Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 29, 2015

BOSTON PROPERTIES, INC.

(Exact Name of Registrant As Specified in Charter)

Delaware

1-13087

04-2473675

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

800 Boylston Street, Suite 1900, Boston, Massachusetts 02199

(Address of Principal Executive Offices) (Zip Code)

(617) 236-3300

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.

Results of Operations and Financial Condition.

The information in this Item 2.02—“Results of Operations and Financial Condition” is being furnished. Such information, including Exhibits 99.1 and 99.2 hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

On July 29, 2015, Boston Properties, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2015. 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 June 30, 2015.

*99.2		Press release dated July 29, 2015.

*	Filed herewith.

SIGNATURES

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


	BOSTON PROPERTIES, INC.

Date: July 29, 2015	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 June 30, 2015.

*99.2		Press release dated July 29, 2015.

*	Filed herewith.

Exhibit 99.1

LOGO

Supplemental Operating and Financial Data

for the Quarter Ended June 30, 2015

Boston Properties, Inc.

Second Quarter 2015

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		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: 690 Folsom Street (foreground), 680 Folsom Street (background), San Francisco, CA)

Boston Properties, Inc.

Second Quarter 2015

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

Strategy

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

•

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

•

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

•

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

•

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

•

pursuing on a selective basis the sale of properties or interests therein to either take advantage of the demand for the Company’s premier properties or pare from the portfolio properties that we believe 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 June 30, 2015)


Corporate Headquarters		Boston, Massachusetts

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

Fiscal Year-End		December 31

Total Properties (includes unconsolidated joint ventures)		170

Total Square Feet (includes unconsolidated joint ventures and structured parking)		61.0 million

Common shares outstanding, plus common, preferred and LTIP units (including Outperformance Plan Units) on an as-converted basis (but excluding Multi-Year Long-Term Incentive Program Units)		171.5 million

Dividend - Quarter/Annualized		$0.65/$2.60 (excludes special dividend)

Dividend Yield		2.15% (excludes special dividend)

Total Adjusted Market Capitalization (1)		$30.0 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.

Second Quarter 2015

INVESTOR INFORMATION


Board of Directors		Management
Mortimer B. Zuckerman Chairman of the Board Owen D. Thomas Chief Executive Officer and Director Douglas T. Linde President and Director Carol B. Einiger Director Dr. Jacob A. Frenkel Director, Chair of Nominating & Corporate Governance Committee Joel I. Klein Director	Matthew J. Lustig Director Alan J. Patricof Director, Chair of Audit Committee Ivan G. Seidenberg Lead Independent Director Martin Turchin Director David A. Twardock Director, Chair of Compensation Committee	Raymond A. Ritchey Executive Vice President, National Director of Acquisitions & Development Michael E. LaBelle Senior Vice President, Chief Financial Officer Peter D. Johnston Senior Vice President and Regional Manager of Washington, DC Bryan J. Koop Senior Vice President and Regional Manager of Boston Robert E. Pester Senior Vice President and Regional Manager of San Francisco	John F. Powers Senior Vice President and Regional Manager of New York Frank D. Burt Senior Vice President, General Counsel 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 E. LaBelle Senior Vice President, Chief Financial Officer at 617.236.3352 or mlabelle@bostonproperties.com Arista Joyner, Investor Relations Manager at 617.236.3343 or ajoyner@bostonproperties.com

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


	Q2 2015			Q1 2015			Q4 2014			Q3 2014			Q2 2014

High Closing Price	$	142.17		$	144.74		$	136.28		$	123.41		$	121.95
Low Closing Price	$	120.83		$	131.26		$	115.10		$	113.66		$	114.45
Average Closing Price	$	131.76		$	139.56		$	126.63		$	119.60		$	118.07
Closing Price, at the end of the quarter	$	121.04		$	140.48		$	128.69		$	115.76		$	118.18

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

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


Closing dividend yield - annualized (1)		2.15	%		1.85	%		2.02	%		2.25	%		2.20	%

Closing common shares outstanding, plus preferred shares and common, preferred and LTIP units (including Outperformance Plan Units) on an as-converted basis (but excluding Multi-Year Long-Term Incentive Program Units) (thousands) (2)		171,506			171,490			171,064			171,062			171,063
Closing market value of outstanding shares and units (thousands)	$	20,959,086		$	24,291,548		$	22,214,860		$	20,004,159		$	20,434,232

(1)

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

(2)

For additional detail, see page 12.


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

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

Boston Properties, Inc.

Second Quarter 2015

RESEARCH COVERAGE


Equity Research Coverage		Debt Research Coverage	Rating Agencies
Lucy Moore Argus Research Company 646.747.5456 Jeffrey Spector / Jamie Feldman Bank of America Merrill Lynch 212.449.6329 / 212.449.6339 Ross Smotrich Barclays Capital 212.526.2306 Thomas Lesnick Capital One Securities 504.528.9174 Michael Bilerman / Emmanuel Korchman Citigroup Global Markets 212.816.1383 / 212.816.1382 James Sullivan / Tom Catherwood Cowen and Company 646.562.1380 / 646.562.1382 Ian Weissman / George Auerbach Credit Suisse 212.538.6889 / 212.538.8082 Barry Oxford D.A. Davidson & Co. 212.240.9871 Vincent Chao / Venkat Kommineni Deutsche Bank Securities 212.250.6799 / 212.250.6090 Steve Sakwa / Gabe Hilmoe Evercore ISI 212.446.9462 / 212.446.9459 Brad Burke Goldman Sachs 917.343.2082 Jed Reagan / Katherine Corwith Green Street Advisors 949.640.8780	Omotayo Okusanya / Charles Croson Jefferies & Co. 212.336.7076 / 917.421.1943 Anthony Paolone J.P. Morgan Securities 212.622.6682 Craig Mailman / Jordan Sadler KeyBanc Capital Markets 917.368.2316 / 917.368.2280 Richard Anderson Mizuho Securities 212.205.8487 Vance Edelson Morgan Stanley 212.761.0078 Mike Carroll RBC Capital Markets 440.715.2649 David Rodgers / Matthew Spencer RW Baird 216.737.7341 / 414.298.5053 Alexander Goldfarb / Ryan Peterson Sandler O’Neill & Partners 212.466.7937 / 212.466.7927 John Guinee / Erin Aslakson Stifel, Nicolaus & Company 443.224.1307 / 443.224.1350 Michael Lewis SunTrust Robinson Humphrey 212.319.5659 Ross Nussbaum / Nick Yulico UBS Securities 212.713.2484 / 212.713.3402 Brendan Maiorana Wells Fargo Securities 804.649.2311	Scott Frost Bank of America Merrill Lynch 646.855.8078 Thomas Cook Citi Investment Research 212.723.1112 John Giordano Credit Suisse Securities 212.538.4935 Ron Perotta Goldman Sachs 212.702.7885 Mark Streeter J.P. Morgan Securities 212.834.5086 Thierry Perrein / Jason Jones Wells Fargo 704.715.8455 / 704.715.7932	Stephen Boyd Fitch Ratings 212.908.9153 Ranjini Venkatesan Moody’s Investors Service 212.553.3828 Anita Ogbara Standard & Poor’s 212.438.5077

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

Boston Properties, Inc.

Second Quarter 2015

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-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14
Selected Items:

Revenue	$	618,221		$	618,476		$	613,707		$	618,803		$	589,794
Straight-line rent (1)	$	14,024		$	23,164		$	18,639		$	18,281		$	10,672
Fair value lease revenue (1) (2)	$	6,667		$	7,081		$	12,236		$	9,207		$	7,425
Revenue from residential properties	$	3,811		$	6,854		$	7,195		$	7,018		$	6,298
Company share of funds from operations from unconsolidated joint ventures	$	6,964		$	9,702		$	7,282		$	9,518		$	7,820
Lease termination fees (1) (3)	$	5,419		$	14,086		$	1,117		$	9,878		$	1,027
Ground rent expense (4)	$	3,676		$	4,404		$	4,990		$	4,986		$	4,984
Fair value interest adjustment (1)	$	7,856		$	7,796		$	7,737		$	7,694		$	7,630
Capitalized interest	$	8,850		$	7,965		$	7,667		$	12,223		$	14,877
Capitalized wages	$	3,997		$	3,626		$	3,483		$	3,403		$	4,103
Operating Margins [(rental revenue - rental expense)/rental revenue] (5)		66.2	%		65.3	%		66.5	%		66.2	%		66.5	%
Gains (losses) from early extinguishments of debt	$	—		$	—		$	(10,633	)	$	—		$	—
Income before gains on sales of real estate	$	100,739		$	114,086		$	85,323		$	109,038		$	95,901
Net income attributable to Boston Properties, Inc. common shareholders	$	79,460		$	171,182		$	174,510		$	127,724		$	76,527
Funds from operations (FFO) attributable to Boston Properties, Inc.	$	208,731		$	200,385		$	193,186		$	223,403		$	207,010
FFO per share - diluted	$	1.36		$	1.30		$	1.26		$	1.46		$	1.35
Net income attributable to Boston Properties, Inc. per share - basic	$	0.52		$	1.12		$	1.14		$	0.83		$	0.50
Net income attributable to Boston Properties, Inc. per share - diluted	$	0.52		$	1.11		$	1.14		$	0.83		$	0.50
Dividends per common share (6)	$	0.65		$	0.65		$	5.15		$	0.65		$	0.65
Funds available for distribution to common shareholders and common unitholders (FAD) (7)	$	145,937		$	147,145		$	162,630		$	170,801		$	184,660

Ratios:

Interest Coverage Ratio (excluding capitalized interest) - cash basis (8)		3.21			3.11			2.83			3.07			3.06
Interest Coverage Ratio (including capitalized interest) - cash basis (8)		2.98			2.91			2.66			2.79			2.72
FFO Payout Ratio (7)		47.79	%		50.00	%		51.59	%		44.52	%		48.15	%
FAD Payout Ratio (7)		76.49	%		75.72	%		68.42	%		65.14	%		60.09	%

Balance Sheet Items:

Above-market rents (included within Prepaid Expenses and Other Assets)	$	63,706		$	75,063		$	80,864		$	86,609		$	92,598
Below-market rents (included within Other Liabilities)	$	202,653		$	227,651		$	243,395		$	266,681		$	284,726
Accrued ground rent expense (included within Other Liabilities)	$	41,857		$	40,751		$	56,117		$	54,448		$	52,779
Accrued interest payable on outside members’ notes payable (included within Accrued Interest Payable)	$	103,622		$	96,028		$	88,643		$	81,372		$	78,270

	30-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14

Capitalization:

Common Stock Price @ Quarter End	$	121.04		$	140.48		$	128.69		$	115.76		$	118.18
Equity Value @ Quarter End	$	20,959,086		$	24,291,548		$	22,214,860		$	20,004,159		$	20,434,232
Total Consolidated Debt	$	9,867,459		$	9,886,696		$	9,906,984		$	10,475,750		$	10,558,609
Total Consolidated Market Capitalization	$	30,826,545		$	34,178,244		$	32,121,844		$	30,479,909		$	30,992,841
Total Consolidated Debt/Total Consolidated Market Capitalization (9)		32.01	%		28.93	%		30.84	%		34.37	%		34.07	%

BXP’s Share of Unconsolidated Joint Venture Debt	$	352,882		$	351,977		$	351,500		$	331,765		$	328,711
Less:
Partners’ Share of Consolidated Debt	$	1,168,046		$	1,174,948		$	1,181,797		$	867,377		$	872,839
Total Adjusted Debt	$	9,052,295		$	9,063,725		$	9,076,687		$	9,940,138		$	10,014,481
Total Adjusted Market Capitalization (10)	$	30,011,381		$	33,355,273		$	31,291,547		$	29,944,297		$	30,448,713
Total Adjusted Debt/Total Adjusted Market Capitalization (9) (10)		30.16	%		27.17	%		29.01	%		33.20	%		32.89	%

(1)	Includes the Company’s share of consolidated and unconsolidated joint ventures 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 March 31, 2015 and September 30, 2014, includes distributions received by the Company from its unsecured creditor claim against Lehman Brothers, Inc. totaling approximately $4.5 million and $7.7 million, respectively.

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

(5)

Rental expense consists of operating expenses, real estate taxes and ground rent expense. Amounts are exclusive of the gross up of reimbursable electricity and other amounts totaling $17,845, $17,867, $17,218, $18,172 and $17,003 for the three months ended June 30, 2105, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

(6)	For the three months ended December 31, 2014, dividends per share includes the $4.50 per common share special dividend paid on January 28, 2015 to shareholders of record as of the close of business on December 31, 2014.

(7)

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

(8)

The Company believes that the presentation of its interest coverage ratios provides investors with useful information about the Company’s financial performance as it relates to its cash interest expense obligations, which may assist investors in evaluating the Company’s ability to service its existing debt obligations. For a quantitative reconciliation, see page 11.

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

(10)	For additional detail, see page 12.

Boston Properties, Inc.

Second Quarter 2015

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands)


	30-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14
ASSETS
Real estate	$	18,207,934		$	18,153,816		$	18,231,978		$	18,362,993		$	17,680,555
Construction in progress (1)		880,996			797,148			736,311			715,609			1,309,781
Land held for future development		277,327			271,327			268,114			276,804			273,587
Less accumulated depreciation		(3,753,926	)		(3,646,853	)		(3,547,659	)		(3,469,130	)		(3,368,974	)

Total real estate		15,612,331			15,575,438			15,688,744			15,886,276			15,894,949
Cash and cash equivalents		1,342,751			1,064,396			1,763,079			846,664			1,036,576
Cash held in escrows (2)		252,558			588,218			487,321			153,161			59,248
Marketable securities		20,953			20,736			19,459			18,834			18,927
Tenant and other receivables, net		55,183			47,768			46,595			43,210			51,348
Accrued rental income, net		730,797			713,874			691,999			689,885			673,587
Deferred charges, net		771,419			806,468			831,744			837,907			853,924
Prepaid expenses and other assets		117,993			165,985			164,432			219,074			133,035
Investments in unconsolidated joint ventures		209,974			196,188			193,394			191,593			188,887

Total assets	$	19,113,959		$	19,179,071		$	19,886,767		$	18,886,604		$	18,910,481


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	4,269,808		$	4,289,120		$	4,309,484		$	4,328,464		$	4,411,453
Unsecured senior notes, net of discount		5,288,503			5,288,101			5,287,704			5,837,172			5,836,729
Unsecured line of credit		—			—			—			—			—
Mezzanine notes payable		309,148			309,475			309,796			310,114			310,427
Outside members’ notes payable		180,000			180,000			180,000			180,000			180,000
Accounts payable and accrued expenses		231,900			224,086			243,263			253,600			216,080
Dividends and distributions payable		112,892			112,796			882,472			112,708			112,420
Accrued interest payable		178,548			186,630			163,532			181,954			156,024
Other liabilities		448,480			483,762			502,255			528,872			551,664

Total liabilities		11,019,279			11,073,970			11,878,506			11,732,884			11,774,797


Commitments and contingencies		—			—			—			—			—


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


Redeemable interest in property partnership		106,233			105,520			104,692			104,105			103,778


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, 153,473,931, 153,402,107, 153,113,945, 153,099,786 and 153,092,574 outstanding, respectively		1,535			1,534			1,531			1,531			1,531
Additional paid-in capital		6,293,556			6,286,260			6,270,257			5,684,649			5,679,578
Dividends in excess of earnings		(711,239	)		(690,993	)		(762,464	)		(148,566	)		(176,929	)
Treasury common stock, at cost		(2,722	)		(2,722	)		(2,722	)		(2,722	)		(2,722	)
Accumulated other comprehensive income (loss)		1,848			(11,907	)		(9,304	)		(9,866	)		(10,429	)

Total stockholders’ equity attributable to Boston Properties, Inc.		5,782,978			5,782,172			5,697,298			5,725,026			5,691,029

Noncontrolling interests:
Common units of the Operating Partnership		614,988			617,274			603,171			606,002			601,775
Property partnerships		1,590,481			1,599,502			1,602,467			716,565			721,096

Total equity		7,988,447			7,998,948			7,902,936			7,047,593			7,013,900



Total liabilities and equity	$	19,113,959		$	19,179,071		$	19,886,767		$	18,886,604		$	18,910,481

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

(2)

At June 30, 2015, approximately $192.3 million was held by a qualified intermediary for possible investment in a like-kind exchange in accordance with Section 1031 of the Internal Revenue Code in connection with the sale of the Company’s Residences on The Avenue property. Approximately $342.0 million from the sales of the Company’s Patriots Park, 130 Third Avenue and Washingtonian North properties was released from escrow during the three months ended June 30, 2015. At March 31, 2015, approximately $534.2 million was held by a qualified intermediary for possible investment in a like-kind exchange in accordance with Section 1031 of the Internal Revenue Code in connection with the sales of the Company’s Patriots Park, 130 Third Avenue, Washingtonian North and Residences on The Avenue properties. Approximately $99.9 million from the sale of the Company’s Mountain View and Broad Run properties was released from escrow during the three months ended March 31, 2015. At December 31, 2014, approximately $433.6 million was held by a qualified intermediary for possible investment in a like-kind exchange in connection with the sales of the Company’s Mountain View, Broad Run, Patriots Park and 130 Third Avenue properties.

Boston Properties, Inc.

Second Quarter 2015

CONSOLIDATED INCOME STATEMENTS

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	30-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14

Revenue
Rental
Base Rent	$	486,609		$	490,682		$	484,011		$	484,071		$	463,239
Recoveries from tenants		86,795			88,593			85,946			90,103			81,382
Parking and other		26,552			24,788			25,724			26,236			26,300

Total rental revenue		599,956			604,063			595,681			600,410			570,921
Hotel revenue		13,403			9,085			10,907			11,918			12,367
Development and management services		4,862			5,328			7,119			6,475			6,506

Total revenue		618,221			618,476			613,707			618,803			589,794


Expenses
Operating		113,945			120,954			111,342			114,116			110,239
Real estate taxes		100,519			100,396			99,735			101,063			92,407
Hotel operating		8,495			7,576			7,539			7,585			7,315
General and administrative (1)		22,284			28,791			23,172			22,589			23,271
Transaction costs		208			327			640			1,402			661
Depreciation and amortization		167,844			154,223			162,430			157,245			154,628

Total expenses		413,295			412,267			404,858			404,000			388,521


Operating income		204,926			206,209			208,849			214,803			201,273
Other income (expense)
Income from unconsolidated joint ventures		3,078			14,834			2,700			4,419			2,834
Interest and other income		1,293			1,407			1,924			3,421			2,109
Gains (losses) from investments in securities (1)		(24	)		393			387			(297	)		662
Interest expense (2)		(108,534	)		(108,757	)		(117,904	)		(113,308	)		(110,977	)
Losses from early extinguishments of debt		—			—			(10,633	)		—			—

Income before gains on sales of real estate		100,739			114,086			85,323			109,038			95,901
Gains on sales of real estate (3)		—			95,084			126,102			41,937			—

Net income		100,739			209,170			211,425			150,975			95,901
Net income attributable to noncontrolling interests
Noncontrolling interest in property partnerships		(9,264	)		(15,208	)		(13,088	)		(5,566	)		(7,553	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(3	)		(3	)		(9	)		(75	)		(320	)
Noncontrolling interest - common units of the Operating Partnership (4)		(9,394	)		(20,188	)		(21,172	)		(14,963	)		(8,883	)

Net income attributable to Boston Properties, Inc.		82,078			173,771			177,156			130,371			79,145
Preferred dividends		(2,618	)		(2,589	)		(2,646	)		(2,647	)		(2,618	)

Net income attributable to Boston Properties, Inc. common shareholders	$	79,460		$	171,182		$	174,510		$	127,724		$	76,527


INCOME PER SHARE OF COMMON STOCK (EPS)

Net income attributable to Boston Properties, Inc. per share - basic	$	0.52		$	1.12		$	1.14		$	0.83		$	0.50

Net income attributable to Boston Properties, Inc. per share - diluted	$	0.52		$	1.11		$	1.14		$	0.83		$	0.50

(1)

Gains (losses) from investments in securities includes $(24), $393, $387, $(297) and $662 and general and administrative expense includes $24, $(393), $(387), $297 and $(662) for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively, related to the Company’s deferred compensation plan.

