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Securities and Exchange Commission

FORM 10-K

Commission File Number 1-12193

ARDEN REALTY, INC.

11601 Wilshire Boulevard, 4th Floor

Registrant’s telephone number, including area code: (310) 966-2600

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None

      Indicate by checkmark 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 o

      Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained to the best of the 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.     o

      Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).     Yes x          No o

      The aggregate market value of the shares of common stock held by non-affiliates was approximately $1.6 billion based on the closing price on the New York Stock Exchange for such shares on June 30, 2003.

      The number of the Registrant’s shares of common stock outstanding was 65,315,254 as of March 11, 2004.

DOCUMENTS INCORPORATED BY REFERENCE

      Part III of this report incorporates information by reference from the definitive Proxy Statement for the 2004 Annual Meeting of Stockholders.

ARDEN REALTY, INC.

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PART I

Forward-Looking Statements

      This Form 10-K, including the documents incorporated herein by reference, contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act pertaining to, among other things, our future results of operations, cash available for distribution, acquisitions, lease renewals, property development, property renovation, capital requirements and general business, industry and economic conditions applicable to us. Also, documents we subsequently file with the SEC and incorporated herein by reference will contain forward-looking statements. Actual results could differ materially from those projected in the forward-looking statements as a result of the risk factors set forth below and the matters set forth or incorporated in this Form 10-K generally. We caution you, however, that this list of factors may not be exhaustive, particularly with respect to future filings.

      The terms “Arden Realty”, “us”, “we” and “our” as used in this report refer to Arden Realty, Inc. We were incorporated in Maryland in May 1996 and completed our initial public offering in October 1996. Commencing with our taxable year ended December 31, 1996, we have operated and qualified as a real estate investment trust, or REIT, for federal income tax purposes. We are a self-administered and self-managed REIT that owns, manages, leases, develops, renovates and acquires commercial properties located in Southern California. We are the sole general partner of Arden Realty Limited Partnership, or the Operating Partnership, and as of December 31, 2003, we owned approximately 97.4% of the Operating Partnership’s common partnership units. We conduct substantially all of our operations through the Operating Partnership and its consolidated subsidiaries.

      We are currently involved in only one industry segment, the operation of commercial real estate located in Southern California. All of the financial information contained in this report relates to this industry segment.

      We are a full-service real estate organization managed by 7 senior executive officers who have experience in the real estate industry ranging from 13 to 34 years and who collectively have an average of 18 years of experience. We perform all property management, construction management, accounting, finance and acquisition and disposition activities and a majority of our leasing transactions for our portfolio with our staff of approximately 300 employees.

      As of December 31, 2003, we were Southern California’s largest publicly traded office landlord as measured by total net rentable square feet owned. As of December 31, 2003, our portfolio of primarily suburban office properties consisted of 130 properties and 215 buildings containing approximately 18.9 million net rentable square feet including one development property with approximately 283,000 net rentable square feet under lease-up. As of December 31, 2003, our operating portfolio was 90.4% occupied.

     Portfolio Management

      We perform all portfolio management activities, including management of all lease negotiations, construction management of tenant improvements or tenant build-outs, property renovations, capital expenditures and on-site property management for our portfolio. We directly manage these activities from approximately 45 management offices located throughout our portfolio. The activities of these management offices are supervised by four regional offices with oversight by our corporate office to ensure consistency of the application of our operating policies and procedures. Each regional office is strategically located within the

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      All of our management and regional offices are networked with our corporate office and have access to the Internet and our e-mail, accounting and lease management systems. Our accounting and lease management systems employ the latest technology and allow both corporate and field personnel access to tenant and prospective tenant-related information to enhance responsiveness and communication of marketing and leasing activity for each property.

      We currently lease approximately 60% of our portfolio’s net rentable space using our in-house staff. We employ outside brokers who are monitored by our Regional Service Teams for the remainder of our net rentable space. Our in-house leasing program allows us to closely monitor rental rates and lease terms for new and renewal leases and reduce third-party leasing commissions.

     Business Strategies

      Our primary business strategy is to actively manage our portfolio to achieve gains in rental rates and occupancy, control operating expenses and maximize income from ancillary operations and services. When market conditions permit, we may also selectively develop, renovate or acquire new properties in submarkets that add value and fit strategically into our portfolio. We may also sell existing properties and place the proceeds into investments that we believe will generate higher long-term value.

