DUKE REALTY INVESTMENTS INC - 10-K Annual Report

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
/X/ Annual report pursuant to section 13 or 15(d) of
the Securities Exchange Act of 1934 (Fee
Required) for the fiscal year ended December 31, 1996
-----------------
or
/ / Transition report pursuant to section 13 or
15(d) of the Securities Exchange Act of 1934
(No Fee Required) for the transition period
from to
------- -------
Commission file number 1-9044
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DUKE REALTY INVESTMENTS, INC.
-------------------------------------------------------------
(Exact name of registrant as specified in its charter)

Indiana 35-1740409
---------------------------------------- -----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

8888 Keystone Crossing, Suite 1200
Indianapolis, Indiana 46240
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(Address of principal executive offices) (Zip Code)
(317) 846-4700
--------------------------------
(Registrant's telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT: NONE.

Title of each class: Name of each exchange on which registered:
------------------- -----------------------------------------

Common Stock ($.01 par value) New York Stock Exchange

Series A Cumulative Redeemable New York Stock Exchange
Preferred Shares ($.01 par value)

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE.

Indicate by check mark whether the Registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
---- ----

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 Regulation S-K is not contained herein,
and will not be contained, to the best of Registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or
any amendment to this Form 10-K. ( )

The aggregate market value of the voting shares of the
Registrant's outstanding common shares held by non-affiliates
of the Registrant is $1,257,188,591 based on the last
reported sale price on March 7, 1997.

The number of Common Shares outstanding as of March 7, 1997
was 31,437,846 ($.01 par value).

DOCUMENTS INCORPORATED BY REFERENCE

Part III incorporates by reference the Registrant's Proxy
Statement related to the Annual Meeting of Shareholders to be
held April 24, 1997.

TABLE OF CONTENTS

FORM 10-K

Item No. Page(s)
-------- -------
PART I

1. Business................................................... 1 - 4
2. Properties................................................. 4 - 13
3. Legal Proceedings.......................................... 13
4. Submission of Matters to a Vote of Security Holders........ 13

PART II

5. Market for the Registrant's Common Stock and Related
Security Holder Matters.................................... 13
6. Selected Financial Data.................................... 14
7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................. 14 - 22
8. Financial Statements and Supplementary Data................ 22
9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure................................... 22

PART III

10. Directors and Executive Officers of the Registrant.... 23 - 25
11. Executive Compensation................................ 25
12. Security Ownership of Certain Beneficial Owners and
Management........................................... 25
13. Certain Relationships and Related Transactions........ 25

PART IV

14. Exhibits, Financial Statement Schedules and Reports on
Form 8-K.............................................. 25 - 50

Signatures...................................................... 51 - 52
Exhibits

When used in this Form 10-K Report, the words "believes,"
"expects," "estimates" and similar expressions are intended to
identify forward-looking statements. Such statements are subject
to certain risks and uncertainties which could cause actual
results to differ materially. In particular, among the factors
that could cause actual results to differ materially are
continued qualification as a real estate investment trust,
general business and economic conditions, competition, increases
in real estate construction costs, interest rates, accessibility
of debt and equity capital markets and other risks inherent in
the real estate business including tenant defaults, potential
liability relating to environmental matters and illiquidity of
real estate investments. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date hereof. The Company undertakes no obligation to
publicly release the results of any revisions to these forward-
looking statements which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence
of unanticipated events. Readers are also advised to refer to the
Company's Form 8-K Report as filed with the U.S. Securities and
Exchange Commission on March 29, 1996 for additional information
concerning these risks.

PART I

ITEM 1. BUSINESS

Duke Realty Investments, Inc. (the "Company") is a self-
administered and self-managed real estate investment trust
("REIT"). The Company began operations upon completion of its
initial public offering in February 1986. In October 1993, the
Company completed an additional common stock offering and
acquired the rental real estate and service businesses of Duke
Associates whose operations began in 1972. The Company's primary
business segment is the ownership and rental of industrial,
office and retail properties throughout the Midwest. As of
December 31, 1996, it owned interests in a diversified portfolio
of 266 rental properties comprising 31.2 million square feet
(including 17 properties and one expansion comprising 3.8 million
square feet under development). Substantially all of these
properties are located in the Company's primary markets of
Indianapolis, Indiana; Cincinnati, Cleveland, and Columbus, Ohio;
Detroit, Michigan; St. Louis, Missouri and Nashville, Tennessee.
In addition to its Rental Operations, the Company through its
Service Operations provides, on a fee basis, leasing, management,
construction, development and other real estate services for
approximately 8.7 million square feet of properties owned by
third parties. See Item 7, "Management's Discussion and Analysis
of Financial Condition and Results of Operations" and Item 8
"Financial Statements and Supplementary Data" for financial
information of these industry segments. The Company's rental
operations are conducted through Duke Realty Limited Partnership
(the "Operating Partnership"). In addition, the Company conducts
its service operations through Duke Realty Services Limited
Partnership and Duke Construction Limited Partnership, in which
the Company's wholly-owned subsidiary, Duke Services, Inc., is
the sole general partner. All references to the "Company" in this
Form 10-K Report include the Company and those entities owned or
controlled by the Company, unless the context indicates
otherwise. The Company has the largest commercial real estate
operations in Indianapolis and Cincinnati and is one of the
largest real estate companies in the Midwest.

The Company's headquarters and executive offices are located in
Indianapolis, Indiana. In addition, the Company has seven
regional offices located in Cincinnati, Ohio; Columbus, Ohio;
Cleveland, Ohio; Decatur, Illinois; Detroit, Michigan; Nashville,
Tennessee and St. Louis, Missouri. The Company had 480 employees
as of December 31, 1996.
- 1 -

BUSINESS STRATEGY

The Company's business objective is to increase its Funds From
Operations ("FFO") by (i) maintaining and increasing property
occupancy and rental rates through the aggressive management of
its portfolio of existing properties; (ii) expanding existing
properties; (iii) developing and acquiring new properties; and
(iv) providing a full line of real estate services to the
Company's tenants and to third-parties. FFO is defined by the
National Association of Real Estate Investment Trusts as net
income or loss excluding gains or losses from debt restructuring
and sales of property plus depreciation and amortization, and
after adjustments for minority interest, unconsolidated
partnerships and joint ventures (adjustments for minority
interests, unconsolidated partnerships and joint ventures are
calculated to reflect FFO on the same basis). While management
believes that FFO is a relevant measure of the Company's
operating performance because it is widely used by industry
analysts to measure the operating performance of equity REITs,
such amount does not represent cash flow from operations as
defined by generally accepted accounting principles, should not
be considered as an alternative to net income as an indicator of
the Company's operating performance, and is not indicative of
cash available to fund all cash flow needs. As a fully integrated
commercial real estate firm, the Company believes that its in-
house leasing, management, development and construction services
and the Company's significant base of commercially zoned and
unencumbered land in existing business parks should give the
Company a competitive advantage in its future development
activities.

The Company believes that the analysis of real estate
opportunities and risks can be done most effectively at regional
or local levels. As a result, the Company intends to continue
its emphasis on increasing its market share and effective rents
in its primary markets within the Midwest. The Company also
expects to utilize its approximately 1,200 acres of unencumbered
land and its many business relationships with more than 2,800
commercial tenants to expand its build-to-suit business
(development projects substantially pre-leased to a single
tenant) and to pursue other development and acquisition
opportunities in its primary markets and elsewhere in the
Midwest. The Company believes that this regional focus will
allow it to assess market supply and demand for real estate more
effectively as well as to capitalize on its strong relationships
with its tenant base.

The Company's policy is to seek to develop and acquire Class A
commercial properties located in markets with high growth
potential for Fortune 500 companies and other quality regional and
local firms. The Company's industrial and suburban office
development focuses on business parks and mixed-use developments
suitable for development of multiple projects on a single site
where the Company can create and control the business environment.
These business parks and mixed-use developments generally include
restaurants and other amenities which the Company believes will
create an atmosphere that is particularly efficient and desirable.
The Company's retail development focuses on community, power and
neighborhood centers in its existing markets. As a fully
integrated real estate company, the Company is able to arrange for
or provide to its industrial, office and retail tenants not only
well located and well maintained facilities, but also additional
services such as build-to-suit construction, tenant finish
construction, expansion flexibility and advertising and marketing
services.

Consistent with its business strategy of expanding in attractive
Midwestern markets, the Company carefully analyzed the real
estate investment potential of several major Midwestern
metropolitan areas. Based on this analysis, management concluded
that the St. Louis and Cleveland markets offer attractive real
estate investment returns in the industrial and suburban office
markets based on the following factors: (i) fragmented
competition; (ii) strong real estate fundamentals; and (iii)
favorable economic conditions.
- 2 -

In 1995, the Company established a regional office in St. Louis
and acquired 463,000 square feet of suburban office properties
and 153 acres of land for the future development of industrial
properties. In February 1996, the Company acquired a 782,000
gross square foot suburban office portfolio and the operating
personnel of an independent real estate developer and operator in
Cleveland. The Company has aggressively pursued the development
and acquisition of additional rental properties in both the St.
Louis and Cleveland markets.

All of the Company's properties are located in areas that include
competitive properties. Such properties are generally owned by
institutional investors, other REITs or local real estate
operators; however, no single competitor or small group of
competitors is dominant in the Company's markets. The supply and
demand of similar available rental properties may affect the
rental rates the Company will receive on its properties. Based
upon the current occupancy rates in the Company and competitive
properties, the Company believes there will not be significant
competitive pressure to lower rental rates in the near future.

FINANCING STRATEGY

The Company seeks to maintain a well-balanced, conservative and
flexible capital structure by: (i) currently targeting a ratio of
long-term debt to total market capitalization in the range of 25%
to 40%; (ii) extending and sequencing the maturity dates of its
debt; (iii) borrowing primarily at fixed rates; (iv) generally
pursuing current and future long-term debt financings and
refinancings on an unsecured basis; and (v) maintaining
conservative debt service and fixed charge coverage ratios.
Management believes that these strategies have enabled and should
continue to enable the Company to access the debt and equity
capital markets for their long-term requirements such as debt
refinancings and financing development and acquisitions of
additional rental properties. The Company has raised
approximately $626 million through public debt and equity
offerings during the three years ended December 31, 1996. Based
on these offerings, the Company has demonstrated its abilities to
access the public markets as a source of capital to fund future
growth. In addition, as discussed under Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of
Operations," the Company has a $150 million unsecured line of
credit available for short-term fundings of development and
acquisition of additional rental properties. The Company's debt
to total market capitalization ratio (total market capitalization
is defined as the total market value of all outstanding Common
and Preferred Shares and units of limited partnership interest
("Units") in the Operating Partnership plus outstanding
indebtedness) at March 7, 1997 was 25.3%. The Company's ratio of
earnings to debt service and ratio of earnings to fixed charges
for the year ended December 31, 1996 were 2.60x and 2.18x,
respectively. In computing the ratio of earnings to debt service,
earnings have been calculated by adding debt service to income
before gains or losses on property sales and minority interest in
earnings of the Operating Partnership. Debt service consists of
interest expense and recurring principal amortization (excluding
maturities) and excludes amortization of debt issuance costs. In
computing the ratio of earnings to fixed charges, earnings have
been calculated by adding fixed charges, excluding capitalized
interest, to income before gains or losses on property sales and
minority interest in earnings of the Operating Partnership. Fixed
charges consist of interest costs, whether expensed or
capitalized, the interest component of rental expense,
amortization of debt issuance costs and preferred stock dividend
requirements. Management believes these measures to be consistent
with its financing strategy.

OTHER

The Company's operations are not dependent on a single or few
customers as no single customer accounts for more than 2% of the
Company's total revenue. The Company's operations are not subject
to any significant seasonal fluctuations. The Company believes it
is in compliance with environmental regulations and does not
anticipate material effects of continued compliance.
- 3 -

For additional information regarding the Company's investments
and operations, see Item 7, "Management's Discussion and Analysis
of Financial Condition and Results of Operations," and Item 8,
"Financial Statements and Supplementary Data." For additional
information about the Company's business segments see Item 8,
"Financial Statements and Supplementary Data."

ITEM 2. PROPERTIES

As of December 31, 1996, the Company owns an interest in a
diversified portfolio of 266 commercial properties encompassing
approximately 31.2 million net rentable square feet (including 17
properties and one expansion comprising 3.8 million square feet
under development) located primarily in five states and
approximately 1,200 acres of land for future development. The
properties are described on the following pages.
- 4 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest Ship Expanded (Acres) (sq.ft.) 12/31/96
- --------- ---------- --------- ------------ ------- -------- ----------

IN-SERVICE
- ----------
INDUSTRIAL
- ----------

INDIANAPOLIS, INDIANA
PARK 100 BUSINESS PARK
Building 38 Fee 100% 1978 1.11 6,000 100%
Building 48 Fee 50% [1] 1984 8.63 127,410 100%
Building 49 Fee 50% [1] 1982 4.55 89,600 100%
Building 50 Fee 50% [1] 1982 4.09 51,200 100%
Building 52 Fee 50% [1] 1983 2.70 34,800 100%
Building 53 Fee 50% [1] 1984 4.23 76,800 100%
Building 54 Fee 50% [1] 1984 4.42 76,800 100%
Building 55 Fee 50% [1] 1984 3.83 43,200 100%
Building 56 Fee 50% [1] 1984 15.94 300,000 100%
Building 57 Fee 50% [1] 1984 7.70 128,800 100%
Building 58 Fee 50% [1] 1984 8.03 128,800 100%
Building 59 Fee 50% [1] 1985 5.14 83,200 100%
Building 60 Fee 50% [1] 1985 4.78 83,200 62%
Building 62 Fee 50% [1] 1986 7.70 128,800 100%
Building 67 Fee 50% [1] 1987 4.23 72,350 100%
Building 68 Fee 50% [1] 1987 4.23 72,360 100%
Building 71 Fee 50% [1] 1987 9.06 193,400 100%
Building 74 Fee 10%-50% [2] 1988 12.41 257,400 100%
Building 76 Fee 10%-50% [2] 1988 5.10 81,695 100%
Building 78 Fee 10%-50% [2] 1988 21.80 512,777 100%
Building 79 Fee 100% 1988 4.47 66,000 100%
Building 80 Fee 100% 1988 4.47 66,000 100%
Building 83 Fee 100% 1989 5.34 96,000 100%
Building 84 Fee 100% 1989 5.34 96,000 100%
Building 85 Fee 10%-50% [2] 1989 9.70 180,100 100%
Building 89 Fee 10%-50% [2] 1990 11.28 311,600 100%
Building 91 Fee 10%-50% [2]1990/1996 7.53 196,800 100%
Building 92 Fee 10%-50% [2] 1991 4.38 45,917 100%
Building 95 Fee 100% 1993 15.23 336,000 100%
Building 96 Fee 100% 1994 27.69 553,900 100%
Building 97 Fee 100% 1994 13.38 280,800 80%
Building 98 Fee 100% 1968/1995 37.34 508,306 100%
Building 99 Fee 50% [3] 1994 18.00 364,800 100%
Building 100 Fee 100% 1995 7.00 117,500 100%
Building 101 Fee 50% [1] 1983 4.37 45,000 92%
Building 105 Fee 50% [1] 1983 4.64 41,400 100%
Building 106 Fee 50% [1] 1978 4.64 41,400 100%
Building 107 Fee 100% 1984 3.56 58,783 40%
Building 108 Fee 50% [1] 1983 6.36 60,300 86%
Building 109 Fee 100% 1985 4.80 46,000 77%
Building 113 Fee 50% [1] 1987 6.20 72,000 100%
Building 114 Fee 50% [1] 1987 6.20 56,700 98%
Building 117 Fee 10%-50% [2] 1988 13.36 135,600 99%
Building 120 Fee 10%-50% [2] 1989 4.54 54,982 86%
Building 122 Fee 100% 1990 6.17 73,274 100%
Building 125 Fee 100% 1994/1996 13.81 195,080 100%
Building 126 Fee 100% 1984 4.04 60,100 100%
Building 127 Fee 100% 1995 6.50 93,600 100%
Building 128 Fee 100% 1996 14.40 322,000 100%
Building 129 Fee 100% 1996 16.00 320,000 54%
Building 130 Fee 100% 1996 9.70 152,000 73%
G'town Centre Bldg 1 Fee 100% 1987 5.85 111,883 51%
G'town Centre Bldg 2 Fee 100% 1987 5.81 72,120 95%
G'town Centre Bldg 3 Fee 100% 1987 5.10 45,536 56%
PARK FLETCHER
Building 2 Fee 50% [1] 1970 1.31 20,160 100%
Building 4 Fee 50% [1] 1974 1.73 23,000 100%
Building 6 Fee 50% [1] 1971 3.13 36,180 75%
Building 7 Fee 50% [1] 1974 3.00 41,900 80%
Building 8 Fee 50% [1] 1974 2.11 18,000 100%

- 5 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest ship Expanded (Acres) (sq.ft.) 12/31/96
- -------- ---------- ------- ----------- ------- -------- --------

Building 14 Fee 100% 1978 1.39 19,480 100%
Building 15 Fee 50% [1] 1979 5.74 72,800 93%
Building 16 Fee 50% [1] 1979 3.17 35,200 100%
Building 18 Fee 50% [1] 1980 5.52 43,950 100%
Building 21 Fee 50% [1] 1983 2.95 37,224 100%
Building 22 Fee 50% [1] 1983 2.96 48,635 100%
Building 26 Fee 50% [1] 1983 2.91 28,340 53%
Building 27 Fee 25% [1] 1985 3.01 39,178 100%
Building 28 Fee 25% [1] 1985 7.22 93,880 100%
Building 29 Fee 50% [1] 1987 7.16 92,044 100%
Building 30 Fee 50% [1] 1989 5.93 78,568 100%
Building 31 Fee 50% [1] 1990 2.62 33,029 85%
Building 32 Fee 50% [1] 1990 5.43 67,297 100%

SHADELAND STATION
Buildings 204 & 205 Fee 100% 1984 4.09 48,600 100%

HUNTER CREEK BUSINESS PARK
Building 1 Fee 10%-50% [2] 1989 5.97 86,500 100%
Building 2 Fee 10%-50% [2] 1989 8.86 202,560 100%

HILLSDALE TECHNECENTER
Building 1 Fee 50% [1] 1986 9.16 73,436 100%
Building 2 Fee 50% [1] 1986 5.50 83,600 100%
Building 3 Fee 50% [1] 1987 5.50 84,050 100%
Building 4 Fee 100% 1987 7.85 73,874 100%
Building 5 Fee 100% 1987 5.44 67,500 93%
Building 6 Fee 100% 1987 4.25 64,000 100%

Franklin Road Fee 100% 1962,1971 28.00 338,925 96%
Business Center 1971,1974[4]

Palomar Business Fee 100% 1973 4.50 99,350 100%
Center

Nampac Fee 100% 1974 6.20 83,200 100%

NORTH AIRPORT PARK
Thomson Consumer Fee 50% [5] 1996 52.00 599,040 100%
Electronics

6060 Guion Road Fee 100% 1968/1974/ 14.05 175,840 100%
1977

4750 Kentucky Ave. Fee 100% 1974 11.01 125,000 100%

4316 W. Minnesota Fee 100% 1970 10.40 121,465 100%

CARMEL, INDIANA
HAMILTON CROSSING
Building 1 Fee 100% 1989 4.70 51,825 100%

GREENWOOD, INDIANA
SOUTH PARK BUSINESS CENTER
Building 2 Fee 100% 1990 7.10 86,806 90%

LEBANON, INDIANA
LEBANON BUSINESS PARK
American Air Filter Fee 100% 1996 10.40 153,600 100%
Little, Brown and Co. Fee 50% [5] 1996 31.60 500,455 100%

CINCINNATI, OHIO
PARK 50 TECHNECENTER
Building 20 Fee 100% 1987 8.37 96,000 100%
Building 25 Fee 100% 1989 12.20 78,328 91%

GOVERNOR'S POINTE
4700 Building Fee 100% 1987 5.51 76,400 96%
4800 Building Fee 100% 1989 7.07 80,000 100%
4900 Building Fee 100% 1987 9.41 77,652 100%

- 6 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest ship Expanded (Acres) (sq.ft.) 12/31/96
- -------- -------- --------- ----------- ------- -------- --------

WORLD PARK
Building 5 Fee 100% 1987 5.00 59,700 100%
Building 6 Fee 100% 1987 7.26 92,400 100%
Building 7 Fee 100% 1987 8.63 96,000 100%
Building 8 Fee 100% 1989 14.60 192,000 78%
Building 9 Fee 100% 1989 4.47 58,800 91%
Building 11 Fee 100% 1989 8.98 96,000 100%
Building 14 Fee 100% 1989 8.91 166,400 100%
Building 15 Fee 100% 1990 6.50 93,600 100%
Building 16 Fee 100% 1989 7.00 93,600 100%
MicroAge Fee 50% [1] 1994 15.10 304,000 100%

ENTERPRISE BUSINESS PARK
Building 1 Fee 100% 1990 7.52 87,400 91%
Building 2 Fee 100% 1990 7.52 84,940 100%
Building A Fee 100% 1987 2.65 20,888 100%
Building B Fee 100% 1988 2.65 34,940 95%
Building D Fee 100% 1989 5.40 60,322 71%

TRI-COUNTY BUSINESS PARK
Xetron Fee 10% [6] 1994 29.00 100,193 100%

FAIRFIELD BUSINESS PARK
Building D Fee 100% 1990 3.23 40,223 100%
Building E Fee 100% 1990 6.07 75,600 100%

OTHER INDUSTRIAL - CINCINNATI
U.S. Post Office Fee 40% [7] 1992 2.60 57,886 100%
Building
University Moving Fee 100% 1991 4.95 70,000 100%
Creek Road Fee 100% 1971 2.05 38,715 100%
Building I
Creek Road Fee 100% 1971 2.63 53,210 100%
Building II
Cornell Commerce Fee 100% 1989 9.91 167,695 93%
Center
Mosteller Dist. Ctr. Fee 100% 1957 [8] 25.80 357,796 64%
Perimeter Park Fee 100% 1991 2.92 28,100 100%
Building A
Perimeter Park Fee 100% 1991 3.84 30,000 100%
Building B

COLUMBUS, OHIO
Pet Foods Bldg. Fee 100% 1993/1995 16.22 276,000 100%
MBM Building Fee 100% 1978 3.98 83,000 100%

SOUTH POINTE BUSINESS CENTER
South Pointe A Fee 100% 1995 14.06 293,824 100%
South Pointe B Fee 100% 1996 13.16 307,200 100%

HEBRON, KENTUCKY
SOUTHPARK BUSINESS CENTER
Building 1 Fee 100% 1990 7.90 96,000 43%
Building 3 Fee 100% 1991 10.79 192,000 100%
CR Services Fee 100% 1994 22.50 214,840 100%
Redken Laboratories Fee 100% 1994 28.79 166,400 100%

LOUISVILLE, KENTUCKY
Dayco Fee 50% [1] 1995 30.00 282,539 100%

FLORENCE, KENTUCKY
Empire Commerce Ctr. Fee 100% 1973/1980 11.62 148,445 100%

DECATUR, ILLINOIS
PARK 101 BUSINESS CENTER
Building 3 Fee 100% 1979 5.76 75,600 79%
Building 8 Fee 100% 1980 3.16 50,400 84%

