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): September 30, 2007

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 2.02. Results of Operations and Financial Condition

On October 31, 2007 Essex Property Trust, Inc. (the “Company”) issued a press release announcing the Company’s earnings for the quarter ended September 30, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein in its entirety.

The information in this report (including Exhibits 99.1 and 99.2) is being furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(a) - (b) Not applicable.

(c) Exhibits.

The exhibits listed below are being furnished with this Form 8-K.

99.1	Press Release issued by Essex Property Trust, Inc. dated October 31, 2007
99.2	Supplemental Information

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: October 31, 2007
	Essex Property Trust, Inc.  By: /s/ Michael T. Dance
	Michael T. Dance
	Executive Vice President & Chief Financial Officer                                                    (Authorized Officer, Principal Financial Officer)

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release issued by Essex Property Trust, Inc. dated October 31, 2007
99.2	Supplemental Information

EX-99.1

      

FOR IMMEDIATE RELEASE

Nicole Culbertson

(650) 849-1649

Essex Announces Third Quarter 2007 Earnings Results

Recurring funds from operations increased 11.5% for the third quarter

Palo Alto, California—October 31, 2007—Essex Property Trust, Inc. (NYSE:ESS) announces its third quarter 2007 earnings results and related business activities.

Funds from Operations (“FFO”) for the quarter ended September 30, 2007, totaled $37.3 million, or $1.33 per diluted share.  The Company’s FFO, excluding non-recurring items, increased 11.5% per diluted share or $6.1 million for the quarter ended September 30, 2007 compared to the quarter ended September 30, 2006.

A reconciliation of FFO for non-recurring items can be found on page S-3 in the Company’s Financial Supplemental Information package. There were no non-recurring items that impacted third quarter results for 2007, and the following non-recurring items impacted the Company’s third quarter results for 2006:

·   In 2006, the Company recorded promote income from Essex Apartment Value Fund I in the amount of $1.0 million during the third quarter of 2006.

·   In 2006, gains of $1.1 million, net of taxes and allocated costs, related to the sale of condominium units at Peregrine Point generated FFO of approximately $0.5 million.

Net income available to common stockholders for the quarter ended September 30, 2007 totaled $10.0 million, or 39 cents per diluted share, compared to net income available to common stockholders of $10.7 million, or 45 cents per diluted share, for the quarter ended September 30, 2006.

SAME-PROPERTY OPERATIONS

Same-Property operating results exclude properties that do not have comparable results.  The table below illustrates the percentage change in Same-Property revenues, operating expenses, and net operating income (“NOI”) for the three and nine months ended September 30, 2007 compared to September 30, 2006:

	Q3 2007 compared to Q3 2006			YTD 2007 compared to YTD 2006
	Revenues	Expenses	NOI	Revenues	Expenses	NOI
Southern California	3.7%	3.0%	4.0%	5.1%	2.7%	6.2%
Northern California	8.9%	7.7%	9.5%	8.9%	6.0%	10.3%
Seattle Metro	10.0%	2.1%	14.9%	11.0%	4.1%	15.2%
Same-Property Average	5.8%	3.8%	6.8%	6.8%	3.8%	8.4%

The table below illustrates the sequential percentage change in Same-Property revenues, expenses, and NOI for the quarter ended September 30, 2007 versus the quarter ended June 30, 2007:

	Q3 2007 compared to Q2 2007
	Revenues	Expenses	NOI
Southern California	1.0%	2.6%	0.2%
Northern California	2.9%	2.3%	3.1%
Seattle Metro	2.8%	4.9%	1.6%
Same-Property Average	1.7%	3.4%	0.8%

        925 East Meadow Drive Palo Alto California 94303 telephone 650 494 3700 facsimile 650 494 8743      

      www.essexpropertytrust.com           

Same-Property financial occupancies for the quarters ended are as follows:

	9/30/07	6/30/07	9/30/06
Southern California	95.6%	95.4%	96.5%
Northern California	97.1%	97.0%	97.3%
Seattle Metro	96.0%	96.6%	97.2%
Same-Property Average	96.0%	95.9%	96.7%

ACQUISITIONS

During the quarter, the Company acquired two communities aggregating a total of $128.5 million. Year-to-date the Company has invested approximately $350 million in acquisitions.

In September, the Company acquired Mill Creek at Windermere, a 400-unit apartment community located in San Ramon, California, for $100.5 million. Built in 2005, the community features a media room, fitness center, swimming pool and Jacuzzi, as well as a barbecue area. Unit amenities include vaulted ceilings, crown molding, full size washer and dryer as well as large patios or balconies. Mill Creek is located within Windermere, a 2,300-acre master planned community featuring new single-family residences, excellent K-12 schools, a community college and retail shopping. This community is the sister property to Canyon Oaks, a 250-unit community the Company acquired during the second quarter of 2007.

In September, the Company also acquired Thomas Jefferson Apartments for $28.0 million in a DownREIT transaction.  The community, which was managed by Essex before the acquisition, is a 156-unit apartment community located in Sunnyvale, California. Built in 1963, the community includes a fitness center, swimming pools, and private patios or balconies for residents. The community is located adjacent to Magnolia Lane, another Essex community purchased in the second quarter of 2007.

DEVELOPMENT

As of September 30, 2007, the development pipeline totaled approximately $985 million with $239 million of costs incurred to date consisting of 15 projects and 3,111 units.  Additional information pertaining to the location of all development projects related costs and construction timelines can be found on page S-9 in the Company’s Supplemental Financial Information package.

REDEVELOPMENT

The Company defines redevelopment communities as existing properties owned or recently acquired, which have been targeted for additional investment by the Company with the expectation of increased financial returns through property improvement.  Redevelopment communities typically have apartment units that are not available for rent and, as a result, may have less than stabilized operations.  As of September 30, 2007, the Company had 13 redevelopment communities aggregating 3,891 apartment units with estimated redevelopment costs of approximately $134 million.  These amounts exclude redevelopment projects owned by the Essex Apartment Value Fund II, L.P.  A summary of the major redevelopment projects can be found on page S-10 in the Company’s Supplemental Financial Information Package.