      Through our corporate office and regional offices, we implement our business strategies by:

	•	using integrated decision making to provide proactive solutions to the space needs of tenants in the markets where we have extensive real estate and technical expertise;
	•	emphasizing quality service and tenant satisfaction and retention;
	•	employing intensive property marketing and leasing programs; and
	•	implementing cost control management techniques and systems that capitalize on economies of scale and concentration arising from the size and geographic focus of our portfolio.

      We believe the implementation of these operating practices has been instrumental in maximizing the operating results of our portfolio.

      Integrated Decision Making

      We use a multidisciplinary approach to our decision making by having our regional management, leasing, construction management, acquisition, disposition and finance teams coordinate their activities to enhance responsiveness to market opportunities and to provide proactive solutions to the space needs of tenants in the submarkets where we have extensive real estate and technical expertise. This integrated approach permits us to analyze the specific requirements of existing and prospective tenants and the economic terms and costs for each transaction on a timely and efficient basis. We are therefore able to commit to leasing, development, acquisition or disposition terms quickly, which facilitates an efficient completion of lease negotiation and tenant build-out, shorter vacancy periods after lease expirations and the timely completion of development, acquisition or disposition transactions.

      Quality Service and Tenant Satisfaction

      We strive to provide quality service through our multidisciplinary operating approach resulting in timely responses to our tenants’ needs. Our seasoned Regional Service Teams interact and resolve issues relating to tenant satisfaction and day-to-day operations. For portfolio-wide operational and administrative functions, our

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      Proactive Marketing and Leasing

      The concentration of many of our properties within particular office submarkets and our relationships with a broad array of businesses and outside brokers enables us to pursue proactive marketing and leasing strategies, to effectively monitor the demand of office space in our existing submarkets, to efficiently examine the office space requirements of existing and prospective tenants and to offer tenants a variety of space alternatives across our portfolio.

      Cost Control and Operating Efficiencies

      The size and geographic focus of our portfolio permits us to enhance portfolio value by controlling operating costs. We seek to capitalize on the economies of scale and concentration which result from the geographic focus of our portfolio through the ownership and management of multiple properties within particular submarkets and the maintenance of standardized processes and systems for cost control at each of our properties. These cost controls and operating efficiencies allowed us to achieve a 67.9% ratio of property operating results to total property revenues in 2003.

     Operating Strategies

      Based on our geographic focus in Southern California, experience in the local real estate markets and our evaluation of current market conditions, we believe the following key factors provide us with opportunities to maximize returns:

	•	the broad diversification and balance of the Southern California economy and our tenant base minimizes our dependence on any one industry segment or limited group of tenants;
	•	the relative resiliency of the Southern California real estate market, as measured by lower vacancy rates compared to the national average and a lower decline in rental rates in our key submarkets than the average decreases in rates reported for the nation since the beginning of the office real estate sector downturn in 2001; and
	•	the limited construction of new office properties in the Southern California region due to substantial building construction limitations and a minimal amount of developable land in many key submarkets.

      Internal Operating Strategy

      We believe that opportunities exist to increase cash flow from our existing portfolio. We intend to pursue internal growth by:

	•	stabilizing occupancy throughout our portfolio;
	•	capitalizing on economies of scale and concentration due to the size and geographic focus of our portfolio;
	•	controlling operating expenses through active cost control management techniques and systems; and
	•	sourcing new and innovative revenue streams while providing high quality services to our tenants.

        Stabilizing Portfolio Occupancy

      Various published reports noted that Southern California achieved approximately 4.1 million square feet of positive net absorption in 2003 with average rental rates declining less than 2% during the year. We believe that we have been successful in attracting and retaining a diverse tenant base by actively managing our properties with an emphasis on tenant satisfaction and retention. Our in-house leasing teams, working with outside leasing brokers, continuously monitor each market to identify strong prospective tenants who are in need of new or additional space. We also strive to be responsive to the needs of existing tenants through our on-site professional management staff and by providing them with alternative space within our portfolio to accommodate their changing space requirements.

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        Capitalizing on Economies of Scale and Concentration

      In order to capitalize on economies of scale and concentration arising from the size and geographic focus of our portfolio, each of our Regional Service Teams is responsible for several properties, which spreads administrative and maintenance costs over those properties and reduces per square foot expenses. In addition, contracting in bulk for parking operations, building services and supplies on a portfolio-wide basis also reduces our overall operating expenses.