- 7 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest Ship Expanded (Acres) (sq.ft.) 12/31/96
- -------- -------- --------- ----------- ------- -------- --------

NASHVILLE, TENNESSEE
HAYWOOD OAKS TECHNECENTER
Building 2 Fee 100% 1988 2.94 50,400 100%
Building 3 Fee 100% 1988 2.94 52,800 100%
Building 4 Fee 100% 1988 5.23 46,800 94%
Building 5 Fee 100% 1988 5.23 61,171 94%
Building 6 Fee 100% 1989 10.53 113,400 100%
Building 7 Fee 100% 1995 8.24 66,873 100%

Greenbriar Fee 100% 1986 10.73 134,759 98%
Business Park

Keebler Building Fee 100% 1985 4.39 36,150 100%

MILWAUKEE, WISCONSIN
S.F. Music Box Bldg. Fee 33.33% [9] 1993 8.90 153,600 100%

ST. LOUIS, MISSOURI
I-70 Center Fee 100% 1986 4.57 76,240 85%
1920 Beltway Fee 100% 1986 4.44 70,000 100%
Interamerican Fee 100% 1996 21.24 403,200 71%
Alfa Laval Fee 100% 1996 12.76 129,500 100%

OFFICE
- ------

INDIANAPOLIS, INDIANA
PARK 100 BUSINESS PARK
Building 34 Fee 100% 1979 2.00 22,272 89%
Building 116 Fee 100% 1988 5.28 35,700 84%
Building 118 Fee 100% 1988 6.50 35,700 100%
Building 119 Fee 100% 1989 6.50 53,300 100%
CopyRite Bldg. Fee 50% [3] 1992 3.88 48,000 100%

WOODFIELD AT THE CROSSING
Two Woodfield Fee 100% 1987 7.50 117,818 78%
Crossing
Three Woodfield Fee 100% 1989 13.30 259,777 94%
Crossing

PARKWOOD CROSSING
One Parkwood Fee 100% 1989 5.93 108,281 100%
Two Parkwood Fee 100% 1996 5.96 93,300 100%

SHADELAND STATION
7240 Shadeland Fee 66.67% [10] 1985 2.14 45,585 99%
Station
7330 Shadeland Fee 100% 1988 4.50 42,619 100%
Station
7340 Shadeland Fee 100% 1989 2.50 32,235 100%
Station
7351 Shadeland Fee 100% 1983 2.14 27,740 100%
Station
7369 Shadeland Fee 100% 1989 2.20 15,551 100%
Station
7400 Shadeland Fee 100% 1990 2.80 49,544 100%
Station

KEYSTONE AT THE CROSSING
F.C. Tucker Fee/ Ground 100% 1978 N/A 4,840 100%
Building Lease [11]
3520 Commerce Ground/Bldg. 100% 1976 N/A 30,000 100%
Crossing Lease [12]
8465 Keystone Fee 100% 1983 1.31 28,298 93%

Community MOB Fee 100% 1995 4.00 39,205 100%

CARMEL, INDIANA
CARMEL MEDICAL CENTER
Building I Fee/Ground 100% 1985 N/A 40,060 77%
Lease [13]
Building II Fee/Ground 100% 1989 N/A 39,973 94%
Lease [13]

- 8 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest ship Expanded (Acres) (sq.ft.) 12/31/96
- -------- --------- --------- ----------- ------- -------- --------

GREENWOOD, INDIANA
SOUTH PARK BUSINESS CENTER
Building 1 Fee 100% 1989 5.40 39,715 97%
Building 3 Fee 100% 1990 3.25 35,900 100%

St. Francis Fee/Ground 100% 1995 N/A 95,579 85%
Medical Building Lease [14]

CINCINNATI, OHIO
GOVERNOR'S HILL
8600 Governor's Fee 100% 1986 10.79 200,584 97%
Hill
8700 Governor's Fee 100% 1985 4.98 58,617 100%
Hill
8790 Governor's Fee 100% 1985 5.00 58,177 95%
Hill
8800 Governor's Fee 100% 1985 2.13 28,700 100%
Hill

GOVERNOR'S POINTE
4605 Governor's Fee 100% 1990 8.00 175,485 100%
Pointe
4705 Governor's Fee 100% 1988 7.50 140,984 100%
Pointe
4770 Governor's Fee 100% 1986 4.50 76,037 94%
Pointe

PARK 50 TECHNECENTER
SDRC Building Fee 100% 1991 13.00 221,215 100%
Building 17 Fee 100% 1985 8.19 70,644 97%

DOWNTOWN CINCINNATI
311 Elm Street Ground/Bldg. 100% 1902/1986 N/A 90,127 100%
Lease [15] [16]
312 Plum Street Fee 100% 1987 0.69 230,489 66%
312 Elm Street Fee 100% 1992 1.10 378,786 97%

KENWOOD
Kenwood Commons Fee 50% [17] 1986 2.09 46,145 100%
Building I
Kenwood Commons Fee 50% [17] 1986 2.09 46,434 96%
Building II
Ohio National Fee 100% 1996 9.00 212,125 98%

TRI-COUNTY
Triangle Office Park Fee 100% 1965/1985 15.64 172,650 82%
Park [18]
Tri-County Fee 100% 1971,1973 11.27 102,166 82%
Office Park 1982 [19]
Executive Plaza I Fee 100% 1980 5.83 87,912 99%
Executive Plaza II Fee 100% 1981 5.02 88,885 100%

BLUE ASH
West Lake Center Fee 100% 1981 11.76 179,974 90%
Lake Forest Place Fee 100% 1985 13.50 217,264 94%
Huntington Bank Fee 100% 1986 0.94 3,235 100%
Building

OTHER OFFICE - CINCINNATI
Fidelity Drive Fee 100% 1972 8.34 38,000 100%
Building
Franciscan Fee/Ground 100% 1996 N/A 36,634 100%
Health System Lease[20]

COLUMBUS, OHIO
TUTTLE CROSSING
4600 Lakehurst Fee 100% 1990 7.66 106,300 100%
(Sterling 1)
4650 Lakehurst Fee 100% 1990 13.00 164,639 100%
(Litel)
5555 Parkcenter Fee 100% 1992 6.09 83,971 100%
(Xerox)
4700 Lakehurst Fee 100% 1994 3.86 49,600 100%
(Indiana
Insurance)
Sterling 2 Fee 100% 1995 3.33 57,660 100%
John Alden Fee 100% 1995 6.51 101,112 100%
Cardinal Health Fee 100% 1995 10.95 132,854 100%
Nationwide Fee 100% 1996 17.90 315,102 100%
Sterling 3 Fee 100% 1996 3.56 64,500 100%

Metrocenter III Fee 100% 1983 5.91 73,757 100%
Veterans Admin. Fee 100% 1994 4.98 118,000 100%
Clinic
Scioto Corp. Ctr. Fee 100% 1987 7.58 57,251 98%
Center

- 9 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest ship Expanded (Acres) (sq.ft.) 12/31/96
- ---------- -------- ------- ----------- ------ -------- --------

CLEVELAND, OHIO
Rock Run - North Fee 100% 1984 5.00 60,272 100%
Rock Run - Center Fee 100% 1985 5.00 61,174 100%
Rock Run - South Fee 100% 1986 5.00 63,107 100%
Freedom Square I Fee 100% 1980 2.59 39,622 100%
Freedom Square II Fee 100% 1987 7.41 115,156 100%
Corporate Plaza I Fee 100% 1989 6.10 112,951 100%
Corporate Plaza II Fee 100% 1991 4.90 103,638 100%
One Corporate Fee 100% 1989 5.30 87,739 95%
Exchange
Corporate Center I Fee 100% 1985 5.33 104,402 77%
Corporate Center II Fee 100% 1987 5.32 99,260 83%
Corporate Place Fee 100% 1988 4.50 84,768 90%
Corporate Circle Fee 100% 1983 6.65 120,444 98%

LIVONIA, MICHIGAN
SEVEN MILE CROSSING
38705 Seven Mile Fee/Ground 100% 1988 N/A 113,066 96%
Lease [21]
38701 Seven Mile Fee/Ground 100% 1989 N/A 132,153 99%
Lease [21]

ST. LOUIS, MISSOURI
Laumeier I Fee 100% 1987 4.29 113,852 97%
Laumeier II Fee 100% 1988 4.64 110,541 100%
Westview Place Fee 100% 1988 2.69 114,722 99%
Westmark Fee 100% 1987 6.95 123,889 100%

RETAIL
- ------

INDIANAPOLIS, INDIANA
PARK 100 BUSINESS PARK
Building 32 Fee 100% 1978 0.82 14,504 79%
Building 121 Fee 100% 1989 2.27 19,716 76%

CASTLETON CORNER
Michael's Plaza Fee 100% 1984 4.50 46,374 100%
Cub Plaza Fee 100% 1986 6.83 60,136 95%

FORT WAYNE, INDIANA
Coldwater Crossing Fee 100% 1990 35.38 246,365 88%

GREENWOOD, INDIANA
GREENWOOD CORNER
First Indiana Fee 100% 1988 1.00 2,400 100%
Bank Branch
Greenwood Corner Fee 100% 1986 7.45 50,840 46%
Shoppes

DAYTON, OHIO
Sugarcreek Plaza Fee 100% 1988 17.46 77,940 93%

CINCINNATI, OHIO
Governor's Plaza Fee 100% 1990 35.00 181,493 100%
King's Mall Fee 100% 1990 5.68 52,661 98%
Shopping Center I
King's Mall Fee 100% 1988 8.90 67,725 93%
Shopping Center II
Steinberg's Fee 100% 1993 1.90 21,008 100%
Park 50 Plaza Fee 100% 1989 2.20 18,000 43%
Kohl's Fee 100% 1994 12.00 80,684 100%
Sports Unlimited Fee 100% 1994 7.00 67,148 100%
Eastgate Square Fee 100% 1990/1996 11.60 94,182 100%
Office Max Fee 100% 1995 2.25 23,484 100%
Sofa Express - Fee 100% 1995 1.13 15,000 100%
Governor's Plaza
Bigg's Supercenter Fee 100% 1996 14.00 157,791 100%

- 10 -

Net Percent
Company's Year Land Rentable Occupied
Name/ Ownership Owner- Constructed/ Area Area at
Location Interest ship Expanded (Acres) (sq.ft.) 12/31/96
- ---------- -------- ------- ----------- ------- -------- --------

BLOOMINGTON, ILLINOIS
Lakewood Plaza Fee 100% 1987 11.23 87,010 92%

CHAMPAIGN, ILLINOIS
Market View Fee 100% 1985 8.50 86,553 90%

COLUMBUS, OHIO
Galyans Trading Co. Fee 100% 1994 4.90 74,636 100%
Tuttle Retail Ctr. Fee 100% 1995/1996 13.44 144,244 100%

UNDER CONSTRUCTION
- ------------------
Net Percent
Company's Expected Land Rentable Pre-Leased
Ownership Owner- In-service Area Area at
Interest ship Date (Acres) (sq.ft.) 12/31/96
-------- ------- ---------- ------- -------- --------
INDUSTRIAL
- ----------

INDIANAPOLIS, INDIANA
PARK FLETCHER BUSINESS PARK
Building 33 Fee 50% [1] Jan-97 7.50 112,000 36%

PARK 100 BUSINESS PARK
Building 131 Fee 100% May-97 21.00 404,900 100%
Building 96 Exp. Fee 100% Mar-97 8.40 183,950 100%

NORTH AIRPORT PARK
Building 2 Fee 100% May-97 22.50 377,280 34%

LEBANON, INDIANA
LEBANON BUSINESS PARK
Purity Wholesale Fee 100% Jul-97 32.60 556,248 100%
Pamida Fee 100% May-97 14.90 200,000 100%

HEBRON, KENTUCKY
Skyport Building I Fee 100% May-97 15.10 316,800 0%

CLEVELAND, OHIO
Mr. Coffee Fee 100% Aug-97 35.00 458,000 100%

EARTH CITY, MISSOURI
Earth City Fee 100% Feb-97 14.70 244,800 0%
Building 52

NASHVILLE, TENNESSEE
HAYWOOD OAKS TECHNECENTER
Building 8 Fee 100% Sep-97 15.44 71,500 0%

OFFICE
- ------

INDIANAPOLIS, INDIANA
PARKWOOD CROSSING
Three Parkwood Fee 100% Jul-97 6.24 121,246 0%

RIVER ROAD
Software Artistry Fee 100% Jan-98 6.90 100,000 80%

COLUMBUS, OHIO
TUTTLE CROSSING
Parkwood Place Fee 100% Jun-97 9.08 156,000 100%
CompManagement Fee 100% Oct-97 4.46 67,841 59%

CLEVELAND, OHIO
Freedom Square III Fee 100% Jul-97 2.00 71,025 0%
Landerbrook Fee 100% Nov-97 8.00 106,571 21%

- 11 -

Net Percent
Company's Expected Land Rentable Pre-Leased
Ownership Owner- In-service Area Area at
Interest ship Date (Acres) (sq.ft.) 12/31/96
-------- ------- ---------- ------- -------- --------

RETAIL
- ------

CINCINNATI, OHIO
Fountain Place Fee 25% [22] Sep-97 1.98 232,301 90%

FLORENCE,
KENTUCKY
Sofa Express Fee 100% Jul-97 1.78 20,250 100%
-------- ----------
2133.05 31,202,862
======== ==========

[1] These buildings are owned by a limited liability company in which
the Company is a 50.1% member. The Company shares in the profit or loss
from such buildings in accordance with the Company's ownership interest. This
limited liability company owns a 50% general partnership interest in Park
Fletcher Buildings 27 and 28 and shares in the profit or loss from these
buildings in accordance with the limited liability company's interest.

[2] These buildings are owned by a partnership in which the Company
is a partner. The Company owns a 10% capital interest in the partnership
and receives a 50% interest in the residual cash flow after payment of a 9%
preferred return to the other partner on its capital interest.

[3] This building is owned in partnership with a tenant of the
building. The Company owns a 50% general partnership interest in the
partnership. The Company shares in the profit or loss from the building in
accordance with such ownership interest.

[4] This building was constructed in three phases; 1962, 1971 and 1974.

[5] This building was contributed to the limited liability company
referenced in footnote [1] in 1996.

[6] This building is owned by a partnership in which the Company
owns a 10% limited partnership interest. The Company shares in the cash flow
from the building in accordance with such ownership interest.

[7] This building is owned by a limited partnership in which the
Company has a 1% general partnership interest and a 39% limited partnership
interest. The Company shares in the profit or loss from such building in
accordance with the Company's ownership interest.

[8] This building was renovated in 1996.

[9] This building is owned by a partnership in which the Company
owns a 33.33% limited partnership interest. The Company shares in the profit
or loss from the building in accordance with such ownership interest.

[10] The Company owns a 66.67% general partnership interest in the
partnership owning this building. The Company shares in the profit or
loss of this building in accordance with the Company's ownership interest.

[11] The Company owns the building and has a leasehold interest in the
land underlying this building with a lease term expiring October 31, 2067.

[12] The Company has a leasehold interest in this building with a
lease term expiring May 9, 2006.

[13] The Company owns these buildings and has a leasehold interest in
the land underlying these buildings, with the lease term expiring November
16, 2043.

[14] The Company owns this building and has a leasehold interest in the
land underlying this building with a lease term expiring August 2045, with
two 20-year options to renew.

[15] The Company has a leasehold interest in the building and the
underlying land with a lease term expiring March 31, 2020. The Company has
an option to purchase the fee interest in the property throughout the term
of the lease.

[16] This building was renovated in 1986.

[17] These buildings are owned by a partnership in which the Company
has a 50% general partnership interest. The Company shares in the profit
or loss from such buildings in accordance with such ownership interest.

[18] This building was renovated in 1985.
- 12 -

[19] Tri-County Office Park consists of four buildings. One was built
in 1971, two were built in 1973, and one was built in 1982.

[20] The Company owns this building and has a leasehold interest in
the land underlying this building with a lease term expiring June 2095.

[21] The Company owns these buildings and has a leasehold interest in
the land underlying these buildings with a lease term expiring May 31, 2057.

[22] These buildings are owned through a limited liability company in
which the partnership is a 25% member. The limited liability company will own
a 57.5% interest in the Fountain Place retail project.

ITEM 3. LEGAL PROCEEDINGS

There are no pending legal proceedings to which the Company or any
subsidiary was a party or to which any of their property is
subject other than routine litigation incidental to the Company's
business. In the opinion of management, such litigation is not
material to the Company's business operations or financial
condition.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to a vote of security holders during the
fourth quarter of the year ended December 31, 1996.

PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

The Company's Common Shares are listed for trading on the New York
Stock Exchange, symbol DRE. The following table sets forth the
high and low sales prices of the Common Stock for the periods
indicated and the dividend paid per share during each such period.
Comparable cash dividends are expected in the future. As of March
1, 1997, there were 3,164 record holders of Common Shares.

1996 1995
--------------------------- -----------------------
QUARTER ENDED HIGH LOW DIVIDEND HIGH LOW DIVIDEND
------------- ---- ----- -------- ---- ----- --------

December 31 $38.63 $32.63 $ .51 $31.75 $27.63 $ .49
September 30 33.25 29.00 .51 31.63 27.63 .49
June 30 30.50 28.38 .49 29.25 26.25 .47
March 31 32.50 29.13 .49 27.88 25.13 .47

On January 30, 1997, the Company declared a quarterly cash dividend
of $0.51 per share payable on February 28, 1997 to common
shareholders of record on February 14, 1997. Following is a summary
of the taxable nature of the Company's dividends for the three
years ended December 31:

1996 1995 1994
-------- -------- --------

Total dividends
per share $ 2.00 $ 1.92 $ 1.84
====== ====== =======
Percent taxable as
ordinary income 99.10% 85.51% 78.18%
Percent taxable as
long-term capital
gains - .82% -
Percent non-taxable
as return of capital .90% 13.67% 21.82%
------- ------- ------
100.00% 100.00% 100.00%
======= ======= ======

Dividends per share of $1.78 and $1.48 were required for the
Company to maintain its REIT status in 1996 and 1995,
respectively.
- 13 -

ITEM 6. SELECTED CONSOLIDATED FINANCIAL DATA

The following sets forth selected consolidated financial and
operating information on a historical basis for the Company for
each of the years in the five year period ended December 31,
1996. The following information should be read in conjunction
with Item 7, "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and Item 8, the "Financial
Statements and Supplementary Data" included in this Form 10-K (in
thousands, except per share amounts):

1996 1995 1994 1993 1992
------- ------ ------ ------ -----

RESULTS OF OPERATIONS:
Revenues:
Rental Operations $162,160 $113,641 $ 89,299 $33,648 $17,675
Service Operations 19,929 17,777 18,473 5,654 -
------- ------- ------- ------ ------
TOTAL REVENUES $182,089 $131,418 $107,772 $39,302 $17,675
======= ======= ======= ====== ======
NET INCOME (LOSS)
AVAILABLE FOR COMMON
SHARES $ 50,872 $ 35,019 $ 26,216 $ 5,013 $ (653)
======= ======= ======= ======= ======
PER SHARE DATA (1):
Net Income (Loss)
per Common Share $ 1.81 $ 1.54 $ 1.53 $ 0.92 $ (0.32)
Dividends per Common
Share 2.00 1.92 1.84 1.68 1.68
Weighted Average Common
Shares Outstanding 28,067 22,679 17,139 5,459 2,045

BALANCE SHEET DATA
(AT DECEMBER 31):
Total Assets $1,361,142 $1,045,588 $774,901 $632,885 $121,881
Total Debt $ 525,815 $ 454,820 $298,640 $248,433 $ 80,707
Total Preferred
Equity $ 72,288 - - - -
Total Shareholders'
Equity $ 754,932 $ 534,789 $445,384 $347,038 $ 36,129
Total Common Shares
Outstanding (1) 29,486 24,152 20,391 16,046 2,045
OTHER DATA:
Funds From Operations
(2) $ 76,079 $ 54,746 $ 38,198 $ 11,064 $ 3,764
Cash Flow Provided by
(Used by):
Operating activities $ 95,135 $ 78,620 $ 51,873 $ 14,363 $ 5,453
Investing activities (276,748) (289,569)(116,238)(315,025) (710)
Financing activities 181,220 176,243 94,733 310,717 (4,952)

(1)Information for 1993 and 1992 has been adjusted for the 1 for
4.2 reverse stock split effected prior to the completion of the
1993 reorganization. The number of shares excludes the
outstanding minority interest partnership units which are
exchangeable on a one-for-one basis for shares of Common Stock.

(2)Funds From Operations, is defined by the National Association
of Real Estate Investment Trusts as net income or loss
excluding gains or losses from debt restructuring and sales of
property plus depreciation and amortization, and after
adjustments for minority interest, unconsolidated partnerships
and joint ventures (adjustments for minority interests,
unconsolidated partnerships and joint ventures are calculated
to reflect Funds From Operations on the same basis). Funds From
Operations does not represent cash flow from operations as
defined by generally accepted accounting principles, should not
be considered as an alternative to net income as an indicator
of the Company's operating performance, and is not indicative
of cash available to fund all cash flow needs. In March 1995,
NAREIT issued a clarification of its definition of FFO
effective for years beginning after December 31, 1995. The
clarification provides that amortization of deferred financing
costs and depreciation of non-rental real estate assets are no
longer to be added back to net income in arriving at FFO. The
Company adopted these changes effective January 1, 1996, and the
calculations of FFO for the years ended December 31, 1995, 1994,
1993 and 1992 have been revised accordingly.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

The Company's operating results depend primarily upon income from
the rental operations of its industrial, office and retail
properties located in its primary markets. This income from
rental operations is substantially influenced by the supply and
demand for the Company's rental space in its primary markets. In
addition, the Company's continued growth is dependent upon its
ability to maintain occupancy rates and increase rental rates on
its in-service portfolio and to continue development and
acquisition of additional rental properties.

The Company's primary markets in the Midwest have continued to
offer strong and stable local economies and have provided
attractive new development opportunities because of their central
location, established
- 14 -

manufacturing base, skilled work force and moderate labor costs.
Consequently, the Company's occupancy rate of its in-service
portfolio has exceeded 92.0% the last two years and was 95.0% at
December 31, 1996. The Company expects to maintain its overall
occupancy at comparable levels and also expects to increase
rental rates as leases are renewed or new leases are executed.
This stable occupancy as well as increasing rental rates should
improve the Company's results of operations from its in-service
properties. The Company's strategy for continued growth also
includes developing and acquiring additional rental properties in
its primary markets and expanding into other attractive
Midwestern markets.

A new statistic that the Company started tracking in 1996 is Same
Property Performance which compares those properties that were
fully in-service for all of 1995 and 1996. Because of the rapid
growth of the Company, this population of properties only
represented about 42.2% of the in-service portfolio at year end.
As a result of the loss of a 90,000 square foot downtown
Cincinnati office tenant in 1996, along with the effects of a
property tax reassessment in another downtown Cincinnati
property, Same Property FFO increased only 1.1%. Without the
decrease in the downtown Cincinnati portfolio, Same Property FFO
increase for this portfolio would have been 2.7%.