(2)

For the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, interest expense includes $7,594, $7,385, $7,271, $7,102 and $6,965, respectively, consisting of the interest expense on the partner loans for the 767 Fifth Avenue consolidated joint venture, which amount is allocated to the partners within noncontrolling interests in property partnerships. The Company’s share of the interest expense on its loan to the joint venture eliminates in consolidation.

(3)	See page 45 for additional information.

(4)

Equals noncontrolling interest - common units of the Operating Partnership’s share of 10.34%, 10.44%, 10.34%, 10.34% and 10.16% of income before net income attributable to noncontrolling interests in Operating Partnership after deduction for preferred distributions for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

Boston Properties, Inc.

Second Quarter 2015

FUNDS FROM OPERATIONS (FFO)

(in thousands, except for per share amounts)

(unaudited)


	Three Months Ended
	30-Jun-15		31-Mar-15		31-Dec-14		30-Sep-14		30-Jun-14

Net income attributable to Boston Properties, Inc. common shareholders	$	79,460	$	171,182	$	174,510	$	127,724	$	76,527
Add:
Preferred dividends		2,618		2,589		2,646		2,647		2,618
Noncontrolling interest - common units of the Operating Partnership		9,394		20,188		21,172		14,963		8,883
Noncontrolling interest - redeemable preferred units of the Operating Partnership		3		3		9		75		320
Noncontrolling interests in property partnerships		9,264		15,208		13,088		5,566		7,553
Less:
Gains on sales of real estate		—		95,084		126,102		41,937		—


Income before gains on sales of real estate		100,739		114,086		85,323		109,038		95,901
Add:
Real estate depreciation and amortization (1)		171,384		148,754		166,665		162,012		159,272
Less:
Noncontrolling interests in property partnerships’ share of funds from operations		36,699		36,515		33,866		19,150		21,825
Noncontrolling interest - redeemable preferred units of the Operating Partnership		3		3		9		75		320
Preferred dividends		2,618		2,589		2,646		2,647		2,618


Funds from operations (FFO) attributable to the Operating Partnership, common unitholders (including Boston Properties, Inc.)		232,803		223,733		215,467		249,178		230,410
Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		24,072		23,348		22,281		25,775		23,400

FFO attributable to Boston Properties, Inc. common shareholders (2)	$	208,731	$	200,385	$	193,186	$	223,403	$	207,010


FFO per share - basic	$	1.36	$	1.31	$	1.26	$	1.46	$	1.35

Weighted average shares outstanding - basic		153,450		153,230		153,128		153,120		153,078

FFO per share - diluted	$	1.36	$	1.30	$	1.26	$	1.46	$	1.35

Weighted average shares outstanding - diluted		153,815		153,873		153,550		153,273		153,623

(1)

Real estate depreciation and amortization consists of depreciation and amortization from the consolidated statements of operations of $167,844, $154,223, $162,430, $157,245 and $154,628 and our share of unconsolidated joint venture real estate depreciation and amortization of $3,886, $(5,132), $4,582, $5,099 and $4,986, less corporate related depreciation of $346, $337, $347, $332 and $342 for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

(2)	Based on weighted average basic shares for the quarter. The Company’s share for the quarter ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014 was 89.66%, 89.56%, 89.66%, 89.66% and 89.84%, respectively.

Boston Properties, Inc.

Second Quarter 2015

RECONCILIATION TO DILUTED FUNDS FROM OPERATIONS

(in thousands, except for per share amounts)

(unaudited)


	June 30, 2015				March 31, 2015				December 31, 2014				September 30, 2014				June 30, 2014
	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	$	232,803		171,146	$	223,733		171,084	$	215,467		170,789	$	249,178		170,785	$	230,410		170,382
Effect of Dilutive Securities
Convertible Preferred Units		—		—		—		—		—		—		—		—		230		385
Stock based compensation		—		365		—		643		—		422		—		153		—		160


Diluted FFO	$	232,803		171,511	$	223,733		171,727	$	215,467		171,211	$	249,178		170,938	$	230,640		170,927

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of diluted FFO		24,021		17,696		23,261		17,854		22,226		17,661		25,751		17,665		23,349		17,304


Boston Properties, Inc.’s share of diluted FFO (1)	$	208,782		153,815	$	200,472		153,873	$	193,241		153,550	$	223,427		153,273	$	207,291		153,623


FFO per share - basic	$	1.36			$	1.31			$	1.26			$	1.46			$	1.35


FFO per share - diluted	$	1.36			$	1.30			$	1.26			$	1.46			$	1.35

(1)	Based on weighted average diluted shares for the quarter. The Company’s share for the quarter ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014 was 89.68%, 89.60%, 89.68%, 89.67% and 89.88%, respectively.

Boston Properties, Inc.

Second Quarter 2015

Funds Available for Distribution (FAD)

(in thousands)


	Three Months Ended
	30-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14
Basic FFO (see page 9)	$	232,803		$	223,733		$	215,467		$	249,178		$	230,410
2nd generation tenant improvements and leasing commissions		(54,346	)		(55,121	)		(20,824	)		(47,649	)		(22,690	)
Straight-line rent (1)		(14,024	)		(23,164	)		(18,639	)		(18,281	)		(10,672	)
Lease transaction costs which qualify as rent inducements (1) (2)		3,141			5,929			3,533			1,516			1,605
Recurring capital expenditures		(14,869	)		(8,763	)		(12,571	)		(12,691	)		(9,654	)
Fair value interest adjustment (1)		(7,856	)		(7,796	)		(7,737	)		(7,694	)		(7,630	)
Fair value lease revenue (1) (3)		(6,667	)		(7,081	)		(12,236	)		(9,207	)		(7,425	)
Hotel improvements, equipment upgrades and replacements		(272	)		(491	)		(328	)		(514	)		(495	)
Straight-line ground rent expense adjustment (4)		1,106			1,196			1,669			1,669			1,708
Non-real estate depreciation		346			337			347			332			342
Stock-based compensation		5,469			11,011			5,391			5,809			6,519
Non-cash losses from early extinguishments of debt		—			—			96			—			—
Non-cash termination income adjustment (fair value lease amounts)		(1,645	)		10			—			—			—
Partners’ share of consolidated and unconsolidated joint venture 2nd generation tenant improvement and leasing commissions		2,005			1,511			652			6,593			804
Unearned portion of capitalized fees		746			5,834			7,810			1,740			1,838

Funds available for distribution to common shareholders and common unitholders (FAD)	$	145,937		$	147,145		$	162,630		$	170,801		$	184,660


*Interest Coverage Ratios*
*(in thousands, except for ratio amounts)*

	Three Months Ended
	30-Jun-15			31-Mar-15			31-Dec-14			30-Sep-14			30-Jun-14

Income before gains on sales of real estate	$	100,739		$	114,086		$	85,323		$	109,038		$	95,901
Interest expense		108,534			108,757			117,904			113,308			110,977
Interest expense from unconsolidated joint ventures		3,823			4,977			3,248			3,254			3,270
Depreciation and amortization expense		167,844			154,223			162,430			157,245			154,628
Depreciation and amortization expense from unconsolidated joint ventures		3,886			(5,132	)		4,582			5,099			4,986
Non-cash losses from early extinguishments of debt		—			—			96			—			—
Non-cash termination income adjustment (fair value lease amounts)		(1,645	)		10			—			—			—
Stock-based compensation		5,469			11,011			5,391			5,809			6,519
Straight-line ground rent expense adjustment (4)		1,106			1,196			1,669			1,669			1,708
Straight-line rent (1)		(14,024	)		(23,164	)		(18,639	)		(18,281	)		(10,672	)
Lease transaction costs which qualify as rent inducements (1) (2)		3,141			5,929			3,533			1,516			1,605
Fair value lease revenue (1) (3)		(6,667	)		(7,081	)		(12,236	)		(9,207	)		(7,425	)

Subtotal		372,206			364,812			353,301			369,450			361,497

*Excluding Capitalized Interest*
Divided by:

Adjusted interest expense (5) (6) (7)		115,937			117,410			124,819			120,322			118,043

Interest Coverage Ratio		3.21			3.11			2.83			3.07			3.06

*Including Capitalized Interest*
Divided by:

Adjusted interest expense (5) (6) (7) (8)		124,909			125,488			132,584			132,641			132,982

Interest Coverage Ratio		2.98			2.91			2.66			2.79			2.72

(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 consolidated and the Company’s share of unconsolidated joint venture amortization of financing costs of $1,936, $1,956, $1,987, $1,987 and $1,992 for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

(6)

Excludes interest expense of $7,594, $7,385, $7,271, $7,102 and $6,965 for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, 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.

(7)	Excludes consolidated fair value interest adjustment of $13,110, $13,017, $12,925, $12,849 and $12,753 for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

(8)	Includes consolidated and the Company’s share of unconsolidated joint venture capitalized interest of $8,972, $8,078, $7,765, $12,319 and $14,939 for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014, respectively.

Boston Properties, Inc.

Second Quarter 2015

CAPITAL STRUCTURE

Consolidated Debt

(in thousands)


	Aggregate Principal
	June 30, 2015
Mortgage Notes Payable	$	4,157,864
Mezzanine Notes Payable		306,000
Unsecured Line of Credit		—
Unsecured Senior Notes, at face value		5,300,000

Total Debt		9,763,864
Fair Value Adjustment on Mortgage Notes Payable		111,944
Fair Value Adjustment on Mezzanine Notes Payable		3,148
Discount on Unsecured Senior Notes		(11,497	)

Total Consolidated Debt	$	9,867,459

Boston Properties Limited Partnership Unsecured Senior Notes


Settlement Date		6/27/2013			4/11/2013			6/11/2012			11/10/2011			11/18/2010			4/19/2010			10/9/2009			Total/Average
Original Principal Amount	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	5,300,000
Principal Amount at Quarter End	$	700,000		$	500,000		$	1,000,000		$	850,000		$	850,000		$	700,000		$	700,000		$	5,300,000
Yield (on issue date)		3.916	%		3.279	%		3.954	%		3.853	%		4.289	%		5.708	%		5.967	%		4.42	%
Coupon		3.800	%		3.125	%		3.850	%		3.700	%		4.125	%		5.625	%		5.875	%		4.30	%
Public Offering Price		99.694	%		99.379	%		99.779	%		99.767	%		99.260	%		99.891	%		99.931	%		99.68	%
Ratings:
Moody’s		Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)			Baa2 (stable)
S&P		A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)			A- (stable)
Fitch		BBB+ (stable)			BBB+ (stable)			BBB+ (stable)			BBB+ (stable)			BBB+ (stable)			BBB+ (stable)			BBB+ (stable)
Maturity Date		2/1/2024			9/1/2023			2/1/2023			11/15/2018			5/15/2021			11/15/2020			10/15/2019
Discount	$	1,777		$	2,525		$	1,650		$	1,014		$	3,849		$	438		$	244		$	11,497

Unsecured Senior Notes, net of discount	$	698,223		$	497,475		$	998,350		$	848,986		$	846,151		$	699,562		$	699,756		$	5,288,503

Equity

(in thousands)




	Shares/Units		Common
	Outstanding		Stock			Equivalent
	as of 6/30/2015		Equivalents			Value (1)
Common Stock		153,474		153,474	(2)	$	18,576,493
Common Operating Partnership Units		18,032		18,032	(3)		2,182,593
5.25% Series B Cumulative Redeemable Preferred Stock		80		—			200,000	(4)

Total Equity				171,506		$	20,959,086

Total Consolidated Debt						$	9,867,459

Total Consolidated Market Capitalization						$	30,826,545

BXP’s share of Unconsolidated Joint Venture Debt						$	352,882
Less:
Partners’ Share of Consolidated Debt						$	1,168,046
Total Adjusted Debt (5)						$	9,052,295

Total Adjusted Market Capitalization (5)						$	30,011,381

(1)	Values based on June 30, 2015 closing price of $121.04 per share of common stock, except for 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 4 below).

(2)	Includes 67,682 shares of restricted stock.

(3)	Includes 1,839,555 long-term incentive plan units (including 216,960 2012 OPP Units), but excludes an aggregate of 1,154,553 Multi-Year Long-Term Incentive Program Units.

(4)

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

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

Boston Properties, Inc.

Second Quarter 2015

DEBT ANALYSIS (1)

as of June 30, 2015

Debt Maturities and Principal Payments

(in thousands)


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

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

Fixed Rate Debt
Mortgage Notes Payable	$	13,275		$	608,879		$	2,821,750		$	18,633		$	19,670		$	675,657		$	4,157,864
Fair Value Adjustment		27,120			50,632			34,192			—			—			—			111,944

Mortgage Notes Payable		40,395			659,511			2,855,942			18,633			19,670			675,657			4,269,808


Mezzanine Notes Payable		—			—			306,000			—			—			—			306,000
Fair Value Adjustment		666			1,389			1,093			—			—			—			3,148

		666			1,389			307,093			—			—			—			309,148


Unsecured Senior Notes, Face Amount		—			—			—			850,000			700,000			3,750,000			5,300,000
Discount Amortization		(845	)		(1,681	)		(1,749	)		(1,774	)		(1,553	)		(3,895	)		(11,497	)

Unsecured Senior Notes		(845	)		(1,681	)		(1,749	)		848,226			698,447			3,746,105			5,288,503


Total Fixed Debt	$	40,216		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,867,459


Total Consolidated Debt	$	40,216		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,867,459


GAAP Weighted Average Floating Rate Debt		—			—			—			—			—			—			—
GAAP Weighted Average Fixed Rate Debt		5.87	%		5.33	%		4.08	%		3.89	%		5.96	%		4.36	%		4.41	%

Total GAAP Weighted Average Rate		5.87	%		5.33	%		4.08	%		3.89	%		5.96	%		4.36	%		4.41	%



Total Stated Weighted Average Rate		5.84	%		6.44	%		5.76	%		3.77	%		5.87	%		4.29	%		4.98	%

Unsecured Debt

Unsecured Line of Credit - Matures July 26, 2018

(in thousands)


Facility		Outstanding at 6/30/2015		Letters of Credit		Remaining Capacity at 6/30/2015

$	1,000,000	$	—	$	16,503	$	983,497

Unsecured and Secured Debt Analysis


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

Unsecured Debt		53.60	%		4.34	%		4.42	%		6.1 years
Secured Debt		46.40	%		5.72	%		4.39	%		2.7 years

Total Consolidated Debt		100.00	%		4.98	%		4.41	%		4.5 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	%		4.98	%		4.41	%		4.5 years

Total Consolidated Debt		100.00	%		4.98	%		4.41	%		4.5 years

Interest Rate Hedging Instruments

(dollars in thousands)

Weighted-Average

Notional Amount

Ten-Year Swap Rate

Effective Date

Termination Date

Forward-starting interest rate swaps (2)

325,000

2.46

September 1, 2016

September 1, 2026

Forward-starting interest rate swaps (3)

150,000

2.79

June 1, 2017

June 1, 2027

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

(2)

During the three months ended June 30, 2015, the Company entered into forward-starting interest rate swap contracts which fix the ten-year swap rate on notional amounts aggregating $75.0 million. The Company has now entered into forward-starting interest rate swap contracts which fix the ten-year swap rate at a weighted-average rate of approximately 2.458% per annum on notional amounts aggregating $325.0 million. The interest rate swap contracts were entered into in advance of a financing with a target commencement date in September 2016 and maturity in September 2026.

(3)

The Company’s 767 Fifth Partners LLC consolidated entity (the entity in which the Company has a 60% interest and that owns the General Motors Building at 767 Fifth Avenue in New York City) entered into forward-starting interest rate swap contracts, including contracts entered into subsequent to June 30, 2015, which fix the ten-year swap rate at a weighted-average rate of approximately 2.809% per annum on notional amounts aggregating $225.0 million. These interest rate swap contracts were entered into in advance of a financing with a target commencement date in June 2017 and maturity in June 2027.

Boston Properties, Inc.

Second Quarter 2015

DEBT MATURITIES AND PRINCIPAL PAYMENTS (1)

as of June 30, 2015

(in thousands)


Property	2015			2016			2017			2018			2019			Thereafter			Total
767 Fifth Avenue (The GM Building) (60% ownership)	$	—		$	—		$	1,300,000		$	—		$	—		$	—		$	1,300,000	(2)
599 Lexington Avenue		—			—			750,000			—			—			—			750,000
601 Lexington Avenue (55% ownership)		6,005			12,447			13,051			13,684			14,349			645,531			705,067
200 Clarendon Street (formerly John Hancock Tower and Garage)		—			—			640,500			—			—			—			640,500	(2)
Embarcadero Center Four		2,941			348,886			—			—			—			—			351,827
Fountain Square (50% ownership)		—			211,250			—			—			—			—			211,250	(2)
505 9th Street (50% ownership)		1,311			2,737			113,596			—			—			—			117,644
New Dominion Technology Park, Building One		1,264			2,672			2,878			3,100			3,340			26,503			39,757
Kingstowne Two and Retail		990			29,277			—			—			—			—			30,267	(2)
University Place		764			1,610			1,725			1,849			1,981			3,623			11,552

		13,275			608,879			2,821,750			18,633			19,670			675,657			4,157,864


Aggregate Fair Value Adjustments		27,120			50,632			34,192			—			—			—			111,944

		40,395			659,511			2,855,942			18,633			19,670			675,657			4,269,808


Mezzanine Notes Payable (associated with 767 Fifth Avenue (The GM Building)) (60% ownership)		—			—			306,000			—			—			—			306,000
Fair Value Adjustment		666			1,389			1,093			—			—			—			3,148

		666			1,389			307,093			—			—			—			309,148


Unsecured Senior Notes, Face Amount		—			—			—			850,000			700,000			3,750,000			5,300,000
Aggregate Discount Amortization		(845	)		(1,681	)		(1,749	)		(1,774	)		(1,553	)		(3,895	)		(11,497	)

		(845	)		(1,681	)		(1,749	)		848,226			698,447			3,746,105			5,288,503


Unsecured Line of Credit		—			—			—			—			—			—			—

	$	40,216		$	659,219		$	3,161,286		$	866,859		$	718,117		$	4,421,762		$	9,867,459


% of Total Consolidated Debt		0.41	%		6.68	%		32.04	%		8.78	%		7.28	%		44.81	%		100.00	%
Balloon Payments	$	—		$	583,782		$	3,107,619		$	850,000		$	700,000		$	4,383,554		$	9,624,955
Scheduled Principal Amortization	$	13,275		$	25,097		$	20,131		$	18,633		$	19,670		$	42,103		$	138,909

(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.