        Cost Control Management Techniques and Systems

      We plan to continue controlling our operating expenses through active management at all of our properties. We focus on cost control in various areas of our operations. We continuously monitor the operating performance of our properties and employ energy-enhancing purchasing and expense recovery technologies when appropriate. These system enhancements include:

	•	lighting retrofits;
	•	replacement of inefficient heating, ventilation and air conditioning systems;
	•	computer-driven energy management systems that monitor and react to the climatic requirements of individual properties;
	•	automated security systems that allow us to provide security services to our tenants at a lower cost;
	•	online bid purchasing of supplies, building materials and construction services;
	•	enhancement of billing systems, which enable us to more efficiently recover operating expenses from our tenants; and
	•	on-going preventive maintenance programs to operate our building systems efficiently, thereby reducing operating costs.

        Sourcing Additional Revenue While Providing High Quality Services to Tenants

      We have invested in energy enhancement programs within our portfolio with the aim of reducing energy consumption, enhancing efficiency and lowering operating costs. From 2000 through 2002, we were recognized by the Environmental Protection Agency with the national Commercial Real Estate Partner of the Year award for our performance in the Energy Star Program. The competition involves top commercial real estate landlords throughout the United States and rigorous bench-marking procedures that track individual building energy efficiency. Of the 673 total Energy Star designated office buildings awarded nationally during that three year period, 309 were awarded in California; of those, we had 83 award-winning buildings and were cited for having the most energy efficient buildings within a single portfolio in the nation.

      In 2001, we formed our taxable REIT subsidiary, Next>edge, to market our expertise in energy solutions and facilities management. In 2002, Next>edge began to assist companies in increasing their energy efficiency and reducing costs by employing the latest technologies and the most energy-efficient operational strategies developed to date. These technologies include lighting, heating, ventilation and air conditioning retrofits, energy management system installations, on-site distributed generation and cogeneration projects and solar energy systems.

      External Operating Strategy

      We believe in the diversity and balance of the Southern California commercial real estate market, and we intend to continue to focus our resources primarily in that region. We have assembled a management team that has extensive experience and knowledge in that market which we believe provides us with a competitive advantage in identifying and capitalizing on selective development, renovation and acquisition opportunities.

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      Subject to capital availability and market conditions, our approach is to seek development, renovation and acquisition opportunities in markets where we have an existing presence and where the following conditions exist:

	•	low vacancy rates;
	•	opportunities for rising rents due to employment growth and population movements;
	•	a minimal amount of developable land; and
	•	significant barriers to entry due to constraints on new development, including strict entitlement processes, height and density restrictions or other governmental requirements.

     Competition

      We compete with other owners and developers of office properties to attract tenants to our properties and to obtain suitable land for development. Ownership of competing properties is currently diversified among many different types, from publicly traded companies and institutional investors, including other REITs, to small enterprises and individual owners. No one owner or group of owners currently dominate or significantly influence the markets in which we operate. See “Risk Factors — Competition affects occupancy levels, rents and the cost of land which could adversely affect our revenues.”

     California Electric Utility Deregulation

      Problems associated with deregulation of the electric industry in California have resulted in significantly higher costs in some areas. All of our properties are currently located in areas served by utilities that either produce their own electricity, or that have procured long-term, fixed-rate contracts with commercial electrical providers. While we have no information suggesting that any future service interruptions are expected, we believe that higher utility costs may continue as price increases are allowed by the California Public Utility Commission or other regulatory agencies.

      Approximately 27% of our properties and 21% of the total rentable square footage of our portfolio are subject to leases that require our tenants to pay all utility costs and the remainder provide that our tenants will reimburse us for utility costs in excess of a base year amount. See “Risk Factors — Rising energy costs and power outages in California may have an adverse effect on our operations and revenue.”

      We are also working with other companies to provide our properties with new applications of distributed generation, or on-site energy systems, such as solar microturbines, natural gas reciprocating engines, fuel cells and other “green” power alternatives. Lastly, we maintain ongoing communication with our tenants to assist them in ways to lower consumption in their workplace.

      As of December 31, 2003, we had approximately 300 full-time employees that perform all of our property management, construction management, accounting, finance and acquisition and disposition activities and a majority of our leasing transactions.

      We file with the Securities and Exchange Commission, or SEC, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to those reports, proxy statements and registration statements. The public may read and copy any materials we file with the SEC at the SEC’s Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. The public may also obtain public information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an internet site at www.sec.gov that contains reports, proxy and information regarding registrants, including us, that file electronically. This annual report on Form 10-K and other periodic and current reports, and amendments to those reports, filed or furnished with the SEC, are

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      We do not engage in any foreign operations or derive any revenue from foreign sources.