The following table sets forth information regarding the
Company's in-service portfolio of rental properties as of
December 31, 1996 and 1995 (square feet in thousands):

Total Percent of
Square Feet Total Square Feet Percent Occupied
--------------- ----------------- ----------------

Type 1996 1995 1996 1995 1996 1995
------- ---- ---- ---- ---- ---- ----
INDUSTRIAL
Service
Centers 3,151 2,802 11.5% 14.0% 94.0% 94.7%
Bulk 15,173 10,890 55.4% 54.3% 95.1% 96.5%
OFFICE
Suburban 6,319 3,874 23.1% 19.3% 96.6% 94.7%
CBD 699 699 2.5% 3.5% 87.1% 92.3%
Medical 370 332 1.3% 1.6% 92.8% 90.3%
RETAIL 1,690 1,476 6.2% 7.3% 93.7% 93.8%
------ ----- ------ ------
Total 27,402 20,073 100.0% 100.0% 95.0% 95.4%
====== ====== ====== ======

Management expects occupancy of the in-service property portfolio
to remain stable because (i) only 10.7% and 12.3% of the
Company's occupied square footage is subject to leases expiring
in 1997 and 1998, respectively, and (ii) the Company's renewal
percentage averaged 80%, 65% and 73% in 1996, 1995 and 1994,
respectively.
- 15 -

The following table reflects the Company's in-service lease
expiration schedule as of December 31, 1996, by product type
indicating square footage and annualized net effective rents under
expiring leases (in thousands, except per square foot amounts):

Industrial Office Retail Total
Portfolio Portfolio Portfolio Portfolio
-------------- -------------- ---------------- ------------
Yr.of Sq. Sq. Sq. Sq.
Exp. Ft. Rent Ft. Rent Ft. Rent Ft. Rent
----- ----- ----- ---- ----- ---- ----- ---- ------

1997 2,003 $ 8,163 713 $ 7,357 73 $ 744 2,789 $16,264
1998 2,303 8,628 777 8,382 110 1,168 3,190 18,178
1999 2,254 9,798 919 9,936 116 1,180 3,289 20,914
2000 2,119 8,451 809 9,831 103 1,262 3,031 19,544
2001 2,496 9,869 855 9,393 115 1,299 3,466 20,561
2002 443 2,076 731 7,771 110 1,063 1,284 10,910
2003 292 1,766 243 2,773 39 364 574 4,903
2004 923 3,759 97 1,143 13 125 1,033 5,027
2005 1,440 4,552 540 6,356 177 1,505 2,157 12,413
2006 1,854 5,952 344 4,258 5 66 2,203 10,276
There-
after 1,263 4,141 1,030 13,439 722 6,120 3,015 23,700
------ ------ ----- ------ ----- ------ ------ -------
Total
Leased 17,390 $67,155 7,058 $80,639 1,583 $14,896 26,031 $162,690
====== ====== ===== ====== ===== ====== ====== =======
Total
Port. 18,324 7,388 1,690 27,402
====== ===== ===== ======
Annualized net
effective rent
per square foot
leased $ 3.86 $ 11.43 $ 9.41 $ 6.25
====== ====== ====== ======

This stable occupancy, along with increasing rental rates in each
of the Company's markets, will allow the in-service portfolio to
continue to provide a comparable or increasing level of earnings
from rental operations. The Company also expects to realize
growth in earnings from rental operations through (i) the
development and acquisition of additional rental properties in
its primary markets; (ii) the expansion into other attractive
Midwestern markets; and (iii) the completion of the 3.8 million
square feet of properties under development at December 31, 1996
over the next five quarters. The 3.8 million square feet of
properties under development should provide future earnings from
rental operations growth for the Company as they are placed in
service as follows (in thousands, except percentages):

Anticipated Estimated Anticipated
In-Service Square Percent Project Stabilized
Date Feet Pre-Leased Costs Return
-------------- ------ ---------- --------- -----------

1st Quarter 1997 762 58% $ 21,309 11.6%
2nd Quarter 1997 1,234 54% 39,976 11.6%
3rd Quarter 1997 1,531 81% 50,827 11.1%
4th Quarter 1997
and thereafter 274 52% 28,240 12.3%
----- -------
3,801 66% $140,352 11.6%
===== =======

- 16 -

RESULTS OF OPERATIONS

A summary of the Company's operating results and property
statistics for each of the years in the three-year period ended
December 31, 1996 is as follows (in thousands, except number of
properties and per share amounts):

1996 1995 1994
-------- -------- ----------

Rental Operations revenue $162,160 $113,641 $89,299
Service Operations revenue 19,929 17,777 18,473
Earnings from Rental Operations 54,158 37,244 26,929
Earnings from Service Operations 6,436 6,569 7,075
Operating income 55,875 40,277 30,743
Net income available for common
shares $ 50,872 $ 35,019 $26,216
Weighted average common shares
outstanding 28,067 22,679 17,139
Net income per common share $ 1.81 $ 1.54 $ 1.53

Number of in-service properties
at end of year 249 201 127
In-service square footage at end
of year 27,402 20,073 12,896
Under development square footage
at end of year 3,801 3,448 2,362

COMPARISON OF YEAR ENDED DECEMBER 31, 1996 TO YEAR ENDED DECEMBER 31, 1995
--------------------------------------------------------------------------
Rental Operations
-----------------

The Company increased its in-service portfolio of rental
properties from 201 properties comprising 20.1 million square
feet at December 31, 1995 to 249 properties comprising 27.4
million square feet at December 31, 1996 through the acquisition
of 34 properties totaling 3.4 million square feet and the
placement in service of 16 properties and four building
expansions totaling 4.1 million square feet developed by the
Company.

The Company also disposed of two properties totaling 182,000
square feet. These 48 net additional rental properties primarily
account for the $48.5 million increase in revenues from Rental
Operations from 1995 to 1996. The increase from 1995 to 1996 in
rental expenses, real estate taxes and depreciation and
amortization expense is also a result of the additional 48 in-
service rental properties.

Interest expense increased by approximately $9.9 million. This
increase was primarily because of interest expense on the $150.0
million of unsecured notes which the Company issued in September
1995. These notes bear interest at an effective rate of 7.46%
and were outstanding a full year in 1996 as compared to
approximately three months in 1995. The Company also issued $90.0
million of unsecured debt under its medium-term note program in
1996 which bears interest at a weighted average rate of 7.20%.
The proceeds from these debt issuances were used to fund
development and acquisition of additional rental properties
during 1995 and 1996.

As a result of the above mentioned items, earnings from rental
operations increased $17.0 million from $37.2 million for the
year ended December 31, 1995 to $54.2 million for the year ended
December 31, 1996.

Service Operations
------------------

Service Operations revenues increased from $17.8 million to $19.9
million for the year ended December 31, 1996 as compared to the
year ended December 31, 1995 primarily as a result of increases
in construction management fee revenue because of an increase in
construction volume. Service Operations expenses increased from
$11.2 million to $13.5 million for the year ended December 31,
1996 as compared to the year ended December 31, 1995 primarily as
a result of an increase in operating expenses resulting from the
overall growth of the Company and the additional regional offices
opened in 1995 and 1996.
- 17 -

As a result of the above-mentioned items, earnings from Service
Operations decreased from $6.6 million to $6.4 million for the
years ended December 31, 1995 and 1996, respectively.

General and Administrative Expense
----------------------------------

General and administrative expense increased from $3.5 million
for the year ended December 31, 1995 to $4.7 million for the year
ended December 31, 1996 primarily as a result of increased state
and local taxes due to the growth in revenues and net income of
the Company. Property advertising expense as well as certain
public company expenses also increased as a result of the
expanding size of the Company.

Other Income (Expense)
---------------------

Interest income decreased from $1.9 million for the year ended
December 31, 1995 to $1.2 million for the year ended December 31,
1996 as a result of the temporary short-term investment of a
greater amount of excess proceeds from the 1995 debt and equity
offerings compared to excess proceeds interest from the 1996 debt
and equity offerings.

During the year ended December 31, 1996, the Company sold a
251,000 square foot corporate headquarters facility to John Alden
Life Insurance Company in Miami, Florida pursuant to a purchase
option contained in John Alden's original agreement to lease the
building. The project was sold for approximately $32.9 million
and the Company recognized a gain of approximately $1.6 million
on the sale. The Company also realized gains totaling $2.9
million in 1996 related to the sale of a retail center and
several parcels of land.

Net Income Available for Common Shares
--------------------------------------

Net income available for common shares for the year ended
December 31, 1996 was $50.9 million compared to net income
available for common shares of $35.0 million for the year ended
December 31, 1995. This increase results primarily from the
changes in the operating results of rental and service operations
explained above.

COMPARISON OF YEAR ENDED DECEMBER 31, 1995 TO YEAR ENDED DECEMBER 31, 1994
--------------------------------------------------------------------------

Rental Operations
-----------------

The Company increased its in-service portfolio of rental
properties from 127 properties comprising 12.9 million square
feet at December 31, 1994 to 201 properties comprising 20.1
million square feet at December 31, 1995 through the acquisition
of 60 properties totaling 4.6 million square feet and the
placement in service of 17 properties and two building expansions
totaling 3.2 million square feet developed by the Company. The
Company also disposed of three properties totaling 570,000 square
feet. These 74 net additional rental properties primarily account
for the $24.3 million increase in revenues from Rental Operations
from 1994 to 1995.

The increase from 1994 to 1995 in rental expenses, real estate
taxes and depreciation and amortization expense is also a result
of the additional 74 in-service rental properties.

Interest expense increased by approximately $2.5 million. This
increase was primarily because of interest expense on the $150.0
million of unsecured notes which the Company issued in September
1995. These notes bear interest at an effective rate of 7.46%. The
proceeds from these notes were used to (i) retire the outstanding
balance of $35.0 million on the Company's unsecured line of
credit; (ii) retire $39.5 million of mortgage debt
- 18 -

which had a weighted average interest rate of 6.08% and was
scheduled to reset at a market interest rate in the fourth
quarter of 1995; and (iii) fund development and acquisition of
additional rental properties during the fourth quarter of 1995.

As a result of the above mentioned items, earnings from rental
operations increased $10.3 million from $26.9 million for the
year ended December 31, 1994 to $37.2 million for the year ended
December 31, 1995.

Service Operations
------------------

Earnings from Service Operations decreased by approximately
$500,000 in 1995 as compared to 1994. This decrease results
primarily from a decrease in construction fees even though total
construction volume remained consistent. This decrease in fees
resulted from certain contracts with above-market fees in 1994
which were not obtained in 1995. Property management, maintenance
and leasing fees remained consistent from 1994 to 1995. Payroll
expense decreased from 1994 to 1995 as a result of the allocation
of a greater portion of these costs to the Company's Rental
Operations segment. Other operating expenses did not change
materially.

Other Income (Expense)
---------------------

Interest income increased from $1.1 million for the year ended
December 31, 1994 to $1.9 million for the year ended December 31,
1995 as a result of the temporary short-term investment of excess
proceeds from the 1995 debt and equity offerings.

As part of its October 1993 acquisition of Duke Associates, the
Company acquired an option to purchase an interest in an entity
which provided telecommunication services to tenants in
properties owned and managed by the Company. At the time the option
was acquired, the option was not considered to have value because of
recurring net operating losses by such entity. Subsequent to the
acquisition of the option, the entity made changes in its operations,
principally entering into new contracts for the purchase of
telecommunication services and the provision of billing services,
which significantly improved its operating results. As a result
of these improvements in operating results, the entity entered
into an agreement to sell its telecommunications business to an
unaffiliated third party at an amount significantly in excess of
the Company's option price. The net proceeds from the sale were
then loaned to a subsidiary of the Company with a mortgage on
certain property. The Company subsequently exercised its option
to acquire the interest in this entity and recognized a gain of
approximately $2.0 million based on the difference between its
option price and the net proceeds received from the sale to the
unaffiliated third-party. Such gain is included in earnings from
property sales in 1994.

Net Income Available for Common Shares
--------------------------------------

Net income available for common shares for the year ended
December 31, 1995 was $35.0 million compared to net income
available for common shares of $26.2 million for the year ended
December 31, 1994. This increase results primarily from the
changes in the operating result of rental and service operations
explained above.

LIQUIDITY AND CAPITAL RESOURCES

Net cash provided by operating activities totaling $95.1 million,
$78.6 million and $51.9 million for the years ended December 31,
1996, 1995 and 1994, respectively, represents the primary source of
liquidity to fund distributions to shareholders and minority
interests and to fund recurring costs associated with the
renovation
- 19 -

and re-letting of the Company's properties. The primary reason
for the increases in net cash provided by operating activities
is, as discussed above under "Results of Operations," the
increase in net income each year resulting from the expansion of
the in-service portfolio through development and acquisitions of
additional rental properties.

Net cash used by investing activities totaling $276.7 million,
$289.6 million and $116.2 million for the years ended December
31, 1996, 1995 and 1994, respectively, represents the investment
of funds by the Company to expand its portfolio of rental
properties through the development and acquisition of additional
rental properties. In 1996, $328.4 million was invested in the
development and acquisition of additional rental properties and
land held for development and $9.9 million was used for recurring
building and tenant improvements and leasing costs. Included in
the $328.4 million of development and acquisition of rental
properties and land held for development for the year ended
December 31, 1996 is $44.5 million related to the acquisition of
eight suburban office buildings totaling 782,000 gross square
feet in Cleveland, Ohio. The purchase price of these eight
buildings was approximately $76.0 million which included the
assumption of $23.1 million of mortgage debt and the issuance of
$8.4 million of units of partnership interest in the Company's
operating partnership. Also in 1996, the Company sold two
properties and several parcels of land and received $50.8 million
of net sales proceeds. These proceeds were used to fund a portion
of the 1996 development and acquisition activity. In 1995, $250.3
million was invested in the development and acquisition of
additional rental properties and land held for development and
$8.6 million was used for recurring building and tenant
improvements and leasing costs. In 1994, $106.9 million was
invested in the development and acquisition of additional rental
properties and land held for development and $5.9 million was
used for recurring building and tenant improvements and leasing
costs.

Net cash provided by financing activities totaling $181.2
million, $176.2 million and $94.7 million for the years ended
December 31, 1996, 1995 and 1994, respectively, is comprised of
debt and equity issuances, net of distributions to shareholders
and minority interests and repayments of outstanding
indebtedness. In March 1996, the Company received $125.3 million
of net proceeds from a common stock offering which was used to
pay down amounts outstanding on the unsecured line of credit.
During 1996, the Company also received $5.5 million of net
proceeds from the issuance of common stock under its Direct Stock
Purchase and Dividend Reinvestment Plan. The Company used these
net proceeds to fund the development and acquisition of
additional rental properties. In August 1996, the Company
received $72.3 million of net proceeds from a preferred stock
offering. In July 1996, the Company issued $40.0 million of
unsecured debt under its medium-term note program. These notes
mature in July 2000 and bear interest at 7.28%. In November 1996,
the Company issued $50.0 million of unsecured debt under its
medium-term note program. These notes mature in November 2004 and
bear interest at 7.14%. The Company used the net proceeds from
the preferred offering and the two medium-term note offerings to
pay off approximately $82.5 million of existing secured debt
which was scheduled to mature in the fourth quarter of 1996 or
early 1997 and the remainder to fund the development and
acquisition of additional rental properties. In 1995, the Company
received $96.3 million of net proceeds from a common stock
offering and used the proceeds to fund development and
acquisition of additional rental properties. In 1995, the Company
also received $150.0 million from an unsecured debt offering and
used the proceeds to retire outstanding mortgage indebtedness and
to fund acquisition and development of additional rental
properties. In 1994, the Company received $92.1 million of net
proceeds from a common stock offering and $60.0 million from a
seven-year mortgage loan. Of the $152.1 million of these
proceeds, the Company used $16.1 million to retire outstanding
mortgage indebtedness, and the remainder primarily to fund
development and acquisition of additional rental properties.
- 20 -

The recurring capital needs of the Company are funded primarily
through the undistributed net cash provided by operating
activities. A analysis of the Company's recurring capital
expenditures is as follows (in thousands):

1996 1995 1994
------- ------- -------

Tenant improvements $6,048 $ 4,312 $ 3,056
Leasing costs 3,032 3,519 2,407
Building improvements 780 757 474
----- ------ ------
Total $9,860 $ 8,588 $ 5,937
===== ====== ======

The Company has a $150.0 million unsecured line of credit
available to fund the development and acquisition of additional
rental properties and to provide working capital as needed. This
line of credit matures in April 1998 and bears interest at the 30-
day London Interbank Offered Rate ("LIBOR") plus 1.25%.
Borrowings of $24.0 million under this line of credit as of
December 31, 1996 bear interest at an effective rate of 6.9375%.
The Company also has a demand $10.0 million secured line of
credit which is available to provide working capital. This
facility bears interest payable monthly at the 30-day LIBOR rate
plus .75%. Borrowings of $10.0 million are outstanding on this
line of credit at December 31, 1996 and bear interest at an
effective rate of 6.23%. The current 30-day LIBOR rate as of
March 3, 1997 is 5.4375%.

The Company currently has on file two Form S-3 Registration
Statements with the Securities and Exchange Commission (the
"Shelf Registrations") which have remaining availability as of
December 31, 1996 of $470.0 million to issue additional common
stock, preferred stock or unsecured debt securities. The Company
intends to issue additional securities under such Shelf
Registrations to fund the development and acquisition of
additional rental properties.

The total debt outstanding at December 31, 1996 consists of notes
totaling $525.8 million with a weighted average interest rate of
7.55% maturing at various dates through 2017. The Company has
$264.0 million of unsecured debt and $261.8 million of secured
debt outstanding at December 31, 1996. Scheduled principal
amortization of such debt totaled $2.1 million for the year
ended December 31, 1996. A summary of the scheduled future
amortization and maturities of the Company's indebtedness is as
follows (in thousands):

Repayments
------------------------------------- Weighted Average
Scheduled Interest Rate of
Year Amortization Maturities Total Future Repayments
------ ------------ ---------- -------- -----------------

1997 $ 3,388 $ 10,000 $ 13,388 6.72%
1998 4,410 70,590 75,000 7.07%
1999 5,146 28,470 33,616 6.17%
2000 3,227 44,853 48,080 7.38%
2001 2,930 59,954 62,884 8.72%
2002 3,189 50,000 53,189 7.36%
2003 902 68,216 69,118 8.48%
2004 978 50,000 50,978 7.15%
2005 1,064 100,000 101,064 7.48%
2006 1,160 - 1,160 7.46%
Thereafter 17,338 - 17,338 7.61%
------ ------- -------
Total $43,732 $482,083 $525,815 7.55%
====== ======= =======

The $10.0 million of maturities in 1997 represents the
outstanding balance as of December 31, 1996 on the Company's
demand secured line of credit.

The Company intends to pay regular quarterly dividends from net
cash provided by operating activities. A quarterly dividend of
$.51 per common share was declared on January 30, 1997 which
represents an annualized dividend of $2.04 per share.
- 21 -

FUNDS FROM OPERATIONS

Management believes that Funds From Operations ("FFO"), which is
defined by the National Association of Real Estate Investment
Trusts as net income or loss excluding gains or losses from debt
restructuring and sales of property plus depreciation and
amortization, and after adjustments for minority interest,
unconsolidated partnerships and joint ventures (adjustments for
minority interest, unconsolidated partnerships and joint ventures
are calculated to reflect FFO on the same basis), is the industry
standard for reporting the operations of real estate investment
trusts.

The following reflects the calculation of the Company's FFO for
the years ended December 31 (in thousands):

1996 1995 1994
------- ------- -------

Net income available for common
shares $50,872 $35,019 $ 26,216
Add back:
Depreciation and amortization 31,363 23,118 16,785
Share of joint venture
depreciation and amortization 1,890 411 352
Earnings from property sales (4,532) (283) (2,198)
Minority interest share of
add-backs (3,514) (3,519) (2,957)
------- ------ -------
FUNDS FROM OPERATIONS $76,079 $54,746 $ 38,198
====== ====== =======

CASH FLOW PROVIDED BY (USED BY):
Operating activities $ 95,135 $ 78,620 $ 51,873
Investing activities (276,748) (289,569) (116,238)
Financing activities 181,220 176,243 94,733

The increase in FFO for the three-year period results primarily
from the increased in-service rental property portfolio as
discussed above under "Results of Operations."

In March 1995, NAREIT issued a clarification of its definition of
FFO effective for years beginning after December 31, 1995. The
clarification provides that amortization of deferred financing
costs and depreciation of non-rental real estate assets are no
longer to be added back to net income in arriving at FFO. The
Company adopted these changes effective January 1, 1996, and the
calculations of FFO for the years ended December 31, 1995 and
1994 have been revised accordingly.

While management believes that FFO is the most relevant and
widely used measure of the Company's operating performance, such
amount does not represent cash flow from operations as defined by
generally accepted accounting principles, should not be
considered as an alternative to net income as an indicator of the
Company's operating performance, and is not indicative of cash
available to fund all cash flow needs.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The financial statements and supplementary data are included under
Item 14 of this Report.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS AND ON
ACCOUNTING FINANCIAL DISCLOSURE

None.
- 22 -

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The information required by this Item for Directors and certain
Executive Officers will be contained in a definitive proxy
statement which the Registrant anticipates will be filed no later
than March 24, 1997, which proxy statement is incorporated herein
by reference, and thus this part has been omitted in accordance
with General Instruction G(3) to Form 10-K.

The following information is provided regarding the executive
officers of the Company who do not serve as Directors of the
Company:

GARY A. BURK
Age 45, President of Construction Services and Executive Vice
President of Duke Services, Inc. - Mr. Burk joined the Company in
1979, and has been responsible for the Company's construction
management operations since 1986.

WILLIAM J. DEBOER
Age 41, Vice President of Construction Services - Mr. DeBoer
joined the Company in 1983. Prior to that time, Mr. DeBoer was
with Tousley Bixler Construction, an Indianapolis general
contractor.

ROSS C. FARRO
Age 53, Vice President, Cleveland Group - Mr. Farro joined the
Company in January 1996 and is responsible for the Cleveland
activities of the Company. Prior to joining the Company, Mr.
Farro was an independent real estate developer and operator.

ROBERT D. FESSLER
Age 39, Vice President, Ohio Industrial Group - Mr. Fessler
joined the Company in 1987 and is responsible for the Cincinnati
industrial activities of the Company. Prior to joining the
Company, Mr. Fessler was a leasing representative with Trammel
Crow.

JOHN R. GASKIN
Age 35, Vice President, General Counsel and Secretary - Mr.
Gaskin joined the Company in 1990. Prior to joining the Company,
Mr. Gaskin worked as an associate attorney in a mid-size
Indianapolis, Indiana law firm.

JAMES W. GRAY
Age 36, Vice President, Cincinnati Office Group - Mr. Gray
joined the Company in 1989 and has been responsible for the
Company's Cincinnati office activities since 1994. Prior to
that time, Mr. Gray was Vice President and General Counsel of
Brian Properties, Inc., a Chicago area commercial real estate
developer.

RICHARD W. HORN
Age 39, Vice President of Acquisitions - Mr. Horn joined the
Company in 1984. Mr. Horn is responsible for the acquisition
activities of the Company and also oversees the Nashville and
Michigan operations of the Company.
- 23 -

DONALD J. HUNTER
Age 37, Vice President, Columbus Group - Mr. Hunter joined the
Company in 1989 and is responsible for the Columbus activities
of the Company. Prior to joining the Company, Mr. Hunter was
with Cushman and Wakefield, a national real estate firm.

