Form 8-K BOSTON PROPERTIES INC For: Oct 28

October 29, 2014 6:05 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

�

FORM 8-K

CURRENT REPORT

Pursuant to Section�13 or 15(d)

of the Securities Exchange Act of 1934

�

Date of report (Date of earliest event reported): October�28, 2014

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 October�28, 2014, Boston Properties, Inc. (the �Company�) issued a press release announcing its financial results for the third 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 September�30, 2014.

*99.2	��	Press release dated October�28, 2014.

�

*	Filed herewith.

�

SIGNATURES

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

�


	��	BOSTON PROPERTIES, INC.

Date: October�28, 2014	��	By:	��	/s/ Michael E. LaBelle
	��		��	Michael E. LaBelle
	��		��	Senior Vice President, Chief Financial Officer

EXHIBIT INDEX

�


Exhibit No.	��	Description

*99.1	��	Boston Properties, Inc. Supplemental Operating and Financial Data for the quarter ended September�30, 2014.

*99.2	��	Press release dated October�28, 2014.

�

*	Filed herewith.

Exhibit 99.1

�

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended September�30, 2014

Boston Properties, Inc.

Third 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: 601 Lexington Avenue; right corner, 599 Lexington Avenue, New York, NY)

�

Boston Properties, Inc.

Third 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 32 individuals averages 30 years of real estate experience and nineteen years with Boston Properties. We believe that our size, management depth, financial strength, reputation, and relationships of key personnel provide a competitive advantage to realize growth through property development and acquisitions. Boston Properties benefits from the reputation and relationships of key personnel, including Mortimer B. Zuckerman, Executive Chairman; 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 its 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 September�30, 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)	��	172
Total Square Feet (includes unconsolidated joint ventures and structured parking)	��	62.1 million
Closing 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	��	2.25%
Total Adjusted Market Capitalization (1)	��	$29.9 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.

Third Quarter 2014

�

INVESTOR INFORMATION

�


Board of Directors			��	Management
Mortimer B. Zuckerman Executive Chairman � 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 [email protected] � Arista Joyner, Investor Relations Manager at 617.236.3343 or [email protected]

�

Common Stock Data (NYSE: BXP)

�

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

�

��

Q3 2014

�

Q2 2014

�

Q1�2014

�

Q4 2013

�

Q3 2013

�

High Closing Price

��

123.41

��

�

121.95

��

�

114.53

��

�

109.64

��

�

111.35

��

Low Closing Price

��

113.66

��

�

114.45

��

�

100.39

��

�

98.46

��

�

98.27

��

Average Closing Price

��

119.60

��

�

118.07

��

�

109.07

��

�

103.44

��

�

105.81

��

Closing Price, at the end of the quarter

��

115.76

��

�

118.18

��

�

114.53

��

�

100.37

��

�

106.90

��

Dividends per share

��

0.65

��

�

0.65

��

�

0.65

��

�

0.65

��

�

0.65

��

Special dividends per share

��

�

��

�

��

�

��

�

2.25

��

�

��

�

Total dividends

��

0.65

��

�

0.65

��

�

0.65

��

�

2.90

��

�

0.65

��

�

Closing dividend yield - annualized (1)

��

�

2.25

%�

�

2.20

%�

�

2.27

%�

�

2.59

%�

�

2.43

%�

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)

��

�

171,062

��

�

171,063

��

�

171,029

��

�

170,896

��

�

170,897

��

Closing market value of outstanding shares and units (thousands)

��

20,004,159

��

�

20,434,232

��

�

19,805,957

��

�

17,370,837

��

�

18,486,904

��

�

(1)

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 three quarters will be announced according to the following schedule:

Fourth�Quarter,�2014	��	Tentatively January 27, 2015
First�Quarter,�2015	��	Tentatively April 28, 2015
Second�Quarter,�2015	��	Tentatively July 28, 2015

�

Boston Properties, Inc.

Third Quarter 2014

�

RESEARCH COVERAGE

�


Equity Research Coverage			�	Debt Research Coverage	�	Rating Agencies
Lucy Moore	�	Omotayo�Okusanya�/�Charles�Croson	�	Scott Frost	�	Stephen Boyd
Argus Research Company	�	Jefferies & Co.	�	Bank�of�America�Merrill�Lynch	�	Fitch Ratings
646.747.5456	�	212.336.7076 / 917.421.1943	�	646.855.8078	�	212.908.9153

Jeffrey Spector / Jamie Feldman	�	Anthony Paolone	�	Thomas Cook	�	Chris Wimmer
Bank of America Merrill Lynch	�	J.P. Morgan Securities	�	Citi Investment Research	�	Moody�s Investors Service
212.449.6329 / 212.449.6339	�	212.622.6682	�	212.723.1112	�	212.553.2947

Ross Smotrich	�	Jordan�Sadler�/�Austin�Wurschmidt	�	John Giordano	�	Lisa Sarajian
Barclays Capital	�	KeyBanc Capital Markets	�	Credit Suisse Securities	�	Standard & Poor�s
212.526.2306	�	917.368.2280 / 917.368.2311	�	212.538.4935	�	212.438.2597

David Toti / Evan Smith	�	Vance Edelson	�	Ron Perotta	�
Cantor Fitzgerald	�	Morgan Stanley	�	Goldman Sachs	�
212.829.5224 / 215.915.1220	�	212.761.4000	�	212.702.7885	�

Thomas Lesnick	�	Rich Moore / Mike Carroll	�	Mark Streeter	�
Capital One Securities	�	RBC Capital Markets	�	J.P. Morgan Securities	�
504.528.9174	�	440.715.2646 / 440.715.2649	�	212.834.5086	�

Michael�Bilerman�/�Emmanuel�Korchman	�	David�Rodgers�/�Matthew�Spencer	�	Thierry Perrein / Jason Jones	�
Citigroup Global Markets	�	RW Baird	�	Wells Fargo	�
212.816.1383 / 212.816.1382	�	216.737.7341 / 414.298.5053	�	704.715.8455 / 704.715.7932	�

James�Sullivan�/�Tom�Catherwood	�	Alexander�Goldfarb�/�Andrew�Schaffer	�		�
Cowen and Company	�	Sandler O�Neill & Partners	�		�
646.562.1380 / 646.562.1382	�	212.466.7937 / 212.466.8062	�		�

Vincent�Chao�/�Venkat�Kommineni	�	John Guinee / Erin Aslakson	�		�
Deutsche Bank Securities	�	Stifel, Nicolaus & Company	�		�
212.250.6799 / 212.250.6090	�	443.224.1307 / 443.224.1350	�		�

Brad Burke	�	Michael Lewis	�		�
Goldman Sachs	�	SunTrust Robinson Humphrey	�		�
917.343.2082	�	212.319.5659	�		�

Michael Knott / Jed Reagan	�	Ross Nussbaum / Nick Yulico	�		�
Green Street Advisors	�	UBS Securities	�		�
949.640.8780	�	212.713.2484 / 212.713.3402	�		�

Steve Sakwa / Gabe Hilmoe	�	Brendan Maiorana	�		�
ISI Group	�	Wells Fargo Securities	�		�
212.446.9462 / 212.446.9459	�	804.649.2311	�		�

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

�

Boston Properties, Inc.

Third Quarter 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

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

Selected Items:

��

�

Revenue

��

618,803

��

�

589,794

��

�

574,694

��

�

576,199

��

�

571,481

��

Straight-line rent (1)

��

18,281

��

�

10,672

��

�

8,140

��

�

15,936

��

�

14,837

��

Fair value lease revenue (1) (2)

��

9,207

��

�

7,425

��

�

7,501

��

�

7,202

��

�

7,073

��

Revenue from residential properties

��

7,018

��

�

6,298

��

�

5,682

��

�

5,606

��

�

5,493

��

Company share of funds from operations from unconsolidated joint ventures

��

9,518

��

�

7,820

��

�

7,400

��

�

7,467

��

�

7,951

��

Lease termination fees (1) (3)

��

9,878

��

�

1,027

��

�

1,119

��

�

664

��

�

1,380

��

Ground rent expense (4)

��

4,986

��

�

4,984

��

�

4,986

��

�

5,004

��

�

5,016

��

ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment

��

�

��

�

2,438

��

�

4,971

��

�

4,888

��

Fair value interest adjustment (1)

��

7,694

��

�

7,630

��

�

7,583

��

�

7,512

��

�

7,491

��

Capitalized interest

��

12,223

��

�

14,877

��

�

17,709

��

�

17,900

��

�

17,398

��

Capitalized wages

��

3,403

��

�

4,103

��

�

3,547

��

�

4,113

��

�

3,147

��

Operating Margins [(rental revenue - rental expense)/rental revenue] (5)

��

�

66.2

%�

�

66.5

%�

�

65.1

%�

�

66.3

%�

�

66.2

%�

Gains (losses) from early extinguishments of debt

��

�

��

�

��

�

��

�

(30

)�

Net income attributable to Boston Properties, Inc. common shareholders

��

127,724

��

�

76,527

��

�

54,034

��

�

88,719

��

�

152,677

��

Funds from operations (FFO) attributable to Boston Properties, Inc.

��

223,403

��

�

207,010

��

�

183,844

��

�

197,605

��

�

197,859

��

FFO per share - diluted

��

1.46

��

�

1.35

��

�

1.20

��

�

1.29

��

�

1.29

��

Net income attributable to Boston Properties, Inc. per share - basic

��

0.83

��

�

0.50

��

�

0.35

��

�

0.58

��

�

1.00

��

Net income attributable to Boston Properties, Inc. per share - diluted

��

0.83

��

�

0.50

��

�

0.35

��

�

0.58

��

�

1.00

��

Dividends per common share (6)

��

0.65

��

�

0.65

��

�

0.65

��

�

2.90

��

�

0.65

��

Funds available for distribution to common shareholders and common unitholders (FAD) (7)

��

169,492

��

�

182,940

��

�

166,782

��

�

159,466

��

�

152,714

��

Ratios:

��

�

Interest Coverage Ratio (excluding capitalized interest) - cash basis (8)

��

�

3.13

��

�

3.12

��

�

2.96

��

�

2.93

��

�

2.87

��

Interest Coverage Ratio (including capitalized interest) - cash basis (8)

��

�

2.83

��

�

2.76

��

�

2.56

��

�

2.55

��

�

2.51

��

FFO Payout Ratio (9)

��

�

44.52

%�

�

48.15

%�

�

54.17

%�

�

50.39

%�

�

50.39

%�

FAD Payout Ratio (10)

��

�

65.65

%�

�

60.66

%�

�

66.36

%�

�

69.35

%�

�

72.23

%�

Balance Sheet Items:

��

�

Above-market rents (included within Prepaid Expenses and Other Assets)

��

86,609

��

�

92,598

��

�

98,555

��

�

104,618

��

�

110,993

��

Below-market rents (included within Other Liabilities)

��

266,681

��

�

284,726

��

�

300,292

��

�

315,953

��

�

331,606

��

Accrued ground rent expense (included within Other Liabilities)

��

54,448

��

�

52,779

��

�

51,071

��

�

49,324

��

�

47,539

��

Accrued interest payable on outside members� notes payable (included within Accrued Interest Payable)

��

81,372

��

�

78,270

��

�

77,304

��

�

76,364

��

�

74,459

��

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

Capitalization:

��

�

Common Stock Price @ Quarter End

��

115.76

��

�

118.18

��

�

114.53

��

�

100.37

��

�

106.90

��

Equity Value @ Quarter End

��

20,004,159

��

�

20,434,232

��

�

19,805,957

��

�

17,370,837

��

�

18,486,904

��

Total Consolidated Debt

��

10,475,750

��

�

10,558,609

��

�

10,577,135

��

�

11,341,508

��

�

11,354,369

��

Total Consolidated Market Capitalization

��

30,479,909

��

�

30,992,841

��

�

30,383,092

��

�

28,712,345

��

�

29,841,273

��

Total Consolidated Debt/Total Consolidated Market Capitalization�(11)

��

�

34.37

%�

�

34.07

%�

�

34.81

%�

�

39.50

%�

�

38.05

%�

BXP�s Share of Unconsolidated Joint Venture Debt

��

331,765

��

�

328,711

��

�

328,869

��

�

329,188

��

�

328,373

��

Less:

��

�

Partners� Share of Consolidated Debt

��

867,377

��

�

872,839

��

�

878,265

��

�

883,655

��

�

889,008

��

Total Adjusted Debt

��

9,940,138

��

�

10,014,481

��

�

10,027,739

��

�

10,787,041

��

�

10,793,734

��

Total Adjusted Market Capitalization�(12)

��

29,944,297

��

�

30,448,713

��

�

29,833,696

��

�

28,157,878

��

�

29,280,638

��

Total Adjusted Debt/Total Adjusted Market Capitalization (12) (13)

��

�

33.20

%�

�

32.89

%�

�

33.61

%�

�

38.31

%�

�

36.86

%�

�

(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 $18,172, $17,003, $15,996, $15,473 and $17,524 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

(6)	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 of the differences between FAD and FFO, see page 11.

(8)	For additional detail, see page 11.

(9)	FFO Payout Ratio is defined as dividends per share to common shareholders divided by FFO per share. 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.

(10)

FAD Payout Ratio is defined as distributions to common shareholders and unitholders divided by FAD. For the three months ended December�31, 2013, excludes the $2.25 per share special distribution paid on January�29, 2014 to shareholders of record as of the close of business on December�31, 2013. For additional information, see page 11.

(11)	For disclosures related to our definition of Total Consolidated Debt to Total Consolidated Market Capitalization Ratio, see page 48.

(12)	For additional detail, see page 12.

(13)	For disclosures related to our definition of Total Adjusted Debt to Total Adjusted Market Capitalization Ratio, see page 48.

�

Boston Properties, Inc.

Third Quarter 2014

�

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

ASSETS

��

�

Real estate

��

18,362,993

��

�

17,680,555

��

�

17,258,665

��

�

17,158,210

��

�

17,105,492

��

Construction in progress (1)

��

�

715,609

��

�

1,309,781

��

�

1,564,821

��

�

1,523,179

��

�

1,502,017

��

Land held for future development

��

�

276,804

��

�

273,587

��

�

300,498

��

�

297,376

��

�

295,370

��

Less accumulated depreciation

��

�

(3,469,130

)�

�

(3,368,974

)�

�

(3,263,208

)�

�

(3,161,571

)�

�

(3,076,280

)�

��

�

Total real estate

��

�

15,886,276

��

�

15,894,949

��

�

15,860,776

��

�

15,817,194

��

�

15,826,599

��

Cash and cash equivalents

��

�

846,664

��

�

1,036,576

��

�

1,179,573

��

�

2,365,137

��

�

1,641,275

��

Cash held in escrows (2)

��

�

153,161

��

�

59,248

��

�

54,240

��

�

57,201

��

�

53,499

��

Marketable securities

��

�

18,834

��

�

18,927

��

�

18,026

��

�

16,641

��

�

15,377

��

Tenant and other receivables, net

��

�

43,210

��

�

51,348

��

�

37,812

��

�

59,464

��

�

55,393

��

Accrued rental income, net

��

�

689,885

��

�

673,587

��

�

661,730

��

�

651,603

��

�

641,041

��

Deferred charges, net

��

�

837,907

��

�

853,924

��

�

861,567

��

�

884,450

��

�

918,798

��

Prepaid expenses and other assets

��

�

219,074

��

�

133,035

��

�

178,488

��

�

184,477

��

�

238,688

��

Investments in unconsolidated joint ventures

��

�

180,149

��

�

176,939

��

�

127,356

��

�

126,084

��

�

129,038

��

�

Total assets

��

18,875,160

��

�

18,898,533

��

�

18,979,568

��

�

20,162,251

��

�

19,519,708

��

�

LIABILITIES AND EQUITY

��

�

Liabilities:

��

�

Mortgage notes payable

��

4,328,464

��

�

4,411,453

��

�

4,430,110

��

�

4,449,734

��

�

4,468,069

��

Unsecured senior notes, net of discount

��

�

5,837,172

��

�

5,836,729

��

�

5,836,290

��

�

5,835,854

��

�

5,835,424

��

Unsecured exchangeable senior notes, net of discount

��

�

��

�

��

�

��

�

744,880

��

�

739,536

��

Unsecured line of credit

��

�

��

�

��

�

��

�

��

�

��

Mezzanine notes payable

��

�

310,114

��

�

310,427

��

�

310,735

��

�

311,040

��

�

311,340

��

Outside members� notes payable

��

�

180,000

��

�

180,000

��

�

180,000

��

�

180,000

��

�

180,000

��

Accounts payable and accrued expenses

��

�

253,600

��

�

216,080

��

�

218,028

��

�

202,470

��

�

215,778

��

Dividends and distributions payable

��

�

112,708

��

�

112,420

��

�

114,799

��

�

497,242

��

�

112,470

��

Accrued interest payable

��

�

181,954

��

�

156,024

��

�

178,651

��

�

167,523

��

�

181,310

��

Other liabilities

��

�

517,428

��

�

539,716

��

�

556,772

��

�

578,969

��

�

567,464

��

�

Total liabilities

��

�

11,721,440

��

�

11,762,849

��

�

11,825,385

��

�

12,967,712

��

�

12,611,391

��

�

Commitments and contingencies

��

�

��

�

��

�

��

�

��

�

��

�

Noncontrolling interests:

��

�

Redeemable preferred units of the Operating Partnership

��

�

2,022

��

�

18,006

��

�

51,312

��

�

51,312

��

�

67,806

��

�

Redeemable interest in property partnership

��

�

104,105

��

�

103,778

��

�

100,327

��

�

99,609

��

�

98,649

��

�

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, 153,099,786, 153,092,574, 153,017,311, 152,983,101 and 152,390,595 outstanding, respectively

��

�

1,531

��

�

1,531

��

�

1,530

��

�

1,530

��

�

1,524

��

Additional paid-in capital

��

�

5,684,649

��

�

5,679,578

��

�

5,668,230

��

�

5,662,453

��

�

5,250,174

��

Earnings (dividends) in excess of dividends (earnings)

��

�

(148,566

)�

�

(176,929

)�

�

(153,979

)�

�

(108,552

)�

�

246,206

��

Treasury common stock, at cost

��

�

(2,722

)�

�

(2,722

)�

�

(2,722

)�

�

(2,722

)�

�

(2,722

)�

Accumulated other comprehensive loss

��

�

(9,866

)�

�

(10,429

)�

�

(10,989

)�

�

(11,556

)�

�

(12,122

)�

��

�

Total stockholders� equity attributable to Boston Properties, Inc.

��

�

5,725,026

��

�

5,691,029

��

�

5,702,070

��

�

5,741,153

��

�

5,683,060

��

Noncontrolling interests:

��

�

Common units of the Operating Partnership

��

�

606,002

��

�

601,775

��

�

575,381

��

�

576,333

��

�

577,173

��

Property partnerships

��

�

716,565

��

�

721,096

��

�

725,093

��

�

726,132

��

�

481,629

��

�

Total equity

��

�

7,047,593

��

�

7,013,900

��

�

7,002,544

��

�

7,043,618

��

�

6,741,862

��

�

Total liabilities and equity

��

18,875,160

��

�

18,898,533

��

�

18,979,568

��

�

20,162,251

��

�

19,519,708

��

�

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

(2)	At September�30, 2014, cash held in escrows includes approximately $90.2 million of proceeds from the sale of the Company�s Mountain View properties that is being held for possible investment in a like kind exchange in accordance with Section�1031 of the Internal Revenue Code.

�

Boston Properties, Inc.

Third Quarter 2014

�

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)

�

��

Three Months Ended

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

Revenue

��

�

Rental

��

�

Base Rent

��

484,071

��

�

463,239

��

�

455,018

��

�

453,538

��

�

449,636

��

Recoveries from tenants

��

�

90,103

��

�

81,382

��

�

81,934

��

�

79,586

��

�

80,718

��

Parking and other

��

�

26,236

��

�

26,300

��

�

24,333

��

�

25,174

��

�

25,000

��

�

Total rental revenue

��

�

600,410

��

�

570,921

��

�

561,285

��

�

558,298

��

�

555,354

��

Hotel revenue

��

�

11,918

��

�

12,367

��

�

8,193

��

�

10,269

��

�

10,652

��

Development�and�management�services

��

�

6,475

��

�

6,506

��

�

5,216

��

�

7,632

��

�

5,475

��

�

Total revenue

��

�

618,803

��

�

589,794

��

�

574,694

��

�

576,199

��

�

571,481

��

�

Expenses

��

�

Operating

��

�

114,116

��

�

110,239

��

�

114,455

��

�

108,147

��

�

108,668

��

Real estate taxes

��

�

101,063

��

�

92,407

��

�

91,933

��

�

90,441

��

�

90,620

��

Hotel operating

��

�

7,585

��

�

7,315

��

�

6,797

��

�

7,488

��

�

6,580

��

General and administrative (1)

��

�

22,589

��

�

23,271

��

�

29,905

��

�

20,656

��

�

24,841

��

Transaction costs

��

�

1,402

��

�

661

��

�

437

��

�

��

�

766

��

Depreciation and amortization

��

�

157,245

��

�

154,628

��

�

154,270

��

�

154,475

��

�

153,253

��

�

Total expenses

��

�

404,000

��

�

388,521

��

�

397,797

��

�

381,207

��

�

384,728

��

�

Operating income

��

�

214,803

��

�

201,273

��

�

176,897

��

�

194,992

��

�

186,753

��

Other income (expense)

��

�

Income�from�unconsolidated�joint�ventures (2)

��

�

4,419

��

�

2,834

��

�

2,816

��

�

2,834

��

�

14,736

��

Gains on consolidation of joint ventures (3)

��

�

��

�

��

�

��

�

��

�

(1,810

)�

Interest and other income

��

�

3,421

��

�

2,109

��

�

1,311

��

�

1,664

��

�

3,879

��

Gains (losses) from investments in securities (1)

��

�

(297

)�

�

662

��

�

286

��

�

1,039

��

�

956

��

Interest expense (4)

��

�

(113,308

)�

�

(110,977

)�

�

(113,554

)�

�

(121,134

)�

�

(122,173

)�

Gains (losses) from early extinguishments of debt

��

�

��

�

��

�

��

�

��

�

(30

)�

��

�

Income from continuing operations

��

�

109,038

��

�

95,901

��

�

67,756

��

�

79,395

��

�

82,311

��

Gains on sales of real estate (5)

��

�

41,937

��

�

��

�

��

�

��

�

��

Discontinued operations

��

�

Income from discontinued operations

��

�

��

�

��

�

��

�

536

��

�

1,677

��

Gains on sales of real estate from discontinued operations

��

�

��

�

��

�

��

�

26,381

��

�

86,448

��

�

Net income

��

�

150,975

��

�

95,901

��

�

67,756

��

�

106,312

��

�

170,436

��

Net income attributable to noncontrolling interests

��

�

Noncontrolling interest in property partnerships

��

�

(5,566

)�

�

(7,553

)�

�

(4,354

)�

�

(2,271

)�

�

3,279

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership

��

�

(75

)�

�

(320

)�

�

(619

)�

�

(2,661

)�

�

(1,082

)�

Noncontrolling interest - common units of the Operating Partnership (6)

��

�

(14,963

)�

�

(8,883

)�

�

(6,160

)�

�

(7,302

)�

�

(8,339

)�

Noncontrolling interest in discontinued operations - common units of the Operating Partnership (6)

��

�

��

�

��

�

��

�

(2,713

)�

�

(8,970

)�

��

�

Net income attributable to Boston Properties, Inc.

��

�

130,371

��

�

79,145

��

�

56,623

��

�

91,365

��

�

155,324

��

Preferred dividends

��

�

(2,647

)�

�

(2,618

)�

�

(2,589

)�

�

(2,646

)�

�

(2,647

)�

��

�

Net income attributable to Boston Properties, Inc. common shareholders

��

127,724

��

�

76,527

��

�

54,034

��

�

88,719

��

�

152,677

��

�

INCOME PER SHARE OF COMMON STOCK (EPS)

��

�

Net income attributable to Boston Properties, Inc. per share - basic

��

0.83

��

�

0.50

��

�

0.35

��

�

0.58

��

�

1.00

��

�

Net income attributable to Boston Properties, Inc. per share - diluted

��

0.83

��

�

0.50

��

�

0.35

��

�

0.58

��

�

1.00

��

�

(1)

Gains (losses) from investments in securities includes $(297), $662, $286, $1,039 and $956 and general and administrative expense includes $297, $(662), $(306), $(1,055) and $(941) for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively, related to the Company�s deferred compensation plan.

(2)	For the three months ended September�30, 2013, includes the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and an adjustment to the gain on sale of 125 West 55th Street totaling approximately $(0.1) million.

(3)

For the three months ended September�30, 2013, the gains on consolidation of joint ventures consisted of adjustments to the gains from (1)�767 Fifth Avenue (The GM Building) totaling approximately $(3.9) million and (2)�the Company�s Value-Added Fund�s Mountain View properties totaling approximately $2.1 million.

(4)

For the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, interest expense includes $7,102, $6,965, $6,940, $6,906 and $6,873, 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.

(5)	See page 45 for additional information.

(6)

Equals noncontrolling interest�common units of the Operating Partnership�s share of 10.34%, 10.16%, 9.90%, 9.89% and 9.94% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

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

�

Boston Properties, Inc.