Second Quarter 2015

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 June 30, 2015 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. 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. This section also presents certain other indenture-related data which we believe assists investors in the Company’s unsecured debt securities.


	Senior Notes			Senior Notes
	Issued Prior to			Issued On or After
	October 9, 2009			October 9, 2009
	June 30, 2015
Total Assets:
Capitalized Property Value (1)	$	21,951,292		$	22,445,106
Cash and Cash Equivalents		1,342,751			1,342,751
Investments in Marketable Securities		20,953			20,953
Undeveloped Land, at Cost (including Joint Venture %)		330,469			330,469
Development in Process, at Cost (including Joint Venture %)		1,068,967			1,068,967

Total Assets	$	24,714,432		$	25,208,246



Unencumbered Assets	$	16,237,059		$	16,552,330


Secured Debt (Fixed and Variable) (2)	$	4,157,864		$	4,157,864
Mezzanine Notes Payable (3)		306,000			306,000
Joint Venture Debt		352,882			352,882
Related Party Notes Payable		180,000			180,000
Contingent Liabilities & Letters of Credit		23,472			23,472
Unsecured Debt (4)		5,300,000			5,300,000

Total Outstanding Debt	$	10,320,218		$	10,320,218


Consolidated EBITDA:
Income before Gains on Sales of Real Estate (per Consolidated Income Statement)	$	100,739		$	100,739
Subtract: Income from Unconsolidated Joint Ventures (per Consolidated Income Statement)		(3,078	)		(3,078	)
Add: Losses from Investments in Securities (per Consolidated Income Statement)		24			24
Add: Interest Expense (per Consolidated Income Statement)		108,534			108,534
Add: Depreciation and Amortization (per Consolidated Income Statement)		167,844			167,844

EBITDA		374,063			374,063
Add: Company share of unconsolidated joint venture EBITDA		11,374			11,374

Consolidated EBITDA	$	385,437		$	385,437


Adjusted Interest Expense:
Interest Expense (per Consolidated Income Statement)	$	108,534		$	108,534
Add: Company share of unconsolidated joint venture interest expense		3,823			3,823
Less: Amortization of financing costs (including Joint Venture %)		(1,936	)		(1,936	)
Less: Interest expense funded by construction loan draws		—			—

Adjusted Interest Expense	$	110,421		$	110,421


Covenant Ratios and Related Data	Test	Actual			Actual
Total Outstanding Debt/Total Assets	Less than 60%		41.8	%		40.9	%
Secured Debt/Total Assets	Less than 50%		19.5	%		19.1	%
Interest Coverage (Annualized Consolidated EBITDA to
Annualized Interest Expense)	Greater than 1.50x		3.49			3.49
Unencumbered Assets/ Unsecured Debt	Greater than 150%		306.4	%		312.3	%

Unencumbered Consolidated Property EBITDA (5)		$	256,531		$	256,531



Unencumbered Interest Coverage (Unencumbered Consolidated Property EBITDA to Unsecured Interest Expense)			4.44			4.44



% of Unencumbered Consolidated Property EBITDA to Consolidated EBITDA			66.6	%		66.6	%



# of in-service unencumbered properties			137			137

(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 $111,944.

(3)	Excludes aggregate fair value adjustment of $3,148.

(4)	Excludes aggregate debt discount of $11,497.

(5)

Unencumbered Consolidated Property EBITDA is a non-GAAP financial measure equal to Consolidated EBITDA excluding corporate revenue and expenses, encumbered consolidated Property EBITDA, EBITDA from land and properties that have either been disposed of or not fully placed in-service and items that in our view are not representative of a property’s standard ongoing performance, such as termination income and other similar items. For the three months ended June 30, 2015, these excluded amounts were approximately $(14,677), $136,556, $1,451 and $5,576, respectively.

Boston Properties, Inc.

Second Quarter 2015

UNCONSOLIDATED JOINT VENTURE DEBT ANALYSIS (*)

Debt Maturities and Principal Payments by Property

as of June 30, 2015

(in thousands)


Property	2015			2016			2017			2018			2019			Thereafter			Total

Metropolitan Square (51%)	$	637		$	1,332		$	1,410		$	1,493		$	1,582		$	80,327		$	86,781
540 Madison Avenue (60%)		—			—			—			72,000			—			—			72,000
Market Square North (50%)		529			1,094			1,148			1,205			1,265			58,090			63,331
901 New York Avenue (25%)		—			—			—			—			—			56,250			56,250
500 North Capitol Street, N.W. (30%)		—			—			—			—			—			31,500			31,500
Annapolis Junction Building One (50%)		140			279			279			19,519			—			—			20,217	(1)
Annapolis Junction Building Six (50%)		6,770			—			—			—			—			—			6,770
Annapolis Junction Building Seven (50%)		—			9,145			—			—			—			—			9,145	(2)
Annapolis Junction Building Eight (50%)		—			—			6,888			—			—			—			6,888	(2)

	$	8,076		$	11,850		$	9,725		$	94,217		$	2,847		$	226,167		$	352,882


GAAP Weighted Average Rate		2.98	%		3.00	%		2.98	%		2.00	%		5.41	%		4.82	%		3.92	%

% of Total Debt		2.28	%		3.36	%		2.76	%		26.70	%		0.81	%		64.09	%		100.00	%

Balloon Payments	$	6,770		$	9,145		$	6,888		$	91,519		$	—		$	221,044		$	335,366
Scheduled Amortization	$	1,306		$	2,705		$	2,837		$	2,698		$	2,847		$	5,123		$	17,516

Floating and Fixed Rate Debt Analysis


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

Floating Rate Debt		32.59	%		1.78	%		2.00	%		2.5 years
Fixed Rate Debt		67.41	%		4.79	%		4.85	%		6.5 years

Total Debt		100.00	%		3.81	%		3.92	%		5.2 years

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

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

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

Boston Properties, Inc.

Second Quarter 2015

UNCONSOLIDATED JOINT VENTURES

Balance Sheet Information

(unaudited and in thousands)

as of June 30, 2015


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.			North Station (Phase 1 – Air Rights)			1001 6th Street (formerly 501 K Street)			Dock72 (3)			1265 Main Street (4)			Total Unconsolidated Joint Ventures

Net Equity (5) (6)	$	68,627		$	(10,161	)	$	9,188		$	(12,411	)	$	44,597		$	26,812		$	(2,755	)	$	6,609		$	42,704		$	9,228		$	2,209		$	184,647


Mortgage/Construction loans payable (5)	$	72,000		$	63,331		$	86,781		$	56,250		$	—		$	43,020		$	31,500		$	—		$	—		$	—		$	—		$	352,882


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

Results of Operations

(unaudited and in thousands)

for the three months ended June 30, 2015


	540 Madison Avenue			Market Square North			Metropolitan Square			901 New York Avenue			Wisconsin Place (1)			Annapolis Junction (2)			500 North Capitol Street, N.W.		North Station (Phase 1 - Air Rights)		1001 6th Street (formerly 501 K Street)			Dock72 (3)		1265 Main Street (4)		Total Unconsolidated Joint Ventures
REVENUE
Rental (7)	$	6,983		$	6,214		$	8,458		$	7,840		$	1,350		$	3,958		$	3,601	$	—	$	177		$	—	$	—	$	38,581
Straight-line rent		(194	)		(145	)		(18	)		470			—			(11	)		221		—		—			—		—		323
Fair value lease revenue		(71	)		—			—			—			—			—			—		—		—			—		—		(71	)
Termination Income		205			120			(6	)		—			—			—			—		—		—			—		—		319


Total revenue		6,923			6,189			8,434			8,310			1,350			3,947			3,822		—		177			—		—		39,152


EXPENSES
Operating		3,381			2,394			3,450			3,228			599			1,270			1,263		—		239			—		—		15,824


NET OPERATING INCOME		3,542			3,795			4,984			5,082			751			2,677			2,559		—		(62	)		—		—		23,328

Interest		561			1,559			2,474			2,075			—			201			1,116		—		—			—		—		7,986
Depreciation and amortization		1,876			906			1,897			1,277			1,383			741			871		—		—			—		—		8,951

SUBTOTAL		2,437			2,465			4,371			3,352			1,383			942			1,987		—		—			—		—		16,937

NET INCOME/(LOSS)	$	1,105		$	1,330		$	613		$	1,730		$	(632	)	$	1,735		$	572	$	—	$	(62	)	$	—	$	—	$	6,391


BXP’s share of net income/(loss)	$	663		$	665		$	313		$	463	(8)	$	(210	)	$	867		$	172	$	—	$	(31	)	$	—	$	—		2,902

Basis differential (9)		182			(4	)		8			(7	)		(7	)		(5	)		9		—		—			—		—		176

Income/(loss) from unconsolidated joint ventures	$	845		$	661		$	321		$	456	(8)	$	(217	)	$	862		$	181	$	—	$	(31	)	$	—	$	—	$	3,078

BXP’s share of depreciation & amortization		1,001			462			987			328	(8)		466			379			263		—		—			—		—		3,886

BXP’s share of Funds from Operations (FFO)	$	1,846		$	1,123		$	1,308		$	784		$	249		$	1,241		$	444	$	—	$	(31	)	$	—	$	—	$	6,964



BXP’s share of net operating income/(loss) (7)	$	2,132		$	1,898		$	2,542		$	2,476	(8)	$	250		$	1,339		$	768	$	—	$	(31	)	$	—	$	—	$	11,374

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

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

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

(4)	Refer to acquisition Note 2 on page 45.

(5)	Represents the Company’s share.

(6)	As of June 30, 2015, certain investments with deficit balances aggregating ($25,327) have been reflected within Other Liabilities on the Company’s Consolidated Balance Sheet.

(7)	Includes management services income.

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

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

Boston Properties, Inc.

Second Quarter 2015

CONSOLIDATED JOINT VENTURES

(unaudited and in thousands)

Balance Sheets

as of June 30, 2015



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


				Norges Joint Ventures
	767 Fifth Avenue (The GM Building)			Times Square Tower 601 Lexington Avenue 100 Federal Street Atlantic Wharf Office			Salesforce Tower			Fountain Square			505 9th Street			Total Consolidated Joint Ventures

ASSETS
Real estate, net	$	3,493,501		$	2,262,686		$	400,543		$	360,725		$	106,024		$	6,623,479
Cash and cash held in escrows		92,406			132,073			3,685			17,003			5,413			250,580
Other assets		105,286			171,642			42			9,701			9,097			295,768

Total assets	$	3,691,193		$	2,566,401		$	404,270		$	387,429		$	120,534		$	7,169,827


LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable	$	1,399,665		$	705,067		$	—		$	216,837		$	117,644		$	2,439,213
Mezzanine notes payable		309,148			—			—			—			—			309,148
Related party notes payable		180,000			—			—			—			—			180,000
Accrued interest on related party notes		103,622			—			—			—			—			103,622
Other liabilities		166,150			57,487			31,853			11,206			6,913			273,609

Total liabilities		2,158,585			762,554			31,853			228,043			124,557			3,305,592


Equity:
Boston Properties, Inc.		1,089,990	(1)		669,549			355,381			53,153			(487	)		2,167,586
Redeemable interest in property partnership		—			—			—			106,233			—			106,233
Noncontrolling interests		442,618			1,134,298			17,036			—			(3,536	)		1,590,416	(2)

Total equity		1,532,608			1,803,847			372,417			159,386			(4,023	)		3,864,235



Total liabilities and equity	$	3,691,193		$	2,566,401		$	404,270		$	387,429		$	120,534		$	7,169,827

Income Statements

for the three months ended June 30, 2015


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


				Norges Joint Ventures
	767 Fifth Avenue (The GM Building)			Times Square Tower 601 Lexington Avenue 100 Federal Street Atlantic Wharf Office			Salesforce Tower			Fountain Square			505 9th Street			Total Consolidated Joint Ventures

REVENUE
Rental	$	59,892		$	89,185		$	—		$	8,850		$	5,992		$	163,919
Straight-line rent		8,547			2,037			—			432			(57	)		10,959
Fair value lease revenue		9,496			1,826			—			(50	)		—			11,272
Termination income		3,761			(238	)		—			88			—			3,611
Parking and other		960			1,503			—			44			473			2,980


Total revenue		82,656			94,313			—			9,364			6,408			192,741


EXPENSES
Operating		25,961			31,462			—			3,340			2,404			63,167


NET OPERATING INCOME		56,695			62,851			—			6,024			4,004			129,574

Management services income		(292	)		(520	)		—			(3	)		—			(815	)
Interest and other income		(11	)		(277	)		—			(1	)		—			(289	)
Interest expense		23,865			8,469			—			3,086			1,736			37,156
Interest expense - partner notes		7,594			—			—			—			—			7,594
Fair value adjustment to interest expense		(11,067	)		—			—			(1,653	)		—			(12,720	)
Depreciation and amortization		43,347			21,463			—			4,579			874			70,263
Other		—			54			—			—			—			54


SUBTOTAL		63,436			29,189			—			6,008			2,610			101,243

NET INCOME/(LOSS)	$	(6,741	)	$	33,662		$	—		$	16		$	1,394		$	28,331


Reconciliation of partners’ noncontrolling interest (NCI):
Add back depreciation & amortization - BXP basis difference	$	8		$	18		$	—		$	10		$	30		$	66
Special allocation - BXP basis		—			(102	)		—			—			—			(102	)
Add back partners’ share of partner loan interest		7,594			—			—			—			—			7,594


Partners’ net income/(loss) before interest allocation		861			33,578			—			26			1,424			35,889
Partners’ NCI share of net income before interest allocation		344			15,110			—			13			712			16,179
Partners’ share of partner loan interest		(7,594	)		—			—			—			—			(7,594	)
Allocation of management and other fees to non-controlling partner		(603	)		(821	)		—			(26	)		(97	)		(1,547	)
Accretion and adjustments		—			—			—			2,226	(3)		—			2,226

Partners’ NCI	$	(7,853	)	$	14,289		$	—		$	2,213		$	615		$	9,264


Reconciliation of partners’ share of FFO:
Net income/(loss)	$	(6,741	)	$	33,662		$	—		$	16		$	1,394		$	28,331
Special allocation - BXP basis		—			(102	)		—			—			—			(102	)
Add back depreciation & amortization		43,347			21,463			—			4,579			874			70,263

Entity FFO		36,606			55,023			—			4,595			2,268			98,492

Partners’ share of net income/(loss)		(2,693	)		15,182			—			13			712			13,214
Partners’ share of partner loan interest not in partner’s share of entity FFO		(4,556	)		—			—			—			—			(4,556	)
Allocation of management and other fees to non-controlling partner		(603	)		(821	)		—			(26	)		(97	)		(1,547	)
Partners’ share of depreciation and amortization		17,336			9,650			—			—			422			27,408
Accretion and adjustments		—			(46	)		—			2,226	(3)		—			2,180

Partners’ share FFO	$	9,484		$	23,965		$	—		$	2,213		$	1,037		$	36,699


Reconciliation of BXP share of FFO
BXP share of net income/(loss) adjusted for partners’ NCI		1,112			19,373			—			(2,197	) (3)		779			19,067
Depreciation & amortization - BXP basis difference		8			18			—			10			30			66
Other adjustment (4)		90			20			—			10			—			120
BXP share of depreciation & amortization		26,003			11,795			—			4,569	(3)		422			42,789

BXP share of FFO	$	27,213		$	31,206		$	—		$	2,392		$	1,231		$	62,042


Unearned portion of capitalized fees (4)	$	305		$	415		$	—		$	26		$	—		$	746

(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 approximately $0.1 million.

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

(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.

Second Quarter 2015

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 June 30, 2015 (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		13,195,871	(5)		26.8	%		392,530			1.1	%		13,588,401	(5)		32.8	%		0.2	%		1.2	%		29.3	%
New York		11,566,751	(5)		40.1	%		—			—			11,566,751	(5)		28.0	%		—			—			40.1	%
San Francisco		5,487,302			11.2	%		570,053			1.2	%		6,057,355			14.7	%		—			—			12.4	%
Washington, DC		9,386,623	(5)		17.3	%		738,829			0.5	%		10,125,452	(5)		24.5	%		0.4	%		—			18.2	%

		39,636,547			95.4	%		1,701,412			2.8	%		41,337,959			100.0	%		0.6	%		1.2	%		100.0	%

% of Total		95.9	%					4.1	%					100.0	%

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


Geographic Area	CBD			Suburban			Total
Boston		23.8	%		5.5	%		29.3	%
New York		38.0	%		2.1	%		40.1	%
San Francisco		9.5	%		2.9	%		12.4	%
Washington, DC		7.8	%		10.4	%		18.2	%

Total		79.1	%		20.9	%		100.0	%

Hotel Properties


Hotel Properties	Number of Rooms		Square Feet (6)
Boston Marriott Cambridge, Cambridge, MA		433		334,260

Total Hotel Properties		433		334,260

Residential Properties


Residential Properties	Number of Units		Square Feet
The Avant at Reston Town Center, Reston, VA		359		355,347	(7)
The Lofts at Atlantic Wharf, Boston, MA		86		87,097	(8)

Total Residential Properties		445		442,444

Structured Parking


	Number of Spaces		Square Feet

Total Structured Parking		43,341		14,723,366

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

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

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

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

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

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

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

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

Boston Properties, Inc.