STEVEN R. KENNEDY
Age 40, Vice President of Construction Services - Mr. Kennedy
joined the Company in 1986. Prior to that time, Mr. Kennedy was
a Project Manager for Charles Pankow Builders, Inc.

WAYNE H. LINGAFELTER
Age 37, Vice President, Indiana Office Group - Mr. Lingafelter
joined the Company in 1987 and is responsible for the Indiana
office activities of the Company. Prior to that time, Mr.
Lingafelter was with the management consulting firm of DRI, Inc.

WILLIAM E. LINVILLE, III
Age 42, Vice President, Industrial Group - Mr. Linville joined
the Company in 1987 and is responsible for all industrial
activities of the Company. Prior to that time, Mr. Linville was
Vice President and Regional Manager of the CB Commercial
Brokerage Office in Indianapolis.

DAVID R. MENNEL
Age 42, General Manager of Services Operations and President and
Treasurer of Duke Services, Inc.- Mr. Mennel was with the
accounting firm of Peat, Marwick & Mitchell Co. and the property
development firm of Melvin Simon & Associates before joining the
Company in 1978.

MICHAEL L. MYRVOLD
Age 41, Vice President, Retail Group - Mr. Myrvold joined the
Company in 1995 and is responsible for retail activities of the
Company. Prior to joining the Company, Mr. Myrvold was Vice
President of Real Estate of the Melville Realty Co., Inc.

JOHN M. NEMECEK
Age 41, President of Asset/Property Management - Mr. Nemecek
joined the Company in 1994. Prior to joining the Company, Mr.
Nemecek was the Senior Vice President/Florida Division of Compass
Real Estate.

DENNIS D. OKLAK
Age 43, Vice President and Treasurer - Mr. Oklak joined the
Company in 1986 and has served as Tax Manager and Controller of
Development. Prior to joining the Company, Mr. Oklak was a
Senior Manager with the public accounting firm of Deloitte
Haskins + Sells.

JEFFREY G. TULLOCH
Age 52, Vice President and General Manager, Cincinnati Group -
Mr. Tulloch joined the Company in 1995 and is responsible for
all Cincinnati activities of the Company. Mr. Tulloch was Senior
Vice President of the Galbreath Company before joining the
Company.

Section 16(a) of the Securities Exchange Act of 1934, as amended,
requires the Company's officers and directors, and persons who
own more than 10% of the Company's Common Stock, to file reports
of ownership and changes in ownership with the Securities and
Exchange Commission. Officers, directors
- 24 -

and greater than 10% shareholders are required by Securities and
Exchange Commission regulation to furnish the Company with copies
of all Section 16(a) forms they file. Information regarding
Section 16(a) filings will be contained in a definitive proxy
statement which the Registrant anticipates will be filed no later
than March 24, 1997, which proxy statement is incorporated herein
by reference, and thus this part has been omitted in accordance
with General Instruction G(3) to Form 10-K.

ITEM 11, 12, 13 EXECUTIVE COMPENSATION, SECURITY OWNERSHIP OF
CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS.

The information required by Item 11, Item 12 and Item 13 will be
contained in a definitive proxy statement which the Registrant
anticipates will be filed no later than March 24, 1997, which
proxy statement is incorporated herein by reference, and thus
this part has been omitted in accordance with General Instruction
G(3) to Form 10-K.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8-K

(A) DOCUMENTS FILED AS PART OF THIS REPORT.

1. CONSOLIDATED FINANCIAL STATEMENTS:

Index
-----

Independent Auditors' Report
Consolidated Balance Sheets, December 31, 1996 and 1995
Consolidated Statements of Operations, Years Ended December 31, 1996,
1995 and 1994
Consolidated Statements of Cash Flows, Years Ended December 31, 1996,
1995 and 1994
Consolidated Statements of Shareholders' Equity, Years Ended
December 31, 1996, 1995 and 1994
Notes to Consolidated Financial Statements

2. CONSOLIDATED FINANCIAL STATEMENT SCHEDULES

Index
-----

Schedule III - Real Estate and Accumulated Depreciation

EDGAR Financial Data Schedule
-----------------------------

Exhibit 27 - Financial Data Schedule for year ended December
31, 1996 (EDGAR filing only)

Other schedules are omitted for the reasons that they are not
required, are not applicable, or the required information is
set forth in the financial statements or notes thereto.

- 25 -

INDEPENDENT AUDITORS' REPORT

To the Shareholders and Directors of
Duke Realty Investments, Inc.:

We have audited the consolidated financial statements of Duke
Realty Investments, Inc. and Subsidiaries as listed in the
accompanying index. In connection with our audits of the
consolidated financial statements, we also have audited the
financial statement schedule as listed in the accompanying
index. These consolidated financial statements and the
financial statement schedule are the responsibility of the
Company's management. Our responsibility is to express an
opinion on the consolidated financial statements and the
financial statement schedule based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used
and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the
financial position of Duke Realty Investments, Inc. and
Subsidiaries as of December 31, 1996 and 1995, and the results
of their operations and their cash flows for each of the years
in the three-year period ended December 31, 1996, in conformity
with generally accepted accounting principles. Also, in our
opinion, the related financial statement schedule, when
considered in relation to the basic consolidated financial
statements taken as a whole, presents fairly, in all material
respects, the information set forth therein.

KPMG PEAT MARWICK LLP
Indianapolis, Indiana
January 29, 1997

- 26 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

December 31,
-----------------------------
1996 1995
------ -------
ASSETS
------

Real estate investments:
Land and improvements $ 140,391 $ 91,550
Buildings and tenant improvements 1,041,040 712,614
Construction in progress 44,060 96,698
Land held for development 65,185 62,637
--------- --------
1,290,676 963,499
Accumulated depreciation (82,207) (56,335)
--------- --------

Net real estate investments 1,208,469 907,164

Cash 5,334 5,727
Accounts receivable, net of allowance
of $709 and $624 5,260 5,184
Accrued straight-line rents, net of
allowance of $841 10,956 8,101
Receivables on construction contracts 12,859 9,462
Investments in unconsolidated companies 79,362 67,771
Deferred financing costs, net of
accumulated amortization of $3,529
and $2,072 8,127 8,141
Deferred leasing and other costs,
net of accumulated amortization
of $8,239 and $4,959 24,404 20,620
Escrow deposits and other assets 6,371 13,418
--------- ---------
$1,361,142 $1,045,588
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------

Indebtedness:
Secured debt $ 261,815 $ 259,820
Unsecured notes 240,000 150,000
Unsecured line of credit 24,000 45,000
--------- ----------
525,815 454,820

Construction payables and amounts
due subcontractors 23,167 21,410
Accounts payable 1,585 1,132
Accrued real estate taxes 14,888 10,374
Accrued interest 4,437 3,461
Other accrued expenses 7,312 5,504
Other liabilities 8,312 5,490
Tenant security deposits and prepaid rents 7,611 3,872
------- -------
Total liabilities 593,127 506,063
------- -------

Minority interest 13,083 4,736
------- -------

Shareholders' equity:
Series A preferred shares and paid-in
capital ($.01 par value); 5,000 shares
authorized; 300 shares issued and
outstanding in 1996 72,288 -
Common shares and paid-in capital
($.01 par value); 45,000 shares
authorized; 29,486 and 24,152 shares
issued and outstanding 731,107 578,529
Distributions in excess of net income (48,463) (43,740)
-------- --------
Total shareholders' equity 754,932 534,789
-------- --------

$1,361,142 $1,045,588
========= ==========

See accompanying Notes to Consolidated Financial Statements.
- 27 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Year ended December 31,
-----------------------------
1996 1995 1994
------ -------- ------

RENTAL OPERATIONS:
Revenues:
Rental income $156,392 $112,931 $88,243
Equity in earnings of
unconsolidated companies 5,768 710 1,056
------- ------- -------
162,160 113,641 89,299
------- ------- -------
Operating expenses:
Rental expenses 29,843 20,953 17,158
Real estate taxes 14,244 9,683 8,256
Interest expense 31,344 21,424 18,920
Depreciation and
amortization 32,571 24,337 18,036
------- ------ ------
108,002 76,397 62,370
------- ------ ------
Earnings from rental
operations 54,158 37,244 26,929
------- ------ ------

SERVICE OPERATIONS:
Revenues:
Property management,
maintenance and leasing
fees 11,496 11,138 11,084
Construction management
and development fees 6,895 5,582 6,107
Other income 1,538 1,057 1,282
------ ------ -------
19,929 17,777 18,473
------ ------ -------

Operating expenses:
Payroll 9,176 7,606 8,141
Maintenance 1,526 1,344 1,069
Office and other 2,791 2,258 2,188
------ ------ ------
13,493 11,208 11,398
------ ------ ------

Earnings from service operations 6,436 6,569 7,075
----- ------ -----

General and administrative expense (4,719) (3,536) (3,261)
------- -------- -------

Operating income 55,875 40,277 30,743

OTHER INCOME (EXPENSE):
Interest income 1,194 1,900 1,115
Earnings from property sales 4,532 283 2,198
Minority interest in earnings
of unitholders (7,184) (6,530) (6,752)
Other minority interest in earnings
of subsidiaries (986) (911) (1,088)
------- ------- -------

Net income 53,431 35,019 26,216
Dividends on preferred shares (2,559) - -
-------- ------- ------

Net income available for common
shares $ 50,872 $35,019 $26,216
======= ======= =======

Net income per common share $ 1.81 $ 1.54 $ 1.53
======= ====== ======

Weighted average number of
common shares outstanding 28,067 22,679 17,139
======= ======= ======

See accompanying Notes to Consolidated Financial Statements.

- 28 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)

Year ended December 31,
---------------------------------
1996 1995 1994
------ ------ ------

Cash flows from operating activities:
Net income $53,431 $35,019 $ 26,216
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation of buildings and
tenant improvements 27,568 20,416 15,068
Amortization of deferred
financing costs 1,208 1,218 1,251
Amortization of deferred leasing
and other costs 3,795 2,703 1,717
Minority interest in earnings 8,170 7,441 7,840
Straight-line rent adjustment (3,536) (3,198) (2,307)
Allowance for straight-line
rent receivable - - 748
Earnings from property sales (4,532) (283) (2,198)
Construction contracts, net (1,640) 8,722 2,405
Other accrued revenues and
expenses, net 12,620 6,771 1,352
Equity in earnings in excess
of distributions received
from unconsolidated
companies (1,949) (189) (219)
------- ------ ------
NET CASH PROVIDED BY
OPERATING ACTIVITIES 95,135 78,620 51,873
------- ------ ------

Cash flows from investing activities:
Rental property development costs (130,300) (128,879) (55,819)
Acquisition of rental properties (182,024) (57,427) (44,201)
Acquisition of businesses - (25,620) -
Acquisition of land held for
development and infrastructure
costs (16,122) (38,361) (6,924)
Recurring tenant improvements (6,048) (4,312) (3,056)
Recurring leasing costs (3,032) (3,519) (2,407)
Recurring building improvements (780) (757) (474)
Other deferred costs and
other assets (239) (16,225) (6,971)
Proceeds from property sales, net 50,844 5,281 3,337
Distributions received from
unconsolidated companies 12,423 - -
Net investment in and advances to
unconsolidated companies (1,470) (19,750) 277
-------- ------- -------
NET CASH USED BY INVESTING
ACTIVITIES (276,748) (289,569) (116,238)
--------- ------- -------

Cash flows from financing activities:
Proceeds from issuance of common
shares, net 130,799 96,297 92,145
Proceeds from issuance of preferred
shares, net 72,288 - -
Proceeds from indebtedness 142,200 150,051 61,504
Payments on indebtedness including
principal amortization (84,677) (60,030) (16,149)
Borrowings (repayments) on lines
of credit, net (11,000) 45,000 -
Distributions to common
shareholders (56,163) (42,838) (31,565)
Distributions to preferred
shareholders (1,991) - -
Distributions to minority
interest (8,719) (8,940) (9,140)
Deferred financing costs (1,517) (3,297) (2,062)
-------- ------- ------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 181,220 176,243 94,733
------- ------- ------
NET INCREASE (DECREASE)
IN CASH (393) (34,706) 30,368

Cash at beginning of year 5,727 40,433 10,065
------- ------- ------

Cash at end of year $ 5,334 $ 5,727 $40,433
======= ======= ======

See accompanying Notes to Consolidated Financial Statements.
- 29 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(IN THOUSANDS, EXCEPT PER SHARE DATA)

Series A Common Distri-
Preferred Shares butions
Shares and and in Excess
Paid-in Paid-in of Net
Capital Capital Income Total
---------- ------- --------- ---------

BALANCE AT DECEMBER 31, 1993 $ - $377,610 $ (30,572) $347,038

Proceeds from issuance of
common shares, net of
underwriting discounts and
offering costs of $6,009 - 92,171 - 92,171

Acquisition of minority
interest - 11,524 - 11,524

Net income - - 26,216 26,216

Distributions to common
shareholders ($1.84 per
share) - - (31,565) (31,565)
-------- -------- -------- -------

BALANCE AT DECEMBER 31, 1994 - 481,305 (35,921) 445,384

Proceeds from issuance of
common shares, net of
underwriting discounts and
offering costs of $5,767 - 96,428 - 96,428

Acquisition of minority
interest - 796 - 796

Net income - - 35,019 35,019

Distributions to common
shareholders ($1.92 per
share) - - (42,838) (42,838)
-------- -------- -------- -------

BALANCE AT DECEMBER 31, 1995 - 578,529 (43,740) 534,789

Proceeds from issuance of
common shares, net of
underwriting discounts and
offering costs of $7,299 - 130,951 - 130,951

Proceeds from issuance of
preferred shares, net of
underwriting discounts and
offering costs of $2,712 72,288 - - 72,288

Acquisition of minority
interest - 21,627 - 21,627

Net income - - 53,431 53,431

Distributions to preferred
shareholders - - (1,991) (1,991)

Distributions to common
shareholders ($2.00 per
share) - - (56,163) (56,163)
-------- -------- -------- --------
BALANCE AT DECEMBER 31, 1996 $ 72,288 $731,107 $(48,463) $754,932
======== ======= ======= =======

See accompanying Notes to Consolidated Financial Statements.
- 30 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(1) THE COMPANY
-----------

The Company was formed in 1985 and qualifies as a real estate
investment trust ("REIT") under the provisions of the
Internal Revenue Code. The Company is an open-ended,
perpetual-life REIT which owns and operates a portfolio of
industrial, office and retail properties in the Midwest. The
Company's primary markets are Indianapolis, Indiana;
Cincinnati, Cleveland and Columbus, Ohio; St. Louis, Missouri
and Nashville, Tennessee.

The Company's rental operations are conducted through Duke
Realty Limited Partnership ("DRLP"). The Company owns 88.9%
of DRLP at December 31, 1996. The remaining interests in DRLP
("Limited Partner Units") are exchangeable for shares of the
Company's common stock on a one-for-one basis. In addition,
the Company conducts operations through Duke Realty Services
Limited Partnership and Duke Construction Limited
Partnership, in which the Company's wholly-owned subsidiary,
Duke Services, Inc., is the sole general partner.

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------

PRINCIPLES OF CONSOLIDATION
---------------------------

The consolidated financial statements include the accounts of
the Company and its majority-owned or controlled subsidiaries.
The equity interests in these majority-owned or controlled
subsidiaries not owned by the Company are reflected as minority
interests in the consolidated financial statements. All
significant intercompany balances and transactions have been
eliminated in the consolidated financial statements.

RECLASSIFICATIONS
-----------------

Certain 1995 and 1994 balances have been reclassified to conform
with the 1996 presentation.

SEGMENT OPERATIONS
------------------

The Company is engaged in two business segments, the
ownership and rental of real estate investments ("Rental
Operations") and the providing of various real estate
services such as property management, maintenance, leasing
and construction management to third-party property owners
("Service Operations"). There are no material intersegment
sales or transfers between Rental Operations and Service
Operations. The identifiable assets of the Service Operations
consisting of cash, accounts receivable, construction
receivables and other assets as of December 31, 1996 and 1995
were $20.7 million and $15.8 million, respectively. Capital
expenditures related to Service Operations were $2.0 million,
$1.5 million and $761,000 for the years ended December 31,
1996, 1995, and 1994, respectively. All remaining assets,
capital expenditures, depreciation, amortization and
investments in and advances to unconsolidated companies
relate to Rental Operations. The operations of each segment
are reflected separately on the Statement of Operations.

- 31 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

REAL ESTATE INVESTMENTS
-----------------------

Real estate investments are stated at the lower of cost less
accumulated depreciation or fair value if impairment is
identified. Buildings and land improvements are depreciated
on the straight-line method over 40 years, and tenant
improvement costs are depreciated on the straight-line method
over the term of the related lease.

All direct and indirect costs, including interest and real
estate taxes clearly associated with the acquisition,
development, construction or expansion of real estate
investments are capitalized as a cost of the property and
depreciated over the estimated useful life of the related
asset.

The Company evaluates its real estate investments upon
occurrence of significant changes in the operations, but not
less than annually, to assess whether any impairment
indications are present, including recurring operating losses
and significant adverse changes in legal factors or business
climate that affect the recovery of the recorded value. If
any real estate investment is considered impaired, a loss is
provided to reduce the carrying value of the property to its
estimated fair value.

DEFERRED COSTS
--------------

Costs incurred in connection with obtaining financing are
amortized on the straight-line method over the term of the
related loan. All direct and indirect costs associated with
the rental of real estate project owned by the Company are
amortized over the term of the related lease. Unamortized
costs are charged to expense upon the early termination of
the lease or upon early payment of the financing.

Prepaid interest is amortized to interest expense using the
effective interest method over the terms of the related
loans.

REVENUES
--------

Rental Operations
-----------------
Rental income from leases with scheduled rental increases
during their terms is recognized for financial reporting
purposes on a straight-line basis.

Service Operations
------------------
Management fees are based on a percentage of rental receipts
of properties managed and are recognized as the rental
receipts are collected. Maintenance fees are based upon
established hourly rates and are recognized as the services
are performed. Leasing fees are based on a percentage of the
total rental due under completed leases and are generally
recognized upon lease execution. Construction management and
development fees are generally based on a percentage of
costs and are recognized as the project costs are incurred.
Other income consists primarily of payroll reimbursements
for on-site property management services.

- 32 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Net Income Per Common Share
---------------------------

Net income per common share is calculated using the weighted
average number of common shares outstanding during the year.
Common stock equivalents (consisting of stock options and
Limited Partner Units) dilute net income per share by less
than 3% and are not considered in computing weighted average
shares outstanding.

Federal Income Taxes
--------------------

The Company qualifies and intends to continue to qualify as a
REIT under the Internal Revenue Code. As a REIT, the Company
is allowed to reduce taxable income by all or a portion of
its distributions to shareholders. As distributions have
exceeded taxable income, no provision for federal income taxes
has been made in the accompanying consolidated financial
statements.

Earnings and profits, which determine the taxability of
dividends to shareholders, differ from net income reported
for financial reporting purposes primarily because of
different depreciable lives and bases of rental properties
and differences in the timing of recognition of earnings upon
disposition of properties.

A summary of the taxable nature of the Company's dividends
for the three years ended December 31 is as follows:

1996 1995 1994
------ ------ ------

Total dividends per
share $ 2.00 $ 1.92 $ 1.84
====== ====== ======

Percent taxable as
ordinary income 99.10% 85.51% 78.18%
Percent taxable as
long-term capital
gains - .82% -
Percent non-taxable
as return of capital .90% 13.67% 21.82%
------ ------ ------
100.00% 100.00% 100.00%
======= ======= =======

FAIR VALUE OF FINANCIAL INSTRUMENTS
-----------------------------------

The fair values of the Company's financial instruments,
including accounts receivable, accounts payable, accrued
expenses, mortgage debt, unsecured notes payable, lines of
credit and other financial instruments, generally determined
using the present value of estimated future cash flows using
a discount rate commensurate with the risks involved,
approximate their carrying or contract values.

USE OF ESTIMATES
----------------

The preparation of the consolidated financial statements in
conformity with generally accepted accounting principles
requires management to make estimates and assumptions that
affect the amounts reported in the consolidated financial
statements and accompanying notes. Actual results could
differ from those estimates.

- 33 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(3) RELATED PARTY TRANSACTIONS
--------------------------

The Company provides management, leasing, construction and
other tenant related services to partnerships in which
certain executive officers have continuing ownership
interests. The Company was paid fees totaling $3.2 million,
$2.8 million and $3.0 million for such services in 1996, 1995
and 1994, respectively. Management believes the terms for
such services are equivalent to those available in the
market. The Company has an option to purchase the executive
officers' interest in each of these properties which expires
October 2003. The option price of each property was
established at the date the option was granted.

(4) INVESTMENTS IN UNCONSOLIDATED COMPANIES
---------------------------------------

The Company has equity interests in unconsolidated partnerships
and joint ventures which own and operate rental properties and
hold land for development in the Midwest. The equity method of
accounting is used for these investments in which the Company
has the ability to exercise significant influence over
operating and financial policies. Any difference between the
carrying amount of these investments and the underlying equity
in net assets is amortized to equity in earnings of
unconsolidated companies over 40 years. The cost method of
accounting is used for non-majority owned joint ventures over
which the Company does not have the ability to exercise
significant influence. The difference between the cost method
and the equity method for such ventures does not significantly
affect the financial position or results of operations of the
Company. In 1995, the Company acquired its unaffiliated
partner's 50% interest in a joint venture which owned two
suburban office rental properties (one of which was under
construction as of December 31, 1995) and 40.3 acres of land
held for development. The Company accounted for the acquisition
of the 50% interest using the purchase method with its recorded
investment in the properties equal to the sum of the balance of
its investment in and advances to the joint venture at the date
of acquisition, the net liabilities assumed and cash paid to
the joint venture partner amounting to $24.4 million. In 1994,
the Company acquired its unaffiliated partner's 55% interest in
a partnership which owned a suburban office rental property.
The Company accounted for the acquisition of the 55% interest
using the purchase method with its recorded investment in the
property equal to the sum of its investment in the partnership
at the date of acquisition, the cash payment to the
unaffiliated partner, cash repayment of a portion of the
partnership's mortgage loan and net liabilities assumed,
including the remaining balance on the partnership's mortgage
loan of $4.5 million. The fair value of the property exceeds
the Company's recorded investment. Also in 1994, a partnership
in which the Company owned a 50% interest was dissolved through
the distribution of all assets and liabilities to the partners.
At the date of dissolution, the Company had loans and advances
to the partnership totaling $4.2 million. Under terms of the
dissolution agreement, the Company received 71 acres of land
held for development and the partnership was not required to
repay the Company's loans and advances. The Company's recorded
investment in the property received is equal to the sum of its
investment in and loans and advances to the partnership at the
date of dissolution. The fair value of the property exceeds the
Company's recorded investment.

On December 28, 1995, the Company formed a joint venture (Dugan
Realty L.L.C.) with an institutional real estate investor and
purchased 25 industrial buildings totaling approximately 2.3
million square feet.

