8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): March 7, 2006

AmeriVest Properties Inc.

(Exact name of small business issuer as specified in its charter)

Maryland	1-14462	84-1240264
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(I.R.S. Employer Identification No.)

1780 South Bellaire Street Suite 100, Denver, Colorado 80222

(Address of principal executive offices)

(303) 297-1800

(Registrant’s telephone number)

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

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Item 2.02.              Results of Operations and Financial Condition.

On March 7, 2006, AmeriVest Properties Inc. (“AmeriVest”) announced its consolidated financial results for the quarter and for the year ended December 31, 2005. A copy of AmeriVest’s earnings press release is furnished as Exhibit 99.1 to this report on Form 8-K. A copy of AmeriVest’s Fourth Quarter 2005 Supplemental Operating and Financial Information package is furnished as Exhibit 99.2 to this report on Form 8-K. The information contained in this report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by AmeriVest under the Securities Act of 1933, as amended.

Item 9.01.              Financial Statements and Exhibits

(d)           Exhibits:

Exhibit 99.1	Press Release, dated March 7, 2006.
Exhibit 99.2	Fourth Quarter 2005 Supplemental Operating and Financial Information, dated March 7, 2006.

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SIGNATURES

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

	AMERIVEST PROPERTIES INC.
Dated: March 7, 2006
	By:	/s/ Kathryn L. Hale
			Kathryn L. Hale
			Chief Financial Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated March 7, 2006.
99.2	Fourth Quarter 2005 Supplemental Operating and Financial Information, dated March 7, 2006.

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EX-99.1

Exhibit 99.1

NEWS RELEASE

CONTACT:
Becky Nichols	1780 South Bellaire Street	Listed: AMEX
Investor Relations (ext. 104)	Suite 100	Trading Symbol: AMV
beckyn@amvproperties.com	Denver, CO 80222	www.amvproperties.com
	Phone: (303) 297-1800
	Fax: (303) 296-7353

AMERIVEST ANNOUNCES PERFORMANCE AND OPERATING RESULTS FOR

FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2005

DENVER, CO (March 7, 2006) — AmeriVest Properties Inc. (AMEX: AMV) reported results today for the fourth quarter and year ended December 31, 2005.  For the fourth quarter 2005, the Company reported net income of $406,975, or $0.02 per diluted share, compared with a loss of $3.7 million, or ($0.15) per share, for the prior year period.  In comparing quarterly results, the increase in net income for the quarter was primarily due to the impact of late-2004 acquisitions and 2005 leasing activities, the gain on asset sales and lower general and administrative expenses, offset by increased impairment charges, increased interest expense and expenses related to the strategic alternative review.

For the full year 2005, the Company reported a loss of $10.7 million, or ($0.44) per share, compared with a loss of $5.9 million, or ($0.26) per share for the prior period.  In comparing year-to-year results, the decrease in net income for the year was primarily due to increases in general and administrative, interest and depreciation and amortization expenses, the impact of strategic alternative review expenses and increased impairment charges, offset by the impact of the gain on asset sales and the impact of late-2004 acquisitions and 2005 leasing efforts on operating results. Listed below are significant financial statement items that affect comparability of net income between periods other than the impact of 2004 acquisitions, interest and depreciation expense.

	For the three months ended December 31,												For the year ended December 31,
Net Income Comparison	2005						2004						2005						2004
(Dollars in thousands, except per share data)	Amount			Per Share			Amount			Per Share			Amount			Per Share			Amount			Per Share
Gain on sale of real estate assets	$	8,678,204		$	0.36		$	—		$	—		$	8,657,401		$	0.36		$	574,276		$	0.03
Provision for impairment and loss on real estate assets	$	(6,489,082	)	$	(0.27	)	$	(1,160,000	)	$	(0.05	)	$	(9,209,908	)	$	(0.38	)	$	(1,160,000	)	$	(0.05	)
Strategic Alternative Review Expenses	$	(563,219	)	$	(0.02	)	$	—		$	—		$	(708,491	)	$	(0.03	)	$	—		$	—
Severance and Restructuring Costs	$	(105,737	)	$	(0.00	)	$	—		$	—		$	(493,565	)	$	(0.02	)	$	—		$	—
Total (a)	$	1,520,166		$	0.06		$	(1,160,000	)	$	(0.05	)	$	(1,754,563	)	$	(0.07	)	$	(585,724	)	$	(0.03	)

(a) – The totals may not total the sum of the individual amounts and per share amounts due to rounding.

“Our fourth quarter operating results were right in line with our expectations,” said Charles Knight, CEO of AmeriVest.  “We continue to see improved leasing activities, and our operations continue to become more efficient with our new third-party property managers.  The trends in all our markets are positive.”