LIQUIDITY AND BALANCE SHEET

On August 30, 2007 the Company announced that the Company’s Board of Directors had authorized a stock repurchase plan to allow the Company to acquire shares in an aggregate of up to $200 million.  The program supersedes the common stock repurchase plan that Essex announced on May 16, 2001.  During the quarter the Company repurchased and retired 12,600 shares of its common stock for approximately $1.4 million.

2

During August 2007, the Company originated a mortgage loan in the amount of $5.9 million secured by the Coldwater Canyon community purchased in May 2007.  The loan has a fixed interest rate of 6.1%, which matures in August 2017.  The Company also refinanced an $11.6 million mortgage loan secured by the Capri at Sunny Hills community in the amount of $19.2 million, with a fixed interest rate of 5.8%, which matures in August 2012.

During September 2007, the Company assumed two loans in conjunction with the acquisition of the Thomas Jefferson community.  The first loan is for $14.0 million with a fixed interest rate of 5.7% due in March 2017, and the second loan is for $6.0 million with a fixed interest rate of 5.9% due in March 2017.

GUIDANCE

The Company is narrowing its full year 2007 guidance to an estimated FFO range of $5.56 - $5.62 per diluted share.  The Company’s 2007 earnings guidance is based on continued regional strength, particularly in Seattle Metro and Northern California.

CONFERENCE CALL WITH MANAGEMENT

The Company will host an earnings conference call with management on Thursday, November 1, 2007, at 9:30 a.m. PDT – 12:30 p.m. EDT, which will be broadcast live via the Internet at www.essexpropertytrust.com, and accessible via phone by dialing (866) 383-8119 and entering the passcode 64121400.

A rebroadcast of the live call will be available online for 90 days and digitally for 7 days. To access the replay online, go to www.essexpropertytrust.com and select the third quarter earnings link. To access the replay digitally, dial (888) 286-8010 using the passcode, 22014998. If you are unable to access the information via the Company’s Web site, please contact the Investor Relations department at investors@essexpropertytrust.com or by calling (650) 494-3700.

CORPORATE PROFILE

Essex Property Trust, Inc., located in Palo Alto, California and traded on the New York Stock Exchange (NYSE:ESS), is a fully integrated real estate investment trust (REIT) that acquires, develops, redevelops, and manages apartment communities located in highly desirable, supply-constrained markets. Essex currently has ownership interests in 138 apartment communities (28,364 units), and has 1,108 units in active development.

This press release and accompanying supplemental financial information will be filed electronically on Form

8-K with the Securities and Exchange Commission and can be accessed from the Company’s Web site at www.essexpropertytrust.com. If you are unable to obtain the information via the Web, please contact the Investor Relations Department at (650) 494-3700.

FUNDS FROM OPERATIONS RECONCILIATION

Funds from Operations, as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) is generally considered by industry analysts as an appropriate measure of performance of an equity REIT. Generally, FFO adjusts the net income of equity REITS for non-cash charges such as depreciation and amortization of rental properties, gains/losses on sales of real estate and extraordinary items. Management considers FFO to be a useful financial performance measurement of an equity REIT because, together with net income and cash flows, FFO provides investors with an additional basis to evaluate the performance and ability of a REIT to incur and service debt and to fund acquisitions and other capital expenditures.

FFO does not represent net income or cash flows from operations as defined by generally accepted accounting principles (GAAP) and is not intended to indicate whether cash flows will be sufficient to fund cash needs. It should not be considered as an alternative to net income as an indicator of the REIT's operating performance or to cash flows as a measure of liquidity. FFO does not measure whether cash flow is sufficient to fund all cash needs including principal amortization, capital improvements and distributions to shareholders. FFO also does not represent cash flows generated from operating, investing or financing activities as defined under GAAP.  Management has

3

consistently applied the NAREIT definition of FFO to all periods presented. However, there is judgment involved and other REITs in calculating FFO may vary from the NAREIT definition for this measure, and thus their disclosure of FFO may not be comparable to Essex’s calculation.

The following table sets forth the Company’s calculation of FFO for the three months ended September 30, 2007 and 2006.

	Three Months Ended September 30,
Funds from operations	2007	2006
Net income available to common stockholders	$9,997	$10,686
Adjustments:
Depreciation and amortization	25,612	20,666
Gains not included in FFO	(64)	(714)
Minority interests and co-investments	1,777	2,216
Funds from operations	$37,322	$32,854

This earnings release also presents FFO results that exclude certain non-recurring items.  Management believes that the presentation of such results is useful to investors because they illuminate underlying operational trends by excluding significant non-recurring or otherwise unusual transactions.  Our criteria for excluding non-recurring items may differ from methods of other companies and should not be regarded as a replacement for corresponding GAAP measures.  A reconciliation of FFO for non-recurring items can be found on page S-3 in the Company’s Financial Supplemental Information package.

SAFE HARBOR STATEMENT UNDER THE PRIVATE LITIGATION REFORM ACT OF 1995:

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Such forward-looking statements include statements regarding anticipated timing of the completion and stabilization of property developments and redevelopments, the anticipated costs of property developments and redevelopments, and the Company’s development pipeline.  The Company's actual results may differ materially from those projected in such forward-looking statements.  Factors that might cause such a difference include, but are not limited to, changes in market demand for rental units and the impact of competition and competitive pricing, changes in economic conditions, unexpected delays in the development and stabilization of development and redevelopment projects, unexpected difficulties in leasing of development and redevelopment projects, total costs of renovation and development investments exceeding our projections and other risks detailed in the Company's filings with the Securities and Exchange Commission (SEC).  All forward-looking statements are made as of today, and the Company assumes no obligation to update this information.  For more details relating to risk and uncertainties that could cause actual results to differ materially from those anticipated in our forward-looking statements, and risks to our business in general, please refer to our SEC filings, including our most recent Report on Form 10-K for the year ended December 31, 2006.