Second Quarter 2015

In-Service Property Listing

as of June 30, 2015


	Sub Market	Number of Buildings	Square Feet		Leased %			Annualized Revenue Per Leased SF (1)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)
Boston
Office
200 Clarendon Street (formerly John Hancock Tower)	CBD Boston MA	1		1,732,843		73.8	%	$	60.74	Y	CBD
100 Federal Street (55% ownership)	CBD Boston MA	1		1,265,411		85.6	%		50.64	N	CBD
800 Boylston Street - The Prudential Center	CBD Boston MA	1		1,227,964		90.8	%		57.44	N	CBD
111 Huntington Avenue - The Prudential Center	CBD Boston MA	1		860,455		97.2	%		61.13	N	CBD
Atlantic Wharf Office (55% ownership)	CBD Boston MA	1		793,827		100.0	%		63.18	N	CBD
101 Huntington Avenue - The Prudential Center	CBD Boston MA	1		505,249		93.6	%		46.10	N	CBD
The Shops at the Prudential Center	CBD Boston MA	1		501,571		93.6	%		77.91	N	CBD
Star Market at the Prudential Center	CBD Boston MA	1		57,235		100.0	%		54.33	N	CBD

		8		6,944,555		87.9	%	$	58.86

355 Main Street (formerly Five Cambridge Center)	East Cambridge MA	1		264,708		93.3	%	$	63.25	N	CBD
90 Broadway (formerly Four Cambridge Center)	East Cambridge MA	1		222,656		97.1	%		49.59	N	CBD
255 Main Street (formerly One Cambridge Center)	East Cambridge MA	1		215,629		100.0	%		54.33	N	CBD
300 Binney Street (formerly Seventeen Cambridge Center)	East Cambridge MA	1		195,191		100.0	%		51.38	N	CBD
150 Broadway (formerly Eight Cambridge Center)	East Cambridge MA	1		177,226		100.0	%		46.78	N	CBD
105 Broadway (formerly Ten Cambridge Center)	East Cambridge MA	1		152,664		100.0	%		45.26	N	CBD
325 Main Street (formerly Three Cambridge Center)	East Cambridge MA	1		115,361		100.0	%		43.91	N	CBD
145 Broadway (formerly Eleven Cambridge Center)	East Cambridge MA	1		79,616		100.0	%		59.86	N	CBD
University Place	Mid-Cambridge MA	1		195,282		100.0	%		44.52	Y	CBD

		9		1,618,333		98.5	%	$	51.32

Bay Colony Corporate Center	Route 128 Mass Turnpike MA	4		996,317		87.0	%	$	35.12	N	S
Reservoir Place	Route 128 Mass Turnpike MA	1		528,885		96.0	%		35.22	N	S
140 Kendrick Street	Route 128 Mass Turnpike MA	3		380,987		99.5	%		37.17	N	S
Weston Corporate Center	Route 128 Mass Turnpike MA	1		356,995		100.0	%		51.95	N	S
Waltham Weston Corporate Center	Route 128 Mass Turnpike MA	1		306,687		79.6	%		33.04	N	S
230 CityPoint	Route 128 Mass Turnpike MA	1		300,573		96.5	%		33.64	N	S
200 West Street	Route 128 Mass Turnpike MA	1		256,245		97.9	%		33.28	N	S
77 CityPoint	Route 128 Mass Turnpike MA	1		209,707		100.0	%		45.67	N	S
195 West Street	Route 128 Mass Turnpike MA	1		63,500		100.0	%		39.43	N	S
Quorum Office Park	Route 128 Northwest MA	2		267,527		90.0	%		17.81	N	S
Lexington Office Park	Route 128 Northwest MA	2		166,759		86.8	%		25.89	N	S
191 Spring Street	Route 128 Northwest MA	1		158,900		100.0	%		31.67	N	S
40 Shattuck Road	Route 128 Northwest MA	1		121,542		81.6	%		22.18	N	S
91 Hartwell Avenue	Route 128 Northwest MA	1		119,216		88.7	%		25.81	N	S
201 Spring Street	Route 128 Northwest MA	1		106,300		100.0	%		35.70	N	S
33 Hayden Avenue	Route 128 Northwest MA	1		80,872		100.0	%		41.16	N	S
32 Hartwell Avenue	Route 128 Northwest MA	1		69,154		100.0	%		24.15	N	S
100 Hayden Avenue	Route 128 Northwest MA	1		55,924		100.0	%		40.59	N	S
181 Spring Street	Route 128 Northwest MA	1		55,793		100.0	%		30.64	N	S
92 Hayden Avenue	Route 128 Northwest MA	1		31,100		100.0	%		40.43	N	S

		27		4,632,983		93.2	%	$	34.90

Office/Technical
415 Main Street (formerly Seven Cambridge Center)	East Cambridge MA	1		231,028		100.0	%	$	91.61	N	CBD
250 Binney Street (formerly Fourteen Cambridge Center)	East Cambridge MA	1		67,362		100.0	%		41.40	N	CBD
164 Lexington Road	Route 128 Northwest MA	1		64,140		0.0	%		—	N	S
17 Hartwell Avenue	Route 128 Northwest MA	1		30,000		0.0	%		—	N	S

		4		392,530		76.0	%	$	80.28


Total Boston:		48		13,588,401		90.6	%	$	49.95

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

Boston Properties, Inc.

Second Quarter 2015

In-Service Property Listing (continued)

as of June 30, 2015


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

New York
Office
767 Fifth Avenue (The GM Building) (60% ownership)	Plaza District NY	1		1,818,472		96.7	%	$	147.84	Y	CBD
399 Park Avenue	Park Avenue NY	1		1,710,383		98.9	%		86.93	N	CBD
601 Lexington Avenue (55% ownership)	Park Avenue NY	1		1,632,073		97.5	%		94.13	Y	CBD
599 Lexington Avenue	Park Avenue NY	1		1,057,978		97.6	%		79.37	Y	CBD
Times Square Tower (55% ownership)	Times Square NY	1		1,247,454		100.0	%		74.45	N	CBD
(2) 250 West 55th Street	Times Square / West Side NY	1		988,679		70.4	%		85.60	N	CBD
510 Madison Avenue	Fifth/Madison Avenue NY	1		355,598		92.3	%		116.91	N	CBD
540 Madison Avenue (60% ownership)	Fifth/Madison Avenue NY	1		283,695		87.1	%		105.75	Y	CBD

		8		9,094,332		94.5	%	$	99.62

One Tower Center	East Brunswick NJ	1		412,797		34.7	%	$	31.01	N	S
510 Carnegie Center	Princeton NJ	1		234,160		100.0	%		33.29	N	S
210 Carnegie Center	Princeton NJ	1		162,372		79.3	%		34.82	N	S
206 Carnegie Center	Princeton NJ	1		161,763		100.0	%		31.23	N	S
212 Carnegie Center	Princeton NJ	1		151,547		79.0	%		35.99	N	S
214 Carnegie Center	Princeton NJ	1		150,774		81.3	%		32.85	N	S
506 Carnegie Center	Princeton NJ	1		149,110		100.0	%		33.44	N	S
508 Carnegie Center	Princeton NJ	1		134,433		100.0	%		33.58	N	S
202 Carnegie Center	Princeton NJ	1		134,068		63.1	%		35.71	N	S
101 Carnegie Center	Princeton NJ	1		126,709		19.1	%		28.21	N	S
504 Carnegie Center	Princeton NJ	1		121,990		66.1	%		32.59	N	S
502 Carnegie Center	Princeton NJ	1		121,460		95.2	%		34.52	N	S
701 Carnegie Center	Princeton NJ	1		120,000		100.0	%		39.04	N	S
104 Carnegie Center	Princeton NJ	1		102,830		90.1	%		33.16	N	S
105 Carnegie Center	Princeton NJ	1		69,955		62.7	%		31.65	N	S
302 Carnegie Center	Princeton NJ	1		64,926		100.0	%		35.27	N	S
211 Carnegie Center	Princeton NJ	1		47,025		100.0	%		36.59	N	S
201 Carnegie Center	Princeton NJ	—		6,500		100.0	%		31.93	N	S

		17		2,472,419		75.8	%	$	33.77


Total New York:		25		11,566,751		90.5	%	$	87.83


San Francisco
Office
Embarcadero Center Four	CBD San Francisco CA	1		934,407		94.7	%	$	59.81	Y	CBD
Embarcadero Center One	CBD San Francisco CA	1		830,776		93.8	%		52.02	N	CBD
Embarcadero Center Two	CBD San Francisco CA	1		779,800		95.2	%		56.29	N	CBD
Embarcadero Center Three	CBD San Francisco CA	1		774,981		98.0	%		47.87	N	CBD
(2) 680 Folsom Street	CBD San Francisco CA	2		524,793		98.4	%		55.69	N	CBD

		6		3,844,757		95.8	%	$	54.38

3100-3130 Zanker Road	San Jose CA	4		543,900		19.5	%	$	20.55	N	S
(3) North First Business Park	San Jose CA	5		190,636		100.0	%		15.94	N	S
601 and 651 Gateway	South San Francisco CA	2		506,280		99.6	%		37.65	N	S
611 Gateway	South San Francisco CA	1		260,337		81.2	%		38.09	N	S
2440 West El Camino Real	Mountain View CA	1		141,392		100.0	%		53.42	N	S

		13		1,642,545		70.3	%	$	34.49

Office/Technical
Mountain View Research Park	Mountain View CA	15		540,433		100.0	%	$	37.36	N	S
453 Ravendale Drive	Mountain View CA	1		29,620		100.0	%		25.73	N	S

		16		570,053		100.0	%	$	36.82


Total San Francisco:		35		6,057,355		89.2	%	$	48.28

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

(2)	Not included in Same Property analysis.

(3)	Property held for redevelopment.

Boston Properties, Inc.

Second Quarter 2015

In-Service Property Listing (continued)

as of June 30, 2015


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

Washington, DC
Office
Capital Gallery	Southwest Washington DC	1		631,029		96.9	%	$	57.40	N	CBD
500 E Street, S.W.	Southwest Washington DC	1		251,994		100.0	%		45.55	N	CBD
Metropolitan Square (51% ownership)	East End Washington DC	1		589,288		90.5	%		56.56	Y	CBD
901 New York Avenue (25% ownership)	East End Washington DC	1		539,680		91.2	%		66.08	Y	CBD
Market Square North (50% ownership)	East End Washington DC	1		406,815		94.0	%		61.76	Y	CBD
505 9th Street, N.W. (50% ownership)	East End Washington DC	1		321,943		100.0	%		73.98	Y	CBD
2200 Pennsylvania Avenue	CBD Washington DC	1		458,831		100.0	%		85.05	N	CBD
1333 New Hampshire Avenue	CBD Washington DC	1		315,371		93.1	%		53.82	N	CBD
1330 Connecticut Avenue	CBD Washington DC	1		252,136		100.0	%		59.89	N	CBD
Sumner Square	CBD Washington DC	1		208,892		98.5	%		48.41	N	CBD
500 North Capitol Street, N.W. (30% ownership)	Capitol Hill Washington DC	1		230,859		92.8	%		65.35	Y	CBD


		11		4,206,838		95.5	%	$	62.24


South of Market	Reston VA	3		623,665		87.3	%	$	52.35	N	S
Fountain Square (50% ownership)	Reston VA	2		521,706		96.8	%		45.38	Y	S
One Freedom Square	Reston VA	1		432,581		99.6	%		45.77	N	S
Two Freedom Square	Reston VA	1		421,757		98.8	%		43.86	N	S
One and Two Discovery Square	Reston VA	2		366,990		100.0	%		42.88	N	S
One Reston Overlook	Reston VA	1		319,519		100.0	%		36.68	N	S
Reston Corporate Center	Reston VA	2		261,046		100.0	%		38.82	N	S
Democracy Tower	Reston VA	1		259,441		100.0	%		56.60	N	S
Fountain Square Retail (50% ownership)	Reston VA	1		234,349		96.4	%		54.46	Y	S
Two Reston Overlook	Reston VA	1		134,615		100.0	%		36.33	N	S

		15		3,575,669		96.9	%	$	45.86

Wisconsin Place Office	Montgomery County MD	1		299,186		97.6	%	$	53.63	N	S
2600 Tower Oaks Boulevard	Montgomery County MD	1		179,369		63.2	%		37.50	N	S
New Dominion Technology Park - Building Two	Herndon VA	1		257,400		100.0	%		39.37	N	S
New Dominion Technology Park - Building One	Herndon VA	1		235,201		100.0	%		33.66	Y	S
Kingstowne Two	Springfield VA	1		156,251		93.7	%		37.81	Y	S
Kingstowne One	Springfield VA	1		151,483		88.6	%		39.86	N	S
Kingstowne Retail	Springfield VA	1		88,288		100.0	%		33.86	Y	S
Annapolis Junction Building Six (50% ownership)	Anne Arundel County MD	1		119,339		48.9	%		29.02	Y	S
Annapolis Junction Building One (50% ownership)	Anne Arundel County MD	1		117,599		80.7	%		140.85	Y	S

		9		1,604,116		88.5	%	$	47.10

Office/Technical
7601 Boston Boulevard	Springfield VA	1		114,028		100.0	%	$	18.39	N	S
7435 Boston Boulevard	Springfield VA	1		103,557		67.1	%		22.64	N	S
8000 Grainger Court	Springfield VA	1		88,775		37.6	%		23.02	N	S
7500 Boston Boulevard	Springfield VA	1		79,971		100.0	%		16.14	N	S
7501 Boston Boulevard	Springfield VA	1		75,756		100.0	%		28.14	N	S
7450 Boston Boulevard	Springfield VA	1		62,402		0.0	%		—	N	S
7374 Boston Boulevard	Springfield VA	1		57,321		100.0	%		17.55	N	S
8000 Corporate Court	Springfield VA	1		52,539		100.0	%		13.12	N	S
7451 Boston Boulevard	Springfield VA	1		45,615		67.4	%		25.73	N	S
7300 Boston Boulevard	Springfield VA	1		32,000		100.0	%		20.60	N	S
7375 Boston Boulevard	Springfield VA	1		26,865		100.0	%		24.16	N	S

		11		738,829		77.4	%	$	20.36


Total Washington, DC:		46		10,125,452		93.6	%	$	51.45


Total In-Service Properties:		154		41,337,959		91.1	%	$	60.62

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

Boston Properties, Inc.

Second Quarter 2015

TOP 20 TENANTS LISTING AND PORTFOLIO TENANT DIVERSIFICATION

TOP 20 TENANTS BY SQUARE FEET LEASED


	Tenant	Sq. Ft.			% of Portfolio

1	US Government		1,667,873	(1)		4.03	%
2	Citibank		984,692	(2)		2.38	%
3	Biogen		772,212			1.87	%
4	Bank of America		758,995	(3)		1.84	%
5	Wellington Management		707,568	(4)		1.71	%
6	Kirkland & Ellis		612,769	(5)		1.48	%
7	Genentech		570,770			1.38	%
8	Ropes & Gray		528,931			1.28	%
9	O’Melveny & Myers		504,902	(6)		1.22	%
10	Shearman & Sterling		450,258			1.09	%
11	Weil Gotshal Manges		448,351	(7)		1.08	%
12	Microsoft		382,532			0.93	%
13	Finnegan Henderson Farabow		362,405	(8)		0.88	%
14	Ann Inc. (fka Ann Taylor Corp.)		351,026	(9)		0.85	%
15	Morgan Lewis Bockius		348,151			0.84	%
16	Google		330,313			0.80	%
17	PTC		320,655			0.78	%
18	Blue Cross and Blue Shield of Massachusetts		308,210			0.75	%
19	Mass Financial Services		301,668			0.73	%
20	Aramis (Estee Lauder)		295,610	(10)		0.72	%
	Total % of Portfolio Square Feet					26.64	%
	Total % of Portfolio Revenue					29.97	%
	Total % of Boston Properties’ Share of Portfolio Revenue					27.40	%

Notable Signed Deals (11)


Tenant	Property	Sq. Ft.
salesforce.com	Salesforce Tower	714,000
Arnold & Porter	601 Massachusetts Avenue	376,000

(1)	Includes 81,088 & 104,874 square feet of space in properties in which Boston Properties has a 51% & 50% interest, respectively.

(2)	Includes 443,141, 10,080 & 2,761 square feet of space in properties in which Boston Properties has a 55%, 60%, and 51% interest, respectively.

(3)	Includes 690,908 & 50,887 square feet of space in properties in which Boston Properties has a 55% & 60% interest, respectively.

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

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

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

(7)	Includes 420,204 & 28,147 square feet of space in properties in which Boston Properties has a 60% & 55% interest, respectively.

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

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

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

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

TENANT DIVERSIFICATION (GROSS RENT)

LOGO

Boston Properties, Inc.

Second Quarter 2015

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

2015		1,473,782	$	75,019,909	$	50.90	$	75,445,953	$	51.19		3.92	% (4)
2016		2,551,764		131,080,550		51.37		132,662,057		51.99		6.79	%
2017		3,175,981		191,686,279		60.35		194,142,321		61.13		8.44	%
2018		1,638,215		98,535,731		60.15		100,672,625		61.45		4.36	%
2019		3,100,413		170,793,295		55.09		176,359,218		56.88		8.24	%
2020		3,959,753		249,232,600		62.94		265,273,571		66.99		10.53	%
2021		2,348,037		130,872,960		55.74		144,746,726		61.65		6.24	%
2022		3,944,180		217,311,604		55.10		238,398,475		60.44		10.49	%
2023		966,276		52,791,777		54.63		61,294,590		63.43		2.57	%
2024		2,401,916		139,202,906		57.95		154,294,386		64.24		6.39	%
Thereafter		8,646,156		587,943,995		68.00		761,425,594		88.07		22.99	%

Occupancy By Location (2) (5)


	CBD						Suburban						Total
Location	30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14
Boston		89.9	%		95.3	%		93.2	%		89.1	%		91.1	%		93.1	%
New York		94.5	%		97.5	%		75.8	%		80.2	%		90.5	%		93.5	%
San Francisco		95.8	%		94.6	%		70.3	%		68.9	%		88.1	%		86.1	%
Washington, DC		95.5	%		95.6	%		94.3	%		96.6	%		94.8	%		96.2	%

Total Portfolio		93.3	%		96.0	%		87.8	%		88.4	%		91.4	%		93.1	%

(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.

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

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

Boston Properties, Inc.

Second Quarter 2015

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

2015		159,885	$	4,362,755	$	27.29	$	4,362,755	$	27.29		9.40	%
2016		317,784		23,633,874		74.37		23,683,512		74.53		18.68	%
2017		132,163		4,790,577		36.25		4,927,900		37.29		7.77	%
2018		28,364		1,082,348		38.16		1,258,325		44.36		1.67	%
2019		455,206		14,058,442		30.88		15,380,543		33.79		26.75	%
2020		114,375		2,722,872		23.81		2,873,139		25.12		6.72	%
2021		109,860		1,695,382		15.43		1,816,155		16.53		6.46	%
2022		—		—		—		—		—		0.00	%
2023		—		—		—		—		—		0.00	%
2024		82,188		3,128,177		38.06		3,781,137		46.01		4.83	%
Thereafter		23,439		452,293		19.30		540,892		23.08		1.38	%

Occupancy By Location


	CBD						Suburban						Total
Location	30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14

Boston		100.0	%		100.0	%		0.0	%		0.0	%		76.0	%		76.0	%
New York		N/A			N/A			N/A			N/A			N/A			N/A
San Francisco		N/A			N/A			100.0	%		93.2	%		100.0	%		93.2	%
Washington, DC		N/A			N/A			77.4	%		96.9	%		77.4	%		96.9	%

Total Portfolio		100.0	%		100.0	%		81.4	%		89.4	%		84.7	%		91.1	%

(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.