Funds from operations (FFO) for the fourth quarter 2005 was a negative $5.1 million, or ($0.21) per share.  FFO for the same period in 2004 was $654,062, or $0.03 per share.  In the fourth quarter of 2005 the Company recorded a $6.5 million charge, or $0.27 per share, for the impairment of real estate assets based on management’s valuation reviews completed in connection with the Company’s strategic assets sales and to reflect the adoption of a liquidation plan by the Board of Directors.  The Company also recorded $563,219, or $0.02 per share, in strategic alternative review expenses, eliminating all previously capitalized costs related to the Company’s strategic alternative review, and $105,737, or $0.004 per share in severance and restructuring costs included in general and administrative and operating expenses.

FFO for full year 2005 was a negative $2.2 million, or ($0.09) per share on a diluted basis compared to $7.7 million, or $0.34 per share for 2004.  The 2005 and 2004 results excluded net gains from real estate sold of $8.7 million and $574,276, respectively, and both periods included provisions for impairments and losses on sales of $9.2 million ($0.38 per share) and $1.2 million ($0.05 per share), respectively. The 2005 full year results included charges of $708,491, or $0.03 per share, for strategic alternative review expenses and $493,565, or $0.02 per share, in severance and restructuring costs included in general and administrative and operating expenses.  Listed below are significant financial statement items that affect comparability of FFO for the periods presented other than the impact of 2004 acquisitions, 2005 operations, and interest expense.  FFO is a non-GAAP financial measure. A reconciliation to net income/(loss) can be found in the summary financial information.

FFO	For the three months ended December 31,												For the year ended December 31,
Comparison	2005						2004						2005						2004
(Dollars in thousands, except per share data)	Amount			Per Share			Amount			Per Share			Amount			Per Share			Amount			Per Share
Provision for impairment and loss on real estate assets	$	(6,489,082	)	$	(0.27	)	$	(1,160,000	)	$	(0.05	)	$	(9,209,908	)	$	(0.38	)	$	(1,160,000	)	$	(0.05	)
Strategic Alternative Review Expenses	$	(563,219	)	$	(0.02	)	$	—		$	—		$	(708,491	)	$	(0.03	)	$	—		$	—
Severance and Restructuring Costs	$	(105,737	)	$	(0.00	)	$	—		$	—		$	(493,565	)	$	(0.02	)	$	—		$	—
Total (a)	$	(7,158,038	)	$	(0.30	)	$	(1,160,000	)	$	(0.05	)	$	(10,411,964	)	$	(0.43	)	$	(1,160,000	)	$	(0.05	)

(a) – The totals may not total the sum of the individual amounts and per share amounts due to rounding.

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General and Administrative Expenses

General and administrative expenses for the fourth quarter of 2005 decreased by $685,762 or 41% from the fourth quarter of 2004.  The change resulted primarily from cost reductions of $230,000 in 2005 related to Sarbanes-Oxley compliance compared with 2004; and $164,000 less expense in 2005 related to salaries, benefits and accruals compared with 2004.  This was partially offset by $30,000 of the severance and restructuring costs in 2005 that were not included in 2004.  Also contributing to the 2005 G&A expense reduction was inclusion in the fourth quarter of 2004 of $323,600 of expensed pursuit costs related to uncompleted acquisition transactions.

General and administrative expenses for the full year 2005 increased by $26,929 or 0.5% over full year 2004.  Contributing to this increase was $300,000 of the severance and restructuring costs, $150,000 in additional independent directors’ fees and $110,000 in additional Sarbanes-Oxley compliance-related costs in 2005.  This was offset by approximately $120,000 in payroll-related savings, the previously-mentioned $323,600 of expensed pursuit costs incurred in 2004, and various other 2005 cost savings totaling approximately $90,000.

In 2005, the Company recorded $630,000 of expense attributable to Sarbanes-Oxley compliance, with approximately $492,000 recorded in the first two quarters of 2005 related to the completion of 2004 compliance efforts.  The Company also accrued $130,000 for 2005 audit fees and has budgeted an additional $238,000 in the first quarter of 2006 for audit and compliance fees and for related consulting charges.

Impairment Charges

In 2005, the Company recorded approximately $9.2 million of impairment charges.  In the fourth quarter, approximately $1.6 million was recorded on the Keystone Office Park property (sold in January of 2006) and $4.9 million was recorded on the Sheridan Center property in Denver.  In previous quarters, the Company had recorded $2.3 million of impairment on the AmeriVest Plaza property in Englewood, Colorado (sold in December 2005) and $400,000 on its joint venture interest in Panorama Falls (sold in September 2005).  Of the amounts recorded, only the $4.9 million charge related to the Sheridan Center property is included in continuing operations.  All other charges are included in the Net Earnings/Loss from Discontinued Operations line of the financial statements.