###

4

EX-99.2

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Consolidated Operating Results		Three Months Ended				Nine Months Ended
(Dollars in thousands, except per share amounts)		September 30,				September 30,
		2007		2006		2007		2006
Revenues:
	Rental and other property	$	99,987	$	86,850	$	288,848	$	252,800
	Management and other fees from affiliates		1,268		1,872		3,662		3,526
			101,255		88,722		292,510		256,326
Expenses:
	Property operating, excluding real estate taxes		25,030		22,483		72,082		65,389
	Real estate taxes		8,675		7,314		24,530		21,645
	Depreciation and amortization		25,612		19,898		72,455		59,125
	Interest		20,235		17,946		58,992		55,277
	Amortization of deferred financing costs		708		777		2,063		1,970
	General and administrative		6,415		5,289		18,519		15,168
	Other expenses		-		-		-		1,770
			86,675		73,707		248,641		220,344
Earnings from operations			14,580		15,015		43,869		35,982
Interest and other income			2,407		1,686		7,454		4,728
Equity income (loss) co-investments			322		(368)		2,767		(1,184)
Minority interests			(5,049)		(5,051)		(15,425)		(14,413)
Income before discontinued operations and
	income tax provision		12,260		11,282		38,665		25,113
Income tax provision			-		(150)		-		(325)
Income before discontinued operations			12,260		11,132		38,665		24,788
Income and gain from discontinued operations,
	net of minority interests		48		1,345		23,376		20,523
Net income			12,308		12,477		62,041		45,311
Dividends to preferred stockholders			(2,311)		(1,791)		(6,864)		(2,768)
Net income available to common stockholders		$	9,997	$	10,686	$	55,177	$	42,543
Net income per share - basic		$	0.40	$	0.46	$	2.26	$	1.85
Net income per share - diluted		$	0.39	$	0.45	$	2.21	$	1.82

See Company's 10-Q for additional disclosures

S-1

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Consolidated Operating Results			Three Months Ended				Nine Months Ended
Selected Line Item Detail			September 30,				September 30,
(Dollars in thousands)			2007		2006		2007		2006
Rental and other property
	Rental		$	94,289	$	81,840	$	272,468	$	238,489
	Other property			5,698		5,010		16,380		14,311
		Rental and other property	$	99,987	$	86,850	$	288,848	$	252,800
Management and other fees from affiliates
	Property management		$	936	$	806	$	2,524	$	2,406
	Development and redevelopment fees			332		66		799		120
	Promote interest from Fund I			-		1,000		339		1,000
		Management and other fees from affiliates	$	1,268	$	1,872	$	3,662	$	3,526
General and administrative
	General and administrative		$	9,154	$	7,795	$	26,572	$	22,233
	Allocated to property operating expenses - administrative			(1,536)		(1,382)		(4,433)		(4,018)
	Capitalized to real estate			(1,203)		(1,124)		(3,620)		(3,047)
		Net general and administrative	$	6,415	$	5,289	$	18,519	$	15,168
Interest and other income
	Interest income		$	771	$	1,088	$	2,657	$	1,658
	Lease income, net			1,636		398		4,797		1,183
	Gain from sale of marketable securities			-		-		-		1,687
	Miscellaneous			-		200		-		200
		Interest and other income	$	2,407	$	1,686	$	7,454	$	4,728
Equity income (loss) in co-investments
	Equity (loss) income in co-investments		$	322	$	(368)	$	421	$	(1,184)
	Gain on sale of co-investment activities, net			-		-		2,346		-
		Equity income (loss) in co-investments	$	322	$	(368)	$	2,767	$	(1,184)
Minority interests
	Limited partners of Essex Portfolio, L.P.		$	1,094	$	1,101	$	3,596	$	2,538
	Perpetual preferred distributions			2,559		2,559		7,678		7,677
	Series Z and Z-1 incentive units			198		151		595		453
	Third party ownership interests			190		174		463		538
	Down REIT limited partners' distributions			1,008		1,066		3,093		3,207
		Minority interests	$	5,049	$	5,051	$	15,425	$	14,413

See Company's 10-Q for additional disclosures

S-2

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Consolidated Funds From Operations			Three Months Ended					Nine Months Ended
(Dollars in thousands, except share and per share amounts)			September 30,					September 30,
			2007		2006		% Change	2007		2006		% Change
Funds from operations
Net income available to common stockholders			$	9,997	$	10,686		$	55,177	$	42,543
Adjustments:
	Depreciation and amortization			25,612		20,666			72,496		61,432
	Gains not included in FFO (1)			(64)		(714)			(14,565)		(12,576)
	Minority interests and co-investments (2)			1,777		2,216			6,098		7,523
		Funds from operations	$	37,322	$	32,854		$	119,206	$	98,922
		FFO per share-diluted	$	1.33	$	1.26	5.9%	$	4.34	$	3.83	13.2%
Components of the change in FFO
Non-recurring items:
Fund I - promote interest				-		(1,000)			(339)		(1,000)
Income generated from TRS activities, net of taxes and expenses				-		(456)			(413)		(456)
Joint venture - promote interest and fees				-		-			(10,068)		(8,221)
Net gain on sale of marketable securities				-		-			-		(717)
Impairment of property				-		-			-		800
Miscellaneous				-		(200)			-		(200)
		Funds from operations excluding non-recurring items		37,322		31,198			108,386		89,128
		FFO excluding non-recurring items per share-diluted	$	1.33	$	1.19	11.5%	$	3.94	$	3.45	14.3%
Changes in recurring items:
Same-property NOI			$	3,386				$	12,125
Non-same property NOI				5,843					14,345
Management fees from joint ventures				396					797
Interest expense and amortization of deferred financing costs				(2,220)					(3,808)
Other items, net				(1,281)					(4,201)
			$	6,124				$	19,258
Weighted average number of shares outstanding-diluted (3)				28,043,125		26,143,923			27,482,406		25,825,185
(1)	For Q3 2007, the amount includes depreciation add back for Peregrine Point of $0.1 million.
(2)	For Q3 2007, the amount includes the following adjustments: (i) minority interest related to Operating Partnership units totaling $1.3 million, and (ii) depreciation add back for co-investments totaling $0.5 million.
(3)	Assumes conversion of the weighted average operating partnership interests in the Operating Partnership into shares of the Company's common stock, see S-13 for more detail.