Second Quarter 2015

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
2015		51,879	$	7,833,438	$	150.99	$	7,857,659	$	151.46		2.56	% (4)
2016		270,473		38,342,021		141.76		27,091,737		100.16		13.34	%
2017		164,374		14,441,217		87.86		14,506,013		88.25		8.10	%
2018		240,722		20,620,694		85.66		21,925,991		91.08		11.87	%
2019		83,243		5,931,993		71.26		6,154,219		73.93		4.10	%
2020		185,244		11,647,160		62.87		12,304,173		66.42		9.13	%
2021		115,625		7,356,452		63.62		8,007,937		69.26		5.70	%
2022		235,624		18,221,522		77.33		20,300,380		86.16		11.62	%
2023		194,227		17,480,006		90.00		19,986,321		102.90		9.58	%
2024		99,261		9,096,649		91.64		10,814,682		108.95		4.89	%
Thereafter		387,417		27,201,929		70.21		36,864,333		95.15		19.10	%

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

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

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

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

Boston Properties, Inc.

Second Quarter 2015

GRAND TOTAL OF ALL

IN-SERVICE PROPERTIES

Lease Expirations (1) (2) (3)


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

2015		1,685,546	$	87,216,102	$	51.74	$	87,666,366	$	52.01		4.08	% (4)
2016		3,140,021		193,056,445		61.48		183,437,306		58.42		7.60	%
2017		3,472,518		210,918,073		60.74		213,576,234		61.50		8.40	%
2018		1,907,301		120,238,773		63.04		123,856,941		64.94		4.61	%
2019		3,638,862		190,783,730		52.43		197,893,980		54.38		8.80	%
2020		4,259,372		263,602,633		61.89		280,450,883		65.84		10.30	%
2021		2,573,522		139,924,794		54.37		154,570,818		60.06		6.23	%
2022		4,179,804		235,533,126		56.35		258,698,856		61.89		10.11	%
2023		1,160,503		70,271,783		60.55		81,280,911		70.04		2.81	%
2024		2,583,365		151,427,732		58.62		168,890,204		65.38		6.25	%
Thereafter		9,057,012		615,598,217		67.97		798,830,819		88.20		21.91	%

Occupancy By Location (2) (5)


	CBD						Suburban						Total
Location	30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14

Boston		90.3	%		95.5	%		91.3	%		87.4	%		90.6	%		92.6	%
New York		94.5	%		97.5	%		75.8	%		80.2	%		90.5	%		93.5	%
San Francisco		95.8	%		94.6	%		77.9	%		76.6	%		89.2	%		87.0	%
Washington, DC		95.5	%		95.6	%		92.2	%		96.7	%		93.6	%		96.3	%

Total Portfolio		93.4	%		96.0	%		87.2	%		88.5	%		91.1	%		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 square feet expiring on the last day of the current quarter.

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

Boston Properties, Inc.

Second Quarter 2015

IN-SERVICE BOSTON REGION PROPERTIES

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


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

2015		395,943	$	14,526,318	$	36.69	$	14,464,871	$	36.53	(4)		—	$	—	$	—	$	—	$	—
2016		716,386		27,719,360		38.69		28,939,466		40.40			225,532		20,741,856		91.97		20,741,856		91.97
2017		768,619		30,569,584		39.77		31,076,348		40.43			—		—		—		—		—
2018		435,615		17,834,408		40.94		18,395,613		42.23			—		—		—		—		—
2019		1,339,143		62,645,401		46.78		63,954,704		47.76			—		—		—		—		—
2020		493,543		22,647,305		45.89		24,040,461		48.71			—		—		—		—		—
2021		808,961		30,488,198		37.69		32,068,428		39.64			—		—		—		—		—
2022		1,648,792		78,140,848		47.39		82,809,786		50.22			—		—		—		—		—
2023		290,923		17,158,723		58.98		18,995,725		65.29			—		—		—		—		—
2024		398,434		18,467,980		46.35		20,415,401		51.24			67,362		2,788,472		41.40		3,394,730		50.40
Thereafter		3,951,251		220,427,209		55.79		262,260,901		66.37			—		—		—		—		—


	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

2015		22,587	$	5,880,837	$	260.36	$	5,889,453	$	260.75		418,530	$	20,407,155	$	48.76	$	20,354,324	$	48.63	(4)
2016		15,400		2,576,550		167.31		2,543,368		165.15		957,318		51,037,766		53.31		52,224,690		54.55	(5)
2017		50,101		3,671,565		73.28		3,684,468		73.54		818,720		34,241,149		41.82		34,760,816		42.46
2018		137,623		6,306,719		45.83		6,417,350		46.63		573,238		24,141,127		42.11		24,812,963		43.29
2019		11,787		1,869,356		158.59		1,943,408		164.88		1,350,930		64,514,757		47.76		65,898,112		48.78
2020		94,767		6,211,979		65.55		6,504,013		68.63		588,310		28,859,285		49.05		30,544,474		51.92
2021		38,642		2,603,609		67.38		2,793,247		72.29		847,603		33,091,807		39.04		34,861,676		41.13
2022		126,196		5,847,557		46.34		6,419,193		50.87		1,774,988		83,988,405		47.32		89,228,979		50.27
2023		77,609		6,952,869		89.59		7,758,668		99.97		368,532		24,111,592		65.43		26,754,393		72.60
2024		70,570		4,154,992		58.88		4,558,268		64.59		536,366		25,411,444		47.38		28,368,398		52.89
Thereafter		134,662		5,463,577		40.57		6,329,279		47.00		4,085,913		225,890,786		55.29		268,590,180		65.74

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

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

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

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

(5)

Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space, current and future expiring rents would be $41.13 per square foot and $42.77 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.

Second Quarter 2015

IN-SERVICE BOSTON REGION PROPERTIES

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


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

Q1 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		65,966		2,722,980		41.28		2,722,980		41.28	(4)		—		—		—		—		—
Q3 2015		178,273		7,385,129		41.43		7,389,612		41.45			—		—		—		—		—
Q4 2015		151,704		4,418,209		29.12		4,352,279		28.69			—		—		—		—		—

Total 2015		395,943	$	14,526,318	$	36.69	$	14,464,871	$	36.53			—	$	—	$	—	$	—	$	—

Q1 2016		142,961	$	5,808,624	$	40.63	$	5,808,624	$	40.63			225,532	$	20,741,856	$	91.97	$	20,741,856	$	91.97
Q2 2016		28,116		1,328,755		47.26		1,330,880		47.34			—		—		—		—		—
Q3 2016		458,655		16,845,447		36.73		17,133,604		37.36			—		—		—		—		—
Q4 2016		86,654		3,736,534		43.12		4,666,359		53.85			—		—		—		—		—

Total 2016		716,386	$	27,719,360	$	38.69	$	28,939,466	$	40.40			225,532	$	20,741,856	$	91.97	$	20,741,856	$	91.97


	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 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		6,175		2,307,135		373.63		2,307,135		373.63	(4)		72,141		5,030,115		69.73		5,030,115		69.73	(4)
Q3 2015		15,403		3,304,694		214.55		3,312,110		215.03			193,676		10,689,823		55.19		10,701,722		55.26
Q4 2015		1,009		269,009		266.61		270,209		267.80			152,713		4,687,218		30.69		4,622,488		30.27

Total 2015		22,587	$	5,880,837	$	260.36	$	5,889,453	$	260.75			418,530	$	20,407,155	$	48.76	$	20,354,324	$	48.63

Q1 2016		8,115	$	1,227,448	$	151.26	$	1,209,448	$	149.04			376,608	$	27,777,928	$	73.76	$	27,759,928	$	73.71
Q2 2016		1,419		458,874		323.38		442,074		311.54			29,535		1,787,629		60.53		1,772,955		60.03
Q3 2016		4,089		606,107		148.23		606,175		148.25			462,744		17,451,554		37.71		17,739,779		38.34
Q4 2016		1,777		284,121		159.89		285,671		160.76			88,431		4,020,656		45.47		4,952,029		56.00

Total 2016		15,400	$	2,576,550	$	167.31	$	2,543,368	$	165.15			957,318	$	51,037,766	$	53.31	$	52,224,690	$	54.55

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

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

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

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

Boston Properties, Inc.

Second Quarter 2015

IN-SERVICE NEW YORK REGION PROPERTIES

Lease Expirations - New York 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
2015		241,473	$	10,787,759	$	44.67	$	11,266,315	$	46.66	(4)		—	$	—	$	—	$	—	$	—
2016		590,523		48,471,990		82.08		48,488,251		82.11			—		—		—		—		—
2017		1,112,506		97,945,365		88.04		98,179,444		88.25			—		—		—		—		—
2018		542,398		44,623,694		82.27		44,110,617		81.33			—		—		—		—		—
2019		576,577		47,099,211		81.69		47,822,658		82.94			—		—		—		—		—
2020		1,824,010		142,465,344		78.11		151,104,886		82.84			—		—		—		—		—
2021		306,302		33,340,952		108.85		35,796,732		116.87			—		—		—		—		—
2022		826,753		68,202,507		82.49		73,319,014		88.68			—		—		—		—		—
2023		81,115		6,998,760		86.28		7,658,273		94.41			—		—		—		—		—
2024		1,061,714		72,028,138		67.84		78,061,271		73.52			—		—		—		—		—
Thereafter		2,902,698		258,301,736		88.99		351,384,328		121.05			—		—		—		—		—

	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
2015		2,020	$	225,472	$	111.62	$	236,773	$	117.21			243,493	$	11,013,231	$	45.23	$	11,503,088	$	47.24	(4)
2016		152,009		29,924,592		196.86		18,699,413		123.02			742,532		78,396,582		105.58		67,187,664		90.48
2017		31,285		5,891,023		188.30		5,891,023		188.30			1,143,791		103,836,387		90.78		104,070,466		90.99
2018		6,514		8,192,044		1,257.61		9,213,309		1,414.39			548,912		52,815,738		96.22		53,323,926		97.14
2019		—		—		—		—		—			576,577		47,099,211		81.69		47,822,658		82.94
2020		4,195		280,785		66.93		286,163		68.22			1,828,205		142,746,129		78.08		151,391,049		82.81
2021		2,056		244,151		118.75		284,293		138.27			308,358		33,585,103		108.92		36,081,025		117.01
2022		58,093		9,688,750		166.78		10,868,620		187.09			884,846		77,891,257		88.03		84,187,633		95.14
2023		32,984		6,515,802		197.54		7,789,358		236.16			114,099		13,514,562		118.45		15,447,630		135.39
2024		11,395		3,919,633		343.98		5,074,896		445.36			1,073,109		75,947,771		70.77		83,136,167		77.47
Thereafter		74,991		15,556,195		207.44		22,842,079		304.60			2,977,689		273,857,931		91.97		374,226,407		125.68

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

(2)	Includes 100% of joint venture properties.

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

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

Boston Properties, Inc.

Second Quarter 2015

IN-SERVICE NEW YORK REGION PROPERTIES

Quarterly Lease Expirations - New York 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 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		55,878		1,909,062		34.16		1,909,062		34.16	(4)		—		—		—		—		—
Q3 2015		58,222		3,158,277		54.25		3,636,833		62.46			—		—		—		—		—
Q4 2015		127,373		5,720,421		44.91		5,720,421		44.91			—		—		—		—		—

Total 2015		241,473	$	10,787,759	$	44.67	$	11,266,315	$	46.66			—	$	—	$	—	$	—	$	—

Q1 2016		179,850	$	12,221,614	$	67.95	$	12,221,614	$	67.95			—	$	—	$	—	$	—	$	—
Q2 2016		321,168		28,261,263		88.00		28,261,263		88.00			—		—		—		—		—
Q3 2016		20,154		1,938,197		96.17		1,938,636		96.19			—		—		—		—		—
Q4 2016		69,351		6,050,915		87.25		6,066,738		87.48			—		—		—		—		—

Total 2016		590,523	$	48,471,990	$	82.08	$	48,488,251	$	82.11			—	$	—	$	—	$	—	$	—


	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 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		—		—		—		—		—			55,878		1,909,062		34.16		1,909,062		34.16	(4)
Q3 2015		400		55,620		139.05		55,620		139.05			58,622		3,213,897		54.82		3,692,453		62.99
Q4 2015		1,620		169,852		104.85		181,153		111.82			128,993		5,890,273		45.66		5,901,574		45.75

Total 2015		2,020	$	225,472	$	111.62	$	236,773	$	117.21			243,493	$	11,013,231	$	45.23	$	11,503,088	$	47.24

Q1 2016		46,938	$	5,147,410	$	109.66	$	5,148,086	$	109.68			226,788	$	17,369,025	$	76.59	$	17,369,700	$	76.59
Q2 2016		16,868		1,147,988		68.06		1,153,325		68.37			338,036		29,409,252		87.00		29,414,588		87.02
Q3 2016		10,210		1,607,951		157.49		1,607,951		157.49			30,364		3,546,148		116.79		3,546,586		116.80
Q4 2016		77,993		22,021,243		282.35		10,790,052		138.35			147,344		28,072,158		190.52		16,856,789		114.40

Total 2016		152,009	$	29,924,592	$	196.86	$	18,699,413	$	123.02			742,532	$	78,396,582	$	105.58	$	67,187,664	$	90.48

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

(2)	Includes 100% of joint venture properties.

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

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

Boston Properties, Inc.

Second Quarter 2015

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

2015		342,214	$	15,264,918	$	44.61	$	15,271,517	$	44.63	(4)		17,100	$	423,639	$	24.77	$	423,639	$	24.77
2016		910,883		38,326,749		42.08		38,481,083		42.25			58,852		2,123,243		36.08		2,153,994		36.60
2017		537,605		23,640,055		43.97		24,291,646		45.18			118,755		4,504,248		37.93		4,634,648		39.03
2018		193,504		11,028,038		56.99		11,577,329		59.83			28,364		1,082,348		38.16		1,258,325		44.36
2019		287,301		15,798,914		54.99		16,918,565		58.89			309,178		11,302,325		36.56		12,563,305		40.63
2020		564,520		34,240,779		60.65		36,008,959		63.79			34,404		1,431,847		41.62		1,582,114		45.99
2021		227,554		11,389,455		50.05		13,600,193		59.77			—		—		—		—		—
2022		488,879		21,762,938		44.52		24,967,524		51.07			—		—		—		—		—
2023		195,424		10,756,683		55.04		12,958,463		66.31			—		—		—		—		—
2024		335,473		18,434,323		54.95		20,052,509		59.77			—		—		—		—		—
Thereafter		579,432		31,429,170		54.24		44,178,764		76.24			—		—		—		—		—

	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

2015		7,404	$	521,795	$	70.47	$	521,795	$	70.47			366,718	$	16,210,352	$	44.20	$	16,216,951	$	44.22	(4)
2016		38,268		1,913,034		49.99		1,922,133		50.23			1,008,003		42,363,026		42.03		42,557,210		42.22
2017		16,079		1,102,746		68.58		1,126,280		70.05			672,439		29,247,049		43.49		30,052,574		44.69
2018		32,264		1,938,109		60.07		1,988,788		61.64			254,132		14,048,494		55.28		14,824,441		58.33
2019		11,730		685,084		58.40		724,188		61.74			608,209		27,786,323		45.69		30,206,058		49.66
2020		33,176		1,905,731		57.44		2,084,158		62.82			632,100		37,578,357		59.45		39,675,231		62.77
2021		16,954		1,080,917		63.76		1,122,396		66.20			244,508		12,470,372		51.00		14,722,589		60.21
2022		27,445		1,062,751		38.72		1,146,825		41.79			516,324		22,825,689		44.21		26,114,348		50.58
2023		27,788		1,515,883		54.55		1,613,655		58.07			223,212		12,272,566		54.98		14,572,119		65.28
2024		8,545		548,821		64.23		655,485		76.71			344,018		18,983,144		55.18		20,707,993		60.19
Thereafter		21,461		1,289,462		60.08		1,509,318		70.33			600,893		32,718,632		54.45		45,688,082		76.03

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

(2)	Includes 100% of joint venture properties.

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

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

Boston Properties, Inc.

Second Quarter 2015

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 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		13,528		572,892		42.35		572,892		42.35	(4)		—		—		—		—		—
Q3 2015		116,371		6,326,936		54.37		6,326,936		54.37			12,900		346,065		26.83		346,065		26.83
Q4 2015		212,315		8,365,090		39.40		8,371,689		39.43			4,200		77,575		18.47		77,575		18.47

Total 2015		342,214	$	15,264,918	$	44.61	$	15,271,517	$	44.63			17,100	$	423,639	$	24.77	$	423,639	$	24.77

Q1 2016		91,182	$	4,228,363	$	46.37	$	4,232,998	$	46.42			—	$	—	$	—	$	—	$	—
Q2 2016		212,181		8,739,328		41.19		8,783,660		41.40			27,790		877,109		31.56		877,109		31.56
Q3 2016		234,045		11,776,616		50.32		11,631,381		49.70			31,062		1,246,134		40.12		1,276,885		41.11
Q4 2016		373,475		13,582,442		36.37		13,833,044		37.04			—		—		—		—		—

Total 2016		910,883	$	38,326,749	$	42.08	$	38,481,083	$	42.25			58,852	$	2,123,243	$	36.08	$	2,153,994	$	36.60


	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 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		—		—		—		—		—			13,528		572,892		42.35		572,892		42.35	(4)
Q3 2015		1,285		119,888		93.30		119,888		93.30			130,556		6,792,888		52.03		6,792,888		52.03
Q4 2015		6,119		401,907		65.68		401,907		65.68			222,634		8,844,572		39.73		8,851,170		39.76

Total 2015		7,404	$	521,795	$	70.47	$	521,795	$	70.47			366,718	$	16,210,352	$	44.20	$	16,216,951	$	44.22

Q1 2016		5,597	$	366,307	$	65.45	$	367,542	$	65.67			96,779	$	4,594,670	$	47.48	$	4,600,540	$	47.54
Q2 2016		2,236		154,554		69.12		154,554		69.12			242,207		9,770,991		40.34		9,815,323		40.52
Q3 2016		9,488		514,331		54.21		514,935		54.27			274,595		13,537,081		49.30		13,423,201		48.88
Q4 2016		20,947		877,842		41.91		885,102		42.25			394,422		14,460,284		36.66		14,718,146		37.32

Total 2016		38,268	$	1,913,034	$	49.99	$	1,922,133	$	50.23			1,008,003	$	42,363,026	$	42.03	$	42,557,210	$	42.22

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

(2)	Includes 100% of joint venture properties.