Third Quarter 2014

�

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)

�

��

Three Months Ended

�

��

30-Sep-14

�

��

30-Jun-14

�

��

31-Mar-14

�

��

31-Dec-13

�

��

30-Sep-13

�

Net income attributable to Boston Properties, Inc. common shareholders

��

127,724

��

76,527

��

54,034

��

88,719

��

152,677

��

Add:

��

Preferred dividends

��

�

2,647

��

�

2,618

��

�

2,589

��

�

2,646

��

�

2,647

��

Noncontrolling interest in discontinued operations - common units of the Operating Partnership

��

�

��

�

��

�

��

�

2,713

��

�

8,970

��

Noncontrolling interest - common units of the Operating Partnership

��

�

14,963

��

�

8,883

��

�

6,160

��

�

7,302

��

�

8,339

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership

��

�

��

�

320

��

�

619

��

�

2,661

��

�

1,082

��

Noncontrolling interests in property partnerships

��

�

5,566

��

�

7,553

��

�

4,354

��

�

2,271

��

�

(3,279

)�

Less:

��

Gains on sales of real estate

��

�

41,937

��

�

��

�

��

�

��

�

��

Income from discontinued operations

��

�

��

�

��

�

��

�

536

��

�

1,677

��

Gains on sales of real estate from discontinued operations

��

�

��

�

��

�

��

�

26,381

��

�

86,448

��

�

��

�

��

�

��

�

��

�

Income from continuing operations

��

�

109,038

��

�

95,901

��

�

67,756

��

�

79,395

��

�

82,311

��

Add:

��

Real estate depreciation and amortization (1)

��

�

162,012

��

�

159,272

��

�

158,514

��

�

159,706

��

�

158,274

��

Income from discontinued operations

��

�

��

�

��

�

��

�

536

��

�

1,677

��

Less:

��

Gains on sales of real estate included within income from unconsolidated joint ventures (2)

��

�

��

�

��

�

��

�

��

�

11,174

��

Gains on consolidation of joint ventures (3)

��

�

��

�

��

�

��

�

��

�

(1,810

)�

Noncontrolling interests in property partnerships� share of funds from operations

��

�

19,150

��

�

21,825

��

�

19,023

��

�

16,994

��

�

9,462

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership (4)

��

�

��

�

320

��

�

619

��

�

694

��

�

1,082

��

Preferred dividends

��

�

2,647

��

�

2,618

��

�

2,589

��

�

2,646

��

�

2,647

��

�

��

�

��

�

��

�

��

�

Funds from operations (FFO) attributable to the Operating Partnership

��

�

249,178

��

�

230,410

��

�

204,039

��

�

219,303

��

�

219,707

��

Less:

��

Noncontrolling interest - common units of the Operating Partnership�s share of funds from operations

��

�

25,775

��

�

23,400

��

�

20,195

��

�

21,698

��

�

21,848

��

�

��

�

��

�

��

�

��

�

FFO attributable to Boston Properties, Inc. (5)

��

223,403

��

207,010

��

183,844

��

197,605

��

197,859

��

�

��

�

��

�

��

�

��

�

FFO per share - basic

��

1.46

��

1.35

��

1.20

��

1.29

��

1.30

��

�

��

�

��

�

��

�

��

�

Weighted average shares outstanding - basic

��

�

153,120

��

�

153,078

��

�

153,030

��

�

152,798

��

�

152,407

��

�

��

�

��

�

��

�

��

�

FFO per share - diluted

��

1.46

��

1.35

��

1.20

��

1.29

��

1.29

��

�

��

�

��

�

��

�

��

�

Weighted average shares outstanding - diluted

��

�

153,273

��

�

153,623

��

�

154,043

��

�

153,900

��

�

153,999

��

�

��

�

��

�

��

�

��

�

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $157,245, $154,628, $154,270, $154,475 and $153,253, our share of unconsolidated joint venture real estate depreciation and amortization of $5,099, $4,986, $4,584, $4,633 and $4,389, and depreciation and amortization from discontinued operations of $0, $0, $0, $934 and $940, less corporate related depreciation of $332, $342, $340, $336 and $308 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

(2)

For the three months ended September�30, 2013, consists of the portion of income from unconsolidated joint ventures related to the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and an adjustment to the gain on sale of 125 West 55th Street totaling approximately $(0.1) million.

(3)	For the three months ended September�30, 2013, the gains on consolidation of joint ventures consisted of adjustments to the gains from (1)�767 Fifth Avenue totaling approximately $(3.9) million and (2)�the Company�s Value-Added Fund�s Mountain View properties totaling approximately $2.1 million.

(4)	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.

(5)	Based on weighted average basic shares for the quarter. The Company�s share for the quarter ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013 was 89.66%, 89.84%, 90.10%, 90.11% and 90.06%, respectively.

�

Boston Properties, Inc.

Third Quarter 2014

�

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)

�

September�30, 2014

�

June�30, 2014

�

March�31, 2014

�

December�31, 2013

�

September�30, 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

�

249,178

��

�

170,785

��

�

230,410

��

�

170,382

��

�

204,039

��

�

169,841

��

�

219,303

��

�

169,576

��

�

219,707

��

�

169,236

��

Effect of Dilutive Securities

�

Convertible Preferred Units (1)

�

��

�

��

�

230

��

�

385

��

�

530

��

�

874

��

�

603

��

�

968

��

�

850

��

�

1,307

��

Stock based compensation

�

��

�

153

��

�

��

�

160

��

�

��

�

139

��

�

��

�

134

��

�

��

�

285

��

�

Diluted FFO

�

249,178

��

�

170,938

��

�

230,640

��

�

170,927

��

�

204,569

��

�

170,854

��

�

219,906

��

�

170,678

��

�

220,557

��

�

170,828

��

Less:

�

Noncontrolling interest�common units of the Operating Partnership�s share of diluted funds from operations

�

25,751

��

�

17,665

��

�

23,349

��

�

17,304

��

�

20,128

��

�

16,811

��

�

21,617

��

�

16,778

��

�

21,728

��

�

16,829

��

�

Company�s�share�of�diluted�FFO�(2)

�

223,427

��

�

153,273

��

�

207,291

��

�

153,623

��

�

184,441

��

�

154,043

��

�

198,289

��

�

153,900

��

�

198,829

��

�

153,999

��

�

FFO per share - basic

�

1.46

��

�

1.35

��

�

1.20

��

�

1.29

��

�

1.30

��

�

FFO per share - diluted

�

1.46

��

�

1.35

��

�

1.20

��

�

1.29

��

�

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 September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013 was 89.67%, 89.88%, 90.16%, 90.17% and 90.15%, respectively.

�

Boston Properties, Inc.

Third Quarter 2014

�

Funds Available for Distribution (FAD)

(in thousands)

�

��

Three Months Ended

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

Basic FFO (see page 9)

��

249,178

��

�

230,410

��

�

204,039

��

�

219,303

��

�

219,707

��

2nd generation tenant improvements and leasing commissions

��

�

(47,649

)�

�

(22,690

)�

�

(25,336

)�

�

(28,132

)�

�

(46,722

)�

Straight-line rent (1)

��

�

(18,281

)�

�

(10,672

)�

�

(8,140

)�

�

(15,936

)�

�

(14,837

)�

Lease transaction costs which qualify as rent inducements (2)

��

�

1,516

��

�

1,605

��

�

2,849

��

�

4,904

��

�

2,429

��

Recurring capital expenditures

��

�

(12,691

)�

�

(9,654

)�

�

(7,694

)�

�

(19,913

)�

�

(11,839

)�

Fair value interest adjustment (1)

��

�

(7,694

)�

�

(7,630

)�

�

(7,583

)�

�

(7,512

)�

�

(7,491

)�

ASC 470-20 (formerly known as FSP APB 14-1) interest expense adjustment

��

�

��

�

��

�

2,438

��

�

4,971

��

�

4,888

��

Fair value lease revenue (1)�(3)

��

�

(9,207

)�

�

(7,425

)�

�

(7,501

)�

�

(7,202

)�

�

(7,073

)�

Hotel improvements, equipment upgrades and replacements

��

�

(514

)�

�

(495

)�

�

(1,557

)�

�

(715

)�

�

(206

)�

Straight-line ground rent expense adjustment (4)

��

�

1,669

��

�

1,708

��

�

1,747

��

�

1,785

��

�

1,785

��

Non real estate depreciation

��

�

332

��

�

342

��

�

340

��

�

336

��

�

308

��

Stock-based compensation

��

�

5,809

��

�

6,519

��

�

10,380

��

�

6,154

��

�

6,537

��

Non-cash (gains) from early extinguishments of debt

��

�

��

�

��

�

��

�

��

�

��

Non-cash termination adjustment (including fair value lease amounts)

��

�

431

��

�

118

��

�

��

�

��

�

999

��

Partners� share of consolidated and unconsolidated joint venture 2nd generation tenant improvement and leasing commissions

��

�

6,593

��

�

804

��

�

2,800

��

�

1,423

��

�

4,229

��

�

Funds available for distribution to common shareholders and common unitholders (FAD)

��

169,492

��

�

182,940

��

�

166,782

��

�

159,466

��

�

152,714

��

�

Interest Coverage Ratios

��

(in thousands, except for ratio amounts)

��

�

��

Three Months Ended

�

��

30-Sep-14

�

30-Jun-14

�

31-Mar-14

�

31-Dec-13

�

30-Sep-13

�

Income from continuing operations

��

109,038

��

�

95,901

��

�

67,756

��

�

79,395

��

�

82,311

��

Interest expense

��

�

113,308

��

�

110,977

��

�

113,554

��

�

121,134

��

�

122,173

��

Depreciation and amortization expense

��

�

157,245

��

�

154,628

��

�

154,270

��

�

154,475

��

�

153,253

��

Depreciation and amortization expense from unconsolidated joint ventures

��

�

5,099

��

�

4,986

��

�

4,584

��

�

4,633

��

�

4,389

��

Gains on sales of real estate included within income from unconsolidated joint ventures

��

�

��

�

��

�

��

�

��

�

(11,174

)�

Gains on consolidation of joint ventures

��

�

��

�

��

�

��

�

��

�

1,810

��

Depreciation and amortization expense�discontinued operations

��

�

��

�

��

�

��

�

934

��

�

940

��

Income from discontinued operations

��

�

��

�

��

�

��

�

536

��

�

1,677

��

Non-cash (gains) from early extinguishments of debt

��

�

��

�

��

�

��

�

��

�

��

Non-cash termination adjustment (including fair value lease amounts)

��

�

431

��

�

118

��

�

��

�

��

�

999

��

Stock-based compensation

��

�

5,809

��

�

6,519

��

�

10,380

��

�

6,154

��

�

6,537

��

Straight-line ground rent expense adjustment (4)

��

�

1,669

��

�

1,708

��

�

1,747

��

�

1,785

��

�

1,785

��

Straight-line rent (1)

��

�

(18,281

)�

�

(10,672

)�

�

(8,140

)�

�

(15,936

)�

�

(14,837

)�

Lease transaction costs which qualify as rent inducements (2)

��

�

1,516

��

�

1,605

��

�

2,849

��

�

4,904

��

�

2,429

��

Fair value lease revenue (1) (3)

��

�

(9,207

)�

�

(7,425

)�

�

(7,501

)�

�

(7,202

)�

�

(7,073

)�

��

�

Subtotal

��

�

366,627

��

�

358,345

��

�

339,499

��

�

350,812

��

�

345,219

��

Excluding Capitalized Interest

��

�

Divided by:

��

�

��

�

Adjusted interest expense (5) (6) (7) (8)

��

�

117,147

��

�

114,852

��

�

114,824

��

�

119,569

��

�

120,166

��

Interest Coverage Ratio

��

�

3.13

��

�

3.12

��

�

2.96

��

�

2.93

��

�

2.87

��

�

Including Capitalized Interest

��

�

Divided by:

��

�

��

�

Adjusted interest expense (5) (6) (7) (8) (9)

��

�

129,370

��

�

129,723

��

�

132,533

��

�

137,469

��

�

137,564

��

Interest Coverage Ratio

��

�

2.83

��

�

2.76

��

�

2.56

��

�

2.55

��

�

2.51

��

�

(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, $2,438, $4,971 and $4,888 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

(6)	Excludes amortization of financing costs of $1,908, $1,913, $2,026, $2,259 and $2,779 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

(7)

Excludes interest expense of $7,102, $6,965, $6,940, $6,906 and $6,873 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 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 fair value interest adjustment of $12,849, $12,753, $12,674, $12,571 and $12,533 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

(9)	Includes capitalized interest of $12,223, $14,877, $17,709, $17,900 and $17,398 for the three months ended September�30, 2014,�June�30, 2014,�March�31, 2014,�December�31, 2013 and September�30, 2013, respectively.

�

Boston Properties, Inc.

Third Quarter 2014

�

CAPITAL STRUCTURE

�

Consolidated Debt

�

(in thousands)

�


�	��	Aggregate�Principal		�
�	��	September�30, 2014		�
Mortgage Notes Payable	��	$	4,176,501	��
Mezzanine Notes Payable	��	�	306,000	��
Unsecured Line of Credit	��	�	��	��
Unsecured Senior Notes, at face value	��	�	5,850,000	��
	��	�	�	�
Total Debt	��	�	10,332,501	��
Fair Value Adjustment on Mortgage Notes Payable	��	�	151,963	��
Fair Value Adjustment on Mezzanine Notes Payable	��	�	4,114	��
Discount on Unsecured Senior Notes	��	�	(12,828	)�
	��	�	�	�
Total Consolidated Debt	��	$	10,475,750	��
	��	�	�	�

�

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

�

5/22/2003

�

3/18/2003

�

Total/Average

�

Original Principal Amount

�

700,000

��

�

500,000

��

�

1,000,000

��

�

850,000

��

�

850,000

��

�

700,000

��

�

700,000

��

�

250,000

��

�

300,000

��

�

5,850,000

��

Principal Amount at Quarter End

�

700,000

��

�

500,000

��

�

1,000,000

��

�

850,000

��

�

850,000

��

�

700,000

��

�

700,000

��

�

250,000

��

�

300,000

��

�

5,850,000

��

Yield (on issue date)

�

3.916

%�

�

3.279

%�

�

3.954

%�

�

3.853

%�

�

4.289

%�

�

5.708

%�

�

5.967

%�

�

5.194

%�

�

5.693

%�

�

4.52

%�

Coupon

�

3.800

%�

�

3.125

%�

�

3.850

%�

�

3.700

%�

�

4.125

%�

�

5.625

%�

�

5.875

%�

�

5.000

%�

�

5.625

%�

�

4.40

%�

Public Offering Price

�

99.694

%�

�

99.379

%�

�

99.779

%�

�

99.767

%�

�

99.260

%�

�

99.891

%�

�

99.931

%�

�

99.329

%�

�

99.898

%�

�

99.68

%�

Ratings:

�

Moody�s

�

Baa2�(stable)

��

�

Baa2�(stable)

��

�

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)

��

�

A-(stable)

��

�

A-(stable)

��

�

Fitch

�

BBB+ (stable)

��

�

BBB+ (stable)

��

�

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

��

�

6/1/2015

��

�

4/15/2015

��

�

Discount

�

1,907

��

�

2,724

��

�

1,789

��

�

1,224

��

�

4,276

��

�

490

��

�

279

��

�

��

�

��

�

12,828

��

�

Unsecured Senior Notes, net of discount

�

698,093

��

�

497,276

��

�

998,211

��

�

848,776

��

�

845,724

��

�

699,510

��

�

699,721

��

�

249,901

��

�

299,960

��

�

5,837,172

��

�

Equity

�

(in thousands)

�

��

Shares/Units

�

��

Common

�

��

Outstanding

�

��

Stock

�

Equivalent

�

��

as�of�09/30/2014

�

��

Equivalents

�

Value (1)

�

Common Stock

��

�

153,100

��

�

153,100

(2)�

�

17,722,856

��

Common Operating Partnership Units

��

�

17,962

��

�

17,962

(3)�

�

2,079,281

��

Series Four Preferred Operating Partnership Units

��

�

��

�

��

�

2,022

(4)�

5.25% Series B Cumulative Redeemable Preferred Stock

��

�

��

�

��

�

200,000

(5)�

��

�

Total Equity

��

�

171,062

��

�

20,004,159

��

�

Total Consolidated Debt

��

�

10,475,750

��

�

Total Consolidated Market Capitalization

��

�

30,479,909

��

�

BXP�s share of Unconsolidated Joint Venture Debt

��

�

331,765

��

Less:

��

�

Partners� Share of Consolidated Debt

��

�

867,377

��

Total Adjusted Debt (6)

��

�

9,940,138

��

�

Total Adjusted Market Capitalization (6)

��

�

29,944,297

��

�

(1)

Values based on September 30, 2014 closing price of $115.76 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 5 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 6 below).

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

(3)	Includes 1,505,386 long-term incentive plan units, but excludes an aggregate of 1,193,119 Outperformance Plan Units and Multi-Year Long-Term Incentive Program Units.

(4)

In connection with the acquisition of 680 Folsom Street in San Francisco on August 29, 2012, the Company�s Operating Partnership issued 1,588,100 Series Four Preferred Units to the contributors as a portion of the consideration paid. 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 August 31, 2012, a holder redeemed 366,573 Series Four Preferred Units for cash totaling approximately $18.3 million. On August 29, 2013, the Company�s Operating Partnership redeemed 861,400 Series Four Preferred Units for cash totaling approximately $43.1 million. On July 3, 2014, the Company�s Operating Partnership redeemed 319,687 Series Four Preferred Units for cash totaling approximately $16.0 million.

(5)

On March 27, 2013, the Company completed an underwritten public offering of 80,000 shares (8,000,000 depositary shares, each representing 1/100th of a share) of the Company�s 5.25% Series B Cumulative Redeemable Preferred Stock, issued at a price of $2,500.00 per share ($25.00 per depositary share). 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 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.

Third Quarter 2014

�

DEBT ANALYSIS (1)

�

Debt Maturities and Principal Payments

�

as of September�30, 2014

(in thousands)

�

��

2014

�

2015

�

2016

�

2017

�

2018

�

Thereafter

�

Total

�

Floating Rate Debt

��

�

Mortgage Notes Payable

��

�

��

�

��

�

��

�

��

�

��

�

��

Unsecured Line of Credit

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Total Floating Debt

��

�

��

�

��

�

��

�

��

�

��

�

��

Fixed Rate Debt

��

�

Mortgage Notes Payable

��

5,730

��

�

26,182

��

�

608,879

��

�

2,821,750

��

�

18,633

��

�

695,327

��

�

4,176,501

��

Fair Value Adjustment

��

�

13,251

��

�

53,888

��

�

50,632

��

�

34,192

��

�

��

�

��

�

151,963

��

�

Mortgage Notes Payable

��

�

18,981

��

�

80,070

��

�

659,511

��

�

2,855,942

��

�

18,633

��

�

695,327

��

�

4,328,464

��

�

Mezzanine Notes Payable

��

�

��

�

��

�

��

�

306,000

��

�

��

�

��

�

306,000

��

Fair Value Adjustment

��

�

318

��

�

1,314

��

�

1,389

��

�

1,093

��

�

��

�

��

�

4,114

��

�

��

�

318

��

�

1,314

��

�

1,389

��

�

307,093

��

�

��

�

��

�

310,114

��

�

Unsecured Senior Notes, Face Amount

��

�

��

�

550,000

��

�

��

�

��

�

850,000

��

�

4,450,000

��

�

5,850,000

��

Discount Amortization

��

�

(490

)�

�

(1,686

)�

�

(1,681

)�

�

(1,749

)�

�

(1,774

)�

�

(5,448

)�

�

(12,828

)�

��

�

Unsecured Senior Notes

��

�

(490

)�

�

548,314

��

�

(1,681

)�

�

(1,749

)�

�

848,226

��

�

4,444,552

��

�

5,837,172

��

�

Total Fixed Debt

��

18,809

��

�

629,698

��

�

659,219

��

�

3,161,286

��

�

866,859

��

�

5,139,879

��

�

10,475,750

��

�

Total Consolidated Debt

��

18,809

��

�

629,698

��

�

659,219

��

�

3,161,286

��

�

866,859

��

�

5,139,879

��

�

10,475,750

��

�

GAAP Weighted Average Floating Rate Debt

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

GAAP Weighted Average Fixed Rate Debt

��

�

5.66

%�

�

5.48

%�

�

5.31

%�

�

4.06

%�

�

3.89

%�

�

4.59

%�

�

4.46

%�

��

�

Total GAAP Weighted Average Rate

��

�

5.66

%�

�

5.48

%�

�

5.31

%�

�

4.06

%�

�

3.89

%�

�

4.59

%�

�

4.46

%�

��

�

Total Stated Weighted Average Rate

��

�

5.64

%�

�

5.40

%�

�

6.43

%�

�

5.76

%�

�

3.77

%�

�

4.51

%�

�

5.00

%�

��

�

Unsecured Debt

�

Unsecured Line of Credit - Matures July�26, 2018

�

(in thousands)

�

��

Outstanding

�

��

Letters�of

�

��

Remaining

Capacity

�

Facility

��

at�09/30/2014

�

��

Credit

�

��

at�09/30/2014

�

$1,000,000

��

15,756

��

984,244

��

Unsecured and Secured Debt Analysis

�

��

�

Stated�Weighted

�

GAAP�Weighted

�

Weighted�Average

�

��

%�of�Total�Debt

�

Average Rate

�

Average Rate

�

Maturity

�

Unsecured Debt

��

�

44.28

%�

�

4.44

%�

�

4.52

%�

�

6.3�years

��

Secured Debt

��

�

55.72

%�

�

5.72

%�

�

4.38

%�

�

3.4�years

��

�

Total Consolidated Debt

��

�

100.00

%�

�

5.00

%�

�

4.46

%�

�

5.0�years

��

�

Floating and Fixed Rate Debt Analysis

�

��

�

Stated�Weighted

�

GAAP�Weighted

�

Weighted�Average

�

��

%�of�Total�Debt

�

Average�Rate

�

Average�Rate

�

Maturity

�

Floating Rate Debt

��

�

��

�

��

�

��

�

��years

��

Fixed Rate Debt

��

�

100.00

%�

�

5.00

%�

�

4.46

%�

�

5.0�years

��

�

Total Consolidated Debt

��

�

100.00

%�

�

5.00

%�

�

4.46

%�

�

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.

�

Boston Properties, Inc.

Third Quarter 2014

�

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

�

as of September�30, 2014

(in thousands)

�

Property

��

2014

�

2015

�

2016

�

2017

�

2018

�

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

��

�

2,881

��

�

11,870

��

�

12,447

��

�

13,051

��

�

13,684

��

�

659,880

��

�

713,813

��

John Hancock Tower and Garage

��

�

��

�

��

�

��

�

640,500

��

�

��

�

��

�

640,500

(2)�

Embarcadero Center Four

��

�

1,395

��

�

5,794

��

�

348,886

��

�

��

�

��

�

��

�

356,075

��

Fountain Square (50% ownership)

��

�

��

�

��

�

211,250

��

�

��

�

��

�

��

�

211,250

(2)�

505 9th Street (50% ownership)

��

�

624

��

�

2,585

��

�

2,737

��

�

113,596

��

�

��

�

��

�

119,542

��

New Dominion Technology Park, Building One

��

�

��

�

2,481

��

�

2,672

��

�

2,878

��

�

3,100

��

�

29,843

��

�

40,974

��

Kingstowne Two and Retail

��

�

470

��

�

1,950

��

�

29,277

��

�

��

�

��

�

��

�

31,697

(2)�

University Place

��

�

360

��

�

1,502

��

�

1,610

��

�

1,725

��

�

1,849

��

�

5,604

��

�

12,650

��

�

��

�

5,730

��

�

26,182

��

�

608,879

��

�

2,821,750

��

�

18,633

��

�

695,327

��

�

4,176,501

��

�

Aggregate Fair Value Adjustments

��

�

13,251

��

�

53,888

��

�

50,632

��

�

34,192

��

�

��

�

��

�

151,963

��

�

��

�

18,981

��

�

80,070

��

�

659,511

��

�

2,855,942

��

�

18,633

��

�

695,327

��

�

4,328,464

��

�

Mezzanine Notes Payable (associated with 767 Fifth Avenue (The General Motors Building))(60% ownership)

��

�

��

�

��

�

��

�

306,000

��

�

��

�

��

�

306,000

��

Fair Value Adjustment

��

�

318

��

�

1,314

��

�

1,389

��

�

1,093

��

�

��

�

��

�

4,114

��

�

��

�

318

��

�

1,314

��

�

1,389

��

�

307,093

��

�

��

�

��

�

310,114

��

�

Unsecured Senior Notes, Face Amount

��

�

��

�

550,000

��

�

��

�

��

�

850,000

��

�

4,450,000

��

�

5,850,000

��

Aggregate Discount Amortization

��

�

(490

)�

�

(1,686

)�

�

(1,681

)�

�

(1,749

)�

�

(1,774

)�

�

(5,448

)�

�

(12,828

)�

��

�

��

�

(490

)�

�

548,314

��

�

(1,681

)�

�

(1,749

)�

�

848,226

��

�

4,444,552

��

�

5,837,172

��

�

Unsecured Line of Credit

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

18,809

��

�

629,698

��

�

659,219

��

�

3,161,286

��

�

866,859

��

�

5,139,879

��

�

10,475,750

��

�

% of Total Consolidated Debt

��

�

0.18

%�

�

6.01

%�

�

6.30

%�

�

30.18

%�

�

8.27

%�

�

49.06

%�

�

100.00

%�

Balloon Payments

��

�

550,000

��

�

583,782

��

�

3,107,619

��

�

850,000

��

�

5,083,554

��

�

10,174,955

��

Scheduled Principal Amortization

��

5,730

��

�

26,182

��

�

25,097

��

�

20,131

��

�

18,633

��

�

61,773

��

�

157,546

��

�

(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.