See Company's 10-Q for additional disclosures

S-3

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Consolidated Balance Sheets
(Dollars in thousands)
				September 30, 2007		December 31, 2006
Real Estate:
	Land and land improvements		$	679,818	$	560,880
	Buildings and improvements			2,452,040		2,108,307
				3,131,858		2,669,187
	Less:  accumulated depreciation			(532,386)		(465,015)
				2,599,472		2,204,172
Real estate - held for sale, net				-		41,221
Real estate under development				182,455		103,487
Investments				70,787		60,451
				2,852,714		2,409,331
Cash and cash equivalents				21,943		23,610
Marketable securities				5,843		-
Other assets				61,583		40,036
Deferred charges, net				12,317		12,863
		Total assets	$	2,954,400	$	2,485,840
Mortgage notes payable			$	1,233,281	$	1,060,704
Mortgage notes payable - held for sale				-		32,850
Exchangeable bonds				225,000		225,000
Lines of credit				167,571		93,000
Other liabilities				100,022		77,852
Deferred gain				2,193		2,193
		Total liabilities		1,728,067		1,491,599
Minority interests				256,030		236,120
Series G cumulative convertible preferred stock, liquidation value				145,912		145,912
Stockholders' Equity:
	Common stock			2		2
	Series F cumulative redeemable preferred stock, liquidation value			25,000		25,000
	Additional paid-in-capital			905,550		686,937
	Distributions in excess of accumulated earnings			(110,912)		(97,457)
	Accumulated other comprehensive income (loss)			4,751		(2,273)
		Total stockholders' equity		824,391		612,209
		Total liabilities and stockholders' equity	$	2,954,400	$	2,485,840

See Company's 10-Q for additional disclosures

S-4

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Debt Summary - September 30, 2007
(Dollars in thousands)
			Percentage of			Weighted	Weighted
			Total	Balance		Average	Average Maturity
			Debt		Outstanding	Interest Rate	In Years
Mortgage notes payable
	Fixed rate - secured		64%	$	1,033,927	6.3%	5.2
	Tax exempt variable (1)		12%		199,354	4.8%	23.5
		Total mortgage notes payable	76%		1,233,281	6.1%	8.2
Exchangeable bonds (2)			14%		225,000	3.6%
Line of credit - secured (3)			6%		100,000	5.9%
Line of credit - unsecured (4)			3%		58,000	6.7%
Line of credit - unsecured (5)			1%		9,571	5.4%
		Total lines of credit	10%		167,571	5.9%
		Total debt	100%	$	1,625,852	5.8%
						Weighted
		Scheduled principal payments (excludes lines of credit)				Average
						Interest Rate
			2007	$	-	-
			2008		116,978	6.8%
			2009		24,874	7.2%
			2010		155,368	8.0%
			2011		167,180	6.3%
			Thereafter		993,881	5.2%
			Total	$	1,458,281	5.8%
Capitalized interest for the nine months ended September 30, 2007 was approximately $3.6 million.
(1)	Subject to interest rate protection agreements.
(2)	Exchangeable bonds total $225 million and mature in November 2025. This is an unsecured obligation of the operating partnership, and is
	fully and unconditionally guaranteed by Essex Property Trust, Inc.
(3)	Secured line of credit commitment is $100 million and matures in January 2009.  This line is secured by eight of Essex's apartment communities.
	The underlying interest rate is currently the Freddie Mac Reference Rate plus .55% to .59%.
(4)	Unsecured line of credit commitment is $200 million and matures in March 2009.
	The underlying interest rate on this line is based on a tiered rate structure tied to the Company's corporate ratings and is currently at LIBOR plus 0.80%.
(5)	Unsecured revolving line of credit commitment is $10 million and matures in March 2008.
	The underlying interest rate on this line is based on the bank's Prime Rate less 2.0%.

See Company's 10-Q for additional disclosures

S-5

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Capitalization - September 30, 2007
(Dollars and shares in thousands, except per share amounts)
Total debt		$	1,625,852
Common stock and potentially dilutive securities
	Common stock outstanding		25,175
	Limited partnership units (1)		2,487
	Options-treasury method		180
Total common stock and potentially dilutive securities			27,842	shares
Common stock price per share as of September 30, 2007		$	117.57
Market value of common stock and potentially dilutive securities		$	3,273,384
Perpetual preferred units/stock		$	304,500
Total equity capitalization		$	3,577,884
Total market capitalization		$	5,203,736
Ratio of debt to total market capitalization			31.2%
(1)	Assumes conversion of all outstanding operating partnership interests in the Operating Partnership into shares of the Company's common stock.