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

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

Boston Properties, Inc.

Second Quarter 2015

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

2015		494,152	$	34,440,914	$	69.70	$	34,443,250	$	69.70	(4) (5)		142,785	$	3,939,116	$	27.59	$	3,939,116	$	27.59
2016		333,972		16,562,451		49.59		16,753,256		50.16			33,400		768,775		23.02		787,662		23.58
2017		757,251		39,531,276		52.20		40,594,884		53.61			13,408		286,330		21.36		293,252		21.87
2018		466,698		25,049,592		53.67		26,589,067		56.97			—		—		—		—		—
2019		897,392		45,249,769		50.42		47,663,292		53.11			146,028		2,756,117		18.87		2,817,237		19.29
2020		1,077,680		49,879,172		46.28		54,119,265		50.22			79,971		1,291,025		16.14		1,291,025		16.14
2021		1,005,220		55,654,354		55.37		63,281,372		62.95			109,860		1,695,382		15.43		1,816,155		16.53
2022		979,756		49,205,311		50.22		57,302,152		58.49			—		—		—		—		—
2023		398,814		17,877,610		44.83		21,682,129		54.37			—		—		—		—		—
2024		606,295		30,272,464		49.93		35,765,205		58.99			14,826		339,705		22.91		386,407		26.06
Thereafter		1,212,775		77,785,880		64.14		103,601,600		85.43			23,439		452,293		19.30		540,892		23.08


	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

2015		19,868	$	1,205,334	$	60.67	$	1,209,637	$	60.88		656,805	$	39,585,364	$	60.27	$	39,592,003	$	60.28	(4)
2016		64,796		3,927,846		60.62		3,926,823		60.60		432,168		21,259,071		49.19		21,467,741		49.67
2017		66,909		3,775,883		56.43		3,804,241		56.86		837,568		43,593,488		52.05		44,692,377		53.36
2018		64,321		4,183,822		65.05		4,306,544		66.95		531,019		29,233,414		55.05		30,895,610		58.18
2019		59,726		3,377,554		56.55		3,486,623		58.38		1,103,146		51,383,440		46.58		53,967,153		48.92
2020		53,106		3,248,664		61.17		3,429,839		64.58		1,210,757		54,418,862		44.95		58,840,129		48.60
2021		57,973		3,427,775		59.13		3,808,001		65.69		1,173,053		60,777,511		51.81		68,905,528		58.74
2022		23,890		1,622,463		67.91		1,865,743		78.10		1,003,646		50,827,774		50.64		59,167,895		58.95
2023		55,846		2,495,452		44.68		2,824,640		50.58		454,660		20,373,063		44.81		24,506,769		53.90
2024		8,751		473,202		54.07		526,034		60.11		629,872		31,085,372		49.35		36,677,646		58.23
Thereafter		156,303		4,892,695		31.30		6,183,657		39.56		1,392,517		83,130,868		59.70		110,326,150		79.23

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

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

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

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

(5)	Includes 94,864 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space, the current and future expiring rental rate would be $52.80 per square foot and $52.80 per square foot, respectively.

Boston Properties, Inc.

Second Quarter 2015

IN-SERVICE WASHINGTON, DC REGION PROPERTIES

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


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

Q1 2015		—	$	—	$	—	$	—	$	—			—	$	—	$	—	$	—	$	—
Q2 2015		12,060		459,936		38.14		459,937		38.14	(4)		—		—		—		—		—
Q3 2015		129,445		9,971,113		77.03		9,971,113		77.03	(5)		14,338		317,625		22.15		317,625		22.15
Q4 2015		352,647		24,009,865		68.08		24,012,200		68.09	(5)		128,447		3,621,491		28.19		3,621,491		28.19

Total 2015		494,152	$	34,440,914	$	69.70	$	34,443,250	$	69.70			142,785	$	3,939,116	$	27.59	$	3,939,116	$	27.59


Q1 2016		55,818	$	2,802,388	$	50.21	$	2,819,725	$	50.52			—	$	—	$	—	$	—	$	—
Q2 2016		185,144		9,256,417		50.00		9,339,700		50.45			—		—		—		—		—
Q3 2016		33,660		1,400,999		41.62		1,441,638		42.83			33,400		768,775		23.02		787,662		23.58
Q4 2016		59,350		3,102,647		52.28		3,152,193		53.11			—		—		—		—		—

Total 2016		333,972	$	16,562,451	$	49.59	$	16,753,256	$	50.16			33,400	$	768,775	$	23.02	$	787,662	$	23.58


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

Q1 2015		—	$	—	$	—	$	—	$	—		—	$	—	$	—	$	—	$	—
Q2 2015		—		—		—		—		—		12,060		459,936		38.14		459,937		38.14	(4)
Q3 2015		17,128		1,050,033		61.31		1,052,423		61.44		160,911		11,338,770		70.47		11,341,161		70.48
Q4 2015		2,740		155,301		56.68		157,214		57.38		483,834		27,786,657		57.43		27,790,905		57.44

Total 2015		19,868	$	1,205,334	$	60.67	$	1,209,637	$	60.88		656,805	$	39,585,364	$	60.27	$	39,592,003	$	60.28


Q1 2016		21,644	$	1,373,812	$	63.47	$	1,365,824	$	63.10		77,462	$	4,176,201	$	53.91	$	4,185,548	$	54.03
Q2 2016		10,799		614,962		56.95		615,380		56.98		195,943		9,871,379		50.38		9,955,080		50.81
Q3 2016		6,010		346,951		57.73		349,762		58.20		73,070		2,516,725		34.44		2,579,062		35.30
Q4 2016		26,343		1,592,120		60.44		1,595,858		60.58		85,693		4,694,767		54.79		4,748,051		55.41

Total 2016		64,796	$	3,927,846	$	60.62	$	3,926,823	$	60.60		432,168	$	21,259,071	$	49.19	$	21,467,741	$	49.67

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

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

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

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

(5)	Includes 39,695 and 55,169 square feet of Sensitive Compartmented Information Facility (SCIF) space in Q3 2015 and Q4 2015, respectively. Excluding the SCIF space, the current and future expiring rental rate would be $50.28 and $50.28 and $54.15 and $54.16, respectively.

Boston Properties, Inc.

Second Quarter 2015

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
2015		177,871	$	12,665,652	$	71.21	$	12,674,268	$	71.26	(4)(5)		153,347	$	8,247,162	$	53.78	$	8,247,163	$	53.78	(4)
2016		406,902		31,670,871		77.83		32,571,476		80.05	(6)		689,756		35,343,480		51.24		35,302,587		51.18
2017		263,366		16,253,286		61.71		16,467,396		62.53			305,636		16,481,365		53.92		16,752,531		54.81
2018		278,306		14,655,153		52.66		14,931,026		53.65			217,214		12,669,876		58.33		13,241,127		60.96
2019		853,730		45,756,673		53.60		46,592,855		54.58			235,337		12,903,369		54.83		13,617,082		57.86
2020		422,565		23,864,415		56.48		25,064,408		59.31			559,276		34,374,612		61.46		36,124,402		64.59
2021		395,959		21,459,813		54.20		22,540,336		56.93			244,508		12,470,372		51.00		14,722,589		60.21
2022		1,084,743		58,299,804		53.75		63,159,092		58.22			225,876		11,700,442		51.80		13,242,895		58.63
2023		345,335		23,429,775		67.85		25,979,789		75.23			182,555		10,224,814		56.01		11,771,932		64.48
2024		272,428		15,394,216		56.51		17,121,048		62.85			344,018		18,983,144		55.18		20,707,993		60.19
Thereafter		3,546,936		202,003,958		56.95		242,038,954		68.24			595,251		32,532,446		54.65		45,437,863		76.33


	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
2015		50,896	$	4,535,069	$	89.10	$	5,024,926	$	98.73	(4)		254,596	$	14,982,747	$	58.85	$	14,985,137	$	58.86	(4)
2016		572,820		72,544,722		126.64		61,319,543		107.05	(7)		96,835		5,831,077		60.22		5,889,167		60.82
2017		990,708		98,254,630		99.18		98,459,410		99.38			587,329		31,390,362		53.45		32,051,515		54.57
2018		331,398		45,437,612		137.11		45,815,635		138.25			166,769		10,727,326		64.32		11,326,276		67.92
2019		386,501		40,650,794		105.18		40,940,105		105.92			416,183		25,513,240		61.30		27,424,814		65.90
2020		1,529,315		132,728,902		86.79		140,693,974		92.00			463,220		24,302,522		52.46		26,699,114		57.64
2021		233,365		31,138,026		133.43		33,480,621		143.47			514,411		32,327,710		62.84		36,673,561		71.29
2022		835,767		76,346,856		91.35		82,479,866		98.69			315,538		22,113,071		70.08		25,018,601		79.29
2023		105,800		13,248,769		125.22		15,165,240		143.34			57,290		3,804,596		66.41		4,591,944		80.15
2024		688,707		62,591,036		90.88		69,293,701		100.61			182,005		11,623,249		63.86		13,835,391		76.02
Thereafter		2,836,356		269,154,648		94.89		369,005,751		130.10			930,617		65,526,735		70.41		87,158,074		93.66

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

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

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

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

(5)	Excluding retail space current and future expiring rents would be $43.69 per square foot and $43.69 per square foot, respectively, in 2015.

(6)

Includes 225,532 square feet of research/laboratory space. Excluding the research/laboratory space and the retail space, current and future expiring rents would be $59.74 per square foot and $64.86 per square foot, respectively, in 2016. 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.

(7)	Excluding retail space current and future expiring rents would be $101.28 per square foot and $101.28 per square foot, respectively, in 2016.

Boston Properties, Inc.

Second Quarter 2015

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

2015		240,659	$	7,741,503	$	32.17	$	7,680,056	$	31.91	(4)		213,371	$	7,963,190	$	37.32	$	7,969,788	$	37.35
2016		550,416		19,366,896		35.19		19,653,215		35.71			318,247		7,019,546		22.06		7,254,623		22.80
2017		555,354		17,987,862		32.39		18,293,420		32.94			366,803		12,765,684		34.80		13,300,043		36.26
2018		294,932		9,485,974		32.16		9,881,937		33.51			36,918		1,378,617		37.34		1,583,315		42.89
2019		497,200		18,758,084		37.73		19,305,257		38.83			372,872		14,882,954		39.91		16,588,976		44.49
2020		165,745		4,994,869		30.14		5,480,066		33.06			72,824		3,203,745		43.99		3,550,829		48.76
2021		451,644		11,631,994		25.75		12,321,340		27.28			—		—		—		—		—
2022		690,245		25,688,601		37.22		26,069,887		37.77			290,448		11,125,247		38.30		12,871,454		44.32
2023		23,197		681,817		29.39		774,605		33.39			40,657		2,047,752		50.37		2,800,187		68.87
2024		263,938		10,017,228		37.95		11,247,351		42.61			—		—		—		—		—
Thereafter		538,977		23,886,828		44.32		26,551,226		49.26			5,642		186,186		33.00		250,218		44.35


	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

2015		192,597	$	6,478,162	$	33.64	$	6,478,162	$	33.64	(4)		402,209	$	24,602,616	$	61.17	$	24,606,866	$	61.18	(4)(5)
2016		169,712		5,851,860		34.48		5,868,121		34.58			335,333		15,427,994		46.01		15,578,574		46.46
2017		153,083		5,581,757		36.46		5,611,056		36.65			250,239		12,203,126		48.77		12,640,863		50.52
2018		217,514		7,378,126		33.92		7,508,291		34.52			364,250		18,506,087		50.81		19,569,334		53.73
2019		190,076		6,448,417		33.93		6,882,552		36.21			686,963		25,870,199		37.66		26,542,339		38.64
2020		298,890		10,017,227		33.51		10,697,075		35.79			747,537		30,116,339		40.29		32,141,015		43.00
2021		74,993		2,447,077		32.63		2,600,403		34.68			658,642		28,449,801		43.19		32,231,968		48.94
2022		49,079		1,544,401		31.47		1,707,768		34.80			688,108		28,714,703		41.73		34,149,294		49.63
2023		8,299		265,793		32.03		282,391		34.03			397,370		16,568,466		41.70		19,914,825		50.12
2024		384,402		13,356,736		34.75		13,842,466		36.01			447,867		19,462,123		43.46		22,842,255		51.00
Thereafter		141,333		4,703,283		33.28		5,220,656		36.94			461,900		17,604,133		38.11		23,168,076		50.16

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

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

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

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

(5)	Includes 94,864 square feet of Sensitive Compartmented Information Facility (SCIF) space. Excluding the SCIF space from 2015, the current and future expiring rental rate would be $36.58 per square foot and $36.60 per square foot, respectively.

Boston Properties, Inc.

Second Quarter 2015

RESIDENTIAL and HOTEL PERFORMANCE


*Rental Rates and Occupancy*	Second Quarter 2015			Second Quarter 2014			Percent Change			YTD 2015			YTD 2014			Percent Change
*The Avant at Reston Town Center (359 units)*
*Reston, VA*
Average Monthly Rental Rate (1)	$	2,263		$	2,203			2.7	%	$	2,254		$	2,108			6.9	%
Average Rental Rate Per Occupied Square Foot (1)	$	2.42		$	2.40			0.8	%	$	2.44		$	2.30			6.1	%
Average Physical Occupancy (1) (2)		93.9	%		25.7	%		265.4	%		87.1	%		18.1	%		381.2	%
Average Economic Occupancy (2)		92.1	%		21.9	%		320.5	%		84.5	%		14.6	%		478.8	%

*The Lofts at Atlantic Wharf (86 units)*
*Boston, MA*
Average Monthly Rental Rate (3)	$	4,013		$	3,912			2.6	%	$	4,013		$	3,919			2.4	%
Average Rental Rate Per Occupied Square Foot (3)	$	4.48		$	4.39			2.1	%	$	4.46		$	4.38			1.8	%
Average Physical Occupancy (2) (3)		96.9	%		95.4	%		1.6	%		97.5	%		96.1	%		1.5	%
Average Economic Occupancy (2)		96.9	%		95.8	%		1.1	%		97.9	%		96.8	%		1.1	%

*Boston Marriott Cambridge (433 rooms)*
*Cambridge, MA*
Average Occupancy		86.7	%		87.3	%		(0.7	%)		82.8	%		82.5	%		0.4	%
Average Daily Rate	$	298.70		$	273.22			9.3	%	$	263.05		$	239.30			9.9	%
Revenue per available room	$	259.10		$	238.55			8.6	%	$	217.71		$	197.44			10.3	%


*Net Operating Income (in thousands)*	Residential									Hotel
	Second Quarter 2015			Second Quarter 2014 (4)			Percent Change			Second Quarter 2015		Second Quarter 2014		Percent Change
Rental Revenue	$	3,811	(5)	$	6,298	(5)		(39.5	%)	$	13,403	$	12,367		8.4	%
Operating expenses and real estate taxes		1,531			3,936			(61.1	%)		8,495		7,315		16.1	%

Net Operating Income	$	2,280	(5)	$	2,362	(5)		(3.5	%)	$	4,908	$	5,052		(2.9	%)


Less: Straight line rent and fair value lease revenue		24			85			(71.8	%)		1		1		—

Rental Revenue - cash basis		3,787			6,213			(39.0	%)		13,402		12,366		8.4	%
Less: Operating expenses and real estate taxes		1,531			3,936			(61.1	%)		8,495		7,315		16.1	%
Add: Straight line ground rent expense		—			522			(100.0	%)		—		—		—

Net Operating Income - cash basis	$	2,256		$	2,799			(19.4	%)	$	4,907	$	5,051		(2.9	%)

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

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

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

(4)	Includes the Residences on the Avenue which was sold on March 17, 2015 and had approximately $1.9 million of net operating income and approximately $2.3 million of net operating income - cash basis for the quarter ended June 30, 2014.

(5)	Includes 35,796 square feet of retail space which had revenue of approximately $464,000 for the quarter ended June 30, 2015 and 85,324 square feet of retail space which had revenue of approximately $1.1 million for the quarter ended June 30, 2014.

Boston Properties, Inc.

Second Quarter 2015

OCCUPANCY ANALYSIS

Same Property Occupancy⁽¹⁾ - By Location


	CBD						Suburban						Total
Location	30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14

Boston		90.3	%		95.5	%		91.3	%		87.2	%		90.6	%		92.6	%
New York		97.4	%		97.5	%		75.8	%		80.2	%		92.4	%		93.5	%
San Francisco		95.3	%		94.6	%		77.9	%		74.5	%		88.4	%		86.6	%
Washington, DC		95.5	%		95.6	%		92.2	%		96.3	%		93.6	%		96.0	%

Total Portfolio		94.2	%		96.0	%		87.2	%		87.7	%		91.5	%		92.8	%

Same Property Occupancy⁽¹⁾ - By Type of Property


	CBD						Suburban						Total
	30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14			30-Jun-15			30-Jun-14

Total Office Portfolio		94.2	%		96.0	%		87.8	%		87.7	%		91.8	%		93.0	%
Total Office/Technical Portfolio		100.0	%		100.0	%		81.4	%		87.9	%		84.7	%		90.0	%

Total Portfolio		94.2	%		96.0	%		87.2	%		87.7	%		91.5	%		92.8	%

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

Boston Properties, Inc.

Second Quarter 2015

SAME PROPERTY PERFORMANCE

Office, Office/Technical and Hotel & Residential Properties


	Office (1)			Office/Technical			Hotel & Residential (1)			Total
Number of Properties		120			31			3			154
Square feet		38,123,075			1,701,412			776,704			40,601,191
Percent of properties in-service		96.2	%		100.0	%		100.0	%		96.4	%
Occupancy @ 6/30/2014		93.0	%		90.0	%		N/A			92.8	%
Occupancy @ 6/30/2015		91.8	%		84.7	%		N/A			91.5	%
Percent change from 2nd quarter 2015 over 2nd quarter 2014 (2):
Rental revenue		3.2	%		5.5	%		21.1	%
Operating expenses and real estate taxes		5.8	%		(0.0	%)		15.3	%
Consolidated Net Operating Income (3) - excluding hotel & residential		1.8	%		7.6	%					2.0	% (2)
Consolidated Net Operating Income (3) - Hotel & residential											30.2	% (2)
Net Operating Income - BXP’s share of unconsolidated joint ventures (3) (4)											0.0	% (2)
Combined Net Operating Income (3)											2.4	%

Rental revenue - cash basis		1.9	%		7.1	%		20.9	%
Consolidated Net Operating Income (3) - cash basis (5) excluding hotel & residential		(0.3	%)		10.0	%					(0.0	%) (2)
Consolidated Net Operating Income (3) - cash basis (5) - Hotel & residential											29.9	% (2)
Net Operating Income - cash basis (5) - BXP’s share of unconsolidated joint ventures											1.1	% (2)
Combined Net Operating Income (3) - cash basis (5)											0.5	%

Same Property Lease Analysis - quarter ended June 30, 2015


	Office			Office/Technical			Total
Vacant space available @ 4/1/2015 (sf)		3,445,684			168,385			3,614,069
Square footage of leases expiring or terminated 4/1/2015-6/30/2015		1,141,431			35,675			1,177,106

Total space for lease (sf)		4,587,115			204,060			4,791,175

New tenants (sf)		1,045,533			28,069			1,073,602
Renewals (sf)		336,296			7,606			343,902

Total space leased (sf)		1,381,829			35,675			1,417,504

Space available @ 6/30/2015 (sf)		3,205,286			168,385			3,373,671

Net (increase)/decrease in available space (sf)		240,398			—			240,398

Second generation leasing information: (6)
Leases commencing during the period (sf)		1,351,464			35,675			1,387,139
Average lease term (months)		88			47			87
Average free rent period (days)		39			72			40
Total transaction costs per square foot (7)	$	39.60		$	23.22		$	39.18
Increase (decrease) in gross rents (8)		14.07	%		36.48	%		14.56	%
Increase (decrease) in net rents (9)		21.63	%		47.53	%		22.30	%

(1)	Includes revenue and expenses from retail tenants.