Third 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 September�30, 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		�
�	��	�	�	September�30, 2014						�
Total Assets:	��		�				�
Capitalized Property Value (1)	��		�	$	22,311,069	��	�	$	22,770,434	��
Cash and Cash Equivalents	��		�	�	846,664	��	�	�	846,664	��
Investments in Marketable Securities	��		�	�	18,834	��	�	�	18,834	��
Undeveloped Land, at Cost (including Joint Venture %)	��		�	�	321,759	��	�	�	321,759	��
Development in Process, at Cost (including Joint Venture %)	��		�	�	762,123	��	�	�	762,123	��
	��		�	�	�	�	�	�	�	�
Total Assets	��		�	$	24,260,449	��	�	$	24,719,814	��
	��		�	�	�	�	�	�	�	�
Unencumbered Assets	��		�	$	15,651,510	��	�	$	15,930,593	��
	��		�	�	�	�	�	�	�	�

Secured Debt (Fixed and Variable)(2)	��		�	$	4,176,501	��	�	$	4,176,501	��
Mezzanine Notes Payable(3)	��		�	�	306,000	��	�	�	306,000	��
Joint Venture Debt	��		�	�	331,765	��	�	�	331,765	��
Related Party Notes Payable	��		�	�	180,000	��	�	�	180,000	��
Contingent Liabilities�& Letters of Credit	��		�	�	19,063	��	�	�	19,063	��
Unsecured Debt (4)	��		�	�	5,850,000	��	�	�	5,850,000	��
	��		�	�	�	�	�	�	�	�
Total Outstanding Debt	��		�	$	10,863,329	��	�	$	10,863,329	��
	��		�	�	�	�	�	�	�	�
Consolidated EBITDA:	��		�				�
Income from Continuing Operations (per Consolidated Income Statement)	��		�	$	109,038	��	�	$	109,038	��
Subtract: Income from Unconsolidated Joint Ventures (per Consolidated Income Statement)	��		�	�	(4,419	)�	�	�	(4,419	)�
Add: Interest Expense (per Consolidated Income Statement)	��		�	�	113,308	��	�	�	113,308	��
Add: Depreciation and Amortization (per Consolidated Income Statement)	��		�	�	157,245	��	�	�	157,245	��
Add: Losses from Investments in Securities (per Consolidated Income Statement)	��		�	�	297	��	�	�	297	��
	��		�	�	�	�	�	�	�	�
EBITDA	��		�	�	375,469	��	�	�	375,469	��
Add: Company share of unconsolidated joint venture EBITDA	��		�	�	13,020	��	�	�	13,020	��
	��		�	�	�	�	�	�	�	�
Consolidated EBITDA	��		�	$	388,489	��	�	$	388,489	��
	��		�	�	�	�	�	�	�	�
Adjusted Interest Expense:	��		�				�
Interest Expense (per Consolidated Income Statement)	��		�	$	113,308	��	�	$	113,308	��
Add: Company share of unconsolidated joint venture interest expense	��		�	�	3,332	��	�	�	3,332	��
Less: Amortization of financing costs	��		�	�	(1,908	)�	�	�	(1,908	)�
Less: Interest expense funded by construction loan draws	��		�	�	��	��	�	�	��	��
	��		�	�	�	�	�	�	�	�
Adjusted Interest Expense	��		�	$	114,732	��	�	$	114,732	��
	��		�	�	�	�	�	�	�	�

Covenant Ratios and Related Data	��	Test	�	Actual		�	�	Actual		�
Total Outstanding Debt/Total Assets	��	Less�than�60%	�	�	44.8	%�	�	�	43.9	%�
Secured Debt/Total Assets	��	Less�than�50%	�	�	19.8	%�	�	�	19.5	%�
Interest Coverage (Annualized Consolidated EBITDA to Annualized Interest Expense)	��	Greater�than�1.50x	�	�	3.39	��	�	�	3.39	��
Unencumbered Assets/ Unsecured Debt	��	Greater�than�150%	�	�	267.5	%�	�	�	272.3	%�
	��		�	�	�	�	�	�	�	�
Unencumbered Consolidated EBITDA	��		�	$	259,423	��	�	$	259,423	��
	��		�	�	�	�	�	�	�	�
Unencumbered Interest Coverage (Unencumbered Consolidated EBITDA to Unsecured Interest Expense)	��		�	�	3.97	��	�	�	3.97	��
	��		�	�	�	�	�	�	�	�
% of Unencumbered Consolidated EBITDA to Consolidated EBITDA	��		�	�	66.8	%�	�	�	66.8	%�
	��		�	�	�	�	�	�	�	�
# of unencumbered properties	��		�	�	142	��	�	�	142	��
	��		�	�	�	�	�	�	�	�

�

(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 $151,963.

(3)	Excludes aggregate fair value adjustment of $4,114.

(4)	Excludes aggregate debt discount of $12,828.

�

Boston Properties, Inc.

Third Quarter 2014

�

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

�

Debt Maturities and Principal Payments by Property

�

(in thousands)

�

Property

��

2014

�

2015

�

2016

�

2017

�

2018

�

Thereafter

�

Total

�

Metropolitan Square (51%)

��

303

��

�

1,257

��

�

1,332

��

�

1,410

��

�

1,493

��

�

81,909

��

�

87,704

��

540 Madison Avenue (60%)

��

�

��

�

��

�

��

�

��

�

72,000

��

�

��

�

72,000

��

Market Square North (50%)

��

�

253

��

�

1,043

��

�

1,094

��

�

1,148

��

�

1,205

��

�

59,356

��

�

64,099

��

901 New York Avenue (25%)

��

�

210

��

�

37,590

��

�

��

�

��

�

��

�

��

�

37,800

��

500 North Capitol Street, N.W. (30%)

��

�

��

�

��

�

��

�

��

�

��

�

31,500

��

�

31,500

��

Annapolis Junction Building One (50%)

��

�

��

�

279

��

�

279

��

�

279

��

�

19,519

��

�

��

�

20,426

(1)�

Annapolis Junction Building Six (50%)

��

�

6,956

��

�

��

�

��

�

��

�

��

�

��

�

6,956

(2)�

Annapolis Junction Building Seven (50%)

��

�

��

�

��

�

7,020

��

�

��

�

��

�

��

�

7,020

(3)�

Annapolis Junction Building Eight (50%)

��

�

��

�

��

�

��

�

4,260

��

�

��

�

��

�

4,260

(3)�

��

�

��

7,792

��

�

40,169

��

�

9,725

��

�

7,097

��

�

94,217

��

�

172,765

��

�

331,765

��

�

GAAP Weighted Average Rate

��

�

2.33

%�

�

5.25

%�

�

3.11

%�

�

3.28

%�

�

1.98

%�

�

5.20

%�

�

4.12

%�

% of Total Debt

��

�

2.35

%�

�

12.11

%�

�

2.93

%�

�

2.14

%�

�

28.40

%�

�

52.07

%�

�

100.00

%�

Balloon Payments

��

6,956

��

�

37,590

��

�

7,020

��

�

4,260

��

�

91,519

��

�

169,918

��

�

317,263

��

Scheduled Amortization

��

836

��

�

2,579

��

�

2,705

��

�

2,837

��

�

2,698

��

�

2,847

��

�

14,502

��

Floating and Fixed Rate Debt Analysis

�

��

%�of�Total�Debt

�

Stated
Weighted
Average�Rate

�

GAAP
Weighted
Average�Rate

�

Weighted�Average
Maturity

�

Floating Rate Debt

��

�

33.36

%�

�

1.72

%�

�

1.92

%�

�

3.3�years

��

Fixed Rate Debt

��

�

66.64

%�

�

5.17

%�

�

5.22

%�

�

5.2 years

��

�

Total Debt

��

�

100.00

%�

�

4.02

%�

�

4.12

%�

�

4.6 years

��

�

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

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

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

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

�

Boston Properties, Inc.

Third Quarter 2014

�

UNCONSOLIDATED JOINT VENTURES

�

Balance Sheet Information

�

(unaudited and in thousands)

as of September�30, 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.

�

501 K
Street

�

Other
Joint�Ventures�(3)

�

Total
Unconsolidated
Joint�Ventures

�

Net Equity (4)

�

70,418

��

�

(8,540

)�

�

8,343

��

�

(1,436

)�

�

46,011

��

�

24,484

��

�

(1,467

)�

�

41,912

��

�

424

��

�

180,149

��

�

Mortgage/Construction loans payable (4)

�

72,000

��

�

64,099

��

�

87,704

��

�

37,800

��

�

��

�

38,662

��

�

31,500

��

�

��

�

��

�

331,765

��

�

BXP�s nominal ownership percentage

�

60.00

%�

�

50.00

%�

�

51.00

%�

�

25.00

%�

�

33.33

%�

�

50.00

%�

�

30.00

%�

�

50.00

%�

�

Results of Operations

(unaudited and in thousands)

��

for the three months ended September�30, 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.

�

501 K
Street

�

Other Joint
Ventures (3)

�

Total
Unconsolidated
Joint Ventures

�

REVENUE

�

Rental (5)

�

6,580

��

�

5,862

��

�

8,173

��

�

9,076

��

�

1,309

��

�

3,894

��

�

3,375

��

�

��

�

��

�

38,327

��

Straight-line rent

�

207

��

�

110

��

�

��

�

(460

)�

�

��

�

(19

)�

�

358

��

�

��

�

��

�

206

��

Fair value lease revenue

�

(71

)�

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

(71

)�

Termination Income

�

��

�

��

�

3,415

��

�

��

�

��

�

��

�

��

�

��

�

��

�

3,496

��

�

Total revenue

�

6,797

��

�

5,972

��

�

11,598

��

�

8,616

��

�

1,309

��

�

3,875

��

�

3,733

��

�

��

�

��

�

41,958

��

�

EXPENSES

�

Operating

�

3,296

��

�

2,356

��

�

3,385

��

�

3,088

��

�

712

��

�

1,396

��

�

1,280

��

�

166

��

�

(163

)�

�

15,516

��

�

NET OPERATING INCOME

�

3,501

��

�

3,616

��

�

8,213

��

�

5,528

��

�

597

��

�

2,479

��

�

2,453

��

�

(108

)�

�

163

��

�

26,442

��

Interest

�

558

��

�

1,577

��

�

2,500

��

�

1,991

��

�

��

�

196

��

�

1,128

��

�

��

�

��

�

7,950

��

Depreciation and amortization

�

1,842

��

�

893

��

�

2,245

��

�

1,424

��

�

1,383

��

�

772

��

�

870

��

�

��

�

��

�

9,429

��

�

SUBTOTAL

�

2,400

��

�

2,470

��

�

4,745

��

�

3,415

��

�

1,383

��

�

968

��

�

1,998

��

�

��

�

��

�

17,379

��

Gain on sale of real estate

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

NET INCOME/(LOSS)

�

1,101

��

�

1,146

��

�

3,468

��

�

2,113

��

�

(786

)�

�

1,511

��

�

455

��

�

(108

)�

�

163

��

�

9,063

��

�

BXP�s share of net income/(loss)

�

660

��

�

573

��

�

1,768

��

�

556

(6)�

�

(261

)�

�

755

��

�

136

��

�

(54

)�

�

��

�

4,231

��

Basis differential (7)

�

186

��

�

)�

�

��

�

(16

)�

�

)�

�

)�

�

��

�

��

�

��

�

188

��

Gain on investment

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Subtotal

�

846

��

�

571

��

�

1,787

��

�

540

(6)�

�

(268

)�

�

754

��

�

145

��

�

(54

)�

�

��

�

4,419

��

Gain upon consolidation in income statement

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Income/(loss) from unconsolidated joint ventures

�

846

��

�

571

��

�

1,787

��

�

540

(6)�

�

(268

)�

�

754

��

�

145

��

�

(54

)�

�

��

�

4,419

��

Gain on investment

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

BXP�s share of depreciation�& amortization

�

974

��

�

453

��

�

1,172

��

�

1,378

(6)�

�

468

��

�

391

��

�

263

��

�

��

�

5,099

��

�

BXP�s share of Funds from Operations (FFO)

�

1,820

��

�

1,024

��

�

2,959

��

�

1,918

��

�

200

��

�

1,145

��

�

408

��

�

(54

)�

�

��

�

9,518

��

�

BXP�s share of net operating income/(loss) (5)

�

2,108

��

�

1,808

��

�

4,189

��

�

2,696

(6)�

�

199

��

�

1,240

��

�

736

��

�

(54

)�

�

��

�

13,020

��

�

(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)	Represents Two Grand Central Tower, which was sold on October�25, 2011.

(4)	Represents the Company�s share.

(5)	Includes management services income.

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

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

�

Boston Properties, Inc.

Third Quarter 2014

�

CONSOLIDATED JOINT VENTURES

�

Balance Sheets

�

(unaudited and in thousands)

as of September�30, 2014

�

��

�

��

�

Total

�

BXP�s nominal ownership percentage

��

60.00%

�

55.00%

�

95.00%

�

��

50.00%

�

50.00%

�

��

767�Fifth�Avenue

�

Times�Square

�

Salesforce

�

��

Fountain

�

505 9th

�

Consolidated

�

��

(The�GM�Building)

�

Tower

�

Tower

�

��

Square

�

Street

�

Joint�Ventures

�

ASSETS

��

�

��

�

Real estate, net

��

3,574,666

��

�

468,247

��

�

344,709

��

371,355

��

�

108,783

��

�

4,867,760

��

Cash and cash held in escrows

��

�

62,346

��

�

30,769

��

�

14,934

��

�

20,398

��

�

3,808

��

�

132,255

��

Other assets

��

�

113,850

��

�

61,729

��

�

��

�

9,149

��

�

9,391

��

�

194,138

��

�

��

�

Total assets

��

3,750,862

��

�

560,745

��

�

359,662

��

400,902

��

�

121,982

��

�

5,194,153

��

�

��

�

LIABILITIES AND EQUITY

��

�

��

�

Liabilities:

��

�

��

�

Mortgage notes payable

��

1,431,693

��

�

��

�

��

221,766

��

�

119,542

��

�

1,773,001

��

Mezzanine notes payable

��

�

310,114

��

�

��

�

��

�

��

�

��

�

310,114

��

Related party notes payable

��

�

180,000

��

�

��

�

��

�

��

�

��

�

180,000

��

Accrued interest on related party notes

��

�

81,372

��

�

��

�

��

�

��

�

��

�

81,372

��

Other liabilities

��

�

219,252

��

�

6,317

��

�

33,168

��

�

10,439

��

�

5,625

��

�

274,801

��

�

��

�

Total liabilities

��

�

2,222,431

��

�

6,317

��

�

33,168

��

�

232,205

��

�

125,167

��

�

2,619,288

��

�

��

�

Equity:

��

�

��

�

BXP

��

�

1,074,058

(1)�

�

304,507

��

�

311,150

��

�

64,592

��

�

(23

)�

�

1,754,284

��

Redeemable interest in property partnership

��

�

��

�

��

�

��

�

104,105

��

�

��

�

104,105

��

Noncontrolling interests

��

�

454,373

��

�

249,921

��

�

15,344

��

�

��

�

(3,162

)�

�

716,476

(2)�

��

�

��

�

Total equity

��

�

1,528,431

��

�

554,428

��

�

326,494

��

�

168,697

��

�

(3,185

)�

�

2,574,865

��

�

��

�

Total liabilities and equity

��

3,750,862

��

�

560,745

��

�

359,662

��

400,902

��

�

121,982

��

�

5,194,153

��

�

��

�

Income Statements

��

(unaudited and in thousands)

for the three months ended September�30, 2014

��

BXP�s nominal ownership percentage

��

60.00%

�

55.00%

�

95.00%

�

��

50.00%

�

50.00%

�

��

767 Fifth Avenue
(The�GM�Building)

�

Times Square
Tower

�

Salesforce
Tower

�

��

Fountain
Square

�

505 9th
Street

�

Total
Consolidated
Joint Ventures

�

REVENUE

��

�

��

�

Rental income

��

65,914

��

�

22,558

��

�

��

9,240

��

�

5,744

��

�

103,456

��

Straight-line rent

��

�

4,453

��

�

316

��

�

��

�

385

��

�

��

�

5,191

��

Fair value lease revenue

��

�

5,738

��

�

��

�

��

�

(43

)�

�

��

�

5,695

��

Parking and other

��

�

927

��

�

��

�

��

�

��

�

415

��

�

1,478

��

�

��

�

Total revenue

��

�

77,032

��

�

22,948

��

�

��

�

9,644

��

�

6,196

��

�

115,820

��

�

��

�

EXPENSES

��

�

��

�

Operating

��

�

26,084

��

�

4,235

��

�

��

�

3,363

��

�

2,277

��

�

35,959

��

�

��

�

NET OPERATING INCOME

��

�

50,948

��

�

18,713

��

�

��

�

6,281

��

�

3,919

��

�

79,861

��

Management services income

��

�

(340

)�

�

(117

)�

�

��

�

)�

�

��

�

(459

)�

Interest and other income

��

�

(11

)�

�

��

�

��

�

)�

�

��

�

(15

)�

Interest

��

�

24,156

��

�

��

�

��

�

3,146

��

�

1,763

��

�

29,065

��

Interest other - partner notes

��

�

7,102

��

�

��

�

��

�

��

�

��

�

7,102

��

Fair value interest expense

��

�

(10,860

)�

�

��

�

��

�

(1,623

)�

�

��

�

(12,483

)�

Depreciation and amortization

��

�

28,302

��

�

4,109

��

�

��

�

5,099

��

�

874

��

�

38,384

��

Other

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

SUBTOTAL

��

�

48,349

��

�

3,992

��

�

��

�

6,616

��

�

2,637

��

�

61,594

��

�

��

�

NET INCOME/(LOSS)

��

2,599

��

�

14,721

��

�

��

(335

)�

�

1,282

��

�

18,267

��

�

��

�

Reconciliation of partners� noncontrolling interest (NCI)

��

�

��

�

Add back depreciation�& amortization - BXP basis difference

��

�

��

�

��

�

��

�

��

Add back partners� share of partner loan interest

��

�

7,102

��

�

��

�

��

�

��

�

��

�

7,102

��

�

��

�

Partners� net income/(loss) before interest allocation

��

�

9,701

��

�

14,737

��

�

��

�

(330

)�

�

1,312

��

�

25,420

��

Partners� NCI share of net income

��

�

3,880

��

�

6,632

��

�

��

�

(166

)�

�

656

��

�

11,002

��

Partners� share of partner loan interest

��

�

(7,102

)�

�

��

�

��

�

��

�

��

�

(7,102

)�

Allocation of management and other fees to non-controlling partner

��

�

(567

)�

�

(167

)�

�

��

�

(113

)�

�

(93

)�

�

(940

)�

Accretion and adjustments

��

�

��

�

��

�

��

�

2,606

(3)�

�

��

�

2,606

��

�

��

�

Partners� NCI

��

(3,789

)�

�

6,465

��

�

��

2,327

��

�

563

��

�

5,566

��

�

��

�

Reconciliation of partners� share of FFO

��

�

��

�

Net income/(loss)

��

2,599

��

�

14,721

��

�

��

(335

)�

�

1,282

��

�

18,267

��

Add back depreciation�& amortization

��

�

28,302

��

�

4,109

��

�

��

�

5,099

��

�

874

��

�

38,384

��

�

��

�

Entity FFO

��

�

30,901

��

�

18,830

��

�

��

�

4,764

��

�

2,156

��

�

56,651

��

Partners� share of net income/(loss)

��

�

1,040

��

�

6,624

��

�

��

�

(167

)�

�

641

��

�

8,138

��

Partners� share of partner loan interest not in partner�s share of entity FFO

��

�

(4,261

)�

�

��

�

��

�

��

�

��

�

(4,261

)�

Allocation of management and other fees to non-controlling partner

��

�

(567

)�

�

(167

)�

�

��

�

(113

)�

�

(93

)�

�

(940

)�

Partners� share of depreciation and amortization

��

�

11,321

��

�

1,849

��

�

��

�

��

�

437

��

�

13,607

��

Accretion and adjustments

��

�

��

�

��

�

��

�

2,606

(3)�

�

��

�

2,606

��

�

��

�

Partners� share FFO

��

7,533

��

�

8,306

��

�

��

2,326

��

�

985

��

�

19,150

��

�

��

�

Reconciliation of BXP share of FFO

��

�

��

�

BXP share of net income/(loss) adjusted for partners� NCI

��

�

6,388

��

�

8,256

��

�

��

�

(2,662

)(3)�

�

719

��

�

12,701

��

Depreciation�& amortization - BXP basis difference

��

�

��

�

��

�

��

�

��

�

��

�

��

Other adjustment (4)

��

�

100

��

�

��

�

��

�

��

�

��

�

110

��

BXP share of depreciation�& amortization

��

�

16,981

��

�

2,251

��

�

��

�

5,094

(3)�

�

422

��

�

24,748

��

�

��

�

BXP share of FFO

��

23,469

��

�

10,528

��

�

��

2,442

��

�

1,171

��

�

37,610

��

�

��

�

Unearned portion of capitalized fees (4)

��

1,696

��

�

��

�

��

�

��

�

1,740

��

�

��

�

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

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

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

(4)	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.

Third 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 September�30, 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

��

�

13,253,950

��

�

27.4

%�

�

392,530

��

�

1.1

%�

�

13,646,480

��

�

32.4

%�

�

0.2

%�

�

1.1

%�

�

29.8

%�

New York (5)

��

�

11,538,586

(6)�

�

39.5

%�

�

��

�

��

�

11,538,586

(6)�

�

27.5

%�

�

��

�

��

�

39.5

%�

San Francisco

��

�

5,490,046

��

�

10.0

%�

�

570,053

��

�

1.1

%�

�

6,060,099

��

�

14.4

%�

�

��

�

��

�

11.1

%�

Washington, DC

��

�

10,093,041

(7)�

�

18.3

%�

�

728,551

��

�

0.7

%�

�

10,821,592

(7)�

�

25.7

%�

�

0.6

%�

�

��

�

19.6

%�

��

�

��

�

40,375,623

��

�

95.2

%�

�

1,691,134

��

�

2.9

%�

�

42,066,757

��

�

100.0

%�

�

0.8

%�

�

1.1

%�

�

100.0

%�

��

�

% of Total

��

�

96.0

%�

�

4.0

%�

�

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

��

�

24.6

%�

�

5.2

%�

�

29.8

%�

New York (5)

��

�

37.1

%�

�

2.4

%�

�

39.5

%�

San Francisco

��

�

8.4

%�

�

2.7

%�

�

11.1

%�

Washington, DC

��

�

8.2

%�

�

11.4

%�

�

19.6

%�

��

�

Total

��

�

78.3

%�

�

21.7

%�

�

100.0

%�

��

�

Hotel Properties

�


Hotel Properties	��	Number�of		�	��	Square		�
�	��	Rooms		�	��	Feet (8)		�
Boston Marriott Cambridge, Cambridge, MA (9)	��	�	433	��	��	�	334,260	��
	��	�	�	�	��	�	�	�
Total Hotel Properties	��	�	433	��	��	�	334,260	��
	��	�	�	�	��	�	�	�

*Residential Properties*								��

Residential Properties	��	Number of		�	��	Square		�
�	��	Units		�	��	Feet		�
The Avant at Reston Town Center, Reston, VA	��	�	359	��	��	�	355,347	(10)�
Residences on The Avenue, Washington, DC	��	�	335	��	��	�	323,050	(11)�
The Lofts at Atlantic Wharf, Boston, MA	��	�	86	��	��	�	87,097	(12)�
	��	�	�	�	��	�	�	�
Total Residential Properties	��	�	780	��	��	�	765,494	��
	��	�	�	�	��	�	�	�

*Structured Parking*								��

�	��	Number of		�	��	Square		�
�	��	Spaces		�	��	Feet		�
Total Structured Parking	��	�	45,835	��	��	�	15,671,369	��
	��	�	�	�	��	�	�	�

�

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

(6)	Includes 1,245,874 square feet at Times Square Tower which is 55% owned by the Company, 1,809,775 square feet at 767 Fifth Avenue (The GM Building) which is 60% owned by the Company and 283,695 square feet at 540 Madison Avenue which is 60% owned by the Company.

(7)

Includes 589,288 square feet at Metropolitan Square which is 51% owned by the Company, 406,797 square feet at Market Square North which is 50% owned by the Company, 539,679 square feet at 901 New York Avenue which is 25% owned by the Company, 231,411 square feet at 500 North Capitol which is 30% owned by the Company, 321,943 square feet at 505 9th Street, N.W. which is 50% owned by the Company, 117,599 square feet at Annapolis Junction Building One which is 50% owned by the Company, 119,339 square feet at Annapolis Junction Building Six which is 50% owned by the Company and 756,035 square feet at Fountain Square which is 50% owned by the Company.

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

(9)	Formerly Cambridge Center Marriott.

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

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

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

�

Boston Properties, Inc.

