8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 16, 2004

 

ESSEX PROPERTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

001-13106

(Commission File Number)

Maryland	77-0369576
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

925 East Meadow Drive, Palo Alto, California 94303

(Address of Principal Executive Offices) (Zip Code)

(650) 494-3700

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d2(b))

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

Item 7.01 Regulation FD Disclosure

On November 16, 2004, officers of Essex Property Trust, Inc., a Maryland Corporation (the "Registrant"), delivered an investor presentation that included written communication comprised of slides which are described and filed as Exhibit 99.1 to this Report on Form 8-K and incorporated herein by reference

The information furnished pursuant to this Item, including Exhibit 99.1, shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Act of 1934, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.

SIGNATURE

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

Date: November 23, 2004
	Essex Property Trust, Inc.
	By: /s/ Michael J. Schall
		Michael J. Schall
		Senior Executive Vice President & Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Written communication comprised of slides shown during an investor presentation
	on November 16, 2004 furnished pursuant to Item 7.01 of this Form 8-K.

EX-99.1

California Apartment Markets Conference

November 16, 2004

Keith R. Guericke – President and Chief Executive Officer

Essex Property Trust, Inc.

Overview

Dedicated West Coast multifamily REIT

Formed in 1971

Initial Public Offering in June 1994 – $19.50/share

Consistent operating philosophy through numerous
market cycles

Research-based strategy

Experienced, committed management with strong track
record

Among the highest in total return to shareholders

Top four executives have worked together 18 years

Management/Founders currently own approximately
9% of Essex

A Decade of Total Return Performance

Source: SNL Financial LC

Strategically Positioned Among Peers

                                                                                                                                                                  & nbsp;         5-Year* Total

                                                                                                                                                                  & nbsp;       Annual Return

Essex Property Trust21.91%

Archstone Communities17.47%

Avalon Bay18.77%

BRE Properties17.19%

Equity Residential14.96%

*Source:  NAREIT ReitWatch, September 30, 2004

Keys to Success

Prudent Operating Principals

Proprietary Research Model

Capital Resources

Entrepreneurial Approach

Operating Principals

Requirements for Long-Term Success

Stable and high occupancy

Predictable low risk from new construction

Expanding and diverse economy

Limited housing supply

Dedicated West Coast Presence

Permanent constraints to new supply

Job growth expectation

High cost of home ownership

Large and dynamic technology component

Proprietary Research Model

Change in

Occupancy

SUPPLY FUNDAMENTALS

New Construction
of Multifamily and
Single-Family Housing

Apartment Vacancy Rates

Current

Market

Conditions

Basic Data Input

DEMAND FUNDAMENTALS

Cost to Own
Single-Family Housing

Diverse Economic Base

Household Growth

Household Income Growth

Job Growth

High Quality of Life

Future

Rents /

Occupancy

Ranking of

24

Submarkets

Analysis

Essex
Model
Excess
Supply
and
Demand

Apply
Changes to
Current  
Conditions

Submarket

Projection

Essex Portfolio

Essex – Southern California

Essex – Northern California and Seattle

Essex Portfolio

Essex – Southern California

Essex – Northern California and Seattle

Proven Market Timing

Pacific

Northwest

20%

Southern

California

10%

Q4-1994

San Francisco

Bay Area

70%

Southern
California

58%

Portland

Metro Area

4%

San Francisco

Bay Area

18%

Seattle
Metro Area

18%

Other

2%

Q3-2004

Capital Resources

Attractive financing and well-managed leverage

Access to a variety of capital resources

Common stock offerings

Preferred stock issuances

Discretionary Fund Capital

Essex Apartment Value Fund, L.P.

July 2001

September 2003

August 2004

August 2004

September 2004

October 2004

Fund I Update

Formed Fund I with nine Institutional Investors including
Essex’s 21.4% general and limited partner

Fully invested – $640 million (including leverage)

Entered into purchase and sale agreement with United
Dominion Realty Trust, Inc. (UDR)

Contract price of  $756 million

16 apartment communities; 4,646 units

Sold Palermo, 230 units in San Diego, to a condo converter
for $58.2 million

First closing on Fund I sales transaction

Contract price of $264 million

7 properties – 1,777 units

Second closing on Fund 1 sales transaction

Contract price of $322 million

7 properties – 1,904 units, including Essex’s 49.9%
interest in Coronado at Newport North

Remaining assets are expected to close in 2005

Total return to investors in excess of 25 IRR

Essex Apartment Value Fund, L.P.

Final Close:

Total Equity Committed:  

Essex Ownership:

Approximate

Investment Capacity:  

Investment Strategy:

Fund II Update

Eight investors

Includes seven of the nine Fund I investors

$266 million

$75 million (28.21%)

Approximately $750 (with 65% leverage)

Seattle and Northern California

Primarily through acquisitions

Development limited to 25%

Value-added renovation

Entrepreneurial Approach

Condominium Conversion Opportunities

Development Joint Ventures

Value-Added Real Estate Opportunities

Palermo

San Diego, California

Units:  230

Constructions Cost:$44.9 million

Sold August 2004:$58.2 million

Hidden Valley Apartment Homes

5065 Hidden Park Court – Simi Valley, California

Units:  324

Estimated Cost:$48.3 million

Initial Occupancy:December 2003

Stabilization:November 2004

The Essex on Lake Merritt

One Lakeside Drive – Oakland, California

Units:  270

Constructions Cost:$72.7 million

Stabilized Operations:First Quarter 2003

Sold August 2004:$88 million

Invested $5 million with condo converter (buyer) to participate

in one-third of the condo sales profits.

Pillars of the Industry 2003Gold Nugget Merit Award 2002

Best Residential Plan
San Francisco Business Journal 2001

Best Land Purchase

San Francisco Business Journal 2001

Recent Northern California Acquisitions

Vista Belvedere – Tiburon

76-Units located in Marin County

UPREIT transaction

Contract price of $17.4 million

$229,605 per door

Economic cap rate of 5.74%

Recent Northern California Acquisitions

The Esplanade Apartments – San Jose

278 Units

Contract price of approximately $60.1 million

$216,157 per door

Economic cap rate of 5.0%

Recent Northern California Acquisitions

Harbor Cove – Foster City

400 Units

Contract price of approximately $67.0 million

$167,735 per door

Economic cap rate of 5.11%

Recent Northern California Acquisitions

Carlmont Woods - Belmont

195 Units

Contract price of approximately $23.2 million

$118,718 per door

Economic cap rate of 5.10%

Forward-looking Statement

SAFE HARBOR STATEMENT

UNDER THE PRIVATE SECURITIES LITITIGATION REFORM ACT OF 1995

This presentation includes statements that qualify as forward-looking
statements under the Private Securities Litigation Reform Act of 1995,
including statements about projected growth in Funds from Operations
and dividends, the Company's 2002 business plan, its projections
regarding internal growth, external growth and redevelopment, its strategy
and projections regarding the growth in its various markets, and its
projections regarding the Essex Apartment Value Fund.  The Company's
actual results may differ materially from those projected in such forward-
looking statements due to various factors, including, but not limited to,
changes in economic conditions and market demand for rental units, the
impact of competition and competitive pricing, unexpected delays in the
development and leasing of development and redevelopment projects, and
the other risks detailed in the Company's Securities and Exchange
Commission filings.

THANK YOU!

Keith R. Guericke – President and Chief Executive Officer

Essex Property Trust, Inc.