360 | |
| Redemption Provision: | Make-whole call at any time based on U.S. Treasury plus 30 basis points or at par on or after 90 days prior to November 15, 2020 | |
| Initial Price to Public: | 99.891% plus accrued interest if settlement occurs after April 19, 2010 | |
| Settlement Date: | T+7; April 19, 2010 | |
| Denominations: | $1,000 x $1,000 | |
| CUSIP / ISIN: | 10112RAR5 / US10112RAR57 | |
| Joint Book-Running Managers: | Banc of America Securities LLC J.P. Morgan Securities Inc. Morgan Stanley & Co. Incorporated Citigroup Global Markets Inc. Deutsche Bank Securities Inc. | |
| Co-Managers: | BNY Mellon Capital Markets, LLC Capital One Southcoast, Inc. Commerzbank Capital Markets Corp. Mitsubishi UFJ Securities (USA), Inc. PNC Capital Markets LLC RBS Securities Inc. Scotia Capital (USA) Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC | |
*Ratings may be changed, suspended or withdrawn at any time and are not a recommendation to buy, hold or sell any security.
The issuer has filed a registration statement (including a prospectus and a preliminary prospectus supplement) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus and the preliminary prospectus supplement in that registration statement and other documents the issuer has filed with the Securities and Exchange Commission for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the Securities and Exchange Commission’s website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and preliminary prospectus supplement if you request it by calling Banc of America Securities LLC toll-free at 1-800-294-1322, J.P. Morgan Securities Inc. collect at 1-212-834-4533, or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.
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