Third Quarter 2014

�

In-Service Property Listing

�

as of September�30, 2014

�

Annualized

�

Encumbered

�

Central

�

Revenue

�

with secured

�

Business

�

Number�of

�

Per

�

debt

�

District�(CBD)�or

�

Sub Market

�

Buildings

�

Square Feet

�

Leased�%

�

Leased�SF�(1)

�

(Y/N)

�

Suburban�(S)

Boston

�

Office

�

John Hancock Tower

�

CBD Boston MA

�

1,722,102

��

�

97.6

%�

�

54.53

��

�

CBD

100 Federal Street

�

CBD Boston MA

�

1,265,411

��

�

90.7

%�

�

49.14

��

�

CBD

800 Boylston Street - The Prudential Center

�

CBD Boston MA

�

1,228,651

��

�

96.3

%�

�

53.13

��

�

CBD

111 Huntington Avenue - The Prudential Center

�

CBD Boston MA

�

858,326

��

�

97.9

%�

�

59.53

��

�

CBD

Atlantic Wharf Office

�

CBD Boston MA

�

793,827

��

�

100.0

%�

�

62.36

��

�

CBD

101 Huntington Avenue - The Prudential Center

�

CBD Boston MA

�

505,289

��

�

32.6

%�

�

45.42

��

�

CBD

The Shops at the Prudential Center

�

CBD Boston MA

�

501,597

��

�

97.5

%�

�

78.46

��

�

CBD

Star Market at the Prudential Center

�

CBD Boston MA

�

57,235

��

�

100.0

%�

�

54.33

��

�

CBD

255 Main Street (formerly One Cambridge Center)

�

East Cambridge MA

�

215,629

��

�

100.0

%�

�

52.98

��

�

CBD

325 Main Street (formerly Three Cambridge Center)

�

East Cambridge MA

�

115,061

��

�

100.0

%�

�

42.82

��

�

CBD

90 Broadway (formerly Four Cambridge Center)

�

East Cambridge MA

�

222,656

��

�

97.1

%�

�

48.34

��

�

CBD

355 Main Street (formerly Five Cambridge Center)

�

East Cambridge MA

�

264,708

��

�

100.0

%�

�

56.09

��

�

CBD

150 Broadway (formerly Eight Cambridge Center)

�

East Cambridge MA

�

177,226

��

�

100.0

%�

�

46.48

��

�

CBD

105 Broadway (formerly Ten Cambridge Center)

�

East Cambridge MA

�

152,664

��

�

100.0

%�

�

45.29

��

�

CBD

145 Broadway (formerly Eleven Cambridge Center)

�

East Cambridge MA

�

79,616

��

�

100.0

%�

�

56.44

��

�

CBD

300 Binney Street (formerly Seventeen Cambridge Center)

�

East Cambridge MA

�

195,191

��

�

100.0

%�

�

51.03

��

�

CBD

University Place

�

Mid-Cambridge MA

�

195,282

��

�

100.0

%�

�

42.20

��

�

CBD

Bay Colony Corporate Center

�

Route 128 Mass Turnpike MA

�

993,664

��

�

79.2

%�

�

33.73

��

�

Reservoir Place

�

Route 128 Mass Turnpike MA

�

527,860

��

�

90.4

%�

�

35.21

��

�

Reservoir Place North

�

Route 128 Mass Turnpike MA

�

73,258

��

�

100.0

%�

�

31.57

��

�

140 Kendrick Street

�

Route 128 Mass Turnpike MA

�

380,987

��

�

99.5

%�

�

36.19

��

�

230 CityPoint

�

Route 128 Mass Turnpike MA

�

300,573

��

�

85.1

%�

�

32.82

��

�

77 CityPoint

�

Route 128 Mass Turnpike MA

�

209,707

��

�

82.8

%�

�

46.04

��

�

195 West Street

�

Route 128 Mass Turnpike MA

�

63,500

��

�

100.0

%�

�

39.01

��

�

200 West Street

�

Route 128 Mass Turnpike MA

�

256,245

��

�

96.2

%�

�

32.00

��

�

Weston Corporate Center

�

Route 128 Mass Turnpike MA

�

356,995

��

�

100.0

%�

�

48.06

��

�

Waltham Weston Corporate Center

�

Route 128 Mass Turnpike MA

�

306,687

��

�

93.9

%�

�

32.71

��

�

32 Hartwell Avenue

�

Route 128 Northwest MA

�

69,154

��

�

100.0

%�

�

23.84

��

�

91 Hartwell Avenue

�

Route 128 Northwest MA

�

120,458

��

�

64.2

%�

�

24.64

��

�

92 Hayden Avenue

�

Route 128 Northwest MA

�

31,100

��

�

100.0

%�

�

39.27

��

�

100 Hayden Avenue

�

Route 128 Northwest MA

�

55,924

��

�

100.0

%�

�

39.38

��

�

33 Hayden Avenue

�

Route 128 Northwest MA

�

80,872

��

�

100.0

%�

�

39.69

��

�

Lexington Office Park

�

Route 128 Northwest MA

�

166,759

��

�

84.1

%�

�

26.37

��

�

191 Spring Street

�

Route 128 Northwest MA

�

158,900

��

�

100.0

%�

�

31.19

��

�

181 Spring Street

�

Route 128 Northwest MA

�

55,793

��

�

100.0

%�

�

30.17

��

�

201 Spring Street

�

Route 128 Northwest MA

�

106,300

��

�

100.0

%�

�

35.31

��

�

40 Shattuck Road

�

Route 128 Northwest MA

�

121,216

��

�

86.3

%�

�

21.42

��

�

Quorum Office Park

�

Route 128 Northwest MA

�

267,527

��

�

90.0

%�

�

17.40

��

�

13,253,950

��

�

92.0

%�

�

47.75

��

�

Office/Technical

�

415�Main�Street
(formerly Seven Cambridge�Center)

�

East Cambridge MA

�

231,028

��

�

100.0

%�

�

89.77

��

�

CBD

250 Binney Street (formerly Fourteen Cambridge Center)

�

East Cambridge MA

�

67,362

��

�

100.0

%�

�

24.69

��

�

CBD

17 Hartwell Avenue

�

Route 128 Northwest MA

�

30,000

��

�

0.0

%�

�

��

�

164 Lexington Road

�

Route 128 Northwest MA

�

64,140

��

�

0.0

%�

�

��

�

392,530

��

�

76.0

%�

�

75.08

��

�

Total Boston:

�

13,646,480

��

�

91.5

%�

�

48.40

��

�

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

�

Boston Properties, Inc.

Third Quarter 2014

In-Service Property Listing (continued)

�

as of September�30, 2014

�

��

�

Central

�

Annualized

�

Encumbered

�

Business

�

Number�of

�

Revenue�Per

�

with secured

�

District�(CBD)�or

�

Sub Market

�

Buildings

�

Square�Feet

�

Leased�%

�

Leased�SF�(1)

�

debt (Y/N)

�

Suburban�(S)

New York (2)

�

Office

�

599 Lexington
Avenue

�

Park�Avenue�NY

�

1,045,128

��

�

99.7

%�

�

89.68

��

�

CBD

601 Lexington
Avenue

�

Park Avenue NY

�

1,631,300

��

�

99.8

%�

�

90.44

��

�

CBD

399 Park Avenue

�

Park Avenue NY

�

1,710,383

��

�

99.0

%�

�

86.56

��

�

CBD

Times Square Tower
(55% ownership)

�

Times Square NY

�

1,245,874

��

�

99.8

%�

�

72.43

��

�

CBD

(3) 250 West 55th Street

�

Times�Square�/�West
Side�NY

�

987,808

��

�

53.8

%(4)�

�

79.91

��

�

CBD

767 Fifth Avenue
(The GM Building)
(60% ownership)

�

Plaza District NY

�

1,809,775

��

�

98.9

%�

�

140.71

��

�

CBD

510 Madison Avenue

�

Fifth/Madison
Avenue NY

�

355,598

��

�

79.1

%�

�

113.55

��

�

CBD

540 Madison Avenue
(60% ownership)

�

Fifth/Madison
Avenue NY

�

283,695

��

�

84.3

%�

�

106.82

��

�

CBD

�

9,069,561

��

�

93.2

%�

�

98.13

��

�

101 Carnegie Center

�

Princeton NJ

�

125,468

��

�

83.9

%�

�

30.73

��

�

104 Carnegie Center

�

Princeton NJ

�

102,830

��

�

86.0

%�

�

32.82

��

�

105 Carnegie Center

�

Princeton NJ

�

69,955

��

�

62.7

%�

�

30.53

��

�

201 Carnegie Center

�

Princeton NJ

�

��

�

6,500

��

�

100.0

%�

�

31.82

��

�

202 Carnegie Center

�

Princeton NJ

�

130,582

��

�

94.2

%�

�

34.88

��

�

206 Carnegie Center

�

Princeton NJ

�

161,763

��

�

100.0

%�

�

29.22

��

�

210 Carnegie Center

�

Princeton NJ

�

162,372

��

�

79.3

%�

�

35.31

��

�

211 Carnegie Center

�

Princeton NJ

�

47,025

��

�

100.0

%�

�

33.29

��

�

212 Carnegie Center

�

Princeton NJ

�

151,547

��

�

87.6

%�

�

29.83

��

�

214 Carnegie Center

�

Princeton NJ

�

150,774

��

�

74.3

%�

�

33.02

��

�

302 Carnegie Center

�

Princeton NJ

�

64,926

��

�

100.0

%�

�

34.58

��

�

502 Carnegie Center

�

Princeton NJ

�

121,460

��

�

94.9

%�

�

35.53

��

�

504 Carnegie Center

�

Princeton NJ

�

121,990

��

�

100.0

%�

�

32.46

��

�

506 Carnegie Center

�

Princeton NJ

�

149,110

��

�

97.7

%�

�

32.69

��

�

508 Carnegie Center

�

Princeton NJ

�

133,915

��

�

100.0

%�

�

32.80

��

�

510 Carnegie Center

�

Princeton NJ

�

234,160

��

�

100.0

%�

�

32.67

��

�

701 Carnegie Center

�

Princeton NJ

�

120,000

��

�

100.0

%�

�

38.57

��

�

2,054,377

��

�

91.8

%�

�

32.99

��

�

One Tower Center

�

East Brunswick NJ

�

414,648

��

�

33.6

%�

�

30.59

��

�

414,648

��

�

33.6

%�

�

30.59

��

�

Total New York:

�

11,538,586

��

�

90.8

%�

�

85.51

��

�

San Francisco

�

Office

�

Embarcadero Center One

�

CBD San Francisco CA

�

833,438

��

�

94.9

%�

�

49.24

��

�

CBD

Embarcadero Center Two

�

CBD San Francisco CA

�

779,800

��

�

98.3

%�

�

54.13

��

�

CBD

Embarcadero Center Three

�

CBD San Francisco CA

�

775,063

��

�

96.4

%�

�

46.65

��

�

CBD

Embarcadero Center Four

�

CBD San Francisco CA

�

934,407

��

�

92.1

%�

�

58.32

��

�

CBD

�

3,322,708

��

�

95.2

%�

�

52.24

��

�

(3) 680 Folsom Street

�

CBD San Francisco CA

�

524,793

��

�

91.8

%�

�

54.29

��

�

CBD

611 Gateway

�

South San Francisco CA

�

260,337

��

�

81.2

%�

�

37.27

��

�

601 and 651 Gateway

�

South San Francisco CA

�

506,280

��

�

95.2

%�

�

37.02

��

�

(5) North First Business Park

�

San Jose CA

�

190,636

��

�

100.0

%�

�

15.55

��

�

3100-3130 Zanker Road (formerly 3200 Zanker Road)

�

San Jose CA

�

543,900

��

�

19.5

%�

�

20.40

��

�

2440 West El Camino Real

�

Mountain View CA

�

141,392

��

�

100.0

%�

�

49.39

��

�

2,167,338

��

�

74.4

%�

�

39.67

��

�

Office/Technical

�

Mountain View Research Park

�

Mountain View CA

�

540,433

��

�

96.6

%�

�

35.30

��

�

453 Ravendale Drive

�

Mountain View CA

�

29,620

��

�

100.0

%�

�

20.74

��

�

570,053

��

�

96.8

%�

�

34.60

��

�

Total San Francisco:

�

6,060,099

��

�

87.9

%�

�

46.58

��

�

(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)	Including leases with future commencement dates, the property is approximately 77% leased.

(5)	Property held for redevelopment.

�

Boston Properties, Inc.

Third Quarter 2014

�

In-Service Property Listing (continued)

�

as of September�30, 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

�

631,029

��

�

92.4

%�

�

55.48

��

�

CBD

500 E Street, S. W.

�

Southwest Washington DC

�

251,994

��

�

100.0

%�

�

45.55

��

�

CBD

Metropolitan Square
(51% ownership)

�

East End Washington DC

�

589,288

��

�

91.0

%�

�

54.98

��

�

CBD

Market Square North
(50% ownership)

�

East End Washington DC

�

406,797

��

�

94.0

%�

�

60.97

��

�

CBD

505 9th Street, N.W.
(50% ownership)

�

East End Washington DC

�

321,943

��

�

100.0

%�

�

71.01

��

�

CBD

901 New York Avenue
(25% ownership)

�

East End Washington DC

�

539,679

��

�

100.0

%�

�

63.99

��

�

CBD

2200 Pennsylvania
Avenue

�

CBD Washington DC

�

458,831

��

�

98.1

%�

�

83.10

��

�

CBD

1333 New Hampshire Avenue

�

CBD Washington DC

�

315,371

��

�

94.8

%�

�

52.45

��

�

CBD

1330 Connecticut
Avenue

�

CBD Washington DC

�

252,136

��

�

100.0

%�

�

58.38

��

�

CBD

Sumner Square

�

CBD Washington DC

�

208,892

��

�

95.8

%�

�

48.76

��

�

CBD

500 North Capitol
(30% ownership)

�

Capitol Hill Washington DC

�

231,411

��

�

90.9

%�

�

62.95

��

�

CBD

Annapolis Junction
Building One
(50% ownership)

�

Anne Arundel County MD

�

117,599

��

�

74.7

%�

�

144.20

��

�

Annapolis Junction
Building Six
(50% ownership)

�

Anne Arundel County MD

�

119,339

��

�

48.9

%�

�

28.45

��

�

2600 Tower Oaks Boulevard

�

Montgomery County MD

�

179,369

��

�

76.5

%�

�

36.22

��

�

Wisconsin Place
Office

�

Montgomery County MD

�

299,186

��

�

100.0

%�

�

51.70

��

�

Fountain Square
(50% ownership)

�

Fairfax County VA

�

521,696

��

�

96.8

%�

�

43.83

��

�

Fountain Square Retail
(50% ownership)

�

Fairfax County VA

�

234,339

��

�

100.0

%�

�

53.24

��

�

Democracy Tower

�

Fairfax County VA

�

259,441

��

�

100.0

%�

�

56.37

��

�

Kingstowne One

�

Fairfax County VA

�

151,483

��

�

88.6

%�

�

39.89

��

�

Kingstowne Two

�

Fairfax County VA

�

156,251

��

�

68.5

%�

�

42.32

��

�

Kingstowne Retail

�

Fairfax County VA

�

88,288

��

�

100.0

%�

�

33.67

��

�

One Freedom Square

�

Fairfax County VA

�

432,581

��

�

100.0

%�

�

45.13

��

�

Two Freedom Square

�

Fairfax County VA

�

421,757

��

�

99.9

%�

�

42.36

��

�

One Reston Overlook

�

Fairfax County VA

�

319,519

��

�

100.0

%�

�

35.60

��

�

Two Reston Overlook

�

Fairfax County VA

�

134,615

��

�

100.0

%�

�

35.06

��

�

One and Two Discovery Square

�

Fairfax County VA

�

366,990

��

�

100.0

%�

�

42.08

��

�

New Dominion
Technology Park -
Building One

�

Fairfax County VA

�

235,201

��

�

100.0

%�

�

33.58

��

�

New Dominion
Technology Park -
Building Two

�

Fairfax County VA

�

257,400

��

�

100.0

%�

�

39.34

��

�

Reston Corporate
Center

�

Fairfax County VA

�

261,046

��

�

100.0

%�

�

38.48

��

�

South of Market

�

Fairfax County VA

�

623,665

��

�

100.0

%�

�

51.94

��

�

One and Two
Patriots Park

�

Fairfax County VA

�

523,482

��

�

100.0

%�

�

33.60

��

�

Three Patriots Park

�

Fairfax County VA

�

182,423

��

�

100.0

%�

�

35.65

��

�

10,093,041

��

�

96.1

%�

�

50.99

��

�

Office/Technical

�

7435 Boston
Boulevard

�

Fairfax County VA

�

103,557

��

�

92.8

%�

�

22.90

��

�

7451 Boston
Boulevard

�

Fairfax County VA

�

45,615

��

�

67.4

%�

�

24.20

��

�

7450 Boston
Boulevard

�

Fairfax County VA

�

62,402

��

�

100.0

%�

�

20.93

��

�

7374 Boston
Boulevard

�

Fairfax County VA

�

57,321

��

�

100.0

%�

�

17.58

��

�

8000 Grainger Court

�

Fairfax County VA

�

88,775

��

�

100.0

%�

�

21.76

��

�

7500 Boston
Boulevard

�

Fairfax County VA

�

79,971

��

�

100.0

%�

�

16.14

��

�

7501 Boston
Boulevard

�

Fairfax County VA

�

75,756

��

�

100.0

%�

�

28.14

��

�

7601 Boston
Boulevard

�

Fairfax County VA

�

103,750

��

�

100.0

%�

�

14.46

��

�

7375 Boston
Boulevard

�

Fairfax County VA

�

26,865

��

�

100.0

%�

�

23.65

��

�

8000 Corporate Court

�

Fairfax County VA

�

52,539

��

�

100.0

%�

�

13.19

��

�

7300 Boston
Boulevard

�

Fairfax County VA

�

32,000

��

�

100.0

%�

�

20.00

��

�

728,551

��

�

96.9

%�

�

19.92

��

�

Total Washington, DC:

�

10,821,592

��

�

96.1

%�

�

48.88

��

�

Total In-Service Properties:

�

158

�

42,066,757

��

�

92.0

%�

�

58.32

��

�

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

�

Boston Properties, Inc.

Third Quarter 2014

�

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

�

TOP 20 TENANTS BY SQUARE FEET LEASED

�


�	��	�	��	�		�	�	% of		�
Tenant			��	Sq. Ft.		�	�	Portfolio		�
1	��	US Government	��	�	2,427,082	(1)(2)�	�	�	5.96	%�
2	��	Citibank	��	�	1,018,432	(3)�	�	�	2.50	%�
3	��	Bank of America	��	�	810,764	(4)�	�	�	1.99	%�
4	��	Biogen	��	�	772,212	��	�	�	1.90	%�
5	��	Wellington Management	��	�	707,568	��	�	�	1.74	%�
6	��	Kirkland & Ellis	��	�	612,769	(5)�	�	�	1.50	%�
7	��	Genentech	��	�	570,770	��	�	�	1.40	%�
8	��	Ropes & Gray	��	�	528,931	��	�	�	1.30	%�
9	��	O�Melveny & Myers	��	�	504,902	(6)�	�	�	1.24	%�
10	��	Weil Gotshal Manges	��	�	493,845	(7)�	�	�	1.21	%�
11	��	Shearman & Sterling	��	�	472,808	��	�	�	1.16	%�
12	��	State Street Bank and Trust	��	�	408,552	��	�	�	1.00	%�
13	��	Microsoft	��	�	382,532	��	�	�	0.94	%�
14	��	Finnegan Henderson Farabow	��	�	362,405	(8)�	�	�	0.89	%�
15	��	Ann Inc. (fka Ann Taylor Corp.)	��	�	351,026	(9)�	�	�	0.86	%�
16	��	PTC	��	�	320,655	��	�	�	0.79	%�
17	��	Google	��	�	311,611	��	�	�	0.76	%�
18	��	Mass Financial Services	��	�	301,668	��	�	�	0.74	%�
19	��	Bingham McCutchen	��	�	301,385	��	�	�	0.74	%�
20	��	Aramis (Estee Lauder)	��	�	295,610	(10)�	�	�	0.73	%�

	��	Total % of Portfolio Square Feet	��				�	�	29.34	%�
	��	Total % of Portfolio Revenue	��				�	�	30.96	%�

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 705,905 square feet from properties sold on October 2, 2014.

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

(4)	Includes 50,887 square feet of space in a property in which Boston Properties has a 60% interest.

(5)	Includes 221,707 square feet of space in a property in which Boston Properties has a 51% interest.

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

(7)	Includes 451,701 square feet of space in a property in which Boston Properties has a 60% interest.

(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.

Third 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

�

823,140

��

�

35,650,731

��

�

43.31

��

�

35,542,310

��

�

43.18

��

�

2.15

%�

2015

�

2,000,570

��

�

107,361,876

��

�

53.67

��

�

108,219,269

��

�

54.09

��

�

5.22

%�

2016

�

2,713,089

��

�

135,339,611

��

�

49.88

��

�

136,960,900

��

�

50.48

��

�

7.08

%�

2017

�

3,704,556

��

�

238,624,456

��

�

64.41

��

�

242,675,226

��

�

65.51

��

�

9.67

%�

2018

�

1,695,198

��

�

101,241,442

��

�

59.72

��

�

105,114,378

��

�

62.01

��

�

4.42

%�

2019

�

3,632,284

��

�

200,841,579

��

�

55.29

��

�

210,061,334

��

�

57.83

��

�

9.48

%�

2020

�

3,662,905

��

�

222,434,641

��

�

60.73

��

�

238,254,487

��

�

65.05

��

�

9.56

%�

2021

�

2,399,080

��

�

129,062,135

��

�

53.80

��

�

144,149,792

��

�

60.09

��

�

6.26

%�

2022

�

3,672,148

��

�

202,171,012

��

�

55.06

��

�

224,570,502

��

�

61.16

��

�

9.58

%�

2023

�

868,511

��

�

45,809,143

��

�

52.74

��

�

53,612,301

��

�

61.73

��

�

2.27

%�

Thereafter

�

9,964,970

��

�

613,920,402

��

�

61.61

��

�

760,877,505

��

�

76.36

��

�

26.01

%�

Occupancy By Location (4)

�

��

CBD

�

Suburban

�

Total

�

Location

��

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

Boston

��

�

93.2

%�

�

97.4

%�

�

89.7

%�

�

85.6

%�

�

92.0

%�

�

93.1

%�

New York (5)

��

�

93.2

%�

�

96.4

%�

�

82.0

%�

�

79.7

%�

�

90.8

%�

�

92.5

%�

San Francisco

��

�

94.8

%�

�

95.3

%�

�

68.9

%�

�

78.5

%�

�

87.0

%�

�

89.8

%�

Washington, DC

��

�

95.7

%�

�

95.0

%�

�

96.3

%�

�

94.8

%�

�

96.1

%�

�

94.9

%�

��

�

Total Portfolio

��

�

93.8

%�

�

96.3

%�

�

88.7

%�

�

87.6

%�

�

92.0

%�

�

93.0

%�

��

�

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

(5)	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.

Third 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

�

248,070

��

�

4,561,959

��

�

18.39

��

�

4,561,959

��

�

18.39

��

�

14.67

%�

2015

�

211,206

��

�

5,646,454

��

�

26.73

��

�

5,737,840

��

�

27.17

��

�

12.49

%�

2016

�

310,178

��

�

22,826,708

��

�

73.59

��

�

22,905,014

��

�

73.84

��

�

18.34

%�

2017

�

160,232

��

�

5,543,638

��

�

34.60

��

�

5,804,301

��

�

36.22

��

�

9.47

%�

2018

�

24,164

��

�

991,136

��

�

41.02

��

�

1,167,113

��

�

48.30

��

�

1.43

%�

2019

�

313,109

��

�

10,333,751

��

�

33.00

��

�

11,803,438

��

�

37.70

��

�

18.51

%�

2020

�

79,971

��

�

1,291,025

��

�

16.14

��

�

1,291,025

��

�

16.14

��

�

4.73

%�

2021

�

109,860

��

�

1,700,598

��

�

15.48

��

�

1,821,372

��

�

16.58

��

�

6.50

%�

2022

�

��

�

��

�

��

�

��

�

��

�

0.00

%�

2023

�

��

�

��

�

��

�

��

�

��

�

0.00

%�

Thereafter

�

82,188

��

�

1,992,495

��

�

24.24

��

�

3,755,529

��

�

45.69

��

�

4.86

%�

Occupancy By Location

�

��

CBD

�

Suburban

�

Total

�

Location

��

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-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

��

�

96.8

%�

�

87.1

%�

�

96.8

%�

�

87.1

%�

Washington, DC

��

�

N/A

��

�

N/A

��

�

96.9

%�

�

95.7

%�

�

96.9

%�

�

95.7

%�

��

�

Total Portfolio

��

�

100.0

%�

�

100.0

%�

�

90.3

%�

�

85.9

%�

�

92.0

%�

�

88.1

%�

��

�

(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.

Third 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

�

30,694

��

�

2,738,551

��

�

89.22

��

�

2,779,350

��

�

90.55

��

�

1.47

%�

2015

�

114,379

��

�

12,849,378

��

�

112.34

��

�

12,806,189

��

�

111.96

��

�

5.48

%�

2016

�

197,696

��

�

15,687,389

��

�

79.35

��

�

15,895,507

��

�

80.40

��

�

9.47

%�

2017

�

210,638

��

�

28,840,937

��

�

136.92

��

�

29,732,471

��

�

141.15

��

�

10.09

%�

2018

�

242,424

��

�

20,529,842

��

�

84.69

��

�

21,895,339

��

�

90.32

��

�

11.61

%�

2019

�

78,364

��

�

5,897,202

��

�

75.25

��

�

6,272,312

��

�

80.04

��

�

3.75

%�

2020

�

150,985

��

�

7,145,020

��

�

47.32

��

�

9,609,223

��

�

63.64

��

�

7.23

%�

2021

�

122,800

��

�

7,983,867

��

�

65.02

��

�

8,870,407

��

�

72.23

��

�

5.88

%�

2022

�

238,803

��

�

17,975,170

��

�

75.27

��

�

20,504,513

��

�

85.86

��

�

11.43

%�

2023

�

193,251

��

�

17,211,022

��

�

89.06

��

�

19,692,642

��

�

101.90

��

�

9.25

%�

Thereafter

�

508,399

��

�

35,561,495

��

�

69.95

��

�

50,919,483

��

�

100.16

��

�

24.34

%�

�

(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.