See Company's 10-Q for additional disclosures

S-6

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Property Operating Results - Quarter ended September 30, 2007 and 2006
(Dollars in thousands)
			Southern California					Northern California					Seattle Metro					Other real estate assets (1)					Total
			2007		2006		% Change	2007		2006		% Change	2007		2006		% Change	2007		2006		% Change	2007		2006		% Change
Revenues:
	Same-property revenue		$	46,481	$	44,834	3.7%	$	15,287	$	14,032	8.9%	$	14,729	$	13,390	10.0%	$	2,714	$	2,603	4.3%	$	79,211	$	74,859	5.8%
	Non-same property revenue (2)			8,034		5,528			10,421		4,953			1,674		920			647		590			20,776		11,991
		Total Revenues	$	54,515	$	50,362		$	25,708	$	18,985		$	16,403	$	14,310		$	3,361	$	3,193		$	99,987	$	86,850
Property operating expenses:
	Same-property operating expenses		$	14,866	$	14,431	3.0%	$	4,818	$	4,475	7.7%	$	5,240	$	5,131	2.1%	$	1,365	$	1,286	6.1%	$	26,289	$	25,323	3.8%
	Non-same property operating expenses (2)			2,621		1,579			3,971		1,901			482		324			342		670			7,416		4,474
		Total property operating expenses	$	17,487	$	16,010		$	8,789	$	6,376		$	5,722	$	5,455		$	1,707	$	1,956		$	33,705	$	29,797
Net operating income (NOI):
	Same-property NOI		$	31,615	$	30,403	4.0%	$	10,469	$	9,557	9.5%	$	9,489	$	8,259	14.9%	$	1,349	$	1,317	2.4%	$	52,922	$	49,536	6.8%
	Non-same property NOI (2)
	Redevelopment communities			3,921		3,949			3,204		2,813			881		596			-		-			8,006		7,358
	Acquired communities			1,492		-			3,246		239			311		-			-		-			5,049		239
	Other real estate assets (1)			-		-			-		-			-		-			305		(80)			305		(80)
		Total non-same property NOI		5,413		3,949			6,450		3,052			1,192		596			305		(80)			13,360		7,517
		Total NOI	$	37,028	$	34,352		$	16,919	$	12,609		$	10,681	$	8,855		$	1,654	$	1,237		$	66,282	$	57,053
Same-property operating margin				68%		68%			68%		68%			64%		62%			50%		51%			67%		66%
Same-property turnover percentage				65%		58%			64%		65%			71%		63%			75%		80%			67%		62%
Same-property concessions			$	266	$	150		$	21	$	12		$	23	$	6		$	13	$	10		$	323	$	178
Average same-property concessions per turn (3)			$	158	$	96		$	40	$	22		$	29	$	9		$	59	$	43		$	100	$	58
Net operating income percentage of total				56%		60%			26%		22%			16%		16%			2%		2%			100%		100%
Loss to lease (4)			$	5,448				$	5,723				$	2,019				$	381				$	13,571
	Loss to lease as a percentage
	of rental income			2.5%					5.5%					2.9%					4.4%					3.5%
Reconciliation of apartment units at end of period
	Same-property apartment units			10,766					3,315					4,560					1,177					19,818
	Consolidated Apartment Units			12,725		12,118			6,361		5,318			5,005		4,905			1,177		1,177			25,268		23,518
	Joint Venture			480		480			2,101		2,101			515		515			-		-			3,096		3,096
	Under Development (5)			743		543			409		238			127		127			-		-			1,279		908
		Total apartment units at end of period		13,948		13,141			8,871		7,657			5,647		5,547			1,177		1,177			29,643		27,522
		Percentage of total		47%		48%			30%		28%			19%		20%			4%		4%			100%		100%
Average same-property financial occupancy				95.6%		96.5%			97.1%		97.3%			96.0%		97.2%			94.6%		94.9%			96.0%		96.7%
(1)	Includes four apartment communities in Portland, OR, one community in Houston, TX, and other rental properties including commercial properties.  Included in third quarter 2007 is $0.5 million for the elimination of earthquake insurance expense paid to a wholly owned captive insurance company.
(2)	Includes properties which subsequent to July 1, 2006 were either acquired or in a stage of development or redevelopment without stabilized operations.
(3)	Average same-property concessions per turn is the dollar amount per unit resulting from the same-property concessions divided by the product of the same-property turnover percentage times the same-property apartment units.
(4)	Loss to lease represents the annualized difference between market rents (without considering the impact of rental concessions) and contractual rents. These numbers include the Company's pro-rata interest in unconsolidated properties.
(5)	Fund II owns 395 of the units under development as of September 30, 2007.  ;

See Company's 10-Q for additional disclosures

S-7

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Property Operating Results - Nine months ended September 30, 2007 and 2006
(Dollars in thousands)
			Southern California					Northern California					Seattle Metro					Other real estate assets (1)					Total
			2007		2006		% Change	2007		2006		% Change	2007		2006		% Change	2007		2006		% Change	2007		2006		% Change
Revenues:
	Same-property revenue		$	138,309	$	131,604	5.1%	$	44,520	$	40,883	8.9%	$	41,773	$	37,625	11.0%	$	8,039	$	7,625	5.4%	$	232,641	$	217,737	6.8%
	Non-same property revenue (2)			21,950		15,987			26,844		13,603			5,524		3,577			1,889		1,896			56,207		35,063
		Total Revenues	$	160,259	$	147,591		$	71,364	$	54,486		$	47,297	$	41,202		$	9,928	$	9,521		$	288,848	$	252,800
Property operating expenses:
	Same-property operating expenses		$	43,603	$	42,442	2.7%	$	14,008	$	13,209	6.0%	$	14,713	$	14,131	4.1%	$	3,826	$	3,589	6.6%	$	76,150	$	73,371	3.8%
	Non-same property operating expenses (2)			6,807		4,708			10,276		4,907			1,549		1,326			1,830		2,722			20,462		13,663
		Total property operating expenses	$	50,410	$	47,150		$	24,284	$	18,116		$	16,262	$	15,457		$	5,656	$	6,311		$	96,612	$	87,034
Net operating income (NOI):
	Same-property NOI		$	94,706	$	89,162	6.2%	$	30,512	$	27,674	10.3%	$	27,060	$	23,494	15.2%	$	4,213	$	4,036	4.4%	$	156,491	$	144,366	8.4%
	Non-same property NOI (2)
		Redevelopment communities		11,990		11,279			9,576		8,457			3,270		2,251			-		-			24,836		21,987
		Acquired communities		3,153		-			6,992		239			705		-			-		-			10,850		239
		Other real estate assets (1)		-		-			-		-			-		-			59		(826)			59		(826)
		Total non-same property NOI		15,143		11,279			16,568		8,696			3,975		2,251			59		(826)			35,745		21,400
		Total NOI	$	109,849	$	100,441		$	47,080	$	36,370		$	31,035	$	25,745		$	4,272	$	3,210		$	192,236	$	165,766
Same-property operating margin				68%		68%			69%		68%			65%		62%			52%		53%			67%		66%
Same-property turnover percentage				57%		53%			54%		55%			63%		59%			60%		64%			58%		56%
Same-property concessions			$	726	$	411		$	120	$	66		$	58	$	80		$	44	$	66		$	948	$	623
Average same-property concessions per turn (3)			$	159	$	95		$	90	$	48		$	28	$	41		$	83	$	117		$	111	$	76
Average same-property financial occupancy				95.6%		96.3%			96.5%		97.4%			96.1%		97.1%			95.0%		95.7%			95.8%		96.6%
(1)	Includes four apartment communities in Portland, OR, one community in Houston, TX, and other rental properties including commercial properties.  Included in 2007 is $1.5 million for the elimination of earthquake insurance expense paid to a wholly owned captive insurance company.
(2)	Includes properties which subsequent to January 1, 2006 were either acquired or in a stage of development or redevelopment without stabilized operations.
(3)	Average same-property concessions per turn is the dollar amount per unit resulting from the same-property concessions divided by the product of the same-property turnover percentage times the same-property apartment units.