(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 1,387,139 square feet of second generation leases that commenced in Q2 2015, leases for 1,223,146 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 896,470 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 896,470 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.

Second Quarter 2015

Reconciliation of Net Operating Income to Net Income


	For the three months ended
	June 30, 2015			June 30, 2014
	*(in thousands)*

Net income attributable to Boston Properties, Inc.	$	82,078		$	79,145
Net income attributable to noncontrolling interests:
Noncontrolling interest - common units of the Operating Partnership		9,394			8,883
Noncontrolling interest - redeemable preferred units of the Operating Partnership		3			320
Noncontrolling interest in property partnerships (1)		9,264			7,553


Net income		100,739			95,901


Add:
Interest expense		108,534			110,977
Depreciation and amortization		167,844			154,628
Transaction costs		208			661
General and administrative expense		22,284			23,271

Subtract:
Gains (losses) from investments in securities		24			(662	)
Interest and other income		(1,293	)		(2,109	)
Income from unconsolidated joint ventures		(3,078	)		(2,834	)
Development and management services income		(4,862	)		(6,506	)

Consolidated Net Operating Income		390,400			373,327
Net Operating Income from unconsolidated joint ventures (BXP’s share) (2)		11,374			11,123

Combined Net Operating Income	$	401,774		$	384,450


Same Property Net Operating Income		378,599			369,866
Net Operating Income from non Same Properties (3)		16,315			13,557
Termination income		6,860			1,027

Combined Net Operating Income	$	401,774		$	384,450


Same Property Net Operating Income		378,599			369,866
Subtract:
Straight-line rent and fair value lease revenue		(23,975	)		(14,429	)
Add:
Straight-line ground rent expense		1,106			1,186
Lease transaction costs which qualify as inducements in accordance with GAAP (4)		4,355			1,834

Same Property Net Operating Income - cash basis	$	360,085		$	358,457

(1)

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

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

(3)	Pages 20-22 indicate by footnote the properties which are not included as part of Same Property Net Operating Income. Non Same Properties include dispositions that occurred prior to June 30, 2015 and therefore are no longer a part of the Company’s property portfolio.

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

Boston Properties, Inc.

Second Quarter 2015

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-Jun-15		30-Jun-14		Change			Change			30-Jun-15		30-Jun-14		Change			Change
Rental Revenue	$	556,630	$	533,654							$	14,549	$	13,791
Less Termination Income		6,680		986								—		—

Rental revenue - subtotal		549,950		532,668	$	17,282			3.2	%		14,549		13,791	$	758			5.5	%
Operating expenses and real estate taxes		200,510		189,532		10,978			5.8	%		3,802		3,803		(1	)		(0.0	%)

Net Operating Income (2)	$	349,440	$	343,136	$	6,304			1.8	%	$	10,747	$	9,988	$	759			7.6	%

Rental revenue - subtotal	$	549,950	$	532,668							$	14,549	$	13,791
Less:
Straight-line rent and fair value lease revenue		23,234		13,069		10,165			77.8	%		661		1,223		(562	)		(46.0	%)
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		4,285		1,410		2,875			203.9	%		—		402		(402	)		(100.0	%)

Rental revenue - cash basis		531,001		521,009		9,992			1.9	%		13,888		12,970		918			7.1	%
Less:
Operating expenses and real estate taxes		200,510		189,532		10,978			5.8	%		3,802		3,803		(1	)		(0.0	%)
Add:
Straight-line ground rent expense (4)		1,106		1,186		(80	)		(6.7	%)		—		—		—			—

Net Operating Income (5) - cash basis	$	331,597	$	332,663	$	(1,066	)		(0.3	%)	$	10,086	$	9,167	$	919			10.0	%


	Sub-Total (1)										Hotel & Residential
	For the three months ended				$			%			For the three months ended				$		%
	30-Jun-15		30-Jun-14		Change			Change			30-Jun-15		30-Jun-14		Change		Change
Rental Revenue	$	571,179	$	547,445							$	17,214	$	14,220
Less Termination Income		6,680		986								—		—

Rental revenue - subtotal		564,499		546,459	$	18,040			3.3	%		17,214		14,220	$	2,994		21.1	%
Operating expenses and real estate taxes		204,312		193,335		10,977			5.7	%		10,026		8,699		1,327		15.3	%

Net Operating Income (2)	$	360,187	$	353,124	$	7,063			2.0	%	$	7,188	$	5,521	$	1,667		30.2	%

Rental revenue - subtotal	$	564,499	$	546,459							$	17,214	$	14,220
Less:
Straight-line rent and fair value lease revenue		23,895		14,292		9,603			67.2	%		24		5		19		380.0	%
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		4,285		1,812		2,473			136.5	%		—		—		—		—

Rental revenue - cash basis		544,889		533,979		10,910			2.0	%		17,190		14,215		2,975		20.9	%
Less:
Operating expenses and real estate taxes		204,312		193,335		10,977			5.7	%		10,026		8,699		1,327		15.3	%
Add:
Straight-line ground rent expense (4)		1,106		1,186		(80	)		(6.7	%)		—		—		—		—

Net Operating Income (5) - cash basis	$	341,683	$	341,830	$	(147	)		(0.0	%)	$	7,164	$	5,516	$	1,648		29.9	%


	Unconsolidated Joint Ventures										Total (1)
	For the three months ended				$			%			For the three months ended				$			%
	30-Jun-15		30-Jun-14		Change			Change			30-Jun-15		30-Jun-14		Change			Change
Rental Revenue	$	19,175	$	18,660							$	607,568	$	580,325
Less Termination Income		180		41								6,860		1,027

Rental revenue - subtotal		18,995		18,619	$	376			2.0	%		600,708		579,298	$	21,410			3.7	%
Operating expenses and real estate taxes		7,771		7,398		373			5.0	%		222,109		209,432		12,677			6.1	%

Net Operating Income (2)	$	11,224	$	11,221	$	3			0.0	%	$	378,599	$	369,866	$	8,733			2.4	%

Rental revenue - subtotal	$	18,995	$	18,619							$	600,708	$	579,298
Less:
Straight-line rent and fair value lease revenue		56		132		(76	)		(57.6	%)		23,975		14,429		9,546			66.2	%
Add:
Lease transaction costs which qualify as inducements in accordance with GAAP (3)		70		22		48			218.2	%		4,355		1,834		2,521			137.5	%

Rental revenue - cash basis		19,009		18,509		500			2.7	%		581,088		566,703		14,385			2.5	%
Less:
Operating expenses and real estate taxes		7,771		7,398		373			5.0	%		222,109		209,432		12,677			6.1	%
Add:
Straight-line ground rent expense (4)		—		—		—			—			1,106		1,186		(80	)		(6.7	%)

Net Operating Income (5) - cash basis	$	11,238	$	11,111	$	127			1.1	%	$	360,085	$	358,457	$	1,628			0.5	%

(1)

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

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

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

(4)	For additional information, see page 6.

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

Boston Properties, Inc.

Second Quarter 2015

LEASING ACTIVITY

All In-Service Properties - quarter ended June 30, 2015


	Office			Office/Technical			Total
Vacant space available @ 4/1/2015 (sf)		3,843,254			168,385			4,011,639
Property dispositions/ properties taken out of service (sf)		(73,258	)		—			(73,258	)
Properties placed in-service (sf)		25,945	(1)		—			25,945
Leases expiring or terminated 4/1/2015-6/30/2015 (sf)		1,221,117			35,675			1,256,792

Total space available for lease (sf)		5,017,058			204,060			5,221,118

1st generation leases (sf)		159,367			—			159,367
2nd generation leases with new tenants (sf)		1,015,168			28,069			1,043,237
2nd generation lease renewals (sf)		336,296			7,606			343,902

Total space leased (sf)		1,510,831			35,675			1,546,506

Vacant space available for lease @ 6/30/2015 (sf)		3,506,227			168,385			3,674,612

Net (increase)/decrease in available space (sf)		337,027			—			337,027

Second generation leasing information: (2)
Leases commencing during the period (sf)		1,351,464			35,675			1,387,139
Average lease term (months)		88			47			87
Average free rent period (days)		39			72			40
Total transaction costs per square foot (3)	$	39.60		$	23.22		$	39.18
Increase (decrease) in gross rents (4)		14.07	%		36.48	%		14.56	%
Increase (decrease) in net rents (5)		21.63	%		47.53	%		22.30	%


	All leases 1st Generation		All leases 2nd Generation		Incr (decr) in 2nd gen. gross cash rents (4)			Incr (decr) in 2nd gen. net cash rents (5)			Total Leased (6)		Total square feet of leases executed in the quarter (7)
Boston		300		886,056		17.75	%		30.14	%		886,356		287,391
New York		86,120		117,976		15.98	%		19.22	%		204,096		364,143
San Francisco		60,132		159,819		26.25	%		41.28	%		219,951		182,284
Washington, DC		12,815		223,288		3.35	%		4.63	%		236,103		190,763

		159,367		1,387,139		14.56	%		22.30	%		1,546,506		1,024,581

(1)	Total square feet of properties placed in-service in Q2 2015 consist of 300 square feet at 325 Main Street (formerly Three Cambridge Center) and 25,645 square feet at 535 Mission Street.

(2)	Second generation leases are defined as leases for space that had previously been leased by the Company. Of the 1,387,139 square feet of second generation leases that commenced in Q2 2015, leases for 1,223,146 square feet were signed in prior periods.

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

(4)	Represents the increase/(decrease) in gross rent (base rent plus expense reimbursements) on the new vs. expired leases on the 896,470 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

(5)	Represents the increase/(decrease) in net rent (gross rent less operating expenses) on the new vs. expired leases on the 896,470 square feet of second generation leases (1) that had been occupied within the prior 12 months and (2) for which the new lease term is greater than six months.

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

(7)	Represents leases executed in the quarter for which the GAAP impact may be recognized in the current or future quarters, including properties currently under development. The total square feet of leases executed in the current quarter and recognized in the current quarter is 176,497.

Boston Properties, Inc.

Second Quarter 2015

HISTORICALLY GENERATED CAPITAL EXPENDITURES,

TENANT IMPROVEMENT COSTS AND LEASING COMMISSIONS

Historical Capital Expenditures

(in thousands)


	Q2 2015		Q1 2015		2014		2013		2012

Recurring capital expenditures	$	14,869	$	8,763	$	42,610	$	51,026	$	23,774

Planned non-recurring capital expenditures associated with acquisition properties		1,485		972		13,087		20,506		22,287

Hotel improvements, equipment upgrades and replacements		272		491		2,894		2,070		896

	$	16,626	$	10,226	$	58,591	$	73,602	$	46,957

2nd Generation Tenant Improvements and Leasing Commissions


	Q2 2015		Q1 2015		2014		2013		2012
Office
Square feet		1,351,464		1,261,753		3,578,780		3,554,632		3,572,825

Tenant improvements and lease commissions PSF	$	39.60	$	43.27	$	30.89	$	37.54	$	45.31

Office/Technical
Square feet		35,675		27,639		357,266		55,456		59,788

Tenant improvements and lease commissions PSF	$	23.22	$	19.00	$	16.69	$	2.02	$	3.94


Average tenant improvements and lease commissions PSF	$	39.18	$	42.75	$	29.60	$	36.99	$	44.63

Boston Properties, Inc.

Second Quarter 2015

ACQUISITIONS/DISPOSITIONS

as of June 30, 2015

ACQUISITIONS

For the period from January 1, 2015 through June 30, 2015


Property	Date Acquired	Square Feet		Initial Investment (1)		Anticipated Future Investment (1)		Total Investment (1)			Percentage Leased

1265 Main Street (50% ownership interest)	May 8, 2015		115,000	$	1,934,000	$	24,156,000	$	26,090,000	(2)		100	%
Dock72 (50% ownership interest)	June 26, 2015		670,000		9,140,000		195,760,000		204,900,000	(3)		33	%

Total Acquisitions			785,000	$	11,074,000	$	219,916,000	$	230,990,000			43	%

(1)	Represents the Company’s share.

(2)

On May 8, 2015, the Company entered into a joint venture with an affiliate of 1265 Main Street LLC to redevelop an existing building into a Class A office building totaling approximately 115,000 net rentable square feet at 1265 Main Street in Waltham, Massachusetts. The joint venture partner contributed real estate and improvements, with an aggregate fair value of approximately $9.4 million, for its initial 50% interest in the joint venture. For its initial 50% interest, the Company will contribute cash totaling approximately $9.4 million as the joint venture incurs costs. The Company is accounting for the joint venture on an unconsolidated basis under the equity method of accounting. The joint venture has entered into a fifteen-year lease with a tenant to occupy 100% of the building. See also page 46.

(3)

On June 26, 2015, the Company entered into a joint venture with Rudin Development to develop Dock72, an office building totaling approximately 670,000 net rentable square feet located at the Brooklyn Navy Yard in Brooklyn, New York. Each partner contributed cash totaling approximately $9.1 million for their initial 50% interest in the joint venture. The Company is accounting for the joint venture on an unconsolidated basis under the equity method of accounting. The joint venture entered into a 96-year ground lease with the Brooklyn Navy Yard Development Corporation, comprised of an initial term of 49 years, which may be extended by the joint venture to 2111, subject to certain conditions. The joint venture also entered into a 20-year lease with a tenant to occupy approximately 222,000 net rentable square feet at the building. See also pages 46 and 47.

DISPOSITIONS

For the period from January 1, 2015 through June 30, 2015


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

Washingtonian North (land parcel)	February 19, 2015		N/A	$	8,700,000	$	8,331,000	$	3,656,000
Residences on The Avenue (335 units)	March 17, 2015		323,050		196,000,000		192,478,000		91,428,000	(1)

Total Dispositions			323,050	$	204,700,000	$	200,809,000	$	95,084,000

(1)

The Company has agreed to provide the buyer up to $6.0 million of net operating income support if the property’s net operating income fails to achieve certain thresholds. This amount has been recorded as a reduction to the gain on sale. The Residences on The Avenue is comprised of 335 apartment units and approximately 50,000 net rentable square feet of retail space, subject to a ground lease that expires on February 1, 2068.

Boston Properties, Inc.

Second Quarter 2015

VALUE CREATION PIPELINE - CONSTRUCTION IN PROGRESS (1)

as of June 30, 2015


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 6/30/2015 (2)		Estimated Future Equity Requirement (2)		Percentage Leased (3)			Percentage Placed in Service (4)

Annapolis Junction Building Seven (50% ownership)		Q3 2015		Q3 2015	Annapolis, MD		1		127,229	$	17,235,425	$	17,500,000	$	11,000,000	$	9,144,563	$	—		100	%		—
690 Folsom Street		Q1 2015		Q1 2016	San Francisco, CA		1		26,080		14,636,781		17,900,000		—		—		3,263,219		100	%		55	%
804 Carnegie Center		Q1 2016		Q1 2016	Princeton, NJ		1		130,000		22,547,962		47,000,000		—		—		24,452,038		100	%		—
99 Third Avenue Retail		Q4 2015		Q2 2016	Waltham, MA		1		16,500		14,877,042		16,900,000		—		—		2,022,958		84	%		—
535 Mission Street		Q4 2014		Q3 2016	San Francisco, CA		1		307,000		185,491,205		215,000,000		—		—		29,508,795		81	%		41	%
1265 Main Street (50% Ownership)		Q4 2016		Q4 2016	Waltham, MA		1		115,000		3,621,191		26,090,000						22,468,809		100	%
Prudential Center Retail Expansion		Q1 2016		Q4 2016	Boston, MA		—		15,000		6,232,873		9,980,000		—		—		3,747,127		42	%
Annapolis Junction Building Eight (50% ownership)		Q1 2016		Q1 2017	Annapolis, MD		1		125,000		12,000,019		18,500,000		13,000,000		6,887,840		387,821		—			—
10 CityPoint		Q3 2016		Q2 2017	Waltham, MA		1		245,000		41,244,777		100,400,000		—		—		59,155,223		74	%		—
601 Massachusetts Avenue		Q4 2015		Q4 2017	Washington, DC		1		478,000		280,714,460		360,760,000		—		—		80,045,540		83	%		—
888 Boylston Street		Q3 2016		Q4 2017	Boston, MA		1		425,000		80,973,277		271,500,000		—		—		190,526,723		63	%		—
Salesforce Tower (95% ownership)		Q2 2017		Q1 2019	San Francisco, CA		1		1,400,000		380,556,025		1,073,500,000		—		—		692,943,975		51	%		—
Dock72 (50% ownership)		Q4 2017		Q4 2019	Brooklyn, NY		1		670,000		9,302,480		204,900,000		—		—		195,597,520		33	%		—

Total Properties under Construction							12		4,079,809	$	1,069,433,517	$	2,379,930,000	$	24,000,000	$	16,032,403	$	1,304,119,748		60	%		8	%
Redevelopment Properties
Reservoir Place North		Q1 2016		Q1 2017	Waltham, MA		1		73,000	$	752,276	$	24,510,000	$	—	$	—	$	23,757,724		—			—

Total Properties under Redevelopment							1		73,000	$	752,276	$	24,510,000	$	—	$	—	$	23,757,724		—			—

Total Properties Under Construction and Redevelopment							13		4,152,809	$	1,070,185,793	$	2,404,440,000	$	24,000,000	$	16,032,403	$	1,327,877,472		59	%		8	%

PROJECTS PLACED IN-SERVICE DURING 2015

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
6/30/2015 (2)

Estimated
Future Equity
Requirement (2)

Percentage
Leased (3)

Percentage
Placed in
Service (4)

Not Applicable

Total Projects placed In-Service

—

IN-SERVICE PROPERTIES HELD FOR RE-DEVELOPMENT


	Sub Market		# of Buildings		Existing Square Feet		Leased %			Annualized Revenue Per Leased SF (5)		Encumbered with secured debt (Y/N)	Central Business District (CBD) or Suburban (S)	Incremental Future Square Footage (6)

North First Business Park		San Jose, CA		5		190,636		100.0	%	$	15.94	N	S		1,359,364

Total Properties held for Re-Development				5		190,636		100.0	%	$	15.94				1,359,364

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

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

(3)	Represents percentage leased as of July 24, 2015, including leases with future commencement dates and including residential space.