Third 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

�

1,101,904

��

�

42,951,240

��

�

38.98

��

�

42,883,619

��

�

38.92

��

�

2.62

%�

2015

�

2,326,155

��

�

125,857,708

��

�

54.11

��

�

126,763,297

��

�

54.49

��

�

5.53

%�

2016

�

3,220,963

��

�

173,853,709

��

�

53.98

��

�

175,761,421

��

�

54.57

��

�

7.65

%�

2017

�

4,075,426

��

�

273,009,031

��

�

66.99

��

�

278,211,999

��

�

68.27

��

�

9.68

%�

2018

�

1,961,786

��

�

122,762,420

��

�

62.58

��

�

128,176,829

��

�

65.34

��

�

4.66

%�

2019

�

4,023,757

��

�

217,072,532

��

�

53.95

��

�

228,137,085

��

�

56.70

��

�

9.56

%�

2020

�

3,893,861

��

�

230,870,687

��

�

59.29

��

�

249,154,735

��

�

63.99

��

�

9.25

%�

2021

�

2,631,740

��

�

138,746,601

��

�

52.72

��

�

154,841,571

��

�

58.84

��

�

6.25

%�

2022

�

3,910,951

��

�

220,146,182

��

�

56.29

��

�

245,075,015

��

�

62.66

��

�

9.29

%�

2023

�

1,061,762

��

�

63,020,165

��

�

59.35

��

�

73,304,942

��

�

69.04

��

�

2.52

%�

Thereafter

�

10,555,557

��

�

651,474,392

��

�

61.72

��

�

815,552,517

��

�

77.26

��

�

25.08

%�

Occupancy By Location (4)

�

��

CBD

�

Suburban

�

Total

�

Location

��

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

Boston

��

�

93.4

%�

�

97.5

%�

�

88.0

%�

�

84.0

%�

�

91.5

%�

�

92.6

%�

New York (5)

��

�

93.2

%�

�

96.4

%�

�

82.0

%�

�

79.7

%�

�

90.8

%�

�

92.5

%�

San Francisco

��

�

94.8

%�

�

95.3

%�

�

76.1

%�

�

81.3

%�

�

87.9

%�

�

89.4

%�

Washington, DC

��

�

95.7

%�

�

95.0

%�

�

96.4

%�

�

94.9

%�

�

96.1

%�

�

94.9

%�

��

�

Total Portfolio

��

�

93.9

%�

�

96.4

%�

�

88.9

%�

�

87.4

%�

�

92.0

%�

�

92.8

%�

��

�

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

(5)	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.

Third 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

�

450,258

��

�

17,960,072

��

�

39.89

��

�

17,960,073

��

�

39.89

��

�

��

�

��

�

��

�

��

�

��

2015

�

683,167

��

�

26,261,000

��

�

38.44

��

�

26,653,192

��

�

39.01

��

�

��

�

��

�

��

�

��

�

��

2016

�

659,897

��

�

25,378,239

��

�

38.46

��

�

25,938,581

��

�

39.31

��

�

225,532

��

�

20,328,384

��

�

90.14

��

�

20,328,384

��

�

90.14

��

2017

�

720,360

��

�

27,498,335

��

�

38.17

��

�

28,284,876

��

�

39.26

��

�

��

�

��

�

��

�

��

�

��

2018

�

470,993

��

�

18,176,476

��

�

38.59

��

�

18,956,990

��

�

40.25

��

�

��

�

��

�

��

�

��

�

��

2019

�

1,290,884

��

�

59,622,061

��

�

46.19

��

�

61,160,132

��

�

47.38

��

�

��

�

��

�

��

�

��

�

��

2020

�

422,763

��

�

19,386,274

��

�

45.86

��

�

21,044,720

��

�

49.78

��

�

��

�

��

�

��

�

��

�

��

2021

�

815,384

��

�

29,789,690

��

�

36.53

��

�

31,538,545

��

�

38.68

��

�

��

�

��

�

��

�

��

�

��

2022

�

1,535,920

��

�

71,637,583

��

�

46.64

��

�

77,528,521

��

�

50.48

��

�

��

�

��

�

��

�

��

�

��

2023

�

277,680

��

�

16,147,871

��

�

58.15

��

�

17,907,994

��

�

64.49

��

�

��

�

��

�

��

�

��

�

��

Thereafter

�

3,989,626

��

�

214,881,670

��

�

53.86

��

�

261,281,152

��

�

65.49

��

�

67,362

��

�

1,663,167

��

�

24.69

��

�

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

�

8,867

��

�

1,370,521

��

�

154.56

��

�

1,411,321

��

�

159.17

��

�

459,125

��

�

19,330,594

��

�

42.10

��

�

19,371,394

��

�

42.19

��

2015

�

47,407

��

�

8,607,032

��

�

181.56

��

�

8,540,468

��

�

180.15

��

�

730,574

��

�

34,868,032

��

�

47.73

��

�

35,193,660

��

�

48.17

��

2016

�

12,285

��

�

1,662,277

��

�

135.31

��

�

1,668,203

��

�

135.79

��

�

897,714

��

�

47,368,900

��

�

52.77

��

�

47,935,168

��

�

53.40

(4)�

2017

�

46,004

��

�

3,418,171

��

�

74.30

��

�

3,435,555

��

�

74.68

��

�

766,364

��

�

30,916,506

��

�

40.34

��

�

31,720,431

��

�

41.39

��

2018

�

137,623

��

�

6,195,087

��

�

45.01

��

�

6,308,166

��

�

45.84

��

�

608,616

��

�

24,371,563

��

�

40.04

��

�

25,265,157

��

�

41.51

��

2019

�

17,207

��

�

2,541,746

��

�

147.72

��

�

2,726,847

��

�

158.47

��

�

1,308,091

��

�

62,163,807

��

�

47.52

��

�

63,886,980

��

�

48.84

��

2020

�

92,818

��

�

3,929,115

��

�

42.33

��

�

6,103,602

��

�

65.76

��

�

515,581

��

�

23,315,389

��

�

45.22

��

�

27,148,322

��

�

52.66

��

2021

�

38,642

��

�

2,531,689

��

�

65.52

��

�

2,731,268

��

�

70.68

��

�

854,026

��

�

32,321,379

��

�

37.85

��

�

34,269,812

��

�

40.13

��

2022

�

126,196

��

�

5,730,066

��

�

45.41

��

�

6,364,754

��

�

50.44

��

�

1,662,116

��

�

77,367,649

��

�

46.55

��

�

83,893,275

��

�

50.47

��

2023

�

76,325

��

�

6,852,612

��

�

89.78

��

�

7,584,274

��

�

99.37

��

�

354,005

��

�

23,000,484

��

�

64.97

��

�

25,492,268

��

�

72.01

��

Thereafter

�

195,833

��

�

8,627,905

��

�

44.06

��

�

10,027,272

��

�

51.20

��

�

4,252,821

��

�

225,172,742

��

�

52.95

��

�

274,682,585

��

�

64.59

��

�

(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 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $39.94 per square foot and $40.79 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.

Third 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

�

21,971

��

�

830,449

��

�

37.80

��

�

830,449

��

�

37.80

(4)�

�

��

�

��

�

��

�

��

�

��

Q4�2014

�

428,287

��

�

17,129,623

��

�

40.00

��

�

17,129,624

��

�

40.00

��

�

��

�

��

�

��

�

��

�

��

�

Total 2014

�

450,258

��

�

17,960,072

��

�

39.89

��

�

17,960,073

��

�

39.89

��

�

��

�

��

�

��

�

��

�

��

�

Q1�2015

�

167,847

��

�

7,868,453

��

�

46.88

��

�

7,889,190

��

�

47.00

��

�

��

�

��

�

��

�

��

�

��

Q2�2015

�

182,775

��

�

6,409,338

��

�

35.07

��

�

6,626,293

��

�

36.25

��

�

��

�

��

�

��

�

��

�

��

Q3�2015

�

170,740

��

�

7,405,021

��

�

43.37

��

�

7,408,328

��

�

43.39

��

�

��

�

��

�

��

�

��

�

��

Q4�2015

�

161,805

��

�

4,578,189

��

�

28.29

��

�

4,729,381

��

�

29.23

��

�

��

�

��

�

��

�

��

�

��

�

Total�2015

�

683,167

��

�

26,261,000

��

�

38.44

��

�

26,653,192

��

�

39.01

��

�

��

�

��

�

��

�

��

�

��

�

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

�

��

�

��

�

��

�

��

�

��

�

21,971

��

�

830,449

��

�

37.80

��

�

830,449

��

�

37.80

(4)�

Q4 2014

�

8,867

��

�

1,370,521

��

�

154.56

��

�

1,411,321

��

�

159.17

��

�

437,154

��

�

18,500,145

��

�

42.32

��

�

18,540,945

��

�

42.41

��

�

Total 2014

�

8,867

��

�

1,370,521

��

�

154.56

��

�

1,411,321

��

�

159.17

��

�

459,125

��

�

19,330,594

��

�

42.10

��

�

19,371,394

��

�

42.19

��

�

Q1 2015

�

43,154

��

�

6,972,199

��

�

161.57

��

�

6,917,299

��

�

160.29

��

�

211,001

��

�

14,840,652

��

�

70.33

��

�

14,806,490

��

�

70.17

��

Q2 2015

�

2,672

��

�

1,032,145

��

�

386.28

��

�

1,007,245

��

�

376.96

��

�

185,447

��

�

7,441,483

��

�

40.13

��

�

7,633,538

��

�

41.16

��

Q3 2015

�

575

��

�

549,851

��

�

956.26

��

�

563,087

��

�

979.28

��

�

171,315

��

�

7,954,871

��

�

46.43

��

�

7,971,414

��

�

46.53

��

Q4 2015

�

1,006

��

�

52,837

��

�

52.52

��

�

52,837

��

�

52.52

��

�

162,811

��

�

4,631,025

��

�

28.44

��

�

4,782,218

��

�

29.37

��

�

Total 2015

�

47,407

��

�

8,607,032

��

�

181.56

��

�

8,540,468

��

�

180.15

��

�

730,574

��

�

34,868,032

��

�

47.73

��

�

35,193,660

��

�

48.17

��

�

(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)	Represents leases that were occupied as of and expired on September�30, 2014.

�

Boston Properties, Inc.

Third 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

�

118,213

��

�

5,332,153

��

�

45.11

��

�

5,223,731

��

�

44.19

��

�

��

�

��

�

��

�

��

�

��

2015

�

398,024

��

�

26,369,852

��

�

66.25

��

�

26,376,882

��

�

66.27

��

�

��

�

��

�

��

�

��

�

��

2016

�

622,848

��

�

47,987,002

��

�

77.04

��

�

48,307,879

��

�

77.56

��

�

��

�

��

�

��

�

��

�

��

2017

�

1,447,650

��

�

133,015,929

��

�

91.88

��

�

134,028,553

��

�

92.58

��

�

��

�

��

�

��

�

��

�

��

2018

�

557,175

��

�

47,938,412

��

�

86.04

��

�

47,716,351

��

�

85.64

��

�

��

�

��

�

��

�

��

�

��

2019

�

1,041,542

��

�

78,213,217

��

�

75.09

��

�

80,501,080

��

�

77.29

��

�

��

�

��

�

��

�

��

�

��

2020

�

1,569,456

��

�

118,256,024

��

�

75.35

��

�

125,190,046

��

�

79.77

��

�

��

�

��

�

��

�

��

�

��

2021

�

301,705

��

�

31,529,092

��

�

104.50

��

�

35,004,035

��

�

116.02

��

�

��

�

��

�

��

�

��

�

��

2022

�

871,138

��

�

70,822,656

��

�

81.30

��

�

76,655,575

��

�

87.99

��

�

��

�

��

�

��

�

��

�

��

2023

�

81,115

��

�

6,952,380

��

�

85.71

��

�

7,611,893

��

�

93.84

��

�

��

�

��

�

��

�

��

�

��

Thereafter

�

3,302,888

��

�

264,504,277

��

�

80.08

��

�

341,213,331

��

�

103.31

��

�

��

�

��

�

��

�

��

�

��

�

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

�

5,186

��

�

487,608

��

�

94.02

��

�

487,608

��

�

94.02

��

�

123,399

��

�

5,819,761

��

�

47.16

��

�

5,711,339

��

�

46.28

��

2015

�

��

�

��

�

��

�

��

�

��

�

398,024

��

�

26,369,852

��

�

66.25

��

�

26,376,882

��

�

66.27

��

2016

�

79,292

��

�

8,101,467

��

�

102.17

��

�

8,175,118

��

�

103.10

��

�

702,140

��

�

56,088,470

��

�

79.88

��

�

56,482,997

��

�

80.44

��

2017

�

81,027

��

�

20,601,289

��

�

254.25

��

�

21,351,289

��

�

263.51

��

�

1,528,677

��

�

153,617,218

��

�

100.49

��

�

155,379,842

��

�

101.64

��

2018

�

6,514

��

�

8,180,308

��

�

1,255.80

��

�

9,201,573

��

�

1,412.58

��

�

563,689

��

�

56,118,720

��

�

99.56

��

�

56,917,925

��

�

100.97

��

2019

�

877

��

�

71,149

��

�

81.13

��

�

77,929

��

�

88.86

��

�

1,042,419

��

�

78,284,365

��

�

75.10

��

�

80,579,009

��

�

77.30

��

2020

�

4,195

��

�

261,801

��

�

62.41

��

�

267,179

��

�

63.69

��

�

1,573,651

��

�

118,517,825

��

�

75.31

��

�

125,457,225

��

�

79.72

��

2021

�

2,056

��

�

234,979

��

�

114.29

��

�

279,925

��

�

136.15

��

�

303,761

��

�

31,764,071

��

�

104.57

��

�

35,283,960

��

�

116.16

��

2022

�

59,437

��

�

9,502,602

��

�

159.88

��

�

11,066,836

��

�

186.19

��

�

930,575

��

�

80,325,258

��

�

86.32

��

�

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

��

�

18,574,250

��

�

224.43

��

�

30,360,329

��

�

366.84

��

�

3,385,650

��

�

283,078,527

��

�

83.61

��

�

371,573,660

��

�

109.75

��

�

(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.

�

Boston Properties, Inc.

Third 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

�

1,175

��

�

38,987

��

�

33.18

��

�

38,987

��

�

33.18

(5)�

�

��

�

��

�

��

�

��

�

��

Q4 2014

�

117,038

��

�

5,293,166

��

�

45.23

��

�

5,184,744

��

�

44.30

��

�

��

�

��

�

��

�

��

�

��

�

Total 2014

�

118,213

��

�

5,332,153

��

�

45.11

��

�

5,223,731

��

�

44.19

��

�

��

�

��

�

��

�

��

�

��

�

Q1 2015

�

49,529

��

�

2,064,373

��

�

41.68

��

�

2,061,062

��

�

41.61

��

�

��

�

��

�

��

�

��

�

��

Q2 2015

�

140,264

��

�

7,109,818

��

�

50.69

��

�

7,109,818

��

�

50.69

��

�

��

�

��

�

��

�

��

�

��

Q3 2015

�

75,242

��

�

5,283,964

��

�

70.23

��

�

5,295,729

��

�

70.38

��

�

��

�

��

�

��

�

��

�

��

Q4 2015

�

132,989

��

�

11,911,697

��

�

89.57

��

�

11,910,272

��

�

89.56

��

�

��

�

��

�

��

�

��

�

��

�

Total 2015

�

398,024

��

�

26,369,852

��

�

66.25

��

�

26,376,882

��

�

66.27

��

�

��

�

��

�

��

�

��

�

��

�

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

�

��

�

��

�

��

�

��

�

��

�

1,175

��

�

38,987

��

�

33.18

��

�

38,987

��

�

33.18

(5)�

Q4�2014

�

5,186

��

�

487,608

��

�

94.02

��

�

487,608

��

�

94.02

��

�

122,224

��

�

5,780,774

��

�

47.30

��

�

5,672,352

��

�

46.41

��

�

Total 2014

�

5,186

��

�

487,608

��

�

94.02

��

�

487,608

��

�

94.02

��

�

123,399

��

�

5,819,761

��

�

47.16

��

�

5,711,339

��

�

46.28

��

�

Q1 2015

�

��

�

��

�

��

�

��

�

��

�

49,529

��

�

2,064,373

��

�

41.68

��

�

2,061,062

��

�

41.61

��

Q2 2015

�

��

�

��

�

��

�

��

�

��

�

140,264

��

�

7,109,818

��

�

50.69

��

�

7,109,818

��

�

50.69

��

Q3 2015

�

��

�

��

�

��

�

��

�

��

�

75,242

��

�

5,283,964

��

�

70.23

��

�

5,295,729

��

�

70.38

��

Q4 2015

�

��

�

��

�

��

�

��

�

��

�

132,989

��

�

11,911,697

��

�

89.57

��

�

11,910,272

��

�

89.56

��

�

Total 2015

�

��

�

��

�

��

�

��

�

��

�

398,024

��

�

26,369,852

��

�

66.25

��

�

26,376,882

��

�

66.27

��

�

(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)	Represents leases that were occupied as of and expired on September�30, 2014.

�

Boston Properties, Inc.

Third 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

�

88,986

��

�

3,528,208

��

�

39.65

��

�

3,528,208

��

�

39.65

��

�

��

�

��

�

��

�

��

�

��

2015

�

280,128

��

�

12,703,216

��

�

45.35

��

�

12,752,337

��

�

45.52

��

�

44,982

��

�

1,283,149

��

�

28.53

��

�

1,367,015

��

�

30.39

��

2016

�

1,104,047

��

�

47,130,823

��

�

42.69

��

�

47,386,149

��

�

42.92

��

�

51,246

��

�

1,739,438

��

�

33.94

��

�

1,780,520

��

�

34.74

��

2017

�

513,011

��

�

22,260,118

��

�

43.39

��

�

23,170,620

��

�

45.17

��

�

146,824

��

�

5,265,505

��

�

35.86

��

�

5,512,525

��

�

37.55

��

2018

�

196,747

��

�

10,825,821

��

�

55.02

��

�

12,191,714

��

�

61.97

��

�

24,164

��

�

991,136

��

�

41.02

��

�

1,167,113

��

�

48.30

��

2019

�

397,415

��

�

18,754,726

��

�

47.19

��

�

20,819,831

��

�

52.39

��

�

281,109

��

�

9,693,751

��

�

34.48

��

�

11,083,118

��

�

39.43

��

2020

�

502,177

��

�

30,256,465

��

�

60.25

��

�

31,600,317

��

�

62.93

��

�

��

�

��

�

��

�

��

�

��

2021

�

190,102

��

�

9,578,042

��

�

50.38

��

�

10,431,420

��

�

54.87

��

�

��

�

��

�

��

�

��

�

��

2022

�

452,576

��

�

18,556,385

��

�

41.00

��

�

21,421,802

��

�

47.33

��

�

��

�

��

�

��

�

��

�

��

2023

�

111,517

��

�

5,397,979

��

�

48.40

��

�

6,742,179

��

�

60.46

��

�

��

�

��

�

��

�

��

�

��

Thereafter

�

659,049

��

�

35,801,956

��

�

54.32

��

�

43,134,802

��

�

65.45

��

�

��

�

��

�

��

�

��

�

��

�

RETAIL

�

Total Property Types

�

Year of
Lease
Expiration

�

Rentable Square
Footage Subject to
Expiring Leases

�

Current Annualized
Revenues Under
Expiring Leases

�

Per
Square
Foot

�

Annualized
Revenues Under
Expiring Leases
with future step-ups

�

Per
Square
Foot

�

Rentable Square
Footage Subject to
Expiring Leases

�

Current Annualized
Revenues Under
Expiring Leases

�

Per
Square
Foot

�

Annualized
Revenues Under
Expiring Leases
with future step-ups

�

Per
Square
Foot

�

2014

�

3,931

��

�

182,037

��

�

46.31

��

�

182,037

��

�

46.31

��

�

92,917

��

�

3,710,244

��

�

39.93

��

�

3,710,244

��

�

39.93

��

2015

�

7,916

��

�

592,914

��

�

74.90

��

�

597,574

��

�

75.49

��

�

333,026

��

�

14,579,280

��

�

43.78

��

�

14,716,925

��

�

44.19

��

2016

�

39,764

��

�

2,034,509

��

�

51.16

��

�

2,108,397

��

�

53.02

��

�

1,195,057

��

�

50,904,770

��

�

42.60

��

�

51,275,066

��

�

42.91

��

2017

�

16,079

��

�

1,085,609

��

�

67.52

��

�

1,115,970

��

�

69.41

��

�

675,914

��

�

28,611,232

��

�

42.33

��

�

29,799,114

��

�

44.09

��

2018

�

32,264

��

�

1,949,071

��

�

60.41

��

�

1,974,846

��

�

61.21

��

�

253,175

��

�

13,766,027

��

�

54.37

��

�

15,333,673

��

�

60.57

��

2019

�

11,730

��

�

674,071

��

�

57.47

��

�

716,418

��

�

61.08

��

�

690,254

��

�

29,122,548

��

�

42.19

��

�

32,619,367

��

�

47.26

��

2020

�

28,116

��

�

1,562,917

��

�

55.59

��

�

1,696,490

��

�

60.34

��

�

530,293

��

�

31,819,382

��

�

60.00

��

�

33,296,808

��

�

62.79

��

2021

�

15,458

��

�

947,303

��

�

61.28

��

�

1,000,681

��

�

64.74

��

�

205,560

��

�

10,525,345

��

�

51.20

��

�

11,432,102

��

�

55.61

��

2022

�

27,445

��

�

1,051,304

��

�

38.31

��

�

1,138,608

��

�

41.49

��

�

480,021

��

�

19,607,688

��

�

40.85

��

�

22,560,410

��

�

47.00

��

2023

�

27,788

��

�

1,486,258

��

�

53.49

��

�

1,602,900

��

�

57.68

��

�

139,305

��

�

6,884,237

��

�

49.42

��

�

8,345,079

��

�

59.91

��

Thereafter

�

29,218

��

�

1,632,823

��

�

55.88

��

�

2,034,406

��

�

69.63

��

�

688,267

��

�

37,434,779

��

�

54.39

��

�

45,169,207

��

�

65.63

��

�

(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.

�

Boston Properties, Inc.

Third 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

�

5,941

��

�

282,059

��

�

47.48

��

�

282,059

��

�

47.48

��

�

��

�

��

�

��

�

��

�

��

Q4 2014

�

83,045

��

�

3,246,149

��

�

39.09

��

�

3,246,149

��

�

39.09

��

�

��

�

��

�

��

�

��

�

��

�

Total 2014

�

88,986

��

�

3,528,208

��

�

39.65

��

�

3,528,208

��

�

39.65

��

�

��

�

��

�

��

�

��

�

��

�

Q1 2015

�

20,755

��

�

810,170

��

�

39.03

��

�

810,170

��

�

39.03

��

�

11,806

��

�

348,969

��

�

29.56

��

�

348,969

��

�

29.56

��

Q2 2015

�

53,224

��

�

2,281,415

��

�

42.86

��

�

2,283,204

��

�

42.90

��

�

��

�

��

�

��

�

��

�

��

Q3 2015

�

109,416

��

�

5,873,904

��

�

53.68

��

�

5,840,393

��

�

53.38

��

�

12,900

��

�

255,861

��

�

19.83

��

�

308,961

��

�

23.95

��

Q4 2015

�

96,733

��

�

3,737,728

��

�

38.64

��

�

3,818,570

��

�

39.48

��

�

20,276

��

�

678,318

��

�

33.45

��

�

709,085

��

�

34.97

��

�

Total 2015

�

280,128

��

�

12,703,216

��

�

45.35

��

�

12,752,337

��

�

45.52

��

�

44,982

��

�

1,283,149

��

�

28.53

��

�

1,367,015

��

�

30.39

��

�

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

�

1,331

��

�

57,246

��

�

43.01

��

�

57,246

��

�

43.01

��

�

7,272

��

�

339,305

��

�

46.66

��

�

339,305

��

�

46.66

��

Q4 2014

�

2,600

��

�

124,790

��

�

48.00

��

�

124,790

��

�

48.00

��

�

85,645

��

�

3,370,939

��

�

39.36

��

�

3,370,939

��

�

39.36

��

�

Total 2014

�

3,931

��

�

182,037

��

�

46.31

��

�

182,037

��

�

46.31

��

�

92,917

��

�

3,710,244

��

�

39.93

��

�

3,710,244

��

�

39.93

��

�

Q1 2015

�

849

��

�

92,735

��

�

109.23

��

�

92,735

��

�

109.23

��

�

33,410

��

�

1,251,875

��

�

37.47

��

�

1,251,875

��

�

37.47

��

Q2 2015

�

2,619

��

�

176,087

��

�

67.23

��

�

176,087

��

�

67.23

��

�

55,843

��

�

2,457,502

��

�

44.01

��

�

2,459,291

��

�

44.04

��

Q3 2015

�

1,624

��

�

108,982

��

�

67.11

��

�

108,982

��

�

67.11

��

�

123,940

��

�

6,238,747

��

�

50.34

��

�

6,258,336

��

�

50.49

��

Q4 2015

�

2,824

��

�

215,109

��

�

76.17

��

�

219,769

��

�

77.82

��

�

119,833

��

�

4,631,156

��

�

38.65

��

�

4,747,423

��

�

39.62

��

�

Total 2015

�

7,916

��

�

592,914

��

�

74.90

��

�

597,574

��

�

75.49

��

�

333,026

��

�

14,579,280

��

�

43.78

��

�

14,716,925

��

�

44.19

��

�

(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.

�

Boston Properties, Inc.