See Company's 10-Q for additional disclosures

S-7.1

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Same-Property Revenue by County - Quarters ended September 30, 2007, September 30, 2006 and June 30, 2007
(Dollars in thousands)
				Average Property Rental Rates						Property Revenue				Property Revenue
				September 30,		September 30,			September 30,		September 30,			June 30,		Sequential
		Region	Units	2007		2006		% Change	2007		2006		% Change	2007		% Change
Southern California
	Ventura County		2,844		$        1,398		$         1,345	3.9%		$      11,929		$           11,765	1.4%		$          11,977	-0.4%
	Los Angeles County		2,754		1,704		1,609	5.9%		14,856		14,095	5.4%		14,497	2.5%
	Orange County		2,037		1,527		1,465	4.2%		9,368		9,095	3.0%		9,318	0.5%
	San Diego County		2,616		1,057		1,023	3.3%		8,447		8,120	4.0%		8,307	1.7%
	Santa Barbara County		239		1,740		1,574	10.5%		1,208		1,090	10.8%		1,238	-2.4%
	Riverside County		276		824		820	0.5%		673		669	0.6%		690	-2.5%
			10,766		1,411		1,349	4.6%		46,481		44,834	3.7%		46,027	1.0%
Northern California
	San Francisco MSA		175		1,715		1,563	9.7%		894		838	6.7%		876	2.1%
	Santa Clara County		1,870		1,550		1,396	11.0%		8,904		7,962	11.8%		8,584	3.7%
	Alameda County		200		1,263		1,140	10.8%		765		704	8.7%		740	3.4%
	Contra Costa County		1,070		1,466		1,393	5.2%		4,724		4,528	4.3%		4,662	1.3%
			3,315		1,515		1,388	9.1%		15,287		14,032	8.9%		14,862	2.9%
Seattle Metro			4,560		1,030		919	12.1%		14,729		13,390	10.0%		14,334	2.8%
Other real estate assets			1,177		753		714	5.5%		2,714		2,603	4.3%		2,686	1.0%
Total Same-Property revenue			19,818		$           1,302		$          1,218	7.0%		$      79,211		$           74,859	5.8%		$           77,909	1.7%

See Company's 10-Q for additional disclosures

S-8

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Same-Property Revenue by County - Nine months ended September 30, 2007 and 2006
(Dollars in thousands)
				Average Property Rental Rates					Property Revenue
		Region	Units	YTD 2007		YTD 2006		% Change	YTD 2007		YTD 2006		% Change
Southern California
	Ventura County		2,844	$	1,390	$	1,321	5.2%	$	35,757	$	34,491	3.7%
	Los Angeles County		2,754		1,678		1,574	6.6%		43,828		41,109	6.6%
	Orange County		2,037		1,511		1,430	5.7%		27,802		26,711	4.1%
	San Diego County		2,616		1,051		1,013	3.8%		25,177		24,081	4.6%
	Santa Barbara County		239		1,704		1,485	14.7%		3,675		3,178	15.6%
	Riverside County		276		816		813	0.4%		2,070		2,034	1.8%
			10,766		1,397		1,322	5.7%		138,309		131,604	5.1%
Northern California
	San Francisco MSA		175		1,676		1,521	10.2%		2,628		2,436	7.9%
	Santa Clara County		1,870		1,511		1,352	11.8%		25,890		23,138	11.9%
	Alameda County		200		1,229		1,113	10.4%		2,239		2,076	7.9%
	Contra Costa County		1,070		1,446		1,363	6.1%		13,763		13,233	4.0%
			3,315		1,482		1,350	9.8%		44,520		40,883	8.9%
Seattle Metro			4,452		996		884	12.7%		41,773		37,625	11.0%
Other real estate assets			1,177		742		693	7.1%		8,039		7,625	5.4%
Total Same-Property revenue			19,710	$	1,281	$	1,189	7.8%	$	232,641	$	217,737	6.8%

Se  Company's 10-Q for additional disclosures

S-8.1

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Development Pipeline - September 30, 2007
(Dollars in millions)
			Estimated Units	Total Incurred to Date	Estimated Remaining Costs	Estimated Total Cost	Construction Start	Construction Complete	Initial Occupancy	Stabilized Operations
Development Projects
Project Name		Location
	Northwest Gateway	Los Angeles, CA	275	$                      47.1	$                     24.0	$                       71.1	Jan-06	Apr-08	Feb-08	Oct-08
	The Grand (1)	Oakland, CA	238	33.0	63.2	96.2	Dec-06	Dec-08	Dec-08	May-09
	City Centre	Moorpark, CA	200	7.2	44.6	51.8	Dec-07	Dec-09	Dec-09	Apr-10
Consolidated - Development Projects			713	87.3	131.8	219.1
Development Projects - Fund II
Project Name		Location
	Eastlake 2851 on Lake Union	Seattle, WA	127	18.7	16.7	35.4	Aug-06	Apr-08	Mar-08	Jul-08
	Studio 40-41	Studio City, CA	149	26.5	34.1	60.6	Jun-07	Jun-09	Mar-09	Aug-09
	Cielo	Chatsworth, CA	119	11.6	27.8	39.4	Jun-07	May-09	May-09	Sep-09
Fund II - Development Projects			395	56.8	78.6	135.4
Total - Development Projects			1,108	144.1	210.4	354.5
Predevelopment Projects
Project Name		Location
	Fourth Street (2)	Berkeley, CA	-	-	-	-	Nov-07	Sep-09	Sep-09	Mar-10
	Citiplace	San Diego, CA	-	-	-	-	Feb-08	Nov-09	Nov-09	Mar-10
	Broadway Heights (3)	Seattle, WA	-	-	-	-	Apr-08	Jan-10	Jan-10	Nov-10
	Essex-Hollywood	Hollywood, CA	-	-	-	-	Jun-08	Jun-10	Jun-10	Dec-10
	Tasman Station (2)	Sunnyvale, CA	-	-	-	-	Jun-08	Jun-10	Jun-10	Sep-11
	River Oaks	San Jose, CA	-	-	-	-	Jan-10	Sep-13	Jan-12	Jul-14
	Other Predevelopment Project (4)		-	-	-	-
Total - Predevelopment Projects			1,937	88.4	535.5	623.9
Land Held for Future Development (5)
Project Name		Location
	Archer	San Jose, CA	42	-	-	-
	View Pointe	Newcastle, WA	24	-	-	-
			66	6.7	-	6.7
Grand Total - Development Pipeline			3,111	$                  239.2	$                  745.9	$                   985.1
(1)	Development project includes approximately 7,800 square feet of retail space.
(2)	Property in contract to be purchased by the Company with non-refundable deposits and option payments.
(3)	The Company has entered into a joint venture development project with a third-party to develop this property.  Essex will have a 50% interest in the project.
(4)	There is one additional predevelopment project located in Northern California that is in the entitlement process.
(5)	The Company owns land in various stages of entitlement that is being held for future development.