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      Our portfolio consists of 130 primarily office properties, containing approximately 18.9 million net rentable square feet, including one development property with approximately 283,000 net rentable square feet under lease-up, that individually range from approximately 12,000 to 600,000 net rentable square feet. Of the 129 properties currently in service in our portfolio, 127, or 98%, are office properties. All of our properties are located in Southern California and most are in suburban areas in close proximity to main thoroughfares. We believe that our properties are located within desirable and established business communities and are well maintained. Our properties offer an array of amenities including high-speed internet access, security, parking, conference facilities, on-site management, food services and health clubs.

      Following is a summary of our property portfolio as of December 31, 2003:

	However, the usefulness of Property Operating Results is limited because it excludes general and administrative costs, interest expense, interest income, depreciation and amortization expense and gains or losses from the sale of properties, changes in value in our real estate properties that result from use or permanent impairment to carrying costs as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. Property Operating Results may fail to capture significant trends in these components of net income which further limits its usefulness.
	Property Operating Results is a measure of the operating performance of our office properties but does not measure our performance as a whole. Property Operating Results is therefore not a substitute for net income as computed in accordance with GAAP. This

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	measure should be analyzed in conjunction with net income computed in accordance with GAAP and discussions elsewhere in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding the components of net income that are eliminated in the calculation of Property Operating Results. Other companies may use different methods for calculating Property Operating Results or similarly entitled measures and, accordingly, our Property Operating Results may not be comparable to similarly entitled measures reported by other companies that do not define the measure exactly as we do.
	The following is a reconciliation of Property Operating Results to net income computed in accordance with GAAP (in thousands):

(3)	Excludes the operating results of one property sold during the first quarter of 2003, five properties sold during the second quarter of 2003, two properties sold during the fourth quarter of 2003 and two properties classified as held for disposition. The operating results for these properties are reported as part of discontinued operations in our consolidated statements of income.
(4)	Includes a retail property with approximately 37,000 net rentable square feet.
(5)	Includes a retail property with approximately 133,000 net rentable square feet.
(6)	Including one development property currently under lease-up, our total portfolio consists of 130 properties with 215 buildings and approximately 18.9 million rentable square feet.

     The following is a summary of our occupancy and in-place rents as of December 31, 2003:

      In addition to the properties listed above, we currently have one development property containing approximately 283,000 net rentable square feet under lease-up. This property is located in the Howard Hughes

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      The following table summarizes information about this property as of December 31, 2003:

     In addition to the property above, we have entitlements and preliminary architectural designs completed for an additional 475,000 net rentable square feet. We also have construction entitlements at the Howard Hughes Center for up to 600 hotel rooms. We do not intend to commence construction on any additional build-to-suit buildings or hotels at the Howard Hughes Center until development plans and budgets are finalized and build-to-suit tenant leases are signed with terms allowing us to achieve yields commensurate with each project’s development risk.

      In addition to our development at the Howard Hughes Center, we have completed preliminary designs and are marketing an approximately 170,000 net rentable square foot build-to-suit office building at our Long Beach Airport Business Park. Build-to-suit buildings consist of properties constructed to the tenant’s specifications in return for the tenant’s long-term commitment to the property. Also, as part of our Gateway Towers acquisition in August 2002, we acquired a 5-acre developable land parcel in Torrance, California that we are also marketing for a build-to-suit building. We do not intend to commence construction on these projects until build-to-suit tenant leases are signed with terms allowing us to achieve yields commensurate with each project’s development risk.

      We expect to finance our development activities over the next 24 months through net cash provided by operating activities, proceeds from asset sales or proceeds from our lines of credit.