Third 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

��

�

165,683

��

8,830,298

��

53.30

��

8,830,298

��

53.30

(4)�

�

248,070

��

4,561,959

��

18.39

��

4,561,959

��

18.39

��

2015

��

�

639,251

��

�

42,027,808

��

�

65.75

��

�

42,436,858

��

�

66.39

(4)�

�

166,224

��

�

4,363,305

��

�

26.25

��

�

4,370,825

��

�

26.29

��

2016

��

�

326,297

��

�

14,843,547

��

�

45.49

��

�

15,328,291

��

�

46.98

��

�

33,400

��

�

758,886

��

�

22.72

��

�

796,110

��

�

23.84

��

2017

��

�

1,023,535

��

�

55,850,075

��

�

54.57

��

�

57,191,178

��

�

55.88

��

�

13,408

��

�

278,133

��

�

20.74

��

�

291,776

��

�

21.76

��

2018

��

�

470,283

��

�

24,300,734

��

�

51.67

��

�

26,249,322

��

�

55.82

��

�

��

�

��

�

��

�

��

�

��

2019

��

�

902,443

��

�

44,251,576

��

�

49.04

��

�

47,580,291

��

�

52.72

��

�

32,000

��

�

640,000

��

�

20.00

��

�

720,320

��

�

22.51

��

2020

��

�

1,168,509

��

�

54,535,878

��

�

46.67

��

�

60,419,403

��

�

51.71

��

�

79,971

��

�

1,291,025

��

�

16.14

��

�

1,291,025

��

�

16.14

��

2021

��

�

1,091,889

��

�

58,165,311

��

�

53.27

��

�

67,175,792

��

�

61.52

��

�

109,860

��

�

1,700,598

��

�

15.48

��

�

1,821,372

��

�

16.58

��

2022

��

�

812,514

��

�

41,154,388

��

�

50.65

��

�

48,964,604

��

�

60.26

��

�

��

�

��

�

��

�

��

�

��

2023

��

�

398,199

��

�

17,310,912

��

�

43.47

��

�

21,350,235

��

�

53.62

��

�

��

�

��

�

��

�

��

�

��

Thereafter

��

�

2,013,407

��

�

98,732,499

��

�

49.04

��

�

115,248,220

��

�

57.24

(5)�

�

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

��

�

12,710

��

698,385

��

54.95

��

698,385

��

54.95

��

�

426,463

��

14,090,641

��

33.04

��

14,090,642

��

33.04

��

2015

��

�

59,056

��

�

3,649,432

��

�

61.80

��

�

3,668,147

��

�

62.11

��

�

864,531

��

�

50,040,544

��

�

57.88

��

�

50,475,830

��

�

58.39

��

2016

��

�

66,355

��

�

3,889,137

��

�

58.61

��

�

3,943,789

��

�

59.43

��

�

426,052

��

�

19,491,569

��

�

45.75

��

�

20,068,190

��

�

47.10

��

2017

��

�

67,528

��

�

3,735,868

��

�

55.32

��

�

3,829,658

��

�

56.71

��

�

1,104,471

��

�

59,864,076

��

�

54.20

��

�

61,312,612

��

�

55.51

��

2018

��

�

66,023

��

�

4,205,376

��

�

63.70

��

�

4,410,753

��

�

66.81

��

�

536,306

��

�

28,506,109

��

�

53.15

��

�

30,660,075

��

�

57.17

��

2019

��

�

48,550

��

�

2,610,236

��

�

53.76

��

�

2,751,117

��

�

56.67

��

�

982,993

��

�

47,501,812

��

�

48.32

��

�

51,051,729

��

�

51.93

��

2020

��

�

25,856

��

�

1,391,187

��

�

53.81

��

�

1,541,952

��

�

59.64

��

�

1,274,336

��

�

57,218,091

��

�

44.90

��

�

63,252,380

��

�

49.64

��

2021

��

�

66,644

��

�

4,269,896

��

�

64.07

��

�

4,858,533

��

�

72.90

��

�

1,268,393

��

�

64,135,806

��

�

50.56

��

�

73,855,697

��

�

58.23

��

2022

��

�

25,725

��

�

1,691,199

��

�

65.74

��

�

1,934,314

��

�

75.19

��

�

838,239

��

�

42,845,587

��

�

51.11

��

�

50,898,919

��

�

60.72

��

2023

��

�

55,846

��

�

2,407,832

��

�

43.12

��

�

2,756,291

��

�

49.36

��

�

454,045

��

�

19,718,745

��

�

43.43

��

�

24,106,526

��

�

53.09

��

Thereafter

��

�

200,586

��

�

6,726,517

��

�

33.53

��

�

8,497,477

��

�

42.36

��

�

2,228,819

��

�

105,788,344

��

�

47.46

��

�

124,127,064

��

�

55.69

��

�

(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 87,795 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2014 and 2015, the current and future expiring rental rate would be (i)�$45.92 per square foot and $45.92 per square foot, respectively, for 2014 and (ii)�$52.27 per square foot and $53.18 per square foot, respectively, for 2015.

(5)	Includes 705,905 square feet from properties sold on October�2, 2014. Excluding those assets, the current and future expiring rental rate would be $57.08 per square foot and $69.72 per square foot, respectively.

�

Boston Properties, Inc.

Third 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

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

�

11,395

��

�

614,921

��

�

53.96

��

�

614,921

��

�

53.96

��

�

55,375

��

�

1,172,832

��

�

21.18

��

�

1,172,832

��

�

21.18

��

Q4 2014

�

154,288

��

�

8,215,377

��

�

53.25

��

�

8,215,377

��

�

53.25

(4)�

�

192,695

��

�

3,389,127

��

�

17.59

��

�

3,389,127

��

�

17.59

��

�

Total 2014

�

165,683

��

�

8,830,298

��

�

53.30

��

�

8,830,298

��

�

53.30

��

�

248,070

��

�

4,561,959

��

�

18.39

��

�

4,561,959

��

�

18.39

��

�

Q1 2015

�

129,701

��

�

7,170,959

��

�

55.29

��

�

7,223,913

��

�

55.70

��

�

��

�

��

�

��

�

��

�

��

Q2 2015

�

210,879

��

�

18,729,026

��

�

88.81

��

�

18,786,512

��

�

89.09

(5)�

�

23,439

��

�

512,511

��

�

21.87

��

�

512,511

��

�

21.87

��

Q3 2015

�

70,931

��

�

3,881,617

��

�

54.72

��

�

3,913,159

��

�

55.17

��

�

14,338

��

�

308,532

��

�

21.52

��

�

316,053

��

�

22.04

��

Q4 2015

�

227,740

��

�

12,246,206

��

�

53.77

��

�

12,513,273

��

�

54.95

��

�

128,447

��

�

3,542,261

��

�

27.58

��

�

3,542,261

��

�

27.58

��

�

Total 2015

�

639,251

��

�

42,027,808

��

�

65.75

��

�

42,436,858

��

�

66.39

��

�

166,224

��

�

4,363,305

��

�

26.25

��

�

4,370,825

��

�

26.29

��

�

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

�

��

�

��

�

��

�

��

�

��

�

66,770

��

�

1,787,752

��

�

26.77

��

�

1,787,753

��

�

26.77

��

Q4 2014

�

12,710

��

�

698,385

��

�

54.95

��

�

698,385

��

�

54.95

��

�

359,693

��

�

12,302,889

��

�

34.20

��

�

12,302,889

��

�

34.20

��

�

Total 2014

�

12,710

��

�

698,385

��

�

54.95

��

�

698,385

��

�

54.95

��

�

426,463

��

�

14,090,641

��

�

33.04

��

�

14,090,642

��

�

33.04

��

�

Q1 2015

�

14,351

��

�

961,169

��

�

66.98

��

�

961,807

��

�

67.02

��

�

144,052

��

�

8,132,128

��

�

56.45

��

�

8,185,720

��

�

56.82

��

Q2 2015

�

3,856

��

�

300,433

��

�

77.91

��

�

300,433

��

�

77.91

��

�

238,174

��

�

19,541,971

��

�

82.05

��

�

19,599,457

��

�

82.29

��

Q3 2015

�

24,218

��

�

1,414,749

��

�

58.42

��

�

1,414,749

��

�

58.42

��

�

109,487

��

�

5,604,898

��

�

51.19

��

�

5,643,960

��

�

51.55

��

Q4 2015

�

16,631

��

�

973,080

��

�

58.51

��

�

991,158

��

�

59.60

��

�

372,818

��

�

16,761,547

��

�

44.96

��

�

17,046,693

��

�

45.72

��

�

Total 2015

�

59,056

��

�

3,649,432

��

�

61.80

��

�

3,668,147

��

�

62.11

��

�

864,531

��

�

50,040,544

��

�

57.88

��

�

50,475,830

��

�

58.39

��

�

(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 12,721 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from Q4 2014, the current and future expiring rental rate would be $45.28 per square foot and $45.28 per square foot, respectively.

(5)	Includes 75,074 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from Q2 2015, the current and future expiring rental rate would be $57.99 per square foot and $58.37 per square foot, respectively.

�

Boston Properties, Inc.

Third 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

��

�

350,718

��

15,551,491

��

44.34

��

15,592,290

��

44.46

(4)�

�

68,527

��

3,344,538

��

48.81

��

3,344,538

��

48.81

��

2015

��

�

364,437

��

�

23,759,317

��

�

65.19

��

�

23,714,565

��

�

65.07

(4)�

�

190,463

��

�

9,946,431

��

�

52.22

��

�

9,945,148

��

�

52.22

��

2016

��

�

392,323

��

�

29,724,103

��

�

75.76

��

�

29,797,986

��

�

75.95

(5)�

�

921,103

��

�

44,881,710

��

�

48.73

��

�

44,977,842

��

�

48.83

��

2017

��

�

234,358

��

�

14,007,920

��

�

59.77

��

�

14,368,132

��

�

61.31

��

�

301,548

��

�

15,950,531

��

�

52.90

��

�

16,314,869

��

�

54.10

��

2018

��

�

264,749

��

�

13,604,106

��

�

51.38

��

�

13,913,092

��

�

52.55

��

�

218,399

��

�

12,413,605

��

�

56.84

��

�

13,766,146

��

�

63.03

��

2019

��

�

859,150

��

�

45,445,004

��

�

52.90

��

�

46,777,912

��

�

54.45

��

�

217,523

��

�

11,200,853

��

�

51.49

��

�

12,309,543

��

�

56.59

��

2020

��

�

395,006

��

�

19,810,841

��

�

50.15

��

�

23,116,529

��

�

58.52

��

�

514,224

��

�

31,067,643

��

�

60.42

��

�

32,461,683

��

�

63.13

��

2021

��

�

386,106

��

�

20,269,684

��

�

52.50

��

�

21,328,878

��

�

55.24

��

�

205,560

��

�

10,525,345

��

�

51.20

��

�

11,432,102

��

�

55.61

��

2022

��

�

1,085,864

��

�

56,278,049

��

�

51.83

��

�

62,741,095

��

�

57.78

��

�

189,573

��

�

8,685,028

��

�

45.81

��

�

9,763,656

��

�

51.50

��

2023

��

�

330,808

��

�

22,321,804

��

�

67.48

��

�

24,716,357

��

�

74.72

��

�

98,648

��

�

4,821,281

��

�

48.87

��

�

5,529,688

��

�

56.05

��

Thereafter

��

�

3,531,933

��

�

195,062,149

��

�

55.23

��

�

240,339,086

��

�

68.05

��

�

688,267

��

�

37,434,779

��

�

54.39

��

�

45,169,207

��

�

65.63

��

�

��

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

��

�

41,473

��

3,808,651

��

91.83

��

3,700,229

��

89.22

��

�

110,415

��

5,379,647

��

48.72

��

5,379,647

��

48.72

��

2015

��

�

166,784

��

�

18,396,632

��

�

110.30

��

�

18,457,117

��

�

110.66

��

�

422,239

��

�

25,541,740

��

�

60.49

��

�

25,803,990

��

�

61.11

��

2016

��

�

499,013

��

�

49,294,513

��

�

98.78

��

�

49,514,306

��

�

99.22

��

�

51,881

��

�

2,925,205

��

�

56.38

��

�

2,995,138

��

�

57.73

��

2017

��

�

1,366,006

��

�

147,834,378

��

�

108.22

��

�

149,536,272

��

�

109.47

��

�

835,220

��

�

47,196,489

��

�

56.51

��

�

47,930,308

��

�

57.39

��

2018

��

�

360,472

��

�

49,515,535

��

�

137.36

��

�

50,023,817

��

�

138.77

��

�

131,228

��

�

8,348,009

��

�

63.61

��

�

8,916,881

��

�

67.95

��

2019

��

�

743,311

��

�

68,246,371

��

�

91.81

��

�

70,017,866

��

�

94.20

��

�

420,057

��

�

24,728,806

��

�

58.87

��

�

27,430,249

��

�

65.30

��

2020

��

�

1,339,491

��

�

110,867,817

��

�

82.77

��

�

117,221,818

��

�

87.51

��

�

470,986

��

�

24,893,986

��

�

52.86

��

�

27,627,429

��

�

58.66

��

2021

��

�

228,768

��

�

29,353,426

��

�

128.31

��

�

32,737,639

��

�

143.10

��

�

546,807

��

�

33,866,659

��

�

61.94

��

�

39,126,753

��

�

71.55

��

2022

��

�

900,838

��

�

79,418,760

��

�

88.16

��

�

86,756,440

��

�

96.31

��

�

293,626

��

�

20,010,865

��

�

68.15

��

�

23,727,025

��

�

80.81

��

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

��

�

2,912,549

��

�

267,253,259

��

�

91.76

��

�

354,828,959

��

�

121.83

��

�

703,958

��

�

48,828,408

��

�

69.36

��

�

61,214,919

��

�

86.96

��

�

(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)	Excluding retail space current and future expiring rents would be $41.48 per square foot and $41.48 per square foot, respectively, in 2014 and $47.79 per square foot and $47.86 per square foot, respectively, in 2015.

(5)

Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $56.33 per square foot and $56.78 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.

Third 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

��

�

108,407

��

3,779,103

��

34.86

��

3,779,104

��

34.86

��

�

24,390

��

365,706

��

14.99

��

365,706

��

14.99

��

2015

��

�

366,137

��

�

11,108,715

��

�

30.34

��

�

11,479,095

��

�

31.35

��

�

142,563

��

�

4,632,849

��

�

32.50

��

�

4,771,777

��

�

33.47

��

2016

��

�

505,391

��

�

17,644,797

��

�

34.91

��

�

18,137,182

��

�

35.89

��

�

273,954

��

�

6,023,060

��

�

21.99

��

�

6,297,224

��

�

22.99

��

2017

��

�

532,006

��

�

16,908,586

��

�

31.78

��

�

17,352,299

��

�

32.62

��

�

374,366

��

�

12,660,701

��

�

33.82

��

�

13,484,245

��

�

36.02

��

2018

��

�

343,867

��

�

10,767,457

��

�

31.31

��

�

11,352,065

��

�

33.01

��

�

34,776

��

�

1,352,423

��

�

38.89

��

�

1,567,526

��

�

45.07

��

2019

��

�

448,941

��

�

16,718,802

��

�

37.24

��

�

17,109,068

��

�

38.11

��

�

472,731

��

�

17,921,695

��

�

37.91

��

�

20,309,825

��

�

42.96

��

2020

��

�

120,575

��

�

3,504,548

��

�

29.07

��

�

4,031,794

��

�

33.44

��

�

16,069

��

�

751,739

��

�

46.78

��

�

835,125

��

�

51.97

��

2021

��

�

467,920

��

�

12,051,695

��

�

25.76

��

�

12,940,934

��

�

27.66

��

�

��

�

��

�

��

�

��

�

��

2022

��

�

576,252

��

�

21,089,600

��

�

36.60

��

�

21,152,180

��

�

36.71

��

�

290,448

��

�

10,922,660

��

�

37.61

��

�

12,796,754

��

�

44.06

��

2023

��

�

23,197

��

�

678,680

��

�

29.26

��

�

775,911

��

�

33.45

��

�

40,657

��

�

2,062,956

��

�

50.74

��

�

2,815,391

��

�

69.25

��

Thereafter

��

�

720,888

��

�

30,110,594

��

�

41.77

��

�

34,343,500

��

�

47.64

��

�

��

�

��

�

��

�

��

�

��

�

��

New York (4)

�

��

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

��

�

81,926

��

2,011,110

��

24.55

��

2,011,110

��

24.55

��

�

316,048

��

8,710,994

��

27.56

��

8,710,995

��

27.56

(5)�

2015

��

�

231,240

��

�

7,973,220

��

�

34.48

��

�

7,919,765

��

�

34.25

��

�

442,292

��

�

24,498,805

��

�

55.39

��

�

24,671,840

��

�

55.78

(5)�

2016

��

�

203,127

��

�

6,793,956

��

�

33.45

��

�

6,968,692

��

�

34.31

��

�

374,171

��

�

16,566,364

��

�

44.27

��

�

17,073,052

��

�

45.63

��

2017

��

�

162,671

��

�

5,782,839

��

�

35.55

��

�

5,843,570

��

�

35.92

��

�

269,251

��

�

12,667,586

��

�

47.05

��

�

13,382,304

��

�

49.70

��

2018

��

�

203,217

��

�

6,603,185

��

�

32.49

��

�

6,894,107

��

�

33.92

��

�

405,078

��

�

20,158,100

��

�

49.76

��

�

21,743,195

��

�

53.68

��

2019

��

�

299,108

��

�

10,037,994

��

�

33.56

��

�

10,561,143

��

�

35.31

��

�

562,936

��

�

22,773,006

��

�

40.45

��

�

23,621,479

��

�

41.96

��

2020

��

�

234,160

��

�

7,650,007

��

�

32.67

��

�

8,235,407

��

�

35.17

��

�

803,350

��

�

32,324,105

��

�

40.24

��

�

35,624,951

��

�

44.35

��

2021

��

�

74,993

��

�

2,410,645

��

�

32.14

��

�

2,546,321

��

�

33.95

��

�

721,586

��

�

30,269,146

��

�

41.95

��

�

34,728,944

��

�

48.13

��

2022

��

�

29,737

��

�

906,498

��

�

30.48

��

�

965,971

��

�

32.48

��

�

544,613

��

�

22,834,723

��

�

41.93

��

�

27,171,894

��

�

49.89

��

2023

��

�

8,299

��

�

260,993

��

�

31.45

��

�

277,591

��

�

33.45

��

�

396,755

��

�

16,070,094

��

�

40.50

��

�

19,644,206

��

�

49.51

��

Thereafter

��

�

473,101

��

�

15,825,269

��

�

33.45

��

�

16,744,701

��

�

35.39

��

�

1,524,861

��

�

56,959,936

��

�

37.35

��

�

62,912,145

��

�

41.26

(6)�

�

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

(5)

Includes 87,795 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2014 and 2015, the current and future expiring rental rate would be (i)�$22.77 per square foot and $22.77 per square foot, respectively, for 2014 and (ii)�$37.16 per square foot and $37.61 per square foot, respectively, for 2015.

(6)	Includes 705,905 square feet from properties sold on October�2, 2014. Excluding those assets, the current and future expiring rental rate would be $40.13 per square foot and $47.40 per square foot, respectively.

�

Boston Properties, Inc.

Third Quarter 2014

�

RESIDENTIAL and HOTEL PERFORMANCE

�

Rental Rates and Occupancy

�

Third�Quarter
2014

�

Third�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)

�

2,268

��

�

N/A

��

�

N/A

��

�

2,202

��

�

N/A

��

�

N/A

��

Average Rental Rate Per Occupied Square Foot (2)

�

2.47

��

�

N/A

��

�

N/A

��

�

2.40

��

�

N/A

��

�

N/A

��

Average Physical Occupancy (2)�(3)

�

51.3

%�

�

N/A

��

�

N/A

��

�

29.2

%�

�

N/A

��

�

N/A

��

Average Economic Occupancy (3)

�

46.8

%�

�

N/A

��

�

N/A

��

�

25.0

%�

�

N/A

��

�

N/A

��

Residences on The Avenue (335 units)

located at 2221 I Street, NW, Washington, DC

�

Average Monthly Rental Rate (4)

�

3,163

��

�

3,285

��

�

(3.7

%)�

�

3,174

��

�

3,317

��

�

(4.3

%)�

Average Rental Rate Per Occupied Square Foot (4)

�

3.88

��

�

4.03

��

�

(3.7

%)�

�

3.89

��

�

4.06

��

�

(4.2

%)�

Average Physical Occupancy (3)�(4)

�

91.7

%�

�

92.4

%�

�

(0.8

%)�

�

91.8

%�

�

92.8

%�

�

(1.1

%)�

Average Economic Occupancy (3)

�

91.0

%�

�

92.0

%�

�

(1.1

%)�

�

91.1

%�

�

92.4

%�

�

(1.4

%)�

The Lofts at Atlantic Wharf (86 units)

�

Boston, MA

�

Average Monthly Rental Rate (5)

�

3,903

��

�

3,800

��

�

2.7

%�

�

3,914

��

�

3,743

��

�

4.6

%�

Average Rental Rate Per Occupied Square Foot (5)

�

4.36

��

�

4.21

��

�

3.6

%�

�

4.37

��

�

4.17

��

�

4.8

%�

Average Physical Occupancy (3)�(5)

�

96.9

%�

�

98.8

%�

�

(1.9

%)�

�

96.4

%�

�

98.7

%�

�

(2.3

%)�

Average Economic Occupancy (3)

�

96.1

%�

�

97.8

%�

�

(1.7

%)�

�

96.4

%�

�

97.0

%�

�

(0.6

%)�

Boston Marriott Cambridge (433 rooms) (6)

�

Cambridge, MA

�

Average Occupancy

�

87.3

%�

�

87.5

%�

�

(0.2

%)�

�

84.1

%�

�

81.3

%�

�

3.4

%�

Average Daily Rate

�

269.91

��

�

237.30

��

�

13.7

%�

�

249.98

��

�

229.40

��

�

9.0

%�

Revenue per available room

�

235.51

��

�

207.60

��

�

13.4

%�

�

210.27

��

�

207.60

��

�

1.3

%�

�

Net Operating Income (in thousands)

��

Residential

�

Hotel

�

��

Third�Quarter
2014

�

Third�Quarter
2013

�

Percent
Change

�

Third�Quarter
2014

�

��

Third�Quarter
2013

�

��

Percent
Change

�

Rental Revenue

��

7,018

(7)�

�

5,493

(7)�

�

27.8

%�

�

11,918

��

10,652

��

�

11.9

%�

Operating expenses and real estate taxes

��

�

4,163

��

�

2,907

��

�

43.2

%�

�

7,585

��

�

6,580

��

�

15.3

%�

��

�

��

�

��

�

Net Operating Income

��

2,855

(7)�

�

2,586

(7)�

�

10.4

%�

�

4,333

��

4,072

��

�

6.4

%�

��

�

��

�

��

�

Less: Straight line rent and fair value lease revenue

��

�

��

�

��

�

(8.6

%)�

�

��

�

��

�

��

�

��

�

��

�

Rental Revenue - cash basis

��

�

6,933

��

�

5,400

��

�

28.4

%�

�

11,917

��

�

10,651

��

�

11.9

%�

Less: Operating expenses and real estate taxes

��

�

4,163

��

�

2,907

��

�

43.2

%�

�

7,585

��

�

6,580

��

�

15.3

%�

Add: Straight line ground rent expense

��

�

522

��

�

537

��

�

(2.8

%)�

�

��

�

��

�

��

�

��

�

��

�

Net Operating Income - cash basis

��

3,292

��

�

3,030

��

�

8.6

%�

�

4,332

��

4,071

��

�

6.4

%�

��

�

��

�

��

�

(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 66.3% occupied but 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% occupied.

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

(6)	Formerly Cambridge Center Marriott.

(7)	Includes 85,324 square feet of retail space which had revenue of approximately $1.2 million for the quarter ended September�30, 2014 and 59,145 square feet of retail space which had revenue of approximately $0.9 million for the quarter ended September�30, 2013.

�

Boston Properties, Inc.

Third Quarter 2014

�

OCCUPANCY ANALYSIS

�

Same Property Occupancy⁽¹⁾ - By Location

�

��

CBD

�

Suburban

�

Total

�

Location

��

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

Boston

��

�

93.4

%�

�

97.5

%�

�

88.0

%�

�

83.8

%�

�

91.5

%�

�

92.7

%�

New York (2)

��

�

98.0

%�

�

96.4

%�

�

82.0

%�

�

79.7

%�

�

94.2

%�

�

92.5

%�

San Francisco

��

�

95.2

%�

�

95.3

%�

�

76.1

%�

�

79.6

%�

�

87.6

%�

�

89.0

%�

Washington, DC

��

�

95.7

%�

�

95.0

%�

�

96.4

%�

�

95.0

%�

�

96.1

%�

�

95.0

%�

��

�

Total Portfolio

��

�

95.6

%�

�

96.4

%�

�

88.9

%�

�

87.2

%�

�

92.9

%�

�

92.7

%�

��

�

Same Property Occupancy⁽¹⁾ - By Type of Property

�

��

CBD

�

Suburban

�

Total

�

��

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

30-Sep-14

�

30-Sep-13

�

Total Office Portfolio

��

�

95.5

%�

�

96.3

%�

�

88.7

%�

�

87.5

%�

�

93.0

%�

�

93.0

%�

Total Office/Technical Portfolio

��

�

100.0

%�

�

100.0

%�

�

90.3

%�

�

83.9

%�

�

92.0

%�

�

86.7

%�

��

�

Total Portfolio

��

�

95.6

%�

�

96.4

%�

�

88.9

%�

�

87.2

%�

�

92.9

%�

�

92.7

%�

��

�

(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.