See Company's 10-Q for additional disclosures

S-9

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Redevelopment Pipeline - September 30, 2007
(Dollars in thousands)
			Total	Estimated	Estimated				Q3 2007	Units completed
			Incurred	Remaining	Total	Redevelopment	NOI	NOI	Rehab	and available
	Region/Project Name	Units	To Date	Cost	Cost	Start Date	Q3 2007	Q3 2006	Vacancy Loss	for rent
	Approved - Redevelopment Projects (1)
	Woodland Commons, Bellevue, WA	236	$             529	$          11,549	$           12,078	Jun-07
	Foothill Commons, Bellevue, WA	360	992	17,431	18,423	Jun-07
	Marina Cove, Santa Clara, CA	292	94	9,764	9,858	Jun-07
		888	1,615	38,744	40,359
	Active - Redevelopment Projects
	Southern California
	Mira Monte, Mira Mesa, CA  (2)	355	5,839	191	6,030	Sep-04	$             914	$          846	$                      23	336
	Avondale at Warner Center, Woodland Hills, CA	446	10,807	1,663	12,470	Oct-04	1,208	1,207	46	198
	Pathways, Long Beach, CA	296	3,886	6,835	10,721	Jun-06	785	914	201	106
	Highridge, Rancho Palos Verdes, CA	255	718	15,345	16,063	Jan-07	1,015	980	2	2
		1,352	21,250	24,034	45,284		3,922	3,947	272	642
	Northern California
	The Montclaire - Phase I - III, Sunnyvale, CA	390	4,699	10,407	15,106	Aug-06	1,132	941	56	133
	Boulevard (Treetops), Fremont, CA	172	4,288	3,992	8,280	Sep-06	401	352	52	8
	Bridgeport (Summerhill Commons), Newark, CA	184	3,530	1,056	4,586	Oct-06	522	373	-	-
	Wimbledon Woods, Hayward, CA	560	5,630	3,720	9,350	Oct-06	1,148	1,149	-	3
		1,306	18,147	19,175	37,322		3,203	2,815	108	144
	Seattle Metro (3)
	Palisades - Phase I and II, Bellevue, WA (2)	192	6,425	526	6,951	Sep-04	483	323	-	192
	Sammamish View, Bellevue, WA	153	3,716	102	3,818	Dec-05	398	273	22	153
		345	10,141	628	10,769		881	596	22	345
	Total Active - Redevelopment Projects	3,003	49,538	43,837	93,375		8,006	7,358	402	1,131
	Consolidated - Redevelopment Projects	3,891	51,153	82,581	133,734		8,006	7,358	402	1,131
	Redevelopment Projects - Fund II
	Regency Tower - Phase I - II, Oakland, CA	178	2,930	1,546	4,476	Nov-05	398	310	4	94
	The Renaissance, Los Angeles, CA	168	2,844	2,156	5,000	Oct-06	588	130	48	114
	Fund II - Redevelopment Projects	346	5,774	3,702	9,476		986	440	52	208
	Grand Total - Redevelopment Pipeline	4,237	$       56,927	$        86,283	$         143,210		$         8,992	$       7,798	$                    454	1,339
(1)	Operations at these communities were not destabilized as of Q3 2007, and therefore the communities are classified in Same-Property operations.
(2)	This community was restabilized at the end of the first quarter of 2007, and will be included in Same-Property operations starting the second quarter of 2008.
(3)	Bridle Trails, a 108-unit community in Kirkland, WA, was added back to Same-Property results in Q3 2007, and will be added to YTD Same-Property results in 2008.

See Company's 10-Q for additional disclosures

S-10

E S S E X   P R O P E R T Y   T R U S T,  I N C.
											For the three	For the nine
Investments - September 30, 2007				Essex	Total Fund		Debt				months ended	months ended
(Dollars in thousands)				Book	Original				Interest	Maturity	9/30/2007	9/30/2007
				Value	Cost	Units	Amount	Type	Rate	Date	NOI	NOI
Joint Ventures
	Essex Apartment Value Fund II, L.P. (Fund II)
		Alderwood Park, Newark, CA				96	7,088	Fixed	5.56%	Jun-2015
		Carlmont Woods, Belmont, CA				195	12,968	Fixed	4.89%	Dec-2013
		Davey Glen, Belmont, CA				69	6,654	Fixed	6.13%	Aug-2016
		Echo Ridge, Snoqualmie, WA				120	13,306	Fixed	5.01%	Sep-2014
		Enclave, San Jose, CA				637	20,945	Fixed	7.26%	Jan-2018
		Enclave, San Jose, CA				-	60,000	Variable	4.64%	Dec-2029
		Harbor Cove, Foster City, CA				400	34,969	Fixed	4.89%	Dec-2013
		Morning Run, Monroe, WA				222	13,756	Fixed	5.10%	Oct-2014
		Parcwood, Corona, CA				312	25,461	Fixed	4.89%	Dec-2013
		Regency Tower, Oakland, CA				178	11,096	Fixed	5.16%	Mar-2014
		Renaissance, Los Angeles, CA				168	23,290	Fixed	6.51%	May-2011
		Tower @ 801, Seattle, WA				173	19,389	Fixed	4.91%	Aug-2014
		Total - Operating Communities				2,570	248,922				6,401	18,609
	Fund II - Development Pipeline (1)
		Eastlake 2851 on Lake Union, Seattle, WA				127	11,279	Variable	LIBOR+1.50%	Jan-2010
		Studio 40-41, Studio City, CA				149	8,506	Variable	LIBOR+1.50%	Apr-2010
		Cielo, Chatsworth, CA				119	149	Variable	LIBOR+1.50%	Jun-2010
		Total - Development Communities				395	19,934
		Line of credit					-	Variable	LIBOR+0.875%	May-2008
		Total - Fund II		58,550	497,044	2,965	268,856
		Capitalized costs		720
				59,270
	Waterstone at Fremont (formerly
		known as Mountain Vista) (2)		1,182
	Other (3)			10,335
			$	70,787
	(1)	See S-9 for more detail about the Fund II Development Pipeline.
	(2)	Company recorded $0.2 milion in preferred interest payments in Q3 2007, and unpaid preferred interest of approximately $7.5 million is expected to be paid in 2008.
	(3)	Other investments include three development joint ventures in preliminary stages totaling $9.8 million and a real estate technology investment.  Two of the real estate investments    are located in Northern California and one is located in Southern California.