- 34 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Upon formation of the venture, the Company contributed
approximately 1.4 million square feet of recently developed
and acquired industrial properties, 113 acres of recently
acquired land held for future development at an agreed value
of $50.8 million, and approximately $16.7 million of cash for
a 50.1% interest in the joint venture. The Company's recorded
investment at December 31, 1995 in the joint venture of $59.4
million is the sum of the carrying value of the properties,
land, and cash contributed. The Company's joint venture
partner contributed cash of $67.5 million which was equal to
the agreed value of the Company's contribution. The total
cash contributed by the Company and the joint venture partner
was used to purchase the 25 industrial buildings noted above.
The recently acquired industrial properties and the
undeveloped land which were contributed were acquired as part
of the acquisition of Park Fletcher, Inc., an Indianapolis,
Indiana based real estate development and management company.
The acquisition was accounted for under the purchase method.
The recorded carrying value of the acquired properties and
land was equal to the net liabilities assumed plus cash paid
plus mortgage indebtedness assumed of $17.4 million. The fair
value of the property exceeds the Company's recorded
investment. The operating results of the acquired properties
and land have been included in the consolidated operating
results subsequent to the date of acquisition. The Company
completed the development of 1.1 million square feet of
property in 1996 and contributed these properties to the
joint venture at an agreed value of $24.9 million. The
Company recorded its investment in the joint venture related
to this additional contribution at its carrying value of
$20.5 million. The joint venture partner contributed cash to
the venture equal to 49.9% of the agreed value of the
properties contributed, $12.4 million, and this cash was
distributed to the Company and reduced its recorded
investment in the venture. The Company accounts for its
investment in this joint venture on the equity method because
the joint venture partner's approval is required for all
major decisions and the joint venture partner has equal
control regarding the primary day-to-day operations of the
venture.

Combined summarized financial information of the companies
which are accounted for by the equity method as of December
31, 1996 and December 31, 1995 and for the years ended
December 31, 1996, 1995, and 1994 are as follows (in
thousands):

1996 1995
-------- -------

Land, buildings and tenant
improvements, net $181,337 $155,628
Land held for development 7,975 8,515
Other assets 7,874 4,742
-------- --------
$197,186 $168,885
======== ========

Property indebtedness $ 25,285 $ 28,185
Other liabilities 6,457 3,736
------- -------
31,742 31,921
Owners' equity 165,444 136,964
------- -------
$197,186 $168,885
======== ========

1996 1995 1994
------ ------ ------

Rental income $21,880 $3,398 $3,419
======= ====== ======

Net income $ 9,761 $ 363 $ 224
======= ====== ======

- 35 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Investments in unconsolidated companies include $6.1 million
and $6.0 million at December 31, 1996 and 1995, respectively,
related to joint ventures accounted for on the cost method.
Included in equity in earnings of unconsolidated companies
are distributions from a joint venture accounted for on the
cost method totaling $735,000, $521,000 and $837,000 in 1996,
1995 and 1994, respectively.
- 36 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(5) INDEBTEDNESS
------------

Indebtedness at December 31 consists of the following (in
thousands):

1996 1995
------ ------

Mortgage note with monthly payments
of $668 including principal and
interest at 8.50% due in 2003 $ 77,381 $ 78,832

Mortgage note with monthly payments
of interest of $436 through August 1997.
Thereafter, monthly payments of $471
including principal and interest at
8.72% due in 2001 60,000 60,000

Mortgage note with monthly payments at
30-day LIBOR + .75% with monthly principal
payments ranging from $63 to $165 due
in 1999 32,700 -

Mortgage note with monthly payments of
interest at 7.25% due in 1998 25,500 25,500

Mortgage note with monthly payments of $165
including principal and interest at 8.19%
due in 2017 19,500 -

Three mortgage notes with monthly payments of
interest at rates ranging from 5.29% to 5.44%
due in 1996 - 59,619

Mortgage note with monthly payments of $104
including principal and interest at 6.80%
due in 1998 15,423 15,619

Mortgage notes with monthly payments in
varying amounts including interest at
rates ranging from 5.55% to 10.25% due in
varying amounts through 2014 21,311 20,250

Demand secured line of credit with monthly
payments of interest at 30-day LIBOR + .75% 10,000 -
-------- --------
Total Secured Debt 261,815 259,820

Unsecured notes with semi-annual payments
of interest at 7.28% due in 2000 40,000 -

Unsecured notes with semi-annual payments
of interest at 7.25% (effective rate of
7.328%) due in 2002 50,000 50,000

Unsecured notes with semi-annual payments
of interest at 7.14% due in 2004 50,000 -

Unsecured notes with semi-annual payments
of interest at 7.375% (effective rate of
7.519%) due in 2005 100,000 100,000

Unsecured line of credit with monthly payments
of interest at 30-day LIBOR + 1.25% due
in 1998 24,000 45,000
------- -------

Total Indebtedness $525,815 $454,820
======== ========

As of December 31, 1996, the $261.8 million of secured debt is
collateralized by rental properties with a net carrying value of
$523.2 million.
- 37 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In April 1995, the Company obtained an unsecured line of credit
in the aggregate amount of $100 million. The unsecured line of
credit matures in April 1998. Borrowings under this line of
credit required interest at 30-day LIBOR plus 2.00% as of
December 31, 1995 (effective rate of 7.69%). In 1996, the
Company increased its amount available under the unsecured line
of credit to $150 million and reduced the borrowing rate to
LIBOR plus 1.25% as of December 31, 1996 (effective rate of
6.75%).

The Company has an interest rate swap agreement (the
"Agreement") on $33.0 million of the Company's outstanding
mortgage debt to effectively fix the interest rate on a portion
of its floating rate debt. Under the Agreement, the Company pays
or receives the difference between a fixed rate of 5.1875% and a
floating rate of 30-day LIBOR plus .75% based on the notional
principal amount of $33.0 million. The amount paid or received
under the Agreement is included in interest expense on a monthly
basis. The Agreement matures along with the related mortgage
loan in December 1999. The Agreement will stay in place until
maturity unless the 30-day LIBOR rate on the date of monthly
repricing exceeds 6.25% which will cause a termination of the
Agreement. The 30-day LIBOR rate at December 31, 1996 was 5.50%.
The estimated fair value of the Agreement at December 31, 1996
was $312,000. The fair value was estimated by discounting the
expected cash flows to be received under the Agreement using
rates currently available for interest rate swaps of similar
terms and maturities.

At December 31, 1996, scheduled amortization and maturities of
all indebtedness for the next five years and thereafter are as
follows (in thousands):

Year Amount
---- ------

1997 $ 13,388
1998 75,000
1999 33,616
2000 48,080
2001 62,884
Thereafter 292,847
-------
$ 525,815
=======

Cash paid for interest in 1996, 1995, and 1994 was $35.5
million, $22.1 million, and $20.3 million, respectively. Total
interest capitalized in 1996, 1995 and 1994 was $5.5 million,
$4.2 million and $1.7 million, respectively.

(6) LEASING ACTIVITY
----------------

Future minimum rents due to the Company under non-cancelable
operating leases at December 31, 1996 are scheduled as follows
(in thousands):

Year Amount
------ --------

1997 $ 155,206
1998 143,331
1999 125,743
2000 103,998
2001 84,363
Thereafter 406,453
--------
$1,019,094
=========

- 38 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In addition to minimum rents, certain leases require
reimbursements of specified operating expenses which amounted to
$19.7 million, $12.7 million, and $10.0 million for the years
ended December 31, 1996, 1995 and 1994, respectively.

(7) EMPLOYEE BENEFIT PLANS
----------------------

The Company maintains a profit sharing and salary deferral plan
for the benefit of its full-time employees. The Company matches
the employees' contributions up to two percent of the employees'
salary and may also make annual discretionary contributions.
Total expense recognized by the Company was $328,000, $245,000
and $370,000 for the years ended 1996, 1995 and 1994,
respectively.

The Company makes contributions to a contributory health and
welfare plan as necessary to fund claims not covered by employee
contributions. Total expense recognized by the Company related
to this plan was $1,193,000, $882,000 and $766,000 for 1996,
1995 and 1994, respectively. Included in total expense is an
estimate based on historical experience of the effect of claims
incurred but not reported as of year-end.

(8) SHAREHOLDERS' EQUITY
--------------------

The Company periodically accesses the public equity markets to
fund the development and acquisition of additional rental
properties. The proceeds of these offerings are contributed to
DRLP in exchange for additional interest in the partnership. A
summary of the public equity issuances during the three-year
period ended December 31, 1996 is as follows (in thousands,
except per share price):

Offering
Price
Shares Issued Per Share Net Proceeds
--------------- --------- -------------

Common Stock
------------
1994 Offering 3,887 $ 25.250 $ 92,171
1995 Offering 3,728 27.375 96,273
1996 Offering 4,400 30.125 125,251

Preferred Stock
---------------
1996 9.10% Dividend
Rate 300 $250.00 $ 72,288

During the three years ended December 31, 1996, the Company
acquired a portion of the minority interest in DRLP through the
issuance of shares of common stock for a like number of Limited
Partner Units. The acquisition of the minority interest was
accounted for under the purchase method with assets acquired
recorded at the fair market value of the Company's common stock
on the date of acquisition. The following acquisition amounts
were allocated to rental property, undeveloped land and
investments in unconsolidated companies based on their estimated
fair values (in thousands):

Common
Shares Minority
Issued Interest Acquired
---------- -----------------

1994 456 $11,524
1995 28 796
1996 753 21,627

- 39 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In August 1996, the Company issued 300,000 shares of 9.10%
Series A Cumulative Redeemable Preferred Shares receiving net
proceeds of approximately $72.3 million. On or after August 31,
2001, the Series A Preferred Shares may be redeemed for cash at
the option of the Company, in whole or in part at a redemption
price of $250.00 per share plus accrued and unpaid
distributions, if any, to the redemption date. The redemption
price of the Series A Preferred Shares (other than any portion
thereof consisting of accrued and unpaid distributions) may only
be paid from the proceeds of other capital shares of the
Company, which may include other classes or series of preferred
shares. The Series A Preferred Shares have no stated maturity,
are not subject to sinking fund or mandatory redemption
provisions and are not convertible into any other securities of
the Company. Distributions on the Series A Preferred Shares are
cumulative from the date of original issue and are payable
quarterly on or about the last day of February, May, August and
November of each year, commencing on December 2, 1996, at the
rate of 9.10% of the liquidation preference per annum
(equivalent to $22.75 per annum per share).

(9) STOCK BASED COMPENSATION
------------------------

The Company has four stock-based compensation plans, which are
described below. The Company applies APB Opinion No. 25 and
related Interpretations in accounting for its plans.
Accordingly, no compensation cost has been recognized for its
fixed stock option plans. The Company does charge compensation
costs against its income for its two performance based stock
plans. If compensation cost for the Company's four stock-based
compensation plans had been determined consistent with FASB
Statement No. 123, the Company's net income and earnings per
share would have been reduced to the pro forma amounts
indicated below:

1996 1995
------- -------

Net income As reported $50,872 $35,019
Pro forma $50,723 $34,963

Primary earnings As reported $ 1.81 $ 1.54
per share Pro forma $ 1.81 $ 1.54

The effects of applying FASB Statement No. 123 in this pro forma
disclosure are not indicative of future amounts. The Statement
does not apply to awards prior to 1995, and additional awards in
future years are anticipated.

Fixed Stock Option Plans
------------------------

The Company has two fixed stock option plans, the Duke Realty
Services 1993 Stock Option Plan (the "1993 Plan") and the 1995
Key Employees' Stock Option Plan of Duke Realty Investments,
Inc. (the "1995 Plan"). Under the 1995 Plan, the Company is
authorized to grant options to its employees for up to 558,400
shares of common stock, as well as up to an additional 400,000
shares to the extent grants under the 1993 Plan lapse, are
forfeited or are otherwise terminated. The 1995 Plan was adopted
in 1995, subject to shareholder approval, which approval was
received in 1996. Under the 1993 Plan, the Company was
authorized to grant options to its employees for up to 1,315,000
shares of common stock, of which 751,180 are outstanding as of
December 31, 1996. Upon the approval of the 1995 Plan, no
further grants are permitted under the 1993 Plan.
- 40 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Under both plans, the exercise price of each option equals the
market price of the Company's stock on the date of grant, and
each option's maximum term is ten years. Options granted under
the 1993 Plan vest at 20% per year. Options granted under the
1995 Plan vest 50% at the end of the third year following the
grant date, and 25% per year for each of the two succeeding
years, or, if earlier, upon the death, retirement or disability
of the optionee or a change in control of the Company.

The fair value of each option grant is estimated on the date of
grant using the Black-Scholes option-pricing model with the
following assumptions used for grants in 1995 and 1996: Dividend
yield of 6.0%; expected volatility of 19%; weighted average risk-
free interest rates of 6.8% and 5.6% for 1995 and 1996 grants,
respectively; and weighted average expected lives of 7.8 years
and 7.9 years for 1995 and 1996 grants, respectively.

A summary of the status of the Company's two fixed stock option
plans as of December 31, 1994, 1995 and 1996, and changes during
the years ended on those dates is as follows:

1996 1995 1994
------------------ ------------------- --------------
Weighted Weighted Weighted
Average Average Average
Exercise Exercise Exercise
Shares Price Shares Price Shares Price
------- ------- ------- -------- ----- -------

Outstanding,
beginning of year 866,069 $24.958 681,500 $23.750 681,500 $23.75
Granted 123,457 $32.125 225,469 $28.413 - $ -
Exercised (100) $25.875 (1,000) $23.750 - $ -
Forfeited (15,605) $30.671 (39,900) $23.872 - $ -
-------- -------- -------
Outstanding,
end of year 973,821 $25.775 866,069 $24.958 681,500 $23.75
======== ======== =======

Options
exercisable,
end of year 411,540 262,200 136,300
======= ======= =======

Weighted-average
fair value of
options granted
during the year $ 3.925 $ 4.123
====== ======

The following table summarizes information about fixed stock
options outstanding at December, 31, 1996:

Options Outstanding Options Exercisable
----------------------------------- -----------------------
Range Number Weighted Avg. Number Weighted
of Outstanding Remaining Weighted Avg. Exercisable Avg.
Exercise at Contractual Exercise at Exercise
Prices 12/31/96 Life Price 12/31/96 Price
--------- -------- ------------- ------------- ----------- --------

$23 - $24 642,900 6.76 $23.750 389,100 $23.750
$25 - $31 214,620 8.46 $28.401 22,440 $26.298
$32 - $33 116,301 9.08 $32.125 - -
------- -------
$23 - $33 973,821 7.41 $25.775 411,540 $23.889
======= =======

Performance Based Stock Plans
-----------------------------

The Company has two performance based equity compensation plans.
Under the 1995 Dividend Increase Unit Plan (the "DIU Plan"),
Dividend Increase Units ("DIUs") are granted to key employees.
The value of DIUs exercised by employees is payable in company
stock. A maximum of 100,000 shares of Company stock may be issued
under the DIU Plan. The maximum term of all DIUs granted is ten
years.

- 41 -

DUKE REALTY INVESTMENTS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The value of each DIU when exercised is equal to the increase in
the Company's annualized dividend per share from the date of
grant to the date of exercise, divided by the "dividend yield".
Dividend yield is the annualized dividend per share divided by
the market price per share of the Company's common stock at the
date of grant. DIUs are subject to the same vesting schedule as
stock options issued under the 1995 Plan. The compensation cost
that has been charged against income for the DIU Plan was
$152,000 and $39,000 for 1996 and 1995, respectively. A summary
of the status of DIUs granted by the Company is as follows:

1996 1995
------- -------

DIUs outstanding,
beginning of year 110,469 -
Granted 123,457 110,469
Exercised - -
Forfeited ( 11,285) -
------- -------
DIUs outstanding,
end of year 222,641 110,469
======= =======

DIUs exercisable,
end of year - -
======== =======

Under the 1995 Shareholder Value Plan (the "SV Plan"), the
Company may grant awards in specified dollar amounts to key
employees. The award is payable to the employee on the third
anniversary of the date of grant. One-half of the award is
payable in common stock of the Company, and one-half is payable
in cash. A maximum of 100,000 shares of Company stock may be
issued under the SV Plan.

The initial dollar amount of each award granted under the SV Plan
is adjusted upward or downward based on a comparison of the
Company's cumulative total shareholder return for the three year
period as compared to the cumulative total return of the S&P 500
and the NAREIT Equity REIT Total Return indices. The award is not
payable upon the employee's termination of employment for any
reason other than retirement, death, disability or a change in
control of the Company.

The following table summarizes information about the initial
amount of SV Plan awards granted in 1995 and 1996:

1996 1995
------- -------

Amount of SVP initial awards,
beginning of year $456,080 $ -
Granted 521,165 456,080
Awards paid - -
Forfeited (51,666) -
------- -------
Amount of SVP initial awards,
end of year $925,579 $456,080
======== ========

The Company believes that it is not possible to reasonably
estimate the fair value of the common stock to be issued under
the DIU and SV Plans and, therefore, computes compensation cost
for the Plans based on the intrinsic value of the awards as if
they were exercised at the end of each applicable reporting
period. The compensation cost that has been charged against
income for the SV Plan was $361,000 and $152,000 for 1996 and
1995, respectively.

- 42 -

3. EXHIBITS

EXHIBIT
NUMBER DESCRIPTION
------- -----------

3.1 Articles of Incorporation of Registrant are incorporated
herein by reference to Exhibit 3.1 to the registration
statement on Form S-3, as amended, filed on July 28, 1995,
as File No. 33-61361 (the "1995 Registration Statement").

3.2 By-Laws of Registrant are incorporated herein by reference
to Exhibit 3.2 to the 1995 Registration Statement.

4.1 Instruments Defining Rights of Security Holders, including
Indentures, are incorporated herein by reference to Articles
V, VI, VIII, IX and X of Registrant's Articles of
Incorporation.

4.2 Indenture between Duke Realty Limited Partnership and The
First National Bank of Chicago, Trustee, and the First
Supplement thereto, are incorporated herein by reference to
Exhibits 4.1 and 4.2 to the report of the Registrant on Form
8-K filed September 19, 1995 and the Second Supplement
thereto, is incorporated herein by reference to Exhibit 4 to
the report of the Registrant on Form 8-K filed July 12, 1996.

10.1 Amended and Restated Agreement of Limited Partnership of
Duke Realty Limited Partnership (the "Operating Partnership")
is incorporated herein by reference to Exhibit 10.1 to the
registration statement on Form S-2, as amended, filed on June
8, 1993, as File No. 33-64038 (the "1993 Registration
Statement").

10.2 First and Second Amendments to Amended and Restated
Agreement of Limited Partnership of the Operating Partnership
are incorporated herein by reference to Exhibit 10.2 to the
Annual Report on Form 10-K for the year ended December 31,
1995, and the Third Amendment to Amended and Restated
Agreement of Limited Partnership of the Operating Partnership
is incorporated herein by reference to Exhibit 10 to the
Report of the Registrant on Form 8-K filed August 15, 1996.

10.3 Second Amended and Restated Agreement of Limited Partnership
of Duke Realty Services Limited Partnership (the "Services
Partnership") are incorporated herein by reference to Exhibit
10.3 to the Annual Report on Form 10-K for the year ended
December 31, 1995.

10.4 Promissory Note of the Services Partnership is incorporated
herein by reference to Exhibit 10.3 to the 1993 Registration
Statement.

10.5 Duke Realty Services Limited Partnership 1993 Stock Option
Plan is incorporated herein by reference to Exhibit 10.4 to
the 1993 Registration Statement.

10.6 Acquisition Option Agreement relating to certain properties
not contributed to the Operating Partnership by Duke
Associates (the "Excluded Properties") is incorporated herein
by reference to Exhibit 10.5 to the 1993 Registration
Statement.

10.7 Management Agreement relating to the Excluded Properties is
incorporated herein by reference to Exhibit 10.6 to the 1993
Registration Statement.
- 43 -

10.8 Contribution Agreement for certain properties and land
contributed by Duke Associates and Registrant to the
Operating Partnership is incorporated herein by reference to
Exhibit 10.7 to the 1993 Registration Statement.

10.9 Contribution Agreement for certain assets and contracts
contributed by Duke Associates to the Service Partnership is
incorporated herein by reference to Exhibit 10.8 to the 1993
Registration Statement.

10.10 Contribution Agreement for certain contracts contributed by
Duke Associates to the Operating Partnership is incorporated
herein by reference to Exhibit 10.9 to the 1993 Registration
Statement.

10.11 Stock Purchase Agreement is incorporated herein by reference
to Exhibit 10.10 to the 1993 Registration Statement.

10.12 Indemnification Agreement is incorporated herein by
reference to Exhibit 10.11 to the 1993 Registration
Statement.

10.13 1995 Key Employee Stock Option Plan is incorporated
herein by reference to Exhibit 10.13 to the Annual Report on
Form 10-K for the year ended December 31, 1995.

10.14 1995 Dividend Increase Unit Plan is incorporated herein by
reference to Exhibit 10.14 to the Annual Report on Form 10-K
for the year ended December 31, 1995.

10.15 1995 Shareholder Value Plan is incorporated herein by
reference to Exhibit 10.15 to the Annual Report on Form 10-K
for the year ended December 31, 1995.

21. List of Subsidiaries of Registrant.

23. Consent of KPMG Peat Marwick.

24. Executed powers of attorney of certain directors.

27. Financial Data Schedule

99.1 Selected Quarterly Financial Information
- 44 -

The Company will furnish to any security holder, upon written
request, copies of any exhibit incorporated by reference, for a
fee of 15 cents per page, to cover the costs of furnishing the
exhibits. Written request should include a representation that
the person making the request was the beneficial owner of
securities entitled to vote at the 1997 Annual Meeting of
Shareholders.