Third Quarter 2014

�

SAME PROPERTY PERFORMANCE

�

Office, Office/Technical and Hotel�& Residential Properties

�

Office

�

Office/Technical

�

Hotel�&�Residential�(1)

�

Total

�

Number of Properties

�

124

��

�

��

�

��

�

158

��

Square feet

�

38,863,022

��

�

1,691,134

��

�

744,407

��

�

41,298,563

��

Percent of properties in-service

�

96.2

%�

�

100.0

%�

�

67.7

%�

�

95.6

%�

Occupancy @ 09/30/2013

�

93.0

%�

�

86.7

%�

�

N/A

��

�

92.7

%�

Occupancy @ 09/30/2014

�

93.0

%�

�

92.0

%�

�

N/A

��

�

92.9

%�

Percent change from 3rd quarter 2014 over 3rd quarter 2013 (2):

�

Rental revenue

�

4.2

%�

�

11.8

%�

�

7.3

%�

�

Operating expenses and real estate taxes

�

4.9

%�

�

8.7

%�

�

14.4

%�

�

Consolidated Net Operating Income (3) - excluding hotel�& residential

�

3.8

%�

�

13.0

%�

�

4.1

%(2)�

Consolidated Net Operating Income (3) - Hotel�& residential

�

(2.9

%)(2)�

Net Operating Income - BXP�s share of unconsolidated joint ventures (3)�(4)

�

(0.4

%)(2)�

Combined Net Operating Income (3)

�

3.8

%�

Rental revenue - cash basis

�

5.8

%�

�

5.2

%�

�

7.4

%�

�

Consolidated Net Operating Income (3) - cash basis (5)�excluding hotel�& residential

�

6.3

%�

�

3.8

%�

�

6.2

%(2)�

Consolidated Net Operating Income (3) - cash basis (5) - Hotel�& residential

�

(2.7

%)(2)�

Net Operating Income - cash basis (5) - BXP�s share of unconsolidated joint ventures

�

2.0

%(2)�

Combined Net Operating Income (3) - cash basis (5)

�

5.9

%�

Same Property Lease Analysis - quarter ended September�30, 2014

�

��

Office

�

Office/Technical

�

Total

�

Vacant space available @ 7/1/2014 (sf)

��

�

2,704,890

��

�

138,727

��

�

2,843,617

��

Square footage of leases expiring or terminated 7/1/2014-9/30/2014

��

�

1,004,864

��

�

61,500

��

�

1,066,364

��

�

Total space for lease (sf)

��

�

3,709,754

��

�

200,227

��

�

3,909,981

��

�

New tenants (sf)

��

�

408,726

��

�

64,370

��

�

473,096

��

Renewals (sf)

��

�

532,377

��

�

31,062

��

�

563,439

��

�

Total space leased (sf)

��

�

941,103

��

�

95,432

��

�

1,036,535

��

�

Space available @ 9/30/2014 (sf)

��

�

2,768,651

��

�

104,795

��

�

2,873,446

��

�

Net (increase)/decrease in available space (sf)

��

�

(63,761

)�

�

33,932

��

�

(29,829

)�

Second generation leasing information:�(6)

��

�

Leases commencing during the period (sf)

��

�

936,506

��

�

95,432

��

�

1,031,938

��

Average lease term (months)

��

�

��

�

��

�

��

Average free rent period (days)

��

�

��

�

��

�

��

Total transaction costs per square foot (7)

��

48.97

��

�

18.74

��

�

46.17

��

Increase (decrease) in gross rents (8)

��

�

13.37

%�

�

19.30

%�

�

13.74

%�

Increase (decrease) in net rents (9)

��

�

20.36

%�

�

25.35

%�

�

20.72

%�

�

(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 1,031,938 square feet of second generation leases that commenced in Q3 2014, leases for 885,892 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 869,019 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 869,019 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.

Third Quarter 2014

�

Reconciliation of Net Operating Income to Net Income

�


�	��	For the three months ended						�
�	��	September�30,�2014		�	�	September�30,�2013		�
�	��	*(in thousands)*						�
Net income attributable to Boston Properties, Inc.	��	$	130,371	��	�	$	155,324	��
Net income attributable to noncontrolling interests:	��				�
Noncontrolling interest in discontinued operations - common units of the Operating Partnership	��	�	��	��	�	�	8,970	��
Noncontrolling interest - common units of the Operating Partnership	��	�	14,963	��	�	�	8,339	��
Noncontrolling interest - redeemable preferred units of the Operating Partnership	��	�	75	��	�	�	1,082	��
Noncontrolling interest in property partnerships (1)	��	�	5,566	��	�	�	(3,279	)�
Discontinued operations:	��				�
Income from discontinued operations	��	�	��	��	�	�	(1,677	)�
Gains on sales of real estate from discontinued operations	��				�	�	(86,448	)�
Gains on sales of real estate	��	�	(41,937	)�	�	�	��	��
	��	�	�	�	�	�	�	�
Income from continuing operations	��	�	109,038	��	�	�	82,311	��
	��	�	�	�	�	�	�	�
Add:	��				�
Interest expense	��	�	113,308	��	�	�	122,173	��
Depreciation and amortization	��	�	157,245	��	�	�	153,253	��
Transaction costs	��	�	1,402	��	�	�	766	��
General and administrative expense	��	�	22,589	��	�	�	24,841	��
Subtract:	��				�
Gains (losses) from early extinguishments of debt	��	�	��	��	�	�	30	��
Gains (losses) from investments in securities	��	�	297	��	�	�	(956	)�
Interest and other income	��	�	(3,421	)�	�	�	(3,879	)�
Gains on consolidation of joint ventures	��	�	��	��	�	�	1,810	��
Income from unconsolidated joint ventures	��	�	(4,419	)�	�	�	(14,736	)�
Development and management services income	��	�	(6,475	)�	�	�	(5,475	)�
	��	�	�	�	�	�	�	�
Consolidated Net Operating Income	��	�	389,564	��	�	�	360,138	��
Net Operating Income from unconsolidated joint ventures (BXP�s share) (2)	��	�	13,020	��	�	�	11,191	��
	��	�	�	�	�	�	�	�
Combined Net Operating Income	��	$	402,584	��	�	$	371,329	��
	��	�	�	�	�	�	�	�

Same Property Net Operating Income	��	�	382,472	��	�	�	368,498	��
Net Operating Income from non Same Properties (3)	��	�	10,158	��	�	�	1,451	��
Termination income	��	�	9,954	��	�	�	1,380	��
	��	�	�	�	�	�	�	�
Combined Net Operating Income	��	$	402,584	��	�	$	371,329	��
	��	�	�	�	�	�	�	�

Same Property Net Operating Income	��	�	382,472	��	�	�	368,498	��
Subtract:	��				�
Straight-line rent and fair value lease revenue	��	�	(18,058	)�	�	�	(25,681	)�
Add:	��				�
Straight-line ground rent expense	��	�	1,669	��	�	�	1,785	��
Lease transaction costs which qualify as inducements in accordance with GAAP (4)	��	�	1,516	��	�	�	2,429	��
	��	�	�	�	�	�	�	�
Same Property Net Operating Income - cash basis	��	$	367,599	��	�	$	347,031	��
	��	�	�	�	�	�	�	�

�

(1)	These partnerships include 505 9th Street in Washington, D.C., Fountain Square in Reston, VA, and 767 Fifth Avenue (The GM Building) and Times Square Tower 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.

Third 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

�

��

�

��

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

Rental Revenue

��

563,498

��

534,406

��

�

14,902

��

13,329

��

�

Less Termination Income

��

�

8,164

��

�

1,380

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

�

555,334

��

�

533,026

��

22,308

��

�

4.2

%�

�

14,902

��

�

13,329

��

1,573

��

�

11.8

%�

Operating expenses and real estate taxes

��

�

201,352

��

�

192,002

��

�

9,350

��

�

4.9

%�

�

4,064

��

�

3,739

��

�

325

��

�

8.7

%�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (2)

��

353,982

��

341,024

��

12,958

��

�

3.8

%�

�

10,838

��

9,590

��

1,248

��

�

13.0

%�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

555,334

��

533,026

��

�

14,902

��

13,329

��

�

Less:

��

�

��

�

Straight-line rent and fair value lease revenue

��

�

16,510

��

�

25,246

��

�

(8,736

)�

�

(34.6

%)�

�

1,447

��

�

158

��

�

1,289

��

�

815.8

%�

Add:

��

�

��

�

Lease transaction costs which qualify as inducements in accordance with GAAP (3)

��

�

1,015

��

�

2,429

��

�

(1,414

)�

�

(58.2

%)�

�

396

��

�

��

�

396

��

�

100.0

%�

��

�

��

�

��

�

��

�

��

�

Rental revenue - cash basis

��

�

539,839

��

�

510,209

��

�

29,630

��

�

5.8

%�

�

13,851

��

�

13,171

��

�

680

��

�

5.2

%�

Less:

��

�

��

�

Operating expenses and real estate taxes

��

�

201,352

��

�

192,002

��

�

9,350

��

�

4.9

%�

�

4,064

��

�

3,739

��

�

325

��

�

8.7

%�

Add:

��

�

��

�

Straight-line ground rent expense (4)

��

�

1,147

��

�

1,248

��

�

(101

)�

�

(8.1

%)�

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (5) - cash basis

��

339,634

��

319,455

��

20,179

��

�

6.3

%�

�

9,787

��

9,432

��

355

��

�

3.8

%�

��

�

��

�

��

�

��

�

��

�

��

Sub-Total

�

Hotel & Residential

�

��

For the three
months ended

�

��

�

For the three
months ended

�

��

�

��

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

Rental Revenue

��

578,400

��

547,735

��

�

17,320

��

16,145

��

�

Less Termination Income

��

�

8,164

��

�

1,380

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

�

570,236

��

�

546,355

��

23,881

��

�

4.4

%�

�

17,320

��

�

16,145

��

1,175

��

�

7.3

%�

Operating expenses and real estate taxes

��

�

205,416

��

�

195,741

��

�

9,675

��

�

4.9

%�

�

10,853

��

�

9,487

��

�

1,366

��

�

14.4

%�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (2)

��

364,820

��

350,614

��

14,206

��

�

4.1

%�

�

6,467

��

6,658

��

(191

)�

�

(2.9

%)�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

570,236

��

546,355

��

�

17,320

��

16,145

��

�

Less:

��

�

��

�

Straight-line rent and fair value lease revenue

��

�

17,957

��

�

25,404

��

�

(7,447

)�

�

(29.3

%)�

�

��

�

��

�

(15

)�

�

(16.0

%)�

Add:

��

�

��

�

Lease transaction costs which qualify as inducements in accordance with GAAP (3)

��

�

1,411

��

�

2,429

��

�

(1,018

)�

�

(41.9

%)�

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

��

�

Rental revenue - cash basis

��

�

553,690

��

�

523,380

��

�

30,310

��

�

5.8

%�

�

17,241

��

�

16,051

��

�

1,190

��

�

7.4

%�

Less:

��

�

��

�

Operating expenses and real estate taxes

��

�

205,416

��

�

195,741

��

�

9,675

��

�

4.9

%�

�

10,853

��

�

9,487

��

�

1,366

��

�

14.4

%�

Add:

��

�

��

�

Straight-line ground rent expense (4)

��

�

1,147

��

�

1,248

��

�

(101

)�

�

(8.1

%)�

�

522

��

�

537

��

�

(15

)�

�

(2.8

%)�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (5) - cash basis

��

349,421

��

328,887

��

20,534

��

�

6.2

%�

�

6,910

��

7,101

��

(191

)�

�

(2.7

%)�

��

�

��

�

��

�

��

�

��

�

��

Unconsolidated Joint Ventures

�

Total

�

��

For the three
months ended

�

��

�

For the three
months ended

�

��

�

��

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

30-Sep-14

�

��

30-Sep-13

�

��

Change

�

Change

�

Rental Revenue

��

20,680

��

18,917

��

�

616,400

��

582,797

��

�

Less Termination Income

��

�

1,790

��

�

��

�

9,954

��

�

1,380

��

�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

�

18,890

��

�

18,917

��

(27

)�

�

(0.1

%)�

�

606,446

��

�

581,417

��

25,029

��

�

4.3

%�

Operating expenses and real estate taxes

��

�

7,705

��

�

7,691

��

�

��

�

0.2

%�

�

223,974

��

�

212,919

��

�

11,055

��

�

5.2

%�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (2)

��

11,185

��

11,226

��

(41

)�

�

(0.4

%)�

�

382,472

��

368,498

��

13,974

��

�

3.8

%�

��

�

��

�

��

�

��

�

��

�

Rental revenue - subtotal

��

18,890

��

18,917

��

�

606,446

��

581,417

��

�

Less:

��

�

��

�

Straight-line rent and fair value lease revenue

��

�

��

�

183

��

�

(161

)�

�

(88.0

%)�

�

18,058

��

�

25,681

��

�

(7,623

)�

�

(29.7

%)�

Add:

��

�

��

�

Lease transaction costs which qualify as inducements in accordance with GAAP (3)

��

�

105

��

�

��

�

105

��

�

100.0

%�

�

1,516

��

�

2,429

��

�

(913

)�

�

(37.6

%)�

��

�

��

�

��

�

��

�

��

�

Rental revenue - cash basis

��

�

18,973

��

�

18,734

��

�

239

��

�

1.3

%�

�

589,904

��

�

558,165

��

�

31,739

��

�

5.7

%�

Less:

��

�

��

�

Operating expenses and real estate taxes

��

�

7,705

��

�

7,691

��

�

��

�

0.2

%�

�

223,974

��

�

212,919

��

�

11,055

��

�

5.2

%�

Add:

��

�

��

�

Straight-line ground rent expense (4)

��

�

��

�

��

�

��

�

��

�

1,669

��

�

1,785

��

�

(116

)�

�

(6.5

%)�

��

�

��

�

��

�

��

�

��

�

Net Operating Income (5) - cash basis

��

11,268

��

11,043

��

225

��

�

2.0

%�

�

367,599

��

347,031

��

20,568

��

�

5.9

%�

��

�

��

�

��

�

��

�

��

�

(1)	Includes 100% share of consolidated joint ventures. Same store consolidated joint venture properties includes Times Square Tower, Fountain Square, 505 9th Street and 767 Fifth Avenue (The GM Building).

(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.

Third Quarter 2014

�

LEASING ACTIVITY

�

All In-Service Properties - quarter ended September�30, 2014

�

��

Office

�

Office/Technical

�

Total

�

Vacant space available @ 7/1/2014 (sf)

��

�

2,704,890

��

�

138,727

��

�

2,843,617

��

Property dispositions/ properties taken out of service (sf)

��

�

��

�

��

�

��

Properties acquired vacant space (sf)

��

�

��

�

��

�

��

Properties placed in-service (sf)

��

�

852,641

(1)�

�

��

�

852,641

��

Leases expiring or terminated 7/1/2014-9/30/2014 (sf)

��

�

1,004,864

��

�

61,500

��

�

1,066,364

��

�

Total space available for lease (sf)

��

�

4,562,395

��

�

200,227

��

�

4,762,622

��

�

1st generation leases (sf)

��

�

357,789

��

�

��

�

357,789

��

2nd generation leases with new tenants (sf)

��

�

404,129

��

�

64,370

��

�

468,499

��

2nd generation lease renewals (sf)

��

�

532,377

��

�

31,062

��

�

563,439

��

�

Total space leased (sf)

��

�

1,294,295

��

�

95,432

��

�

1,389,727

(2)�

��

�

Vacant space available for lease @ 9/30/2014 (sf)

��

�

3,268,100

��

�

104,795

��

�

3,372,895

��

�

Net (increase)/decrease in available space (sf)

��

�

(563,210

)�

�

33,932

��

�

(529,278

)�

Second generation leasing information: (3)

��

�

Leases commencing during the period (sf)

��

�

936,506

��

�

95,432

��

�

1,031,938

��

Average lease term (months)

��

�

��

�

��

�

��

Average free rent period (days)

��

�

��

�

��

�

��

Total transaction costs per square foot (4)

��

48.97

��

�

18.74

��

�

46.17

��

Increase (decrease) in gross rents (5)

��

�

13.37

%�

�

19.30

%�

�

13.74

%�

Increase (decrease) in net rents (6)

��

�

20.36

%�

�

25.35

%�

�

20.72

%�

�

��

All leases
1st�Generation

�

��

All leases
2nd�Generation

�

��

Incr (decr)
in 2nd gen.
gross�cash�rents�(5)

�

Incr (decr)
in�2nd gen.
net�cash�rents�(6)

�

Total
Leased (7)

�

��

Total�square�feet�of�leases
executed�in�the�quarter�(8)

�

Boston

��

�

��

�

205,845

��

�

15.82

%�

�

27.12

%�

�

205,845

��

�

975,802

��

New York (9)

��

�

297,501

��

�

442,093

��

�

16.41

%�

�

25.41

%�

�

739,594

��

�

592,280

��

San Francisco

��

�

60,288

��

�

180,225

��

�

25.76

%�

�

36.52

%�

�

240,513

��

�

120,840

��

Washington, DC

��

�

��

�

203,775

��

�

(1.63

%)�

�

(2.35

%)�

�

203,775

��

�

202,237

��

�

��

�

��

�

��

�

��

�

357,789

��

�

1,031,938

��

�

13.74

%�

�

20.72

%�

�

1,389,727

��

�

1,891,159

��

�

��

�

��

�

��

�

(1)	Total square feet of properties placed in service in Q3 2014 consist of 749,492 square feet at 250 West 55th Street and 103,149 square feet at 680 Folsom Street.

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

(3)	Second generation leases are defined as leases for space that had previously been leased by the Company. Of the 1,031,938 square feet of second generation leases that commenced in Q3 2014, leases for 885,892 square feet were signed in prior periods.

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

(5)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 869,019 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 the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 869,019 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.

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

(8)	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 146,046.

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

�

Boston Properties, Inc.

Third Quarter 2014

�

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

�

Historical Capital Expenditures

�

(in thousands)

�

��

Q3�2014

�

��

Q2�2014

�

��

Q1�2014

�

��

2013

�

��

2012

�

��

2011

�

Recurring capital expenditures

��

12,691

��

9,654

��

7,694

��

51,026

��

23,774

��

29,334

��

Planned non-recurring capital expenditures associated with acquisition properties

��

�

1,559

��

�

4,444

��

�

3,339

��

�

20,506

��

�

22,287

��

�

4,358

��

Hotel improvements, equipment upgrades and replacements

��

�

514

��

�

495

��

�

1,557

��

�

2,070

��

�

896

��

�

4,010

(1)�

��

�

��

�

��

�

��

�

��

�

��

�

��

14,764

��

14,593

��

12,590

��

73,602

��

46,957

��

37,702

��

�

��

�

��

�

��

�

��

�

��

�

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

2nd Generation Tenant Improvements and Leasing Commissions

�

��

Q3 2014

�

��

Q2 2014

�

��

Q1 2014

�

��

2013

�

��

2012

�

��

2011

�

Office

��

Square feet

��

�

936,506

��

�

998,599

��

�

870,409

��

�

3,554,632

��

�

3,572,825

��

�

4,116,436

��

�

��

�

��

�

��

�

��

�

��

�

Tenant improvements and lease commissions PSF

��

48.97

��

21.10

��

27.80

��

37.54

��

45.31

��

30.32

��

�

��

�

��

�

��

�

��

�

��

�

Office/Technical

��

Square feet

��

�

95,432

��

�

106,332

��

�

48,149

��

�

55,456

��

�

59,788

��

�

184,849

��

�

��

�

��

�

��

�

��

�

��

�

Tenant improvements and lease commissions PSF

��

18.74

��

15.23

��

23.65

��

2.02

��

3.94

��

23.97

��

�

��

�

��

�

��

�

��

�

��

�

Average tenant improvements and lease commissions PSF

��

46.17

��

20.54

��

27.59

��

36.99

��

44.63

��

30.05

��

�

��

�

��

�

��

�

��

�

��

�

Boston Properties, Inc.

Third Quarter 2014

�

ACQUISITIONS/DISPOSITIONS

�

as of September�30, 2014

ACQUISITIONS

�

For the period from January�1, 2014 through September�30, 2014

�

Property

��

Date�Acquired

�

��

Square�Feet

�

��

Initial
Investment

�

��

Anticipated
Future
Investment

�

��

Total
Investment

�

Percentage
Leased

�

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

��

�

%�

��

�

��

�

��

�

��

�

Total Acquisitions

��

�

125,000

��

44,400,000

��

13,100,000

��

57,500,000

��

�

%�

��

�

��

�

��

�

��

�

(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 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.

DISPOSITIONS

�

For the period from January�1, 2014 through September�30, 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

��

36,426,000

��

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

��

�

��

�

��

�

��

�

��

Total Dispositions

��

�

198,410

��

104,567,000

��

103,542,000

��

41,937,000

��

�

��

�

��

�

��

�

��

�

Boston Properties, Inc.

Third Quarter 2014

�

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

�

as of September�30, 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
9/30/2014�(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

�

��

�

125,000

��

�

12,252,965

��

�

17,500,000

��

�

11,000,000

��

�

7,020,383

��

�

1,267,418

��

�

100

%�

�

��

690 Folsom Street

�

�
�

Q1
2015

��
��

�

�
�

Q4
2015

��
��

�

San�Francisco,
CA

�

��

�

26,270

��

�

10,478,323

��

�

17,900,000

��

�

��

�

��

�

7,421,677

��

�

��

�

��

804 Carnegie Center

�

�
�

Q1
2016

��
��

�

�
�

Q1
2016

��
��

�

Princeton, NJ

�

��

�

130,000

��

�

4,182,444

��

�

40,410,000

��

�

��

�

��

�

36,227,556

��

�

100

%�

�

��

Annapolis Junction Building Eight (50% ownership)

�

�
�

Q1
2016

��
��

�

�
�

Q1
2016

��
��

�

Annapolis,
MD

�

��

�

125,000

��

�

10,498,351

��

�

18,500,000

��

�

13,000,000

��

�

4,260,232

��

�

��

�

��

�

��

99 Third Avenue Retail

�

�
�

Q4
2015

��
��

�

�
�

Q2
2016

��
��

�

Waltham, MA

�

��

�

16,500

��

�

8,109,578

��

�

16,900,000

��

�

��

�

��

�

8,790,422

��

�

%�

�

��

535 Mission Street

�

�
�

Q4
2014

��
��

�

�
�

Q3
2016

��
��

�

San Francisco,
CA

�

��

�

307,000

��

�

167,590,267

��

�

215,000,000

��

�

��

�

��

�

47,409,733

��

�

%�

�

��

10 CityPoint

�

�
�

Q3
2016

��
��

�

�
�

Q2
2017

��
��

�

Waltham, MA

�

��

�

245,000

��

�

11,317,538

��

�

100,400,000

��

�

��

�

��

�

89,082,462

��

�

%�

�

��

601
Massachusetts Avenue

�

�
�

Q4
2015

��
��

�

�
�

Q4
2017

��
��

�

Washington,
DC

�

��

�

478,000

��

�

209,716,685

��

�

360,760,000

��

�

��

�

��

�

151,043,315

��

�

%�

�

��

888 Boylston Street

�

�
�

Q1
2016

��
��

�

�
�

Q4
2017

��
��

�

Boston, MA

�

��

�

425,000

��

�

27,136,924

��

�

271,500,000

��

�

��

�

��

�

244,363,076

��

�

%�

�

��

Salesforce Tower (95% ownership)

�

�
�

Q2
2017

��
��

�

�
�

Q1
2019

��
��

�

San Francisco,
CA

�

��

�

1,400,000

��

�

329,417,192

��

�

1,073,500,000

��

�

��

�

��

�

744,082,808

��

�

%�

�

��

�

Total
Properties under Construction

�

��

�

3,277,770

��

�

790,700,267

��

�

2,132,370,000

��

�

24,000,000

��

�

11,280,615

��

�

1,329,688,467

��

�

%�

�

%�

�

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
9/30/2014(2)

�

Estimated
Future Equity
Requirement (2)

�

Percentage
Leased (3)

�

Percentage
Placed in
Service�(4)

�

680 Folsom Street

�

�
�

Q2
2014

��
��

�

�
�

Q3
2014

��
��

�

San Francisco,
CA

�

��

�

524,793

��

�

333,120,520

��

�

340,000,000

��

�

��

�

��

�

6,879,480

��

�

%�

�

100

%�

250 West 55th Street (5)

�

�
�

Q4
2013

��
��

�

�
�

Q4
2015

��
��

�

New York,
NY

�

��

�

987,808

��

�

935,333,272

��

�

1,050,000,000

��

�

��

�

��

�

114,666,728

��

�

%�

�

100

%�

The Avant at Reston Town Center (359 units)

�

�
�

Q4
2013

��
��

�

�
�

Q4
2015

��
��

�

Reston, VA

�

��

�

329,168

��

�

114,409,385

��

�

137,250,000

��

�

��

�

��

�

22,840,615

��

�

%�

�

100

%�

The Avant at Reston Town Center - Retail

�

��

�

26,179

��

�

��

�

��

�

��

�

��

�

��

�

100

%�

�

100

%�

�

Total Projects placed in Service

�

��

�

1,867,948

��

�

1,382,863,177

��

�

1,527,250,000

��

�

��

�

��

�

144,386,823

��

�

%�

�

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)

�

��

Estimated
Future
Square
Feet�(7)

�

North First Business Park

��

�

San�Jose,�CA

��

�

��

�

190,636

��

�

100.0

%�

�

15.55

��

�

��

�

��

�

683,000

��

�

��

�

��

�

��

�

Total Properties held for Re-Development

��

�

��

�

190,636

��

�

100.0

%�

�

15.55

��

�

683,000

��

�

��

�

��

�

��

�

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

(2)	Represents the Company�s share. Includes net revenue and interest carry during lease up period and acquisition expenses.