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

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

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

Boston Properties, Inc.

Second Quarter 2015

VALUE CREATION PIPELINE - OWNED LAND PARCELS

as of June 30, 2015


			Approximate
			Developable
Location	Acreage		Square Feet

San Jose, CA (1)		44.0		2,659,000
Reston, VA		38.3		1,160,000
Waltham, MA		11.3		805,000
Springfield, VA		17.8		800,000
Dulles, VA		76.6		760,000
Rockville, MD		58.1		759,000
Gaithersburg, MD		19.3		550,000
Washington, DC (50% ownership)		1.3		520,000
Marlborough, MA		50.0		400,000
Boston, MA (50% ownership)		—		377,000
Annapolis, MD (50% ownership)		20.0		300,000
Andover, MA		10.0		110,000

		346.7		9,200,000

VALUE CREATION PIPELINE - LAND PURCHASE OPTIONS

as of June 30, 2015


			Approximate
			Developable
Location	Acreage		Square Feet
Princeton, NJ		134.1		1,650,000
Boston, MA (50% ownership)		—		1,423,000
Brooklyn, NY (50% ownership) (2)		1.3		600,000
Cambridge, MA		—		207,500
San Francisco, CA		2.3		TBD

		137.7		3,880,500

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

(2)	On June 26, 2015, the Company entered into an option agreement to ground lease a land parcel which could support between 600,000 and 1,000,000 net rentable square feet of development.

Boston Properties, Inc.

Second Quarter 2015

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. common shareholders (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. common shareholders (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 lease transaction costs which qualify as rent inducements, non-real estate depreciation, non-cash losses from early extinguishments of debt, stock-based compensation, partners’ share of consolidated and unconsolidated joint venture 2nd generation tenant improvement and leasing commissions (included in the period in which the lease commences) and unearned portion of capitalized fees, (2) eliminating the effects of straight-line rent, straight-line ground rent expense adjustment, fair value interest adjustment and fair value lease revenue, (3) subtracting: recurring capital expenditures; hotel improvements, equipment upgrades and replacements; 2nd generation tenant improvement and leasing commissions (included in the period in which the lease commences); and non-cash termination income adjustment (fair value lease amounts). 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 had been converted as of May 12, 2014), (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units and (5) 2012 OPP Units that were issued in the form of LTIP Units and earned as of February 6, 2015 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 MYLTIP Awards unless and until certain performance thresholds are achieved and they are earned. 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 had been converted as of May 12, 2014), (4) common units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units and (5) 2012 OPP Units that were issued in the form of LTIP Units and earned as of February 6, 2015 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 LTIP Units issued in the form of MYLTIP Awards unless and until certain performance thresholds are achieved and they are earned.

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.

Second Quarter 2015

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

Combined Net Operating Income (NOI)

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

In-Service Properties

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

Same Properties

In our analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented. We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us through the end of the latest period presented as “Same Properties.” “Same Properties” therefore exclude properties placed in-service, acquired, repositioned, or in development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as “in-service” for that property to be included in “Same Properties.” Pages 20-22 indicate by footnote the “In-Service Properties” which are not included in “Same Properties.” “Same Properties NOI” includes our share of net operating income from unconsolidated joint ventures and 100% of consolidated joint ventures.

Annualized Revenue

Annualized Revenue is defined as 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

Future Annualized Revenue is defined as 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.

Second Quarter 2015

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

800 Boylston Street

Boston, MA 02199

AT THE COMPANY

Michael LaBelle

Senior Vice President,

Chief Financial Officer

(617) 236-3352

Arista Joyner

Investor Relations Manager

(617) 236-3343

BOSTON PROPERTIES ANNOUNCES

SECOND QUARTER 2015 RESULTS

Reports diluted FFO per share of $1.36 Reports diluted EPS of $0.52

BOSTON, MA, July 29, 2015 – Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the second quarter ended June 30, 2015.

Funds from Operations (FFO) for the quarter ended June 30, 2015 were $208.7 million, or $1.36 per share basic and $1.36 per share diluted. This compares to FFO for the quarter ended June 30, 2014 of $207.0 million, or $1.35 per share basic and $1.35 per share diluted. The weighted average number of basic and diluted shares outstanding totaled approximately 153,450,000 and 153,815,000, respectively, for the quarter ended June 30, 2015 and 153,078,000 and 153,623,000, respectively, for the quarter ended June 30, 2014.

The Company’s reported FFO of $1.36 per share diluted was greater than the guidance previously provided of $1.32-$1.34 per share diluted primarily due to better than expected portfolio operations of $0.02 per share and lease termination income of $0.01 per share.

Net income available to common shareholders was $79.5 million for the quarter ended June 30, 2015, compared to $76.5 million for the quarter ended June 30, 2014. Net income available to common shareholders per share (EPS) for the quarter ended June 30, 2015 was $0.52 basic and $0.52 on a diluted basis. This compares to EPS for the quarter ended June 30, 2014 of $0.50 basic and $0.50 on a diluted basis.

The reported results are unaudited and there can be no assurance that the results will not vary from the final unaudited information for the quarter ended June 30, 2015. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of June 30, 2015, the Company’s portfolio consisted of 170 properties aggregating approximately 46.3 million square feet, including 13 properties under construction/redevelopment totaling 4.2 million square feet. In addition, the Company has structured parking for vehicles containing approximately 14.7 million square feet. The overall percentage of leased space for the 154 properties in service (excluding the Company’s two residential properties and hotel) as of June 30, 2015 was 91.1%.

Significant events during the second quarter included:

•

In addition, the Company’s 767 Fifth Partners LLC consolidated entity (the entity in which the Company has a 60% interest and that owns the General Motors Building at 767 Fifth Avenue in New York City) entered into forward-starting interest rate swap contracts, including contracts entered into subsequent to June 30, 2015, which fix the ten-year swap rate at a weighted-average rate of approximately 2.809% per annum on notional amounts aggregating $225.0 million. These interest rate swap contracts were entered into in advance of a financing with a target commencement date in June 2017 and maturity in June 2027.

•

On May 1, 2015, the Company commenced the redevelopment of Reservoir Place North, a Class A office project with approximately 73,000 net rentable square feet located in Waltham, Massachusetts.

•

On May 8, 2015, the Company entered into a joint venture with an affiliate of 1265 Main Street LLC to redevelop an existing building into a Class A office building totaling approximately 115,000 net rentable square feet at 1265 Main Street in Waltham, Massachusetts. The joint venture partner contributed real estate and improvements, with an aggregate fair value of approximately $9.4 million, for its initial 50% interest in the joint venture. For its initial 50% interest, the Company will contribute cash totaling approximately $9.4 million as the joint venture incurs costs. The joint venture has entered into a fifteen-year lease with a tenant to occupy 100% of the building.

•

On June 25, 2015, the Company’s Operating Partnership redeemed the remaining 12,667 Series Four Preferred Units for cash totaling approximately $0.6 million.

•

On June 26, 2015, the Company entered into a joint venture with Rudin Development to develop Dock72, an office building totaling approximately 670,000 net rentable square feet located at the Brooklyn Navy Yard in Brooklyn, New York. Each partner contributed cash totaling approximately $9.1 million for their initial 50% interest in the joint venture. The joint venture entered into a 96-year ground lease with the Brooklyn Navy Yard Development Corporation, comprised of an initial term of 49 years, which may be extended by the joint venture to 2111, subject to certain conditions. The joint venture also entered into a 20-year lease with WeWork to occupy approximately 222,000 net rentable square feet at the building and be a co-developer of the project.

Transactions completed subsequent to June 30, 2015:

•

On July 29, 2015, a consolidated entity in which the Company has a 50% interest executed a binding agreement for the sale of 505 9th Street, N.W. located in Washington, DC, for approximately $318.0 million, including the assumption by the buyer of approximately $117.0 million of mortgage indebtedness. 505 9th Street, N.W. is an approximately 322,000 net rentable square foot Class A office building. The sale is subject to the satisfaction of customary closing conditions and, although there can be no assurance that the sale will be consummated on the terms currently contemplated or at all, it is expected to close by the end of the third quarter of 2015.

EPS and FFO per Share Guidance:

The Company’s guidance for the third quarter and full year 2015 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below. Except as described below, the estimates reflect management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in this release and otherwise referenced during the conference call referred to below. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions, other possible capital markets activity or possible future impairment charges. EPS estimates may be subject to fluctuations as a result of several factors, including changes in the recognition of depreciation and amortization expense and any gains or losses associated with disposition activity. The Company is not able to assess at this time the potential impact of these factors on projected EPS. By definition, FFO does not include real estate-related depreciation and amortization, impairment losses or gains or losses associated with disposition activities. There can be no assurance that the Company’s actual results will not differ materially from the estimates set forth below.

As shown below, the Company has updated its guidance for FFO per share (diluted) for full year 2015 to $5.37 – $5.45 per share from $5.35 – $5.45 per share. The updated guidance reflects, when compared to the Company’s prior guidance, an increase from the second quarter 2015 results of $0.03 per share offset by an increase in projected operating expenses for the remainder of 2015 of $0.01 per share and a decrease in FFO of $0.01 per share from the projected sale of 505 9th Street in Washington, DC.


	Third Quarter 2015						Full Year 2015
	Low		-		High		Low		-		High

Projected EPS (diluted)	$	1.13		-	$	1.15	$	3.13		-	$	3.21
Add:
Projected Company Share of Real Estate Depreciation and Amortization		0.82		-		0.82		3.41		-		3.41
Less:
Projected Company Share of Gains on Sales of Real Estate		0.61		-		0.61		1.17		-		1.17

Projected FFO per Share (diluted)	$	1.34		-	$	1.36	$	5.37		-	$	5.45

Boston Properties will host a conference call on Thursday, July 30, 2015 at 10:00 AM Eastern Time, open to the general public, to discuss the second quarter 2015 results, the 2015 projections and related assumptions, and other related matters that may be of interest to investors. The

number to call for this interactive teleconference is (877) 796-3880 (Domestic) or (281) 913-8731 (International) and entering the passcode 56899689. A replay of the conference call will be available through August 13, 2015, by dialing (855) 859-2056 (Domestic) or (404) 537-3406 (International) and entering the passcode 56899689. 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’ second quarter 2015 “Supplemental Operating and Financial Data” and this press release are available in the Investor Relations section of the Company’s website at www.bostonproperties.com.

Boston Properties is a fully integrated, self-administered and self-managed real estate investment trust that develops, redevelops, acquires, manages, operates and owns a diverse portfolio of Class A office space, one hotel, two residential properties and 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 Company’s 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, 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 third quarter and full fiscal year 2015, whether as a result of new information, future events or otherwise.

Financial tables follow.

BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS


	June 30, 2015			December 31, 2014
	(in thousands, except for share amounts)
	(unaudited)
ASSETS

Real estate	$	18,207,934		$	18,231,978
Construction in progress		880,996			736,311
Land held for future development		277,327			268,114
Less: accumulated depreciation		(3,753,926	)		(3,547,659	)

Total real estate		15,612,331			15,688,744

Cash and cash equivalents		1,342,751			1,763,079
Cash held in escrows		252,558			487,321
Investments in securities		20,953			19,459
Tenant and other receivables, net of allowance for doubtful accounts of $1,061 and $1,142, respectively		55,183			46,595
Accrued rental income, net of allowance of $1,219 and $1,499, respectively		730,797			691,999
Deferred charges, net		771,419			831,744
Prepaid expenses and other assets		117,993			164,432
Investments in unconsolidated joint ventures		209,974			193,394

Total assets	$	19,113,959		$	19,886,767


LIABILITIES AND EQUITY

Liabilities:
Mortgage notes payable	$	4,269,808		$	4,309,484
Unsecured senior notes, net of discount		5,288,503			5,287,704
Unsecured exchangeable senior notes, net of discount		—			—
Unsecured line of credit		—			—
Mezzanine notes payable		309,148			309,796
Outside members’ notes payable		180,000			180,000
Accounts payable and accrued expenses		231,900			243,263
Dividends and distributions payable		112,892			882,472
Accrued interest payable		178,548			163,532
Other liabilities		448,480			502,255

Total liabilities		11,019,279			11,878,506


Commitments and contingencies		—			—


Noncontrolling interest:
Redeemable preferred units of the Operating Partnership		—			633


Redeemable interest in property partnership		106,233			104,692


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 June 30, 2015 and December 31, 2014, respectively		200,000			200,000
Common stock, $0.01 par value, 250,000,000 shares authorized, 153,552,831 and 153,192,845 shares issued and 153,473,931 and 153,113,945 shares outstanding at June 30, 2015 and December 31, 2014, respectively		1,535			1,531
Additional paid-in capital		6,293,556			6,270,257
Dividends in excess of earnings		(711,239	)		(762,464	)
Treasury common stock, at cost		(2,722	)		(2,722	)
Accumulated other comprehensive income (loss)		1,848			(9,304	)

Total stockholders’ equity attributable to Boston Properties, Inc.		5,782,978			5,697,298

Noncontrolling interests:
Common units of the Operating Partnership		614,988			603,171
Property partnerships		1,590,481			1,602,467

Total equity		7,988,447			7,902,936



Total liabilities and equity	$	19,113,959		$	19,886,767

BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three months ended June 30,						Six months ended June 30,
	2015			2014			2015			2014
	(in thousands, except for per share amounts)
Revenue
Rental
Base rent	$	486,609		$	463,239		$	977,291		$	918,257
Recoveries from tenants		86,795			81,382			175,388			163,316
Parking and other		26,552			26,300			51,340			50,633

Total rental revenue		599,956			570,921			1,204,019			1,132,206
Hotel revenue		13,403			12,367			22,488			20,560
Development and management services		4,862			6,506			10,190			11,722

Total revenue		618,221			589,794			1,236,697			1,164,488


Expenses
Operating
Rental		214,464			202,646			435,814			409,034
Hotel		8,495			7,315			16,071			14,112
General and administrative		22,284			23,271			51,075			53,176
Transaction costs		208			661			535			1,098
Depreciation and amortization		167,844			154,628			322,067			308,898

Total expenses		413,295			388,521			825,562			786,318


Operating income		204,926			201,273			411,135			378,170
Other income (expense)
Income from unconsolidated joint ventures		3,078			2,834			17,912			5,650
Interest and other income		1,293			2,109			2,700			3,420
Gains (losses) from investments in securities		(24	)		662			369			948
Interest expense		(108,534	)		(110,977	)		(217,291	)		(224,531	)

Income before gains on sales of real estate		100,739			95,901			214,825			163,657
Gains on sales of real estate		—			—			95,084			—

Net income		100,739			95,901			309,909			163,657
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships		(9,264	)		(7,553	)		(24,472	)		(11,907	)
Noncontrolling interest - redeemable preferred units of the Operating Partnership		(3	)		(320	)		(6	)		(939	)
Noncontrolling interest - common units of the Operating Partnership		(9,394	)		(8,883	)		(29,530	)		(15,010	)

Net income attributable to Boston Properties, Inc.		82,078			79,145			255,901			135,801
Preferred dividends		(2,618	)		(2,618	)		(5,207	)		(5,207	)

Net income attributable to Boston Properties, Inc. common shareholders	$	79,460		$	76,527		$	250,694		$	130,594


Basic earnings per common share attributable to Boston Properties, Inc. common shareholders:
Net income	$	0.52		$	0.50		$	1.63		$	0.85

Weighted average number of common shares outstanding		153,450			153,078			153,341			153,054


Diluted earnings per common share attributable to Boston Properties, Inc. common shareholders:
Net income	$	0.52		$	0.50		$	1.63		$	0.85


Weighted average number of common and common equivalent shares outstanding		153,815			153,238			153,845			153,203

BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)

(Unaudited)


	Three months ended June 30,						Six months ended June 30,
	2015			2014			2015			2014
	(in thousands, except for per share amounts)

Net income attributable to Boston Properties, Inc. common shareholders	$	79,460		$	76,527		$	250,694		$	130,594

Add:
Preferred dividends		2,618			2,618			5,207			5,207
Noncontrolling interest - common units of the Operating Partnership		9,394			8,883			29,530			15,010
Noncontrolling interest - redeemable preferred units of the Operating Partnership		3			320			6			939
Noncontrolling interests in property partnerships		9,264			7,553			24,472			11,907
Less:
Gains on sales of real estate		—			—			95,084			—


Income before gains on sales of real estate		100,739			95,901			214,825			163,657

Add:
Real estate depreciation and amortization (2)		171,384			159,272			320,138			317,786
Less:
Noncontrolling interests in property partnerships’ share of funds from operations		36,699			21,825			73,214			40,848
Noncontrolling interest - redeemable preferred units of the Operating Partnership		3			320			6			939
Preferred dividends		2,618			2,618			5,207			5,207


Funds from operations (FFO) attributable to the Operating Partnership common unitholders (including Boston Properties, Inc.)		232,803			230,410			456,536			434,449

Less:
Noncontrolling interest - common units of the Operating Partnership’s share of funds from operations		24,072			23,400			47,423			43,566


Funds from operations attributable to Boston Properties, Inc. common shareholders	$	208,731		$	207,010		$	409,113		$	390,883


Boston Properties, Inc.’s percentage share of funds from operations - basic		89.66	%		89.84	%		89.61	%		89.97	%


Weighted average shares outstanding - basic		153,450			153,078			153,341			153,054


FFO per share basic	$	1.36		$	1.35		$	2.67		$	2.55


Weighted average shares outstanding - diluted		153,815			153,623			153,845			153,831


FFO per share diluted	$	1.36		$	1.35		$	2.66		$	2.55

(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. common shareholders (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. common shareholders (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 $167,844, $154,628, $322,067 and $308,898 and our share of unconsolidated joint venture real estate depreciation and amortization of $3,886, $4,986, $(1,246) and $9,570, less corporate-related depreciation and amortization of $346, $342, $683 and $682 for the three and six months ended June 30, 2015 and 2014, respectively.

BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES


	% Leased by Location
	June 30, 2015			December 31, 2014
Boston		90.6	%		91.4	%
New York		90.5	%		90.9	%
San Francisco		89.2	%		88.3	%
Washington, DC		93.6	%		94.8	%

Total Portfolio		91.1	%		91.7	%


	% Leased by Type
	June 30, 2015			December 31, 2014
Class A Office Portfolio		91.4	%		91.8	%
Office/Technical Portfolio		84.7	%		87.7	%

Total Portfolio		91.1	%		91.7	%

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