(B) REPORTS ON FORM 8-K

None
- 45 -

DUKE REALTY INVESTMENTS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31,1996

(IN THOUSANDS) SCHEDULE
III

LOCATION / BUILDING ENCUMBER-
DEVELOPMENT BUILDING TYPE ANCES
----------- -------- -------- ---------
INDIANAPOLIS, INDIANA
---------------------

PARK 100 BUSINESS PARK BUILDING #32 RETAIL $ 586
PARK 100 BUSINESS PARK BUILDING #34 OFFICE 1,022
PARK 100 BUSINESS PARK BUILDING #38 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #79 INDUSTRIAL 1,037
PARK 100 BUSINESS PARK BUILDING #80 INDUSTRIAL 1,329
PARK 100 BUSINESS PARK BUILDING #83 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #84 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #95 INDUSTRIAL 3,326
PARK 100 BUSINESS PARK BUILDING #96 INDUSTRIAL 6,330
PARK 100 BUSINESS PARK BUILDING #97 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #98 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #100 INDUSTRIAL 1,662
PARK 100 BUSINESS PARK BUILDING #107 INDUSTRIAL 1,560
PARK 100 BUSINESS PARK BUILDING #109 INDUSTRIAL 1,135
PARK 100 BUSINESS PARK BUILDING #116 OFFICE 1,931
PARK 100 BUSINESS PARK BUILDING #118 OFFICE 1,220
PARK 100 BUSINESS PARK BUILDING #119 OFFICE -
PARK 100 BUSINESS PARK BUILDING #121 RETAIL -
PARK 100 BUSINESS PARK BUILDING #122 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #125 INDUSTRIAL 3,789
PARK 100 BUSINESS PARK BUILDING #126 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #127 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #128 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #129 INDUSTRIAL -
PARK 100 BUSINESS PARK BUILDING #130 INDUSTRIAL -
GEORGETOWN ROAD BUILDING 1 INDUSTRIAL -
GEORGETOWN ROAD BUILDING 2 INDUSTRIAL -
GEORGETOWN ROAD BUILDING 3 INDUSTRIAL -
PARK 100 BUSINESS PARK NORGATE LAND LEASE LAND LEASE -
PARK 100 BUSINESS PARK SCHAHET HOTELS LAND LEASE
LAND LEASE -
PARK 100 BUSINESS PARK KENNY ROGERS LAND LAND LEASE
LEASE
PARK 100 BUSINESS PARK NORCO LAND LEASE LAND LEASE -
PARK 100 BUSINESS PARK ZOLLMAN LAND LEASE LAND LEASE -
SHADELAND STATION 7351 SHADELAND OFFICE -
SHADELAND STATION BUILDING #204/205 INDUSTRIAL 1,800
SHADELAND STATION 7240 SHADELAND OFFICE (2) 2,644
SHADELAND STATION 7330 SHADELAND OFFICE 2,338
SHADELAND STATION 7369 SHADELAND OFFICE -
SHADELAND STATION 7340 SHADELAND OFFICE 322
SHADELAND STATION 7400 SHADELAND OFFICE 450
CASTLETON CORNER CUB PLAZA RETAIL 3,179
CASTLETON SHOPPING CENTER MICHAEL'S PLAZA RETAIL 2,405
SOUTH PARK, INDIANA BUILDING #1 OFFICE 347
SOUTH PARK, INDIANA BUILDING #2 INDUSTRIAL 490
SOUTH PARK, INDIANA BUILDING #3 OFFICE -
SOUTH PARK, INDIANA BRYLANE PARKING OFFICE
LOT LEASE -
SOUTH PARK, INDIANA LEE'S INN LAND LAND LEASE
LEASE -
GREENWOOD CORNER GREENWOOD CORNER RETAIL -
GREENWOOD CORNER 1st INDIANA BANK RETAIL
BRANCH 255
CARMEL MEDICAL I CARMEL MEDICAL I MEDICAL 1,884
ST. FRANCIS ST. FRANCIS MEDICAL -
COMMUNITY MOB COMMUNITY MOB MEDICAL -
CARMEL MEDICAL II CARMEL MEDICAL II MEDICAL 2,432
HILLSDALE TECHNECENTER BUILDING #4 INDUSTRIAL 2,524
HILLSDALE TECHNECENTER BUILDING #5 INDUSTRIAL 1,705
HILLSDALE TECHNECENTER BUILDING #6 INDUSTRIAL 2,108
KEYSTONE AT THE CROSSING 8465 KEYSTONE OFFICE -
WOODFIELD AT THE CROSSING WOODFIELD II OFFICE 6,052
WOODFIELD AT THE CROSSING WOODFIELD III OFFICE -
KEYSTONE AT THE CROSSING 3520 COMMERCE CRSG OFFICE -
ONE PARKWOOD ONE PARKWOOD OFFICE -
TWO PARKWOOD TWO PARKWOOD OFFICE -
PALOMAR PALOMAR INDUSTRIAL -
FRANKLIN ROAD BUS. CTR. FRANKLIN ROAD INDUSTRIAL -
NAMPAC BUILDING NAMPAC BUILDING INDUSTRIAL -
HAMILTON CROSSING BUILDING #1 INDUSTRIAL -
KEYSTONE AT THE CROSSING F.C. TUCKER OFFICE -
PARK FLETCHER BUILDING #14 INDUSTRIAL -
6060 GUION ROAD (VANSTAR) 6060 GUION ROAD INDUSTRIAL -
4750 KENTUCKY AVE. 4750 KENTUCKY AVE. INDUSTRIAL -
4316 WEST MINNESOTA 4316 WEST MINN. INDUSTRIAL -

FORT WAYNE, INDIANA
-------------------

COLDWATER CROSSING COLDWATER SHOPPES RETAIL 11,249

LEBANON, INDIANA
----------------

AMERICAN AIR FILTER AMERICAN AIR FILTER INDUSTRIAL -

NASHVILLE, TENNESSEE
--------------------

KEEBLER BUILDING KEEBLER BUILDING INDUSTRIAL -
HAYWOOD OAKS TECH. BUILDING #2 INDUSTRIAL 1,057
HAYWOOD OAKS TECH. BUILDING #3 INDUSTRIAL 1,017
HAYWOOD OAKS TECH. BUILDING #4 INDUSTRIAL 1,138
HAYWOOD OAKS TECH. BUILDING #5 INDUSTRIAL 1,788
HAYWOOD OAKS TECH. BUILDING #6 INDUSTRIAL -
HAYWOOD OAKS TECH. BUILDING #7 INDUSTRIAL -
GREENBRIAR BUS. PARK GREENBRIAR INDUSTRIAL -

HEBRON, KENTUCKY
----------------

SOUTHPARK, KY CR SERVICES INDUSTRIAL 3,053
SOUTHPARK, KY BUILDING #1 INDUSTRIAL -
SOUTHPARK, KY BUILDING #3 INDUSTRIAL -
SOUTHPARK, KY REDKEN INDUSTRIAL 2,368

FLORENCE, KENTUCKY
------------------

EMPIRE COMMERCE EMPIRE COMMERCE INDUSTRIAL -

CINCINNATI, OHIO
----------------

PARK 50 TECHNECENTER BUILDING #17 OFFICE 3,503
PARK 50 TECHNECENTER BUILDING #20 INDUSTRIAL 4,200
PARK 50 TECHNECENTER BUILDING #24 RETAIL -
PARK 50 TECHNECENTER BUILDING #25 INDUSTRIAL -
PARK 50 TECHNECENTER SDRC BUILDING OFFICE -
FIDELITY DRIVE DUN & BRADSTREET OFFICE 1,768
WORLD PARK BUILDING #5 INDUSTRIAL 2,246
WORLD PARK BUILDING #6 INDUSTRIAL 2,307
WORLD PARK BUILDING #7 INDUSTRIAL 2,764
WORLD PARK BUILDING #8 INDUSTRIAL 2,836
WORLD PARK BUILDING #9 INDUSTRIAL 1,663
WORLD PARK BUILDING #11 INDUSTRIAL 2,558
WORLD PARK BUILDING #14 INDUSTRIAL 1,943
WORLD PARK BUILDING #15 INDUSTRIAL -
WORLD PARK BUILDING #16 INDUSTRIAL 1,577
EASTGATE PLAZA EASTGATE PLAZA RETAIL -
FAIRFIELD BUS. CENTER BUILDING D INDUSTRIAL -
FAIRFIELD BUS. CENTER BUILDING E INDUSTRIAL -
UNIVERSITY MOVING UNIVERSITY MOVING INDUSTRIAL -
TRI-COUNTY OFFICE PARK BUILDINGS #1 - #4 OFFICE (3) -
GOVERNOR'S PLAZA GOVERNOR'S PLAZA RETAIL -
GOVERNOR'S PLAZA KING'S MALL II RETAIL -
GOVERNOR'S PLAZA KOHLS RETAIL -
SOFA EXPRESS SOFA EXPRESS RETAIL -
OFFICE MAX OFFICE MAX RETAIL -
312 ELM BUILDING 312 ELM OFFICE 32,700
311 ELM STREET ZUSSMAN OFFICE -
ENTERPRISE BUS. PARK BUILDING 1 INDUSTRIAL 4,155
ENTERPRISE BUS. PARK BUILDING 2 INDUSTRIAL 3,101
ENTERPRISE BUS. PARK BUILDING A INDUSTRIAL 494
ENTERPRISE BUS. PARK BUILDING B INDUSTRIAL 760
ENTERPRISE BUS. PARK BUILDING D INDUSTRIAL 1,271
312 PLUM STREET S & L DATA OFFICE -
TRIANGLE OFFICE PARK BUILDINGS #1-#38 OFFICE 6,025
GOVERNOR'S HILL 8790 GOVERNOR'S HILL OFFICE -
GOVERNOR'S HILL 8700 GOVERNOR'S HILL OFFICE -
GOVERNOR'S HILL 8800 GOVERNOR'S HILL OFFICE 1,667
GOVERNOR'S HILL 8600 GOVERNOR'S HILL OFFICE 15,423
GOVERNOR'S POINTE 4770 GOVERNOR'S PTE. OFFICE 4,747
GOVERNOR'S POINTE 4700 BUILDING INDUSTRIAL 3,516
GOVERNOR'S POINTE 4900 BUILDING INDUSTRIAL 2,955
GOVERNOR'S POINTE 4705 GOVERNOR'S PTE. OFFICE -
GOVERNOR'S POINTE 4800 GOVERNOR'S PTE. OFFICE -
BIGG'S SUPERCENTER BIGG'S SUPERCENTER RETAIL -
GOVERNOR'S POINTE 4605 GOVERNOR'S PTE. OFFICE 10,685
MONTGOMERY CROSSING STEINBERG'S RETAIL 696
MONTGOMERY CROSSING II SPORTS UNLIMITED RETAIL 2,728
GOVERNOR'S PLAZA KING'S AUTO MALL I RETAIL 3,256
MOSTELLER DIST. CTR. MOSTELLER DIST. CTR. INDUSTRIAL -
FRANCISCAN HEALTH FRANCISCAN HEALTH MEDICAL -
PERIMETER PARK BUILDING A INDUSTRIAL -
PERIMETER PARK BUILDING B INDUSTRIAL -
CREEK ROAD BUILDING 1 INDUSTRIAL -
CREEK ROAD BUILDING 2 INDUSTRIAL -
WEST LAKE CENTER WEST LAKE CENTER OFFICE -
EXECUTIVE PLAZA I EXECUTIVE PLAZA I OFFICE -
EXECUTIVE PLAZA II EXECUTIVE PLAZA II OFFICE -
LAKE FOREST PLACE LAKE FOREST PLACE OFFICE -
HUNTINGTON BANK HUNTINGTON BANK OFFICE -
OHIO NATIONAL OHIO NATIONAL OFFICE 19,500
CORNELL COMMERCE CORNELL COMMERCE INDUSTRIAL -

CLEVELAND, OHIO
---------------

ROCK RUN - NORTH ROCK RUN - NORTH OFFICE 723
ROCK RUN - CENTER ROCK RUN - CENTER OFFICE 895
ROCK RUN - SOUTH ROCK RUN - SOUTH OFFICE 757
FREEDOM SQUARE I FREEDOM SQUARE I OFFICE -
FREEDOM SQUARE II FREEDOM SQUARE II OFFICE 1,498
CORPORATE PLAZA I CORPORATE PLAZA I OFFICE 1,841
CORPORATE PLAZA II CORPORATE PLAZA II OFFICE 1,575
ONE CORPORATE EXCHANGE ONE CORPORATE EXCHANGE OFFICE 1,103
CORPORATE PLACE CORPORATE PLACE OFFICE -
CORPORATE CIRCLE CORPORATE CIRCLE OFFICE -
CORPORATE CENTER I CORPORATE CENTER I OFFICE -
CORPORATE CENTER II CORPORATE CENTER II OFFICE -

COLUMBUS, OHIO
--------------

CORP. PARK AT LITEL OFFICE -
TUTTLE CRSG
CORP. PARK AT STERLING 1 OFFICE -
TUTTLE CRSG
CORP. PARK AT INDIANA INSURANCE OFFICE -
TUTTLE CRSG
CORP. PARK AT STERLING 2 OFFICE -
TUTTLE CRSG
CORP. PARK AT JOHN ALDEN LIFE OFFICE -
TUTTLE CRSG INSURANCE
CORP. PARK AT CARDINAL HEALTH OFFICE -
TUTTLE CRSG
CORP. PARK AT STERLING 3 OFFICE -
TUTTLE CRSG
CORP. PARK AT NATIONWIDE OFFICE -
TUTTLE CRSG
CORP. PARK AT LAZARUS GROUND RETAIL -
TUTTLE CRSG LEASE
CORP. PARK AT XEROX OFFICE 4,500
TUTTLE CRSG
SOUTH POINTE BUILDING A INDUSTRIAL -
SOUTH POINTE BUILDING B INDUSTRIAL -
PET FOODS B-T-S PET FOODS DISTRIB. INDUSTRIAL 3,607
GALYAN'S GALYAN'S RETAIL 3,135
TUTTLE RETAIL CTR. TUTTLE RETAIL CTR. RETAIL -
MBM BUILDING MBM BUILDING INDUSTRIAL -
METROCENTER III METROCENTER III OFFICE -
SCIOTO CORPORATE CTR. SCIOTO CORPORATE CTR. OFFICE -
V.A. HOSPITAL V.A. HOSPITAL MEDICAL 6,082

DAYTON, OHIO
------------

SUGARCREEK PLAZA SUGARCREEK PLAZA RETAIL 3,995

LIVONIA, MICHIGAN
-----------------

LIVONIA BUILDING A OFFICE -
LIVONIA BUILDING B OFFICE -

DECATUR, ILLINOIS
-----------------

PARK 101 BUILDING #3 INDUSTRIAL 1,927
PARK 101 BUILDING #8 INDUSTRIAL 1,001
PARK 101 ILL POWER LAND LEASE INDUSTRIAL -

BLOOMINGTON, ILLINOIS
---------------------

LAKEWOOD PLAZA LAKEWOOD PLAZA RETAIL 5,100

CHAMPAIGN, ILLINOIS
-------------------

MARKET VIEW MARKET VIEW CENTER RETAIL 4,104
SHOPPING CTR

ST. LOUIS, MISSOURI
-------------------

LAUMEIER I LAUMEIER I OFFICE -
LAUMEIER II LAUMEIER II OFFICE -
WESTVIEW PLACE WESTVIEW PLACE OFFICE -
WESTMARK WESTMARK OFFICE -
ALFA - LAVAL ALFA - LAVAL INDUSTRIAL -
I-70 CENTER I-70 CENTER INDUSTRIAL -
1920 BELTWAY 1920 BELTWAY INDUSTRIAL 1,396
INTERAMERICAN INTERAMERICAN INDUSTRIAL -

VARIOUS LOCATIONS
-----------------

LAND IMP. - N/A N/A -
UNDEVELOPED LAND
ELIMINATIONS -
--------
TOTALS $261,815
========

- 46 -

INITIAL COSTS TO COMPANY COSTS(1)
-------------------------------- CAPITALIZED
BLDGS/ SUBSEQUENT TO
LOCATION / BUILDING LAND IMPROV. ACQUISITION
DEVELOPMENT
----------- --------- ------ -------- ------------

INDIANAPOLIS, INDIANA
---------------------

PARK 100 BUSINESS PARK BUILDING #32 64 74O 230
PARK 100 BUSINESS PARK BUILDING #34 131 1,455 217
PARK 100 BUSINESS PARK BUILDING #38 25 241 26
PARK 100 BUSINESS PARK BUILDING #79 184 1,764 269
PARK 100 BUSINESS PARK BUILDING #80 251 2,412 179
PARK 100 BUSINESS PARK BUILDING #83 247 2,572 147
PARK 100 BUSINESS PARK BUILDING #84 347 2,604 169
PARK 100 BUSINESS PARK BUILDING #95 642 4,756 207
PARK 100 BUSINESS PARK BUILDING #96 1,414 8,734 452
PARK 100 BUSINESS PARK BUILDING #97 676 4,294 1,230
PARK 100 BUSINESS PARK BUILDING #98 473 6,022 1,656
PARK 100 BUSINESS PARK BUILDING #100 103 2,179 652
PARK 100 BUSINESS PARK BUILDING #107 99 1,575 138
PARK 100 BUSINESS PARK BUILDING #109 240 1,865 (101)
PARK 100 BUSINESS PARK BUILDING #116 341 3,144 (75)
PARK 100 BUSINESS PARK BUILDING #118 226 2,229 155
PARK 100 BUSINESS PARK BUILDING #119 388 3,386 291
PARK 100 BUSINESS PARK BUILDING #121 592 960 115
PARK 100 BUSINESS PARK BUILDING #122 284 3,359 316
PARK 100 BUSINESS PARK BUILDING #125 674 5,712 -
PARK 100 BUSINESS PARK BUILDING #126 165 1,362 136
PARK 100 BUSINESS PARK BUILDING #127 96 1,726 371
PARK 100 BUSINESS PARK BUILDING #128 904 8,429 -
PARK 100 BUSINESS PARK BUILDING #129 865 5,468 -
PARK 100 BUSINESS PARK BUILDING #130 513 3,611 -
GEORGETOWN ROAD BUILDING 1 362 2,341 -
GEORGETOWN ROAD BUILDING 2 374 2,492 -
GEORGETOWN ROAD BUILDING 3 421 1,873 -
PARK 100 BUSINESS PARK NORGATE LAND
LEASE 51 - -
PARK 100 BUSINESS PARK SCHAHET HOTELS
LAND LEASE 131 - (131)
PARK 100 BUSINESS PARK KENNY ROGERS
LAND LEASE 56 - 9
PARK 100 BUSINESS PARK NORCO LAND LEASE - 38 (1)
PARK 100 BUSINESS PARK ZOLLMAN LAND
LEASE 115 - -
SHADELAND STATION 7351 SHADELAND 101 1,359 146
SHADELAND STATION BLDG #204/205 260 2,595 319
SHADELAND STATION 7240 SHADELAND 152 3,113 797
SHADELAND STATION 7330 SHADELAND 255 4,045 (172)
SHADELAND STATION 7369 SHADELAND 100 1,129 79
SHADELAND STATION 7340 SHADELAND 165 2,458 159
SHADELAND STATION 7400 SHADELAND 570 2,959 363
CASTLETON CORNER CUB PLAZA 540 4,850 222
CASTLETON SHOPPING CTR. MICHAEL'S PLAZA 749 3,400 309
SOUTH PARK, INDIANA BUILDING #1 287 2,328 382
SOUTH PARK, INDIANA BUILDING #2 334 3,081 821
SOUTH PARK, INDIANA BUILDING #3 208 2,150 420
SOUTH PARK, INDIANA BRYLANE PARKING
LOT LEASE - 54 3
SOUTH PARK, INDIANA LEE'S INN LAND
LEASE - 5 28
GREENWOOD CORNER G'WOOD CORNER 390 3,435 (75)
GREENWOOD CORNER 1st INDIANA BANK
BRANCH 46 245 16
CARMEL MEDICAL I CARMEL MEDICAL I - 3,710 (383)
ST. FRANCIS ST. FRANCIS - 5,839 230
COMMUNITY MOB COMMUNITY MOB 350 1,925 800
CARMEL MEDICAL II CARMEL MED. II - 4,000 294
HILLSDALE TECHNECENTER BUILDING #4 366 4,711 322
HILLSDALE TECHNECENTER BUILDING #5 251 3,235 161
HILLSDALE TECHNECENTER BUILDING #6 315 4,054 141
KEYSTONE AT THE CRSNG. 8465 KEYSTONE 89 1,302 24
WOODFIELD AT THE CRSG. WOODFIELD II 719 9,106 859
WOODFIELD AT THE CRSG. WOODFIELD III 3,767 19,817 2,218
KEYSTONE AT THE CRSG. 3520 COMMERCE 19 560 59
ONE PARKWOOD ONE PARKWOOD 1,018 9,578 419
TWO PARKWOOD TWO PARKWOOD 861 5,134 2,112
PALOMAR PALOMAR 158 1,148 361
FRANKLIN ROAD FRANKLIN ROAD
BUSINESS CTR. BUSINESS CTR. 594 3,986 1,629
NAMPAC BUILDING NAMPAC BUILDING 274 1,622 106
HAMILTON CROSSING BUILDING #1 526 2,424 334
KEYSTONE AT THE CRSG. F.C. TUCKER BLDG - 264 13
PARK FLETCHER BUILDING #14 76 722 98
6060 GUION ROAD 6060 GUION ROAD
(VANSTAR) (VANSTAR) 511 2,656 -
4750 KENTUCKY AVE. 4750 KENTUCKY 246 2,260 112
4316 WEST MINN. 4316 WEST MINN. 287 2,178 170

FORT WAYNE, INDIANA
-------------------

COLDWATER CRSG. COLDWATER
SHOPPES 2,310 15,827 821

LEBANON, INDIANA
----------------

AMERICAN AIR AMERICAN AIR
FILTER FILTER 177 3,053 -

NASHVILLE, TENNESSEE
--------------------

KEEBLER BUILDING KEEBLER BLDG 307 1,183 46
HAYWOOD OAKS TECH. BUILDING #2 395 1,767 100
HAYWOOD OAKS TECH. BUILDING #3 346 1,575 254
HAYWOOD OAKS TECH. BUILDING #4 435 1,948 52
HAYWOOD OAKS TECH. BUILDING #5 629 2,816 380
HAYWOOD OAKS TECH. BUILDING #6 924 5,730 475
HAYWOOD OAKS TECH. BUILDING #7 456 1,642 593
GREENBRIAR BUS. PARK GREENBRIAR 1,445 4,490 562

HEBRON, KENTUCKY
----------------

SOUTHPARK, KY CR SERVICES 1,085 4,060 -
SOUTHPARK, KY BUILDING #1 682 3,725 237
SOUTHPARK, KY BUILDING #3 841 3,382 231
SOUTHPARK, KY REDKEN 779 3,095 116