(3)	Represents percentage leased as of October�24, 2014, 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 square footage increase in Estimated Future Square Feet is Included in Approximate Developable Square Feet of Value Creation Pipeline - Owned Land Parcels on page 47.

�

Boston Properties, Inc.

Third Quarter 2014

�

VALUE CREATION PIPELINE - OWNED LAND PARCELS

�

as of September�30, 2014

�


Location	��	Acreage		�	��	Approximate Developable Square Feet		�
San Jose, CA (1)�(2)	��	�	44.0	��	��	�	2,409,364	��
Reston, VA	��	�	38.3	��	��	�	1,160,000	��
Waltham, MA (3)	��	�	14.9	��	��	�	920,000	��
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	��
	��	�	�	�	��	�	�	�
	��	�	358.0	��	��	�	8,988,364	��
	��	�	�	�	��	�	�	�

VALUE CREATION PIPELINE - LAND PURCHASE OPTIONS

�

as of September�30, 2014

�


Location	��	Acreage		�	��	Approximate Developable Square Feet		�
Princeton, NJ (4)	��	�	134.1	��	��	�	1,650,000	��
Cambridge, MA (5)	��	�	��	��	��	�	207,500	��
	��	�	�	�	��	�	�	�
	��	�	134.1	��	��	�	1,857,500	��
	��	�	�	�	��	�	�	�

�

(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)	The Company closed on the sale of a 3.5 acre parcel with 129,000 developable square feet on October�24, 2014 for a sale price of $14,332,500.

(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.

�

Boston Properties, Inc.

Third 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.

Third 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 discontinued operations and gains on sales of real estate, plus corporate general and administrative expense, transaction costs, depreciation and amortization and interest expense, less development and management services income, income from unconsolidated joint ventures, gains on consolidation of joint ventures, interest and other income, gains (losses) from investments in securities and gains (losses) from early extinguishments of debt. 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.

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.

Third 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.

�

Exhibit 99.2

�

LOGO

�

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

THIRD QUARTER 2014 RESULTS

Reports diluted FFO per share of $1.46�� Reports diluted EPS of $0.83

BOSTON, MA, October�28, 2014 � Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the third quarter ended September�30, 2014.

Funds from Operations (FFO) for the quarter ended September�30, 2014 were $223.4 million, or $1.46 per share basic and $1.46 per share diluted. This compares to FFO for the quarter ended September�30, 2013 of $197.9 million, or $1.30 per share basic and $1.29 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 153,119,594 and 153,272,855, respectively, for the quarter ended September�30, 2014 and 152,406,776 and 153,999,099, respectively, for the quarter ended September�30, 2013.

The Company�s reported FFO of $1.46 per share diluted was greater than the guidance previously provided of $1.36-$1.38 per share diluted primarily due to�greater than projected termination income related to a distribution received from Lehman Brothers, Inc. of $0.05 per share, greater than projected property operations of $0.04 per share and $0.01 per share of greater than projected development and management services income, offset by $0.01 per share of greater than projected transaction costs.

Net income available to common shareholders was $127.7 million for the quarter ended September�30, 2014, compared to $152.7 million for the quarter ended September�30, 2013. Net income available to common shareholders per share (EPS) for the quarter ended September�30, 2014 was $0.83 basic and $0.83 on a diluted basis. This compares to EPS for the third quarter of 2013 of $1.00 basic and $1.00 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 ended September�30, 2014. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

�

As of September�30, 2014, the Company�s portfolio consisted of 172 properties, comprised primarily of Class�A office space, one hotel, three residential properties and five retail properties, aggregating approximately 46.4�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 15.7�million square feet. The overall percentage of leased space for the 158 properties in service (excluding the three in-service residential properties and the hotel) as of September�30, 2014 was 92.0%.

Significant events during the third quarter included:

�

On July�1, 2014, the Company used available cash to repay the mortgage loan collateralized by its New Dominion Technology Park Building Two property located in Herndon, Virginia totaling $63.0 million. The mortgage loan bore interest at a fixed rate of 5.55%�per annum and was scheduled to mature on October�1, 2014. There was no prepayment penalty.

�

On July�3, 2014, the Company�s Operating Partnership redeemed 319,687 Series Four Preferred Units for cash totaling approximately $16.0 million. The Company�s Operating Partnership currently has 40,440 Series Four Preferred Units outstanding, 12,667 of which are subject to a security interest under a pledge agreement.

�

On July�29, 2014, the Company completed the sale of its Mountain View Technology Park properties and Mountain View Research Park Building Sixteen property located in Mountain View, California for an aggregate sale price of approximately $92.1 million. Net cash proceeds totaled approximately $91.2 million, resulting in a gain on sale of real estate totaling approximately $36.4 million. Mountain View Technology Park is a seven-building complex of Office/Technical properties aggregating approximately 135,000 net rentable square feet. Mountain View Research Park Building Sixteen is an Office/Technical property with approximately 63,000 net rentable square feet.

�

On August�20, 2014, a portion of the land parcel at the Company�s One Reston Overlook property located in Reston, Virginia was taken by eminent domain. Net cash proceeds totaled approximately $2.6 million, resulting in a gain on sale of real estate totaling approximately $1.2 million.

�

On August�22, 2014, the Company completed the sale of a parcel of land within its Broad Run Business Park property located in Loudoun County, Virginia for a sale price of approximately $9.8 million. Net cash proceeds totaled approximately $9.7 million, resulting in a gain on sale of real estate totaling approximately $4.3 million. The parcel is an approximately 15.5 acre land parcel subject to a ground lease that was scheduled to expire on October�31, 2048 with a tenant that exercised its purchase option under the ground lease.

�

On August�31, 2014, the Company completed and fully placed in-service 250 West 55th Street, a Class�A office project with approximately 988,000 net rentable square feet located in New York City. The property is 77% leased.

�

On September�16, 2014, the Company entered into a binding purchase and sale agreement to sell 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 sales price of approximately $1.5 billion in cash, which is based upon an aggregate valuation for the properties of approximately $4.06 billion. In connection with the sale, the Company will form a joint venture for each property with the buyer and 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 agreed-upon sale price is $1.827 billion in cash, less the partner�s pro rata share of the indebtedness secured by 601 Lexington Avenue, which will remain outstanding, subject to certain prorations and adjustments. The Company currently expects that it would distribute at least the amount of proceeds necessary to avoid paying a corporate level tax on the gain realized from the sale. The transaction will not qualify as a sale of real estate for financial reporting purposes as the Company will continue to control the joint ventures and will therefore continue to account for the properties on a consolidated basis in its financial statements. The Company expects that the sale will close on October�30, 2014. However, 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 September�17, 2014, the Company completed and fully placed in-service 680 Folsom Street, a Class�A office project with approximately 525,000 net rentable square feet located in San Francisco, California. The property is 98% leased.

�

On September�18, 2014, the Company received an initial distribution from its unsecured creditor claim against Lehman Brothers, Inc. totaling approximately $7.7 million. There can be no assurance as to the timing or amount of additional proceeds, if any, that the Company may ultimately realize on the claim.

Transactions completed subsequent to September�30, 2014:

�

On October�2, 2014, the Company completed the sale of its Patriots Park properties located in Reston, Virginia for a gross sale price of $321.0 million. Patriots Park consists of three Class�A office properties aggregating approximately 706,000 net rentable square feet.

�

On October�3, 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 34% leased.

�

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.

�

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. In addition, the loan commitment was reduced from $19.0 million to $16.4 million. Annapolis Junction Building Six is a Class A office property with approximately 119,000 net rentable square feet located in Annapolis, Maryland.

EPS and FFO per Share Guidance:

The Company�s guidance for the fourth quarter 2014, full year 2014 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 adjusted its guidance for FFO per share (diluted) for full year 2014 to $5.24-$5.26 per share from $5.24-$5.29 per share. The updated guidance reflects, among other items, a projected increase in same property GAAP net operating income (NOI) of 3.00%-3.25% for the full year 2014, which is greater than the Company�s previous projected increase of 2.00%-2.50%. The updated guidance also reflects, when compared to the Company�s prior guidance, an increase in net interest expense of $0.06 per share due to the anticipated early redemption of the Company�s $550�million of senior unsecured notes that matures in 2015 and a $0.06�per share decrease in FFO due to the expected sale of a 45% interest in each of 100 Federal Street, Atlantic Wharf Office Building and 601 Lexington Avenue on October 30, 2014. In addition, the Company�s projected share of gains on sales of real estate includes approximately $34.2 million from the expected conveyance to the Broad Institute of a condominium interest in 75 Ames Street in Cambridge, Massachusetts in the fourth quarter of 2014 (this transaction was previously described in the Company�s Form 10-K for the fiscal year ended 2011) and the asset sales referenced in this press release.

�

��

Fourth�Quarter�2014

�

��

Full Year 2014

�

��

Low

�

��

High

�

��

Low

�

��

High

�

Projected EPS (diluted)

��

1.47

��

1.49

��

3.16

��

3.18

��

Add:

��

Projected Company Share of Real Estate Depreciation and Amortization

��

�

0.83

��

�

0.83

��

�

3.40

��

�

3.40

��

Less:

��

Projected Company Share of Gains on Sales of Real Estate

��

�

1.07

��

�

1.07

��

�

1.32

��

�

1.32

��

Projected FFO per Share (diluted)

��

1.23

��

1.25

��

5.24

��

5.26

��

The Company�s guidance for the full year 2015 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below. In addition, the estimates for the full year 2015 when compared to the full year 2014 include, among other things, (1) a range of year-over-year performance in the Company�s same property GAAP NOI of (1.0%)-0.5%, contributing ($0.09)-$0.04 per share, (2) the placing in-service of development properties during 2014 and 2015 adding an aggregate of $0.29-$0.35 per share, and (3) a decrease in interest expense of $0.18-$0.24 per share. These items are offset by the elimination of income from asset sales during 2014 of ($0.38) per share, lower contributions from our unconsolidated joint ventures of ($0.03)-($0.06) per share and lower development and management services income of ($0.03)-($0.06) per share.

�

��

Full Year 2015

�

��

Low

�

��

�

��

High

�

Projected EPS (diluted)

��

1.82

��

�

��

2.02

��

Add:

��

Projected Company Share of Real Estate Depreciation and Amortization

��

�

3.40

��

�

��

�

3.40

��

Less:

��

Projected Company Share of Gains on Sales of Real Estate

��

�

0.00

��

�

��

�

0.00

��

Projected FFO per Share (diluted)

��

5.22

��

�

��

5.42

��

�

Boston Properties will host a conference call on Wednesday, October�29, 2014 at 10:00 AM Eastern Time, open to the general public, to discuss the third quarter 2014 results, the fourth quarter 2014 and fiscal year 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 11830742. A replay of the conference call will be available through November�12, 2014, by dialing (855)�859-2056 (Domestic) or (404)�537-3406 (International) and entering the passcode 11830742. 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� third 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 fourth quarter 2014 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

�


�	��	September�30,		�	�	December�31,		�
�	��	2014		�	�	2013		�
�	��	(in�thousands,�except�for�share�amounts)						�
�	��	(unaudited)						�
ASSETS	��				�
Real estate	��	$	18,362,993	��	�	$	17,158,210	��
Construction in progress	��	�	715,609	��	�	�	1,523,179	��
Land held for future development	��	�	276,804	��	�	�	297,376	��
Less: accumulated depreciation	��	�	(3,469,130	)�	�	�	(3,161,571	)�
	��	�	�	�	�	�	�	�
Total real estate	��	�	15,886,276	��	�	�	15,817,194	��

Cash and cash equivalents	��	�	846,664	��	�	�	2,365,137	��
Cash held in escrows	��	�	153,161	��	�	�	57,201	��
Investments in securities	��	�	18,834	��	�	�	16,641	��
Tenant and other receivables, net of allowance for doubtful accounts of $1,080 and $1,636, respectively	��	�	43,210	��	�	�	59,464	��
Accrued rental income, net of allowance of $7,397 and $3,636, respectively	��	�	689,885	��	�	�	651,603	��
Deferred charges, net	��	�	837,907	��	�	�	884,450	��
Prepaid expenses and other assets	��	�	219,074	��	�	�	184,477	��
Investments in unconsolidated joint ventures	��	�	180,149	��	�	�	126,084	��
	��	�	�	�	�	�	�	�
Total assets	��	$	18,875,160	��	�	$	20,162,251	��
	��	�	�	�	�	�	�	�
LIABILITIES AND EQUITY	��				�
Liabilities:	��				�
Mortgage notes payable	��	$	4,328,464	��	�	$	4,449,734	��
Unsecured senior notes, net of discount	��	�	5,837,172	��	�	�	5,835,854	��
Unsecured exchangeable senior notes, net of discount	��	�	��	��	�	�	744,880	��
Unsecured line of credit	��	�	��	��	�	�	��	��
Mezzanine notes payable	��	�	310,114	��	�	�	311,040	��
Outside members� notes payable	��	�	180,000	��	�	�	180,000	��
Accounts payable and accrued expenses	��	�	253,600	��	�	�	202,470	��
Dividends and distributions payable	��	�	112,708	��	�	�	497,242	��
Accrued interest payable	��	�	181,954	��	�	�	167,523	��
Other liabilities	��	�	517,428	��	�	�	578,969	��
	��	�	�	�	�	�	�	�
Total liabilities	��	�	11,721,440	��	�	�	12,967,712	��
	��	�	�	�	�	�	�	�
Commitments and contingencies	��	�	��	��	�	�	��	��
	��	�	�	�	�	�	�	�
Noncontrolling interest:	��				�
Redeemable preferred units of the Operating Partnership	��	�	2,022	��	�	�	51,312	��
	��	�	�	�	�	�	�	�
Redeemable interest in property partnership	��	�	104,105	��	�	�	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 September 30, 2014 and December 31, 2013, respectively	��	�	200,000	��	�	�	200,000	��
Common stock, $0.01 par value, 250,000,000 shares authorized, 153,178,686 and 153,062,001 shares issued and 153,099,786 and 152,983,101 shares outstanding at September 30, 2014 and December 31, 2013, respectively	��	�	1,531	��	�	�	1,530	��
Additional paid-in capital	��	�	5,684,649	��	�	�	5,662,453	��
Dividends in excess of earnings	��	�	(148,566	)�	�	�	(108,552	)�
Treasury common stock, at cost	��	�	(2,722	)�	�	�	(2,722	)�
Accumulated other comprehensive loss	��	�	(9,866	)�	�	�	(11,556	)�
	��	�	�	�	�	�	�	�
Total stockholders� equity attributable to Boston Properties, Inc.	��	�	5,725,026	��	�	�	5,741,153	��
Noncontrolling interests:	��				�
Common units of the Operating Partnership	��	�	606,002	��	�	�	576,333	��
Property partnerships	��	�	716,565	��	�	�	726,132	��
	��	�	�	�	�	�	�	�
Total equity	��	�	7,047,593	��	�	�	7,043,618	��
	��	�	�	�	�	�	�	�
Total liabilities and equity	��	$	18,875,160	��	�	$	20,162,251	��
	��	�	�	�	�	�	�	�

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

�

��

Three months ended

�

Nine months ended

�

��

September�30,

�

September�30,

�

��

2014

�

2013

�

2014

�

2013

�

��

(in thousands, except for per share amounts)

�

Revenue

��

�

Rental

��

�

Base rent

��

484,071

��

�

449,636

��

�

1,402,328

��

�

1,221,874

��

Recoveries from tenants

��

�

90,103

��

�

80,718

��

�

253,419

��

�

213,358

��

Parking and other

��

�

26,236

��

�

25,000

��

�

76,869

��

�

71,984

��

�

Total rental revenue

��

�

600,410

��

�

555,354

��

�

1,732,616

��

�

1,507,216

��

Hotel revenue

��

�

11,918

��

�

10,652

��

�

32,478

��

�

30,061

��

Development and management services

��

�

6,475

��

�

5,475

��

�

18,197

��

�

22,063

��

�

Total revenue

��

�

618,803

��

�

571,481

��

�

1,783,291

��

�

1,559,340

��

�

Expenses

��

�

Operating

��

�

Rental

��

�

215,179

��

�

199,288

��

�

624,213

��

�

544,368

��

Hotel

��

�

7,585

��

�

6,580

��

�

21,697

��

�

20,959

��

General and administrative

��

�

22,589

��

�

24,841

��

�

75,765

��

�

94,673

��

Transaction costs

��

�

1,402

��

�

766

��

�

2,500

��

�

1,744

��

Impairment loss

��

�

��

�

��

�

��

�

8,306

��

Depreciation and amortization

��

�

157,245

��

�

153,253

��

�

466,143

��

�

406,162

��

�

Total expenses

��

�

404,000

��

�

384,728

��

�

1,190,318

��

�

1,076,212

��

�

Operating income

��

�

214,803

��

�

186,753

��

�

592,973

��

�

483,128

��

Other income (expense)

��

�

Income from unconsolidated joint ventures

��

�

4,419

��

�

14,736

��

�

10,069

��

�

72,240

��

Gains on consolidation of joint ventures

��

�

��

�

(1,810

)�

�

��

�

385,991

��

Interest and other income

��

�

3,421

��

�

3,879

��

�

6,841

��

�

6,646

��

Gains (losses) from investments in securities

��

�

(297

)�

�

956

��

�

651

��

�

1,872

��

Gains (losses) from early extinguishments of debt

��

�

��

�

(30

)�

�

��

�

122

��

Interest expense

��

�

(113,308

)�

�

(122,173

)�

�

(337,839

)�

�

(325,746

)�

��

�

Income from continuing operations

��

�

109,038

��

�

82,311

��

�

272,695

��

�

624,253

��

Gains on sales of real estate

��

�

41,937

��

�

��

�

41,937

��

�

��

Discontinued operations

��

�

Income from discontinued operations

��

�

��

�

1,677

��

�

��

�

7,486

��

Gain on sale of real estate from discontinued operations

��

�

��

�

86,448

��

�

��

�

86,448

��

Gain on forgiveness of debt from discontinued operations

��

�

��

�

��

�

��

�

20,182

��

Impairment loss from discontinued operations

��

�

��

�

��

�

��

�

(3,241

)�

��

�

Net income

��

�

150,975

��

�

170,436

��

�

314,632

��

�

735,128

��

Net income attributable to noncontrolling interests

��

�

Noncontrolling interests in property partnerships

��

�

(5,566

)�

�

3,279

��

�

(17,473

)�

�

924

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership

��

�

(75

)�

�

(1,082

)�

�

(1,014

)�

�

(3,385

)�

Noncontrolling interest - common units of the Operating Partnership

��

�

(14,963

)�

�

(8,339

)�

�

(29,819

)�

�

(62,945

)�

Noncontrolling interest in discontinued operations - common units of the Operating Partnership

��

�

��

�

(8,970

)�

�

��

�

(11,450

)�

��

�

Net income attributable to Boston Properties, Inc.

��

�

130,371

��

�

155,324

��

�

266,326

��

�

658,272

��

Preferred dividends

��

�

(2,647

)�

�

(2,647

)�

�

(7,854

)�

�

(5,411

)�

��

�

Net income attributable to Boston Properties, Inc. common shareholders

��

127,724

��

�

152,677

��

�

258,472

��

�

652,861

��

�

Basic earnings per common share attributable to Boston Properties, Inc. common shareholders:

��

�

Income from continuing operations

��

0.83

��

�

0.48

��

�

1.69

��

�

3.62

��

Discontinued operations

��

�

��

�

0.52

��

�

��

�

0.65

��

�

Net income

��

0.83

��

�

1.00

��

�

1.69

��

�

4.27

��

�

Weighted average number of common shares outstanding

��

�

153,120

��

�

152,407

��

�

153,077

��

�

152,000

��

�

Diluted earnings per common share attributable to Boston Properties, Inc. common shareholders:

��

�

Income from continuing operations

��

0.83

��

�

0.48

��

�

1.69

��

�

3.61

��

Discontinued operations

��

�

��

�

0.52

��

�

��

�

0.65

��

�

Net income

��

0.83

��

�

1.00

��

�

1.69

��

�

4.26

��

�

Weighted average number of common and common equivalent shares outstanding

��

�

153,273

��

�

152,692

��

�

153,228

��

�

152,381

��

�

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)

(Unaudited)

�

��

Three months ended

�

Nine months ended

�

��

September�30,

�

September�30,

�

��

2014

�

2013

�

2014

�

2013

�

��

(in thousands, except for per share amounts)

�

Net income attributable to Boston Properties, Inc. common shareholders

��

127,724

��

�

152,677

��

�

258,472

��

�

652,861

��

Add:

��

�

Preferred dividends

��

�

2,647

��

�

2,647

��

�

7,854

��

�

5,411

��

Noncontrolling interest in discontinued operations - common units of the Operating Partnership

��

�

��

�

8,970

��

�

��

�

11,450

��

Noncontrolling interest - common units of the Operating Partnership

��

�

14,963

��

�

8,339

��

�

29,819

��

�

62,945

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership

��

�

��

�

1,082

��

�

1,014

��

�

3,385

��

Noncontrolling interests in property partnerships

��

�

5,566

��

�

(3,279

)�

�

17,473

��

�

(924

)�

Impairment loss from discontinued operations

��

�

��

�

��

�

��

�

3,241

��

Less:

��

�

Gains on sales of real estate

��

�

41,937

��

�

��

�

41,937

��

�

��

Income from discontinued operations

��

�

��

�

1,677

��

�

��

�

7,486

��

Gain on sale of real estate from discontinued operations

��

�

��

�

86,448

��

�

��

�

86,448

��

Gain on forgiveness of debt from discontinued operations

��

�

��

�

��

�

��

�

20,182

��

�

Income from continuing operations

��

�

109,038

��

�

82,311

��

�

272,695

��

�

624,253

��

Add:

��

�

Real estate depreciation and amortization (2)

��

�

162,012

��

�

158,274

��

�

479,798

��

�

450,646

��

Income from discontinued operations

��

�

��

�

1,677

��

�

��

�

7,486

��

Less:

��

�

Gains on sales of real estate included within income from unconsolidated joint ventures (3)

��

�

��

�

11,174

��

�

��

�

54,501

��

Gains on consolidation of joint ventures (4)

��

�

��

�

(1,810

)�

�

��

�

385,991

��

Noncontrolling interests in property partnerships� share of funds from operations

��

�

19,150

��

�

9,462

��

�

59,998

��

�

16,936

��

Noncontrolling interest - redeemable preferred units of the Operating Partnership

��

�

��

�

1,082

��

�

1,014

��

�

3,385

��

Preferred dividends

��

�

2,647

��

�

2,647

��

�

7,854

��

�

5,411

��

�

Funds from operations (FFO) attributable to the Operating Partnership

��

�

249,178

��

�

219,707

��

�

683,627

��

�

616,161

��

Less:

��

�

Noncontrolling interest - common units of the Operating Partnerships� share of funds from operations

��

�

25,775

��

�

21,848

��

�

69,283

��

�

62,291

��

�

Funds from operations attributable to Boston Properties, Inc.

��

223,403

��

�

197,859

��

�

614,344

��

�

553,870

��

�

Boston Properties, Inc.�s percentage share of funds from operations - basic

��

�

89.66

%�

�

90.06

%�

�

89.87

%�

�

89.95

%�

��

�

Weighted average shares outstanding - basic

��

�

153,120

��

�

152,407

��

�

153,077

��

�

152,000

��

�

FFO per share basic

��

1.46

��

�

1.30

��

�

4.01

��

�

3.65

��

�

Weighted average shares outstanding - diluted

��

�

153,273

��

�

153,999

��

�

153,644

��

�

153,688

��

�

FFO per share diluted

��

1.46

��

�

1.29

��

�

4.00

��

�

3.63

��

�

(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 $157,245, $153,253, $466,143 and $406,162, our share of unconsolidated joint venture real estate depreciation and amortization of $5,099, $4,389, $14,669 and $41,581 and depreciation and amortization from discontinued operations of $0, $940, $0 and $3,826, less corporate-related depreciation and amortization of $332, $308, $1,014 and $923 for the three and nine months ended September�30, 2014 and 2013, respectively.

(3)

Consists of the portion of income from unconsolidated joint ventures related to the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million during the three and nine months ended September�30, 2013 and the gain on sale of 125 West 55th Street totaling approximately $43.2 million during the nine months ended September�30, 2013.

(4)	For the nine months ended September�30, 2013, 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.

BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES

�


�	��	% Leased by Location						�
�	��	September�30,�2014		�	�	December�31,�2013		�
Boston	��	�	91.5	%�	�	�	93.9	%�
New York (1)	��	�	90.8	%�	�	�	93.0	%�
San Francisco	��	�	87.9	%�	�	�	89.9	%�
Washington, DC	��	�	96.1	%�	�	�	95.0	%�
	��	�	�	�	�	�	�	�
Total Portfolio	��	�	92.0	%�	�	�	93.4	%�
	��	�	�	�	�	�	�	�

�	��	% Leased by Type						�
�	��	September�30,�2014		�	�	December�31,�2013		�
	��	�	�	�	�	�	�	�
Class A Office Portfolio	��	�	91.9	%�	�	�	93.8	%�
Office/Technical Portfolio	��	�	92.0	%�	�	�	85.4	%�
	��	�	�	�	�	�	�	�
Total Portfolio	��	�	92.0	%�	�	�	93.4	%�
	��	�	�	�	�	�	�	�

�

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

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Form 8-K BOSTON PROPERTIES INC For: Oct 28

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