      The following table summarizes our disposition activity during 2003:

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      The following table summarizes our acquisition activity during 2003:

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      The following table presents specific information regarding our 129 stabilized properties as of December 31, 2003:

							Year(s)		Approximate
Property							Built/		Net Rentable
Name			Submarket		Location		Renovated		Square Feet
Los Angeles County
Los Angeles West
9665 Wilshire			Beverly Hills/ Century City		Beverly Hills		1972/ 92-93			158,684
Beverly Atrium			Beverly Hills/ Century City		Beverly Hills		1989			59,650
8383 Wilshire			Beverly Hills/ Century City		Beverly Hills		1971/ 93			417,463
120 S. Spalding			Beverly Hills/ Century City		Beverly Hills		1984			60,656
9100 Wilshire Blvd			Beverly Hills/ Century City		Beverly Hills		1971/ 90			326,227
Century Park Center			Beverly Hills/ Century City		Los Angeles		1972/ 94			243,404
10350 Santa Monica			Beverly Hills/ Century City		Los Angeles		1979			42,292
10351 Santa Monica			Beverly Hills/ Century City		Los Angeles		1984			96,251
Westwood Terrace			Westwood/ West Los Angeles		Los Angeles		1988			135,943
1950 Sawtelle			Westwood/ West Los Angeles		Los Angeles		1988/ 95			103,106
10780 Santa Monica			Westwood/ West Los Angeles		Los Angeles		1984			92,486
Wilshire Pacific Plaza			Westwood/ West Los Angeles		Los Angeles		1976/ 87			100,122
World Savings Center(2)			Westwood/ West Los Angeles		Los Angeles		1983			469,115
11075 Santa Monica			Westwood/ West Los Angeles		Los Angeles		1983			35,696
2730 Wilshire			Westwood/ West Los Angeles		Santa Monica		1985			55,080
2800 28th Street			Westwood/ West Los Angeles		Santa Monica		1979			103,506
1919 Santa Monica			Westwood/ West Los Angeles		Santa Monica		1991			43,796
2001 Wilshire Blvd			Westwood/ West Los Angeles		Santa Monica		1980			101,125
Westwood Center			Westwood/ West Los Angeles		Santa Monica		1965/ 2000			313,000
400 Corporate Pointe			Marina Area/ Culver City/ LAX		Culver City		1987			164,598
600 Corporate Pointe			Marina Area/ Culver City/ LAX		Culver City		1989			273,339
Bristol Plaza			Marina Area/ Culver City/ LAX		Culver City		1982			84,014
Northpoint			Marina Area/ Culver City/ LAX		Los Angeles		1991			104,235
Howard Hughes Spectrum Club			Marina Area/ Culver City/ LAX		Los Angeles		1993			36,959
Howard Hughes Tower			Marina Area/ Culver City/ LAX		Los Angeles		1987			313,833
6060 Center Drive			Marina Area/ Culver City/ LAX		Los Angeles		2000			241,928
6080 Center Drive			Marina Area/ Culver City/ LAX		Los Angeles		2002			287,148
Univision-5999 Center Drive			Marina Area/ Culver City/ LAX		Los Angeles		2001			161,650
6100 Wilshire			Park Mile/ West Hollywood		Los Angeles		1986			202,704
145 South Fairfax			Park Mile/ West Hollywood		Los Angeles		1984			53,994
	Subtotal/ Weighted Average — Los Angeles West									4,882,004

[Additional columns below]

[Continued from above table, first column(s) repeated]

																			Annualized
			Percentage of																Base Rent
			Total																per Leased
			Portfolio Net								Annualized								Net Rentable
Property			Rentable				Percent				Base Rent				Number of				Square
Name			Square Feet				Leased				($000s)				Leases				Feet(1)
Los Angeles County
Los Angeles West
9665 Wilshire				0.9	%			100.0	%		$	6,338				23			$	39.46
Beverly Atrium				0.3				99.6				1,665				15				28.01
8383 Wilshire				2.2				98.3				10,581				134				25.79
120 S. Spalding				0.3				100.0				2,499				15				39.50
9100 Wilshire Blvd				1.8				94.9				8,586				74				27.73
Century Park Center				1.3				98.3				5,451				98				22.79
10350 Santa Monica				0.2				89.7				883				16				23.28
10351 Santa Monica				0.5				90.9				2,006				15				22.94
Westwood Terrace				0.7				99.6				3,763				27				27.81
1950 Sawtelle				0.6				86.4				2,127				36				23.88
10780 Santa Monica				0.5				88.7				2,032				32				24.79
Wilshire Pacific Plaza				0.5				96.5				2,392				41				24.76
World Savings Center(2)				2.5				88.9				12,247				51				29.37
11075 Santa Monica				0.2				100.0				844				8				23.66
2730 Wilshire				0.3				99.9				1,502				31				27.30
2800 28th Street				0.6				97.2				2,684				41				26.69
1919 Santa Monica				0.2				95.1				1,164				5				27.93
2001 Wilshire Blvd				0.5				95.1				2,499				21				25.99
Westwood Center				1.7				99.5				11,226				45				36.06
400 Corporate Pointe				0.9				67.3				2,024				16				18.26
600 Corporate Pointe				1.5				91.5				5,465				23				21.86
Bristol Plaza				0.4				93.8				1,652				28				20.95
Northpoint				0.6				62.5				1,955				5				30.00
Howard Hughes Spectrum Club				0.2				100.0				967				1				26.16
Howard Hughes Tower				1.7				99.0				8,297				39				26.70
6060 Center Drive				1.3				100.0				8,190				8				33.00
6080 Center Drive				1.5				93.0				9,654				15				36.15
Univision-5999 Center Drive				0.9				100.0				4,247				2				25.53
6100 Wilshire				1.1				94.6				4,736				54				24.71
145 South Fairfax				0.3				97.7				1,152				14				21.84
	Subtotal/ Weighted Average — Los Angeles West			26.2	%			94.4	%		$	128,828				933			$	27.96