See Company's 10-Q for additional disclosures

S-11

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Consolidated Co-Investments - September 30, 2007
(Dollars in thousands)
The Company enters into co-investment transactions with third party developers, owners and investors of apartment communities.  In accordance with GAAP, the Company consolidates certain of these co-investment transactions, resulting in minority interests corresponding to the ownership interest of the third-party developer, owner or investor.
The following table summarizes the consolidated co-investment transactions:
						Operations for the quarter ended
		Balance as of September 30, 2007				September 30, 2007
		Investment in	Related	Minority	DownREIT		Operating
		Real Estate	Debt	Interest	Units (1)	Revenue	Expenses	NOI
DownREITs:
Anchor Village		$        11,359	$        10,750	$          2,544	117,154	$             748	$             286	$             462
Barkley Apartments		9,322	4,909	2,369	80,302	630	201	429
Brookside Oaks		34,334	14,185	3,974	99,073	699	230	469
Capri at Sunny Hills		16,765	19,207	3,828	179,366	602	176	426
Brentwood Apartments		15,793	9,376	2,568	58,884	602	160	442
Hidden Valley (Parker Ranch)		44,494	33,299	6,089	62,647	1,344	411	933
Highridge Apartments		20,880	44,807	6,036	315,061	1,385	370	1,015
Montejo Apartments		9,046	5,835	1,596	38,038	470	134	336
Thomas Jefferson Apartments		27,836	19,916	7,067	62,873	71	21	50
Treehouse Apartments		11,919	7,856	3,299	75,700	597	165	432
Valley Park Apartments		16,131	9,952	1,461	60,892	740	168	572
Villa Angelina Apartments		20,869	13,457	2,886	59,839	997	251	746
		238,748	193,549	43,717	1,209,829	8,885	2,573	6,312
Other Co-investments (2):
Derian Office Building (3)		16,288	-	-	n/a	483	120	363
Hillsdale Garden Apartments (4)		115,978	-	21,843	n/a	2,983	1,321	1,662
(1)	Represents the number of DownREIT units that are currently outstanding.  Generally, DownREIT units can be redeemed at the holder's election for cash equal to the current price of  Essex's common stock.
(2)	During the third quarter of 2007, the Company acquired the general contractor's interest in the Mirabella property for $9 million in lieu of distributing a percentage of future cash flows  to the general contractor per the developer agreement.  Accordingly, the Mirabella proepty is no longer a co-investment.
(3)	Essex has mortgage loans to the owners of this property with an aggregate principal balance in excess of the book value of the property as of September 30, 2007.
(4)	During the second quarter of 2007, the Company entered into a joint venture partnership with a third-party, and the Company contributed the improvements to the property for a  81.5% interest and the joint venture partner contributed the title to the land for an 18.5% interest in the partnership.

See Company's 10-Q for additional disclosures

S-12

E S S E X   P R O P E R T Y   T R U S T,  I N C.
Income From Discontinued Operations and Selected Financial Data - September 30, 2007
(Dollars in thousands)
Income from Discontinued Operations
For the three and nine months ended September 30, 2007, the Company sold condominium units at Peregrine Point, and during the three months ended March 31, 2007, the Company sold the City Heights property which was consolidated in accordance with FIN 46R.  For the three months ended September 30, 2006, the Company sold condo units at Peregrine Point, during the three months ended June 30, 2006 the Company recorded a gain, a promote interest and subordination fees from the sale of the Vista Pointe joint venture property, and during the three months ended March 31, 2006 the Company sold the Vista Capri East and the Casa Tierra apartment communities, and the Diamond Valley Recreational RV park.
				Three Months Ended				Nine Months Ended
				September 30,				September 30,
				2007		2006	$	2007	$	2006
		Rental revenues	$	-	$	2,820		1,355		8,788
		Interest and other income		-		14		290		21
		Revenues		-		2,834		1,645		8,809
		Property operating expenses		-		(1,046)		(535)		(3,329)
		Interest expense		-		(579)		(416)		(1,736)
		Depreciation and amortization		-		(768)		(41)		(2,307)
		Minority interests		-		(161)		(57)		(475)
		Expenses		-		(2,554)		(1,049)		(7,847)
		Gain on sale (1)		53		1,170		969		13,032
		Gain on sale - City Heights		-		-		78,306		-
		Equity income co-investments		-		-		-		238
		Promote interest and subordination fees		-		-		10,290		8,221
		Minority interests - OP units		(5)		(105)		(2,161)		(1,930)
		Minority interests - City Heights		-		-		(64,624)		-
		Net gain on sale of real estate		48		1,065		22,780		19,561
		Income from discontinued operations	$	48	$	1,345	$	23,376	$	20,523
Common Stock Equivalents
				Q3 2007		Actual		YTD 2007
				Weighted Avg.		As of 9/30/07		Weighted Avg.
		Common Shares		25,165,276		25,175,487		24,370,184
		Stock Options		179,873		179,873		235,391
		Exchangeable Bonds		210,779		265,422		378,190
		Weighted Avg. Shares Diluted - EPS		25,555,928		25,620,782		24,983,765
		Vested Series Z Incentive Units		213,205		213,205		213,100
		Operating Limited Partnership Units		2,273,992		2,273,992		2,285,541
		Weighted Avg. Shares Diluted - FFO		28,043,125		28,107,979		27,482,406
(1)	For 2007, amount includes gain on sale of Peregrine Point condominum units. The gain on sale and related minority interest recorded in Q1 2007 for City Heights is presented separately.

See Company's 10-Q for additional disclosures

S-13