FLORENCE, KENTUCKY
------------------

EMPIRE COMMERCE EMPIRE COMMERCE 581 2,784 197

CINCINNATI, OHIO
----------------

PARK 50 TECH. BUILDING #17 500 6,200 (516)
PARK 50 TECH. BUILDING #20 461 7,450 (497)
PARK 50 TECH. BUILDING #24 151 809 93
PARK 50 TECH. BUILDING #25 1,161 3,758 266
PARK 50 TECH. SDRC BUILDING 911 19,004 1,004
FIDELITY DRIVE DUN & BRADSTREET 270 2,510 342
WORLD PARK BUILDING #5 270 3,260 435
WORLD PARK BUILDING #6 378 4,488 (793)
WORLD PARK BUILDING #7 525 4,150 204
WORLD PARK BUILDING #8 561 5,309 195
WORLD PARK BUILDING #9 317 2,993 247
WORLD PARK BUILDING #11 460 4,701 310
WORLD PARK BUILDING #14 380 3,592 184
WORLD PARK BUILDING #15 373 2,274 301
WORLD PARK BUILDING #16 321 3,033 20
EASTGATE PLAZA EASTGATE PLAZA 2,030 4,079 778
FAIRFIELD BUILDING D
BUSINESS CENTER 135 1,639 28
FAIRFIELD BUILDING E
BUSINESS CENTER 398 2,461 84
UNIVERSITY MOVING UNIVERSITY
MOVING 248 1,612 61
TRI-CTY OFFICE PARK BUILDINGS #1-#4 217 5,211 611
GOVERNOR'S PLAZA GOVERNOR'S PLAZA 2,012 8,452 534
GOVERNOR'S PLAZA KING'S MALL II 1,928 3,636 353
GOVERNOR'S PLAZA KOHLS 1,345 3,575 164
SOFA EXPRESS SOFA EXPRESS 145 771 10
OFFICE MAX OFFICE MAX 651 1,223 63
312 ELM BUILDING 312 ELM 4,750 43,823 5,151
311 ELM STREET ZUSSMAN 339 6,226 435
ENTERPRISE BUS. PARK BUILDING 1 1,030 5,482 492
ENTERPRISE BUS. PARK BUILDING 2 733 3,443 1,050
ENTERPRISE BUS. PARK BUILDING A 119 685 35
ENTERPRISE BUS. PARK BUILDING B 119 1,117 56
ENTERPRISE BUS. PARK BUILDING D 243 1,802 318
312 PLUM STREET S & L DATA 2,539 24,312 1,443
TRIANGLE OFFICE BUILDINGS #1 -
PARK #38 1,000 10,440 1,647
GOVERNOR'S HILL 8790 GOVERNOR'S
HILL 400 4,581 382
GOVERNOR'S HILL 8700 GOVERNOR'S
HILL 459 5,705 151
GOVERNOR'S HILL 8800 GOVERNOR'S
HILL 225 2,305 413
GOVERNOR'S HILL 8600 GOVERNOR'S
HILL 1,220 17,689 1,520
GOVERNOR'S POINTE 4770 GOVERNOR'S
POINTE 586 7,609 185
GOVERNOR'S POINTE 4700 BUILDING 584 5,465 159
GOVERNOR'S POINTE 4900 BUILDING 654 4,017 545
GOVERNOR'S POINTE 4705 GOVERNOR'S
POINTE 719 6,910 1,825
GOVERNOR'S POINTE 4800 GOVERNOR'S
POINTE 978 4,742 738
BIGG'S SUPERCENTER BIGG'S
SUPERCENTER 2,107 4,545 1,828
GOVERNOR'S POINTE 4605 GOVERNOR'S
POINTE 630 16,236 1,142
MONTGOMERY CRSG. STEINBERG'S 260 852 117
MONTGOMERY CRSG. II SPORTS UNLIMITED 778 3,687 133
GOVERNOR'S PLAZA KING'S AUTO
MALL I 1,085 3,859 805
MOSTELLER DIST. MOSTELLER DIST.
CENTER CENTER 1,220 4,209 1,560
FRANCISCAN HEALTH FRANCISCAN
HEALTH - 3,241 -
PERIMETER PARK BUILDING A 229 1,274 16
PERIMETER PARK BUILDING B 244 1,001 13
CREEK ROAD BUILDING 1 103 792 8
CREEK ROAD BUILDING 2 132 1,093 12
WEST LAKE CENTER WEST LAKE CNTR. 2,459 15,972 204
EXECUTIVE PLAZA I EXECUTIVE PLAZA
PLAZA I 728 5,015 -
EXECUTIVE PLAZA II EXECUTIVE PLAZA
PLAZA II 728 5,220 -
LAKE FOREST PLACE LAKE FOREST
PLACE 1,953 19,164 -
HUNTINGTON BANK HUNTINGTON BANK 175 220 -
OHIO NATIONAL OHIO NATIONAL 2,463 24,408 -
CORNELL COMMERCE CORNELL COMMERCE 495 4,501 118

CLEVELAND, OHIO
---------------

ROCK RUN - NORTH ROCK RUN-NORTH 837 5,351 64
ROCK RUN - CENTER ROCK RUN-CENTER 1,046 6,686 -
ROCK RUN - SOUTH ROCK RUN-SOUTH 877 5,604 59
FREEDOM SQUARE I FREEDOM
SQUARE I 595 3,796 19
FREEDOM SQUARE II FREEDOM
SQUARE II 1,746 11,141 56
CORPORATE PLAZA I CORPORATE
PLAZA I 2,116 13,528 261
CORPORATE PLAZA II CORPORATE
PLAZA II 1,841 11,768 -
ONE CORPORATE ONE CORPORATE
EXCHANGE EXCHANGE 1,287 8,226 17
CORPORATE PLACE CORPORATE PLACE 1,161 7,425 102
CORPORATE CIRCLE CORPORATE
CIRCLE 1,696 10,846 155
CORPORATE CORPORATE
CENTER I CENTER I 1,048 6,695 87
CORPORATE CORPORATE
CENTER II CENTER II 1,048 6,712 -

COLUMBUS, OHIO
--------------

CORP. PARK AT LITEL
TUTTLE CRSG 2,618 17,428 1,147
CORP. PARK AT STERLING 1
TUTTLE CRSG 1,494 11,856 664
CORP. PARK AT INDIANA
TUTTLE CRSG INSURANCE 717 2,081 941
CORP. PARK AT STERLING 2
TUTTLE CRSG 605 5,300 595
CORP. PARK AT JOHN ALDEN LIFE
TUTTLE CRSG INSURANCE 1,066 6,856 198
CORP. PARK AT CARDINAL HEALTH
TUTTLE CRSG 1,600 9,556 754
CORP. PARK AT STERLING 3
TUTTLE CRSG 1,601 8,207 -
CORP. PARK AT NATIONWIDE
TUTTLE CRSG 4,815 18,554 -
CORP. PARK AT LAZARUS GROUND
TUTTLE CRSG LEASE 852 - -
CORP. PARK AT XEROX
TUTTLE CRSG 1,580 8,630 321
SOUTH POINTE BUILDING A 594 4,355 1,185
SOUTH POINTE BUILDING B 556 4,985 318
PET FOODS BUILD- PET FOODS
TO-SUIT DISTRIBUTION 268 4,932 1,167
GALYAN'S GALYAN'S 1,925 3,146 213
TUTTLE RETAIL TUTTLE RETAIL
CENTER CENTER 2,625 6,598 -
MBM BUILDING MBM BUILDING 170 1,916 72
METROCENTER III METROCENTER III 887 2,727 667
SCIOTO CORPORATE SCIOTO CORPORATE
CENTER CENTER 1,137 3,147 43
V.A. HOSPITAL V.A. HOSPITAL 703 9,239 308

DAYTON, OHIO
------------

SUGARCREEK PLAZA SUGARCREEK PLAZA 898 6,492 (337)

LIVONIA, MICHIGAN
-----------------

LIVONIA BUILDING A - 9,474 883
LIVONIA BUILDING B - 11,930 1,135

DECATUR, ILLINOIS
-----------------
PARK 101 BUILDING #3 275 2,405 722
PARK 101 BUILDING #8 80 1,660 27
PARK 101 ILL POWER LAND
LEASE 212 - -

BLOOMINGTON, ILLINOIS
---------------------

LAKEWOOD PLAZA LAKEWOOD PLAZA 766 7,199 1,039

CHAMPAIGN, ILLINOIS
-------------------

MARKET VIEW MARKET VIEW
SHOPPING CTR CENTER 740 6,830 (324)

ST. LOUIS, MISSOURI
-------------------

LAUMEIER I LAUMEIER I 1,220 9,091 576
LAUMEIER II LAUMEIER II 1,258 9,054 792
WESTVIEW PLACE WESTVIEW PLACE 673 8,389 442
WESTMARK WESTMARK 1,200 9,759 408
ALFA - LAVAL ALFA - LAVAL 1,158 4,944 161
I-70 CENTER I-70 CENTER 950 3,915 93
1920 BELTWAY 1920 BELTWAY 605 1,462 36
INTERAMERICAN INTERAMERICAN 1,416 7,661 7

VARIOUS LOCATIONS
-----------------

LAND IMP. - N/A
UNDEVELOPED LAND - - -
ELIMINATIONS - 117 -
------- --------- -------
TOTALS 138,622 977,363 66,674
======= ========= =======

- 47 -

DUKE REALTY INVESTMENTS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31,1996

(IN THOUSANDS)

GROSS BOOK VALUE AT DECEMBER 31, 1996
-------------------------------------
LAND & BUILDING
LOCATION / IMPROVE- IMPROVE-
DEVELOPMENT BUILDING MENTS MENTS TOTAL
- ------------ --------------- -------- -------- -------

INDIANAPOLIS, INDIANA
- ---------------------

PARK 100 BUSINESS PARK BUILDING #32 65 969 1,034
PARK 100 BUSINESS PARK BUILDING #34 133 1,671 1,803
PARK 100 BUSINESS PARK BUILDING #38 26 266 292
PARK 100 BUSINESS PARK BUILDING #79 187 2,030 2,217
PARK 100 BUSINESS PARK BUILDING #80 256 2,586 2,842
PARK 100 BUSINESS PARK BUILDING #8 252 2,714 2,966
PARK 100 BUSINESS PARK BUILDING #84 354 2,767 3,120
PARK 100 BUSINESS PARK BUILDING #95 642 4,963 5,605
PARK 100 BUSINESS PARK BUILDING #96 1,436 9,164 10,600
PARK 100 BUSINESS PARK BUILDING #97 676 5,524 6,200
PARK 100 BUSINESS PARK BUILDING #98 273 7,878 8,151
PARK 100 BUSINESS PARK BUILDING #100 103 2,831 2,934
PARK 100 BUSINESS PARK BUILDING #107 99 1,713 1,812
PARK 100 BUSINESS PARK BUILDING #109 246 1,758 2,004
PARK 100 BUSINESS PARK BUILDING #116 348 3,062 3,410
PARK 100 BUSINESS PARK BUILDING #118 230 2,379 2,610
PARK 100 BUSINESS PARK BUILDING #119 395 3,670 4,065
PARK 100 BUSINESS PARK BUILDING #121 604 1,063 1,667
PARK 100 BUSINESS PARK BUILDING #122 290 3,670 3,959
PARK 100 BUSINESS PARK BUILDING #125 674 5,712 6,386
PARK 100 BUSINESS PARK BUILDING #126 165 1,498 1,663
PARK 100 BUSINESS PARK BUILDING #127 96 2,096 2,192
PARK 100 BUSINESS PARK BUILDING #128 904 8,429 9,333
PARK 100 BUSINESS PARK BUILDING #129 865 5,468 6,332
PARK 100 BUSINESS PARK BUILDING #130 513 3,611 4,124
GEORGETOWN ROAD BUILDING 1 362 2,341 2,703
GEORGETOWN ROAD BUILDING 2 374 2,492 2,866
GEORGETOWN ROAD BUILDING 3 421 1,873 2,294
PARK 100 BUSINESS PARK NORGATE LAND LEASE 51 - 51
PARK 100 BUSINESS PARK SCHAHET HOTELS
LAND LEASE - - -
PARK 100 BUSINESS PARK KENNY ROGERS LAND 56 9 65
LEASE
PARK 100 BUSINESS PARK NORCO LAND LEASE - 37 37
PARK 100 BUSINESS PARK ZOLLMAN LAND LEASE 115 - 115
SHADELAND STATION 7351 SHADELAND 103 1,504 1,606
SHADELAND STATION BUILDING #204/205 266 2,909 3,174
SHADELAND STATION 7240 SHADELAND 152 3,910 4,062
SHADELAND STATION 7330 SHADELAND 260 3,868 4,128
SHADELAND STATION 7369 SHADELAND 102 1,206 1,308
SHADELAND STATION 7340 SHADELAND 169 2,613 2,782
SHADELAND STATION 7400 SHADELAND 581 3,311 3,892
CASTLETON CORNER CUB PLAZA 550 5,062 5,612
CASTLETON SHOPPING CTR. MICHAEL'S PLAZA 764 3,694 4,458
SOUTH PARK, INDIANA BUILDING #1 292 2,704 2,997
SOUTH PARK, INDIANA BUILDING #2 341 3,895 4,236
SOUTH PARK, INDIANA BUILDING #3 212 2,566 2,778
SOUTH PARK, INDIANA BRYLANE PARKING - 57 57
LOT LEASE
SOUTH PARK, INDIANA LEE'S INN LAND - 33 33
LEASE
GREENWOOD CORNER GREENWOOD CORNER 400 3,350 3,750
GREENWOOD CORNER 1st INDIANA BANK 47 260 307
BRANCH
CARMEL MEDICAL I CARMEL MEDICAL I - 3,327 3,327
ST. FRANCIS ST. FRANCIS - 6,069 6,069
COMMUNITY MOB COMMUNITY MOB 350 2,724 3,075
CARMEL MEDICAL II CARMEL MEDICAL II - 4,294 4,294
HILLSDALE TECHNECENTER BUILDING #4 366 5,033 5,399
HILLSDALE TECHNECENTER BUILDING #5 251 3,396 3,647
HILLSDALE TECHNECENTER BUILDING #6 315 4,195 4,510
KEYSTONE AT THE CROSSING 8465 KEYSTONE 89 1,326 1,415
WOODFIELD AT THE CROSSING WOODFIELD II 733 9,951 10,684
WOODFIELD AT THE CROSSING WOODFIELD III 3,843 21,959 25,802
KEYSTONE AT THE CROSSING 3520 COMMERCE - 638 638
CRSG
ONE PARKWOOD ONE PARKWOOD 1,018 9,997 11,015
TWO PARKWOOD TWO PARKWOOD 861 7,245 8,106
PALOMAR PALOMAR 158 1,509 1,667
FRANKLIN ROAD BUSINESS CTR. FRANKLIN ROAD 594 5,615 6,209
BUSINESS CTR.
NAMPAC BUILDING NAMPAC BUILDING 274 1,728 2,002
HAMILTON CROSSING BUILDING #1 536 2,748 3,284
KEYSTONE AT THE CROSSING F.C. TUCKER BLDG. - 277 277
PARK FLETCHER BUILDING #14 76 821 896
6060 GUION ROAD (VANSTAR) 6060 GUION ROAD 511 2,656 3,167
(VANSTAR)
4750 KENTUCKY AVE. 4750 KENTUCKY AVE. 246 2,372 2,618
4316 WEST MINNESOTA 4316 WEST MINN. 287 2,348 2,634

FORT WAYNE, INDIANA
- -------------------

COLDWATER CROSSING COLDWATER 2,310 16,648 18,958
SHOPPES

LEBANON, INDIANA
- ----------------

AMERICAN AIR FILTER AMERICAN AIR 177 3,053 3,230
FILTER

NASHVILLE, TENNESSEE
- --------------------

KEEBLER BUILDING KEEBLER BUILDING 307 1,228 1,536
HAYWOOD OAKS TECHNECENTER BUILDING #2 395 1,867 2,262
HAYWOOD OAKS TECHNECENTER BUILDING #3 346 1,829 2,175
HAYWOOD OAKS TECHNECENTER BUILDING #4 435 1,999 2,435
HAYWOOD OAKS TECHNECENTER BUILDING #5 629 3,196 3,825
HAYWOOD OAKS TECHNECENTER BUILDING #6 946 6,183 7,129
HAYWOOD OAKS TECHNECENTER BUILDING #7 456 2,235 2,692
GREENBRIAR BUSINESS PARK GREENBRIAR 1,445 5,053 6,498

HEBRON, KENTUCKY
- ----------------

SOUTHPARK, KENTUCKY CR SERVICES 1,085 4,060 5,145
SOUTHPARK, KENTUCKY BUILDING #1 696 3,947 4,644
SOUTHPARK, KENTUCKY BUILDING #3 858 3,596 4,454
SOUTHPARK, KENTUCKY REDKEN 779 3,211 3,990

FLORENCE, KENTUCKY
- ------------------

EMPIRE COMMERCE EMPIRE COMMERCE 581 2,981 3,562

CINCINNATI, OHIO
- ----------------

PARK 50 TECHNECENTER BUILDING #17 510 5,674 6,184
PARK 50 TECHNECENTER BUILDING #20 469 6,945 7,414
PARK 50 TECHNECENTER BUILDING #24 154 899 1,053
PARK 50 TECHNECENTER BUILDING #25 1,184 4,001 5,185
PARK 50 TECHNECENTER SDRC BUILDING 929 19,989 20,919
FIDELITY DRIVE DUN & BRADSTREET 277 2,845 3,122
WORLD PARK BUILDING #5 276 3,690 3,965
WORLD PARK BUILDING #6 385 3,688 4,073
WORLD PARK BUILDING #7 537 4,343 4,879
WORLD PARK BUILDING #8 561 5,504 6,065
WORLD PARK BUILDING #9 317 3,240 3,557
WORLD PARK BUILDING #11 460 5,011 5,471
WORLD PARK BUILDING #14 380 3,777 4,156
WORLD PARK BUILDING #15 381 2,567 2,948
WORLD PARK BUILDING #16 321 3,053 3,374
EASTGATE PLAZA EASTGATE PLAZA 2,030 4,857 6,887
FAIRFIELD BUSINESS CENTER BUILDING D 135 1,667 1,801
FAIRFIELD BUSINESS CENTER BUILDING E 398 2,545 2,943
UNIVERSITY MOVING UNIVERSITY MOVING 248 1,674 1,921
TRI-COUNTY OFFICE PARK BUILDINGS #1 - #4 221 5,818 6,039
GOVERNOR'S PLAZA GOVERNOR'S PLAZA 2,053 8,946 10,998
GOVERNOR'S PLAZA KING'S MALL II 1,952 3,965 5,917
GOVERNOR'S PLAZA KOHLS 1,345 3,740 5,085
SOFA EXPRESS SOFA EXPRESS 145 781 926
OFFICE MAX OFFICE MAX 651 1,286 1,937
312 ELM BUILDING 312 ELM 5,428 48,295 53,724
311 ELM STREET ZUSSMAN - 7,000 7,000
ENTERPRISE BUSINESS PARK BUILDING 1 1,051 5,954 7,004
ENTERPRISE BUSINESS PARK BUILDING 2 747 4,479 5,226
ENTERPRISE BUSINESS PARK BUILDING A 119 720 839
ENTERPRISE BUSINESS PARK BUILDING B 119 1,173 1,292
ENTERPRISE BUSINESS PARK BUILDING D 243 2,120 2,363

CINCINNATI, OHIO (con't)
- -----------------------

312 PLUM STREET S & L DATA 2,590 25,704 28,294
TRIANGLE OFFICE PARK BUILDINGS #1-#38 1,018 12,069 13,087
GOVERNOR'S HILL 8790 GOVERNOR'S 408 4,955 5,363
HILL
GOVERNOR'S HILL 8700 GOVERNOR'S 468 5,847 6,315
HILL
GOVERNOR'S HILL 8800 GOVERNOR'S 231 2,712 2,943
HILL
GOVERNOR'S HILL 8600 GOVERNOR'S 1,245 19,184 20,429
HILL
GOVERNOR'S POINTE 4770 GOVERNOR'S 596 7,784 8,380
POINTE
GOVERNOR'S POINTE 4700 BUILDING 595 5,614 6,208
GOVERNOR'S POINTE 4900 BUILDING 673 4,543 5,216
GOVERNOR'S POINTE 4705 GOVERNOR'S 733 8,721 9,454
POINTE
GOVERNOR'S POINTE 4800 GOVERNOR'S 998 5,460 6,458
POINTE
BIGG'S SUPERCENTER BIGG'S 2,107 6,373 8,480
SUPERCENTER
GOVERNOR'S POINTE 4605 GOVERNOR'S 643 17,365 18,008
POINTE
MONTGOMERY CROSSING STEINBERG'S 260 969 1,229
MONTGOMERY CROSSING II SPORTS UNLIMITED 778 3,820 4,598
GOVERNOR'S PLAZA KING'S AUTO 1,124 4,625 5,749
MALL I
MOSTELLER DIST. CENTER MOSTELLER DIST. 1,220 5,769 6,989
CENTER
FRANCISCAN HEALTH FRANCISCAN HEALTH - 3,241 3,241
PERIMETER PARK BUILDING A 229 1,290 1,519
PERIMETER PARK BUILDING B 244 1,013 1,258
CREEK ROAD BUILDING 1 103 801 903
CREEK ROAD BUILDING 2 132 1,105 1,237
WEST LAKE CENTER WEST LAKE CENTER 2,459 16,176 18,635
EXECUTIVE PLAZA I EXECUTIVE PLAZA I 728 5,015 5,743
EXECUTIVE PLAZA II EXECUTIVE PLAZA II 728 5,220 5,947
LAKE FOREST PLACE LAKE FOREST PLACE 1,953 19,164 21,117
HUNTINGTON BANK HUNTINGTON BANK 175 220 395
OHIO NATIONAL OHIO NATIONAL 2,463 24,408 26,870
CORNELL COMMERCE CORNELL COMMERCE 495 4,619 5,114

CLEVELAND, OHIO
- ---------------

ROCK RUN - NORTH ROCK RUN-NORTH 837 5,414 6,251
ROCK RUN - CENTER ROCK RUN-CENTER 1,046 6,686 7,732
ROCK RUN - SOUTH ROCK RUN-SOUTH 877 5,663 6,540
FREEDOM SQUARE I FREEDOM SQUARE I 595 3,816 4,410
FREEDOM SQUARE II FREEDOM SQUARE II 1,746 11,197 12,943
CORPORATE PLAZA I CORPORATE PLAZA I 2,116 13,789 15,905
CORPORATE PLAZA II CORPORATE 1,841 11,768 13,608
PLAZA II
ONE CORPORATE EXCHANGE ONE CORPORATE 1,287 8,244 9,530
EXCHANGE
CORPORATE PLACE CORPORATE PLACE 1,163 7,525 8,688
CORPORATE CIRCLE CORPORATE CIRCLE 1,698 10,999 12,697
CORPORATE CENTER I CORPORATE 1,040 6,791 7,831
CENTER I
CORPORATE CENTER II CORPORATE 1,048 6,712 7,760
CENTER II

COLUMBUS, OHIO
- --------------

CORP. PARK AT LITEL 2,670 18,523 21,193
TUTTLE CRSG
CORP. PARK AT STERLING 1 1,524 12,490 14,014
TUTTLE CRSG
CORP. PARK AT INDIANA INSUR. 717 3,022 3,739
TUTTLE CRSG
CORP. PARK AT STERLING 2 605 5,895 6,500
TUTTLE CRSG
CORP. PARK AT JOHN ALDEN LIFE 1,066 7,054 8,120
TUTTLE CRSG INSURANCE
CORP. PARK AT CARDINAL HEALTH 1,600 10,310 11,910
TUTTLE CRSG
CORP. PARK AT STERLING 3 1,601 8,207 9,807
TUTTLE CRSG
CORP. PARK AT NATIONWIDE 4,815 18,554 23,369
TUTTLE CRSG
CORP. PARK AT LAZARUS GROUND 852 - 852
TUTTLE CRSG LEASE
CORP. PARK AT XEROX 1,580 8,951 10,531
TUTTLE CRSG
SOUTH POINTE BUILDING A 594 5,540 6,134
SOUTH POINTE BUILDING B 556 5,303 5,859
PET FOODS B-T-S PET FOODS 1,031 5,336 6,368
DISTRIBUTION
GALYAN'S GALYAN'S 1,925 3,359 5,284
TUTTLE RETAIL TUTTLE RETAIL 2,625 6,598 9,224
CENTER CENTER

MBM BUILDING MBM BUILDING 170 1,988 2,158
METROCENTER III METROCENTER III 887 3,395 4,281
SCIOTO CORPORATE SCIOTO CORPORATE 1,137 3,190 4,327
CENTER CENTER
V.A. HOSPITAL V.A. HOSPITAL 703 9,547 10,250