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							Year(s)		Approximate
Property							Built/		Net Rentable
Name			Submarket		Location		Renovated		Square Feet
Los Angeles North
Calabasas Commerce Center			Simi/ Conejo Valley		Calabasas		1990			126,771
Calabasas Tech			Simi/ Conejo Valley		Calabasas		1990/ 2001			273,526
Conejo Business Center			Simi/ Conejo Valley		Thousand Oaks		1991			69,017
Marin Corporate Center			Simi/ Conejo Valley		Thousand Oaks		1986			51,360
Hillside Corporate Center			Simi/ Conejo Valley		Westlake		1998			59,876
Westlake — 5601 Lindero			Simi/ Conejo Valley		Westlake		1989			105,830
Westlake Gardens			Simi/ Conejo Valley		Westlake		1998			49,639
Westlake Gardens II			Simi/ Conejo Valley		Westlake		1999			48,874
Woodland Hills			West San Fernando Valley		Woodland Hills		1972/ 95			224,955
Los Angeles Corporate Center			San Gabriel Valley		Monterey Park		1984/ 86			389,293
Clarendon Crest			West San Fernando Valley		Woodland Hills		1990			43,063
Tourney Pointe			Santa Clarita Valley		Santa Clarita		1985/ 98-2000			219,991
16000 Ventura			Central San Fernando Valley		Encino		1980/ 96			174,841
15250 Ventura			Central San Fernando Valley		Sherman Oaks		1970/ 90-91			110,641
Noble Professional Center			Central San Fernando Valley		Sherman Oaks		1985/ 93			51,828
Sunset Pointe Plaza			Valencia		Newhall		1988			58,105
303 Glenoaks			East San Fernando Valley/ Tri-Cities		Burbank		1983/ 96			175,289
601 S. Glenoaks			East San Fernando Valley/ Tri-Cities		Burbank		1990			72,524
Burbank Executive Plaza			East San Fernando Valley/ Tri-Cities		Burbank		1983			60,395
333 N Glenoaks			East San Fernando Valley/ Tri-Cities		Burbank		1978			81,243
425 West Broadway			East San Fernando Valley/ Tri-Cities		Glendale		1984			71,589
Glendale Corporate Center			East San Fernando Valley/ Tri-Cities		Glendale		1985			108,209
70 South Lake			East San Fernando Valley/ Tri-Cities		Pasadena		1982/ 94			100,133
150 East Colorado Boulevard			East San Fernando Valley/ Tri-Cities		Pasadena		1979/ 97			61,168
299 N. Euclid			East San Fernando Valley/ Tri-Cities		Pasadena		1983			73,522
5161 Lankershim			East San Fernando Valley/ Tri-Cities		North Hollywood		1985/ 97			178,317
535 N. Brand Blvd			East San Fernando Valley/ Tri-Cities		North Hollywood		1973/ 92/ 99			109,187
	Subtotal/ Weighted Average — Los Angeles North									3,149,186
Los Angeles South
Long Beach Airport Bldg D(2)			Long Beach		Long Beach		1987/ 95			121,610
Long Beach Airport Bldg F & G(2)			Long Beach		Long Beach		1987/ 95			150,403
5000 East Spring(2)			Long Beach		Long Beach		1989/ 95			163,358
100 Broadway			Long Beach		Long Beach		1987/ 96			191,727
1501 Hughes Way			Long Beach		Long Beach		1983/ 97			77,060
3901 Via Oro			Long Beach		Long Beach		1986/ 97			53,195