DAYTON, OHIO
- ------------

SUGARCREEK PLAZA SUGARCREEK PLAZA 924 6,129 7,053

LIVONIA, MICHIGAN
- -----------------

LIVONIA BUILDING A - 10,357 10,357
LIVONIA BUILDING B - 13,065 13,065

DECATUR, ILLINOIS
- -----------------

PARK 101 BUILDING #3 280 3,122 3,402
PARK 101 BUILDING #8 184 1,583 1,767
PARK 101 ILL POWER LA 212 - 212
LEASE

BLOOMINGTON, ILLINOIS
- ---------------------

LAKEWOOD PLAZA LAKEWOOD PLAZA 786 8,218 9,004

CHAMPAIGN, ILLINOIS
- -------------------

MARKET VIEW MARKET VIEW 755 6,491 7,246
SHOPPING CTR CENTER

ST. LOUIS, MISSOURI
- -------------------

LAUMEIER I LAUMEIER I 1,220 9,668 10,888
LAUMEIER II LAUMEIER II 1,258 9,846 11,104
WESTVIEW PLACE WESTVIEW PLACE 673 8,831 9,504
WESTMARK WESTMARK 1,200 10,167 11,367
ALFA - LAVAL ALFA - LAVAL 1,158 5,105 6,263
I-70 CENTER I-70 CENTER 950 4,008 4,958
1920 BELTWAY 1920 BELTWAY 605 1,498 2,103
INTERAMERICAN INTERAMERICAN 1,416 7,668 9,084

VARIOUS LOCATIONS
- -----------------

LAND IMP. - N/A - - -
UNDEVELOPED LAND
ELIMINATIONS - (1,110) (1,110)
------- --------- ---------
TOTALS 140,391 1,041,040 1,181,431
======= ========= =========

- 48 -

DUKE REALTY INVESTMENTS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1996

(IN THOUSANDS)

ACCUMULATED DATE OF DATE DEPRECIABLE
LOCATION/DEVELOPMENT BUILDING DEPRECIATION CONST. ACQUIRED LIFE
- -------------------- ----------- ------------ ------ -------- -----------

INDIANAPOLIS, INDIANA
- ---------------------

PARK 100 BUSINESS PARK BUILDING #32 259 1978 1986 (4)
PARK 100 BUSINESS PARK BUILDING #34 473 1979 1986 (4)
PARK 100 BUSINESS PARK BUILDING #38 23 1978 1993 (4)
PARK 100 BUSINESS PARK BUILDING #79 213 1988 1993 (4)
PARK 100 BUSINESS PARK BUILDING #80 221 1988 1993 (4)
PARK 100 BUSINESS PARK BUILDING #83 216 1989 1993 (4)
PARK 100 BUSINESS PARK BUILDING #84 219 1989 1993 (4)
PARK 100 BUSINESS PARK BUILDING #95 361 1993 1994 (4)
PARK 100 BUSINESS PARK BUILDING #96 446 1994 1994 (4)
PARK 100 BUSINESS PARK BUILDING #97 542 1994 1994 (4)
PARK 100 BUSINESS PARK BUILDING #98 696 1968 1994 (4)
PARK 100 BUSINESS PARK BUILDING #100 171 1995 1995 (4)
PARK 100 BUSINESS PARK BUILDING #107 105 1984 1995 (4)
PARK 100 BUSINESS PARK BUILDING #109 511 1985 1986 (4)
PARK 100 BUSINESS PARK BUILDING #116 632 1988 1988 (4)
PARK 100 BUSINESS PARK BUILDING #118 199 1988 1993 (4)
PARK 100 BUSINESS PARK BUILDING #119 327 1989 1993 (4)
PARK 100 BUSINESS PARK BUILDING #121 85 1989 1993 (4)
PARK 100 BUSINESS PARK BUILDING #122 338 1990 1993 (4)
PARK 100 BUSINESS PARK BUILDING #125 209 1994 1994 (4)
PARK 100 BUSINESS PARK BUILDING #126 113 1984 1994 (4)
PARK 100 BUSINESS PARK BUILDING #127 90 1995 1995 (4)
PARK 100 BUSINESS PARK BUILDING #128 311 1996 1996 (4)
PARK 100 BUSINESS PARK BUILDING #129 - 1996 1996 (4)
PARK 100 BUSINESS PARK BUILDING #130 2 1996 1996 (4)
GEORGETOWN ROAD BUILDING 1 5 1987 1996 (4)
GEORGETOWN ROAD BUILDING 2 5 1987 1996 (4)
GEORGETOWN ROAD BUILDING 3 4 1987 1996 (4)
PARK 100 BUSINESS PARK NORGATE LAND LEASE - N/A 1995 (4)
PARK 100 BUSINESS PARK SCHAHET HOTELS - N/A 1995 (4)
PARK 100 BUSINESS PARK KENNY ROGERS LAND 1 N/A 1995 (4)
PARK 100 BUSINESS PARK NORCO LAND LEASE 3 N/A 1995 (4)
PARK 100 BUSINESS PARK ZOLLMAN LAND LEASE - N/A 1994 (4)
SHADELAND STATION 7351 SHADELAND 138 1983 1993 (4)
SHADELAND STATION BUILDING #204/205 804 1984 1986 (4)
SHADELAND STATION 7240 SHADELAND 1,044 1985 1993 (4)
SHADELAND STATION 7330 SHADELAND 763 1988 1988 (4)
SHADELAND STATION 7369 SHADELAND 98 1989 1993 (4)
SHADELAND STATION 7340 SHADELAND 212 1989 1993 (4)
SHADELAND STATION 7400 SHADELAND 338 1990 1993 (4)
CASTLETON CORNER CUB PLAZA 1,365 1986 1986 (4)
CASTLETON SHOPPING MICHAEL'S PLAZA 330 1984 1993 (4)
CENTER
SOUTH PARK, INDIANA BUILDING #1 363 1989 1993 (4)
SOUTH PARK, INDIANA BUILDING #2 328 1990 1993 (4)
SOUTH PARK, INDIANA BUILDING #3 344 1990 1993 (4)
SOUTH PARK, INDIANA BRYLANE PARKING 14 N/A 1994 (4)
LOT LEASE
SOUTH PARK, INDIANA LEE'S INN LAND - N/A 1995 (4)
LEASE
GREENWOOD CORNER GREENWOOD CORNER 885 1986 1986 (4)
GREENWOOD CORNER 1st INDIANA BANK 21 1988 1993 (4)
BRANCH
CARMEL MEDICAL I CARMEL MEDICAL I 885 1985 1986 (4)
ST. FRANCIS ST. FRANCIS 434 1995 1995 (4)
COMMUNITY MOB COMMUNITY MOB 128 1995 1995 (4)
CARMEL MEDICAL II CARMEL MEDICAL II 640 1989 1990 (4)
HILLSDALE BUILDING #4 421 1987 1993 (4)
TECHNECENTER
HILLSDALE BUILDING #5 315 1987 1993 (4)
TECHNECENTER
HILLSDALE BUILDING #6 334 1987 1993 (4)
TECHNECENTER
KEYSTONE AT THE 8465 KEYSTONE 52 1983 1995 (4)
CROSSING
WOODFIELD AT THE WOODFIELD II 926 1987 1993 (4)
CROSSING
WOODFIELD AT THE WOODFIELD III 1,979 1989 1993 (4)
CROSSING
KEYSTONE AT THE 3520 COMMERCE 158 1976 1993 (4)
CROSSING CROSSING
ONE PARKWOOD ONE PARKWOOD 266 1989 1995 (4)
TWO PARKWOOD TWO PARKWOOD 307 1996 1996 (4)
PALOMAR PALOMAR 74 1973 1995 (4)
FRANKLIN ROAD FRANKLIN ROAD 258 1962 1995 (4)
BUSINESS CTR. BUSINESS CTR.
NAMPAC BUILDING NAMPAC BUILDING 71 1974 1995 (4)
HAMILTON CROSSING BUILDING #1 254 1989 1993 (4)
KEYSTONE AT THE F.C. TUCKER 22 1978 1993 (4)
CROSSING BUILDING
PARK FLETCHER BUILDING #14 68 1978 1995 (4)
6060 GUION ROAD 6060 GUION ROAD 33 1968 1996 (4)
(VANSTAR) (VANSTAR)
4750 KENTUCKY 4750 KENTUCKY 16 1974 1996 (4)
AVENUE AVENUE
4316 WEST MINNESOTA 4316 WEST MINNESOTA 16 1970 1996 (4)

FORT WAYNE, INDIANA
- -------------------

COLDWATER CROSSING COLDWATER SHOPPES 1,058 1990 1994 (4)

LEBANON, INDIANA
- ----------------

AMERICAN AIR FILTER AMERICAN AIR FILTER 51 1996 1996 (4)

NASHVILLE, TENNESSEE
- --------------------

KEEBLER BUILDING KEEBLER BUILDING 55 1985 1995 (4)
HAYWOOD OAKS BUILDING #2 160 1988 1993 (4)
TECHNECENTER
HAYWOOD OAKS BUILDING #3 242 1988 1993 (4)
TECHNECENTER
HAYWOOD OAKS BUILDING #4 161 1988 1993 (4)
TECHNECENTER
HAYWOOD OAKS BUILDING #5 343 1988 1993 (4)
TECHNECENTER
HAYWOOD OAKS BUILDING #6 537 1989 1993 (4)
TECHNECENTER
HAYWOOD OAKS BUILDING #7 117 1995 1995 (4)
TECHNECENTER
GREENBRIAR BUSINESS GREENBRIAR 340 1986 1993 (4)
PARK

HEBRON, KENTUCKY
- ----------------

SOUTHPARK, KENTUCKY CR SERVICES 257 1994 1994 (4)
SOUTHPARK, KENTUCKY BUILDING #1 322 1990 1993 (4)
SOUTHPARK, KENTUCKY BUILDING #3 282 1991 1993 (4)
SOUTHPARK, KENTUCKY REDKEN 203 1994 1994 (4)

FLORENCE, KENTUCKY
- ------------------

EMPIRE COMMERCE EMPIRE COMMERCE 35 1973 1996 (4)

CINCINNATI, OHIO
- ----------------

PARK 50 TECHNECENTER BUILDING #17 1,802 1985 1986 (4)
PARK 50 TECHNECENTER BUILDING #20 1,451 1987 1988 (4)
PARK 50 TECHNECENTER BUILDING #24 88 1989 1993 (4)
PARK 50 TECHNECENTER BUILDING #25 320 1989 1993 (4)
PARK 50 TECHNECENTER SDRC BUILDING 1,572 1991 1993 (4)
FIDELITY DRIVE DUN & BRADSTREET 824 1972 1986 (4)
WORLD PARK BUILDING #5 954 1987 1990 (4)
WORLD PARK BUILDING #6 862 1987 1990 (4)
WORLD PARK BUILDING #7 830 1987 1990 (4)
WORLD PARK BUILDING #8 437 1989 1993 (4)
WORLD PARK BUILDING #9 284 1989 1993 (4)
WORLD PARK BUILDING #11 456 1989 1993 (4)
WORLD PARK BUILDING #14 316 1989 1993 (4)
WORLD PARK BUILDING #15 252 1990 1993 (4)
WORLD PARK BUILDING #16 247 1989 1993 (4)
EASTGATE PLAZA EASTGATE PLAZA 213 1990 1995 (4)
FAIRFIELD BUSINESS BUILDING D 47 1990 1995 (4)
CENTER
FAIRFIELD BUSINESS BUILDING E 74 1990 1995 (4)
CENTER
UNIVERSITY MOVING UNIVERSITY MOVING 75 1991 1995 (4)
TRI-COUNTY OFFICE BUILDINGS #1 - #4 558 1971 1993 (4)
PARK
GOVERNOR'S PLAZA GOVERNOR'S PLAZA 707 1990 1993 (4)
GOVERNOR'S PLAZA KING'S MALL II 308 1988 1989 (4)
GOVERNOR'S PLAZA KOHLS 196 1994 1994 (4)
SOFA EXPRESS SOFA EXPRESS 25 1995 1995 (4)
OFFICE MAX OFFICE MAX 46 1995 1995 (4)
312 ELM BUILDING 312 ELM 4,066 1992 1993 (4)
311 ELM STREET ZUSSMAN 582 1902 1993 (4)
ENTERPRISE BUSINESS BUILDING 1 504 1990 1993 (4)
PARK
ENTERPRISE BUSINESS BUILDING 2 561 1990 1993 (4)
PARK
ENTERPRISE BUSINESS BUILDING A 29 1987 1995 (4)
PARK
ENTERPRISE BUSINESS BUILDING B 46 1988 1995 (4)
PARK
ENTERPRISE BUSINESS BUILDING D 110 1989 1995 (4)
PARK
312 PLUM STREET S & L DATA 2,148 1987 1993 (4)
TRIANGLE OFFICE PARK BUILDINGS #1 - #38 4,237 1965 1986 (4)
GOVERNOR'S HILL 8790 GOVERNOR'S 442 1985 1991 (4)
HILL
GOVERNOR'S HILL 8700 GOVERNOR'S 470 1985 1993 (4)
HILL
GOVERNOR'S HILL 8800 GOVERNOR'S 1,009 1985 1986 (4)
HILL
GOVERNOR'S HILL 8600 GOVERNOR'S 1,688 1986 1991 (4)
HILL
GOVERNOR'S POINTE 4770 GOVERNOR'S 1,650 1986 1988 (4)
POINTE
GOVERNOR'S POINTE 4700 BUILDING 1,260 1987 1988 (4)
GOVERNOR'S POINTE 4900 BUILDING 1,130 1987 1989 (4)
GOVERNOR'S POINTE 4705 GOVERNOR'S 736 1988 1993 (4)
POINTE
GOVERNOR'S POINTE 4800 GOVERNOR'S 612 1989 1993 (4)
POINTE
BIGG'S SUPERCENTER BIGG'S SUPERCENTER 75 1996 1996 (4)
GOVERNOR'S POINTE 4605 GOVERNOR'S 1,451 1990 1993 (4)
POINTE
MONTGOMERY CROSSING STEINBERG'S 49 1993 1993 (4)
MONTGOMERY CROSSING SPORTS UNLIMITED 224 1994 1994 (4)
II
GOVERNOR'S PLAZA KING'S AUTO MALL I 954 1990 1993 (4)
MOSTELLER DIST. MOSTELLER DIST. 127 1950 1996 (4)
CENTER CENTER
FRANCISCAN HEALTH FRANCISCAN HEALTH 8 1996 1996 (4)
PERIMETER PARK BUILDING A 5 1991 1996 (4)
PERIMETER PARK BUILDING B 4 1991 1996 (4)
CREEK ROAD BUILDING 1 4 1971 1996 (4)
CREEK ROAD BUILDING 2 6 1971 1996 (4)
WEST LAKE CENTER WEST LAKE CENTER 136 1981 1996 (4)
EXECUTIVE PLAZA I EXECUTIVE PLAZA I 4 1980 1996 (4)
EXECUTIVE PLAZA II EXECUTIVE PLAZA II 5 1981 1996 (4)
LAKE FOREST PLACE LAKE FOREST PLACE 164 1985 1996 (4)
HUNTINGTON BANK HUNTINGTON BANK 2 1986 1996 (4)
OHIO NATIONAL OHIO NATIONAL 311 1996 1996 (4)
CORNELL COMMERCE CORNELL COMMERCE 126 1989 1996 (4)

CLEVELAND, OHIO
- ---------------

ROCK RUN - NORTH ROCK RUN - NORTH 133 1984 1996 (4)
ROCK RUN - CENTER ROCK RUN - CENTER 153 1985 1996 (4)
ROCK RUN - SOUTH ROCK RUN - SOUTH 136 1986 1996 (4)
FREEDOM SQUARE I FREEDOM SQUARE I 88 1980 1996 (4)
FREEDOM SQUARE II FREEDOM SQUARE II 260 1987 1996 (4)
CORPORATE PLAZA I CORPORATE PLAZA I 319 1989 1996 (4)
CORPORATE PLAZA II CORPORATE PLAZA II 270 1991 1996 (4)
ONE CORPORATE ONE CORPORATE 190 1989 1996 (4)
EXCHANGE EXCHANGE
CORPORATE PLACE CORPORATE PLACE 19 1988 1996 (4)
CORPORATE CIRCLE CORPORATE CIRCLE 28 1983 1996 (4)
CORPORATE CENTER I CORPORATE CENTER I 80 1985 1996 (4)
CORPORATE CENTER II CORPORATE CENTER II 77 1987 1996 (4)

COLUMBUS, OHIO
- --------------

CORP. PARK AT LITEL 1,447 1990 1993 (4)
TUTTLE CRSG
CORP. PARK AT STERLING 1 983 1990 1993 (4)
TUTTLE CRSG
CORP. PARK AT INDIANA INSURANCE 382 1994 1994 (4)
TUTTLE CRSG
CORP. PARK AT STERLING 2 239 1995 1995 (4)
TUTTLE CRSG
CORP. PARK AT JOHN ALDEN LIFE 303 1995 1995 (4)
TUTTLE CRSG INSURANCE
CORP. PARK AT CARDINAL HEALTH 650 1995 1995 (4)
TUTTLE CRSG
CORP. PARK AT STERLING 3 61 1995 1995 (4)
TUTTLE CRSG
CORP. PARK AT NATIONWIDE 360 1996 1996 (4)
TUTTLE CRSG
CORP. PARK AT LAZARUS GROUND - N/A 1996 (4)
TUTTLE CRSG LEASE
CORP. PARK AT XEROX 592 1992 1994 (4)
TUTTLE CRSG
SOUTH POINTE BUILDING A 249 1995 1995 (4)
SOUTH POINTE BUILDING B 101 1996 1996 (4)
PET FOODS PET FOODS 299 1993 1993 (4)
BUILD-TO-SUIT DISTRIBUTION
GALYAN'S GALYAN'S 180 1994 1994 (4)
TUTTLE RETAIL TUTTLE RETAIL 126 1995 1995 (4)
CENTER CENTER
MBM BUILDING MBM BUILDING 97 1978 1994 (4)
METROCENTER III METROCENTER III 81 1983 1996 (4)
SCIOTO CORPORATE SCIOTO CORPORATE 12 1987 1996 (4)
CENTER CENTER
V.A. HOSPITAL V.A. HOSPITAL 530 1994 1994 (4)

DAYTON, OHIO
- ------------

SUGARCREEK PLAZA SUGARCREEK PLAZA 1,284 1988 1988 (4)

LIVONIA, MICHIGAN
- -----------------

LIVONIA BUILDING A 974 1988 1993 (4)
LIVONIA BUILDING B 1,148 1989 1993 (4)

DECATUR, ILLINOIS
- -----------------

PARK 101 BUILDING #3 945 1979 1986 (4)
PARK 101 BUILDING #8 423 1980 1986 (4)
PARK 101 ILL POWER LAND - N/A 1994 (4)
LEASE

BLOOMINGTON, ILLINOIS
- ---------------------

LAKEWOOD PLAZA LAKEWOOD PLAZA 1,654 1987 1988 (4)

CHAMPAIGN, ILLINOIS
- -------------------

MARKET VIEW MARKET VIEW 1,729 1985 1986 (4)
SHOPPING CTR CENTER

ST. LOUIS, MISSOURI
- -------------------

LAUMEIER I LAUMEIER I 391 1987 1995 (4)
LAUMEIER II LAUMEIER II 424 1988 1995 (4)
WESTVIEW PLACE WESTVIEW PLACE 377 1988 1995 (4)
WESTMARK WESTMARK 292 1987 1995 (4)
ALFA - LAVAL ALFA - LAVAL 21 1996 1996 (4)
I-70 CENTER I-70 CENTER 42 1986 1996 (4)
1920 BELTWAY 1920 BELTWAY 16 1986 1996 (4)
INTERAMERICAN INTERAMERICAN 64 1996 1996 (4)

VARIOUS LOCATIONS
- -----------------

LAND IMP. -
UNDEVELOPED LAND N/A 457
ELIMINATIONS -
------
TOTALS 82,207
======

- 49 -

DUKE REALTY INVESTMENTS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1996

(IN THOUSANDS)

(1) Costs capitalized subsequent to acquisition include decreases for
purchase price reduction payments received and land sales or takedowns.

(2) The Company owns a 66.67% interest in the partnership owning this
building. The Company shares in the cash flow of this building in accordance
with the Company's ownership interests.

(3) The four buildings comprising Tri-County Office Park were constructed
in 1971, 1973 and 1982.

(4) Depreciation of real estate is computed using the straight-line
method over 40 years for building and shorter periods based on lease terms
(generally 3 to 10 years) for tenant improvements.

Real Estate Assets Accumulated Depreciation
------------------------------- --------------------------
1996 1995 1994 1996 1995 1994
---- ---- ---- ---- ---- ----

Balance at
beginning of
year $ 804,164 $653,552 $540,376 $56,335 $38,058 $23,725

Additions during
year:
Acquisitions 213,979 114,705 57,218 - - -
Construction
costs and tenant
improvements 173,186 84,790 41,125 - - -
Depreciation
expense - - - 27,568 20,416 15,068
Acquisition of
minority interest
and joint
venture interest 21,627 796 15,742 - - -
--------- -------- ------- ------ ------ ------
1,212,956 853,843 654,461 83,903 58,474 38,793

Deductions
during year:
Cost of real
estate sold (11,347) (4,393) (909) (586) (1,259) -
Contribution
to Joint
Venture (19,175) (44,725) - (108) (319) -
Other (1,003) (561) - (1,003) (561) (735)
--------- ------- ------- ------ ------ ------
$1,181,431 $804,164 $653,552 $82,207 $56,335 $38,058
========= ======= ======= ====== ====== ======

- 50 -

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

DUKE REALTY INVESTMENTS, INC.

March 14, 1997 By: /s/ Thomas L. Hefner
-------------- ----------------------------
Thomas L. Hefner
President and Chief Executive
Officer

By: /s/ Darell E. Zink, Jr.
---------------------------
Darell E. Zink, Jr.
Executive Vice President and
Chief Financial Officer

By: /s/ Dennis D. Oklak
---------------------------
Dennis D. Oklak
Vice President and Treasurer
(Chief Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates
indicated.

Signature Date Title

/s/ John W. Wynne * 3/14/97 Chairman of the Board
--------------------- -------

/s/ Thomas L. Hefner * 3/14/97 President and Chief
--------------------- ------- Executive Officer and
Director

/s/ Daniel C. Staton * 3/14/97 Executive Vice President
--------------------- ------- and Chief Operating Officer
and Director

/s/ Darell E. Zink, Jr. * 3/14/97 Executive Vice President
----------------------- ------- and Chief Financial Officer
and Director

- 51 -

/s/ Geoffrey Button * 3/14/97 Director
-------------------- -------

/s/ John D. Peterson * 3/14/97 Director
--------------------- -------

/s/ Ngaire E. Cuneo * 3/14/97 Director
------------------- -------

/s/ L. Ben Lytle * 3/14/97 Director
------------------ -------

/s/ Jay J. Strauss * 3/14/97 Director
------------------ -------

/s/ Howard L. Feinsand * 3/14/97 Director
---------------------- -------

/s/ James E. Rogers * 3/14/97 Director
------------------- -------

* By Dennis D. Oklak, Attorney-In-Fact /s/ Dennis D. Oklak
--------------------

- 52 -
- -