Balance Sheet and Operating Ratios.

At the end of 2005, AmeriVest had $186 million of debt, including for properties held-for-sale, with a 62% ratio of debt to total market capitalization.  Fixed rate and secured debt comprised 84% of all debt outstanding December 31, 2005 and 100% today.  The average interest rate on all debt was 6.09% at December 31, 2005.

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Fourth Quarter Highlights and Subsequent Events

•In November the Company completed the previously announced transition of its Phoenix property management operations to Trammell Crow Services, Inc.

•In December 2005 the Company sold Chateau Plaza in Dallas, Texas for $31.3 million to a pension fund advisor, recording a net gain on the sale of approximately $8.7 million. The combined total of net cash proceeds and escrow releases of approximately $31 million were used to repay the Company’s secured credit facility in full and a portion of the Company’s unsecured credit facility.

•In December 2005 the Company sold AmeriVest Plaza in Englewood, Colo. for $15.5 million to a pension fund advisor, recording a net gain on the sale of approximately $199,000. The net cash proceeds of approximately $740,000 were used to repay indebtedness under the Company’s unsecured credit facility.

•In December 2005 the Company completed its transition to third-party management of all property operations with the retention of Transwestern Commercial Services to manage the Dallas portfolio of properties effective January 1, 2006.

•In January 2006 the Company completed a further loan agreement with its primary bank group which amended its unsecured revolving credit agreement and reinstated a revolving credit facility of up to $10 million through December 28, 2006, secured by its Greenhill Park property,  to be used for working capital and other limited corporate purposes.

•In January 2006 the Company sold Financial Plaza in Mesa, Ariz. for $55 million to a publicly traded REIT, recording an estimated net gain on the sale of approximately $16 million in the first quarter of 2006. The net cash proceeds of approximately $30 million were used to repay indebtedness under the Company’s unsecured credit facility.

•In January 2006 the Company sold Keystone Office Park in Indianapolis, Ind. for $9.4 million to a foreign institutional investor, with an estimated gain of approximately $240,000 to be recorded on the transaction. Net proceeds of  $8.6 million  were used to pay the mortgage  amounts of $4.6 million and the remaining balance due on the Company’s Unsecured Credit Facility of approximately $300,000; the Company received the remaining $3.7 million in cash.

•On February 9,  2006 the Board of Directors of the Company adopted a plan of liquidation for the company, subject to approval by the Company’s stockholders.

Strategic Alternative Review

As a result of the Board’s adoption of a plan of liquidation on February 9, 2006, the Company is proceeding towards an orderly liquidation of its remaining portfolio. The Company has had, and may continue to have, discussions with prospective purchasers for the Company in a corporate transaction; however, no binding offer has been made and there is no assurance that an agreement for any such transaction could be reached. If, prior to stockholder approval of the plan of liquidation, the Company receives a binding offer for a

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corporate transaction that will, in the view of the Board of Directors, provide superior value to stockholders than the value of the estimated net distributions under the plan from the sale of assets, taking into account all factors that could affect valuation, including timing and certainty of close, real estate and investment market risks, transaction, operating, leasing and loan prepayment costs and other factors, the plan of liquidation could be abandoned in favor of such a transaction.

Supplemental Information on Strategic Asset Sales and the Plan of Liquidation

During December 2005 and January 2006, the Company sold four properties including Chateau Plaza in Dallas, Texas; AmeriVest Plaza in Englewood, Colo.; Financial Plaza in Mesa, Ariz.; and Keystone Office Park in Indianapolis, Ind. These properties were sold at an average capitalization rate of 6.7% and at an average price of $155 per square foot. “We are providing this extra level of detail about the recent property sales to give our shareholders and analysts a more complete view of one element of the value associated with each of these sales,” said Knight. “Though we have not historically provided this level of detail on specific sales, in view of our recently announced plan of liquidation adopted by our Board of Directors, we understand that shareholders are asking for this additional information, and we’re pleased to provide it.

“Capitalization rate is merely one indicator of real estate value,” Knight added. “Each property needs to be evaluated independently based on current and future income, market and submarket dynamics, physical condition and the terms of any indebtedness secured by the property. These capitalization rates and values may not be representative of future capitalization rates and values that may be achieved on the Company’s remaining properties under the liquidation plan.”

Supplemental Operating and Financial Information

The Supplemental Operating and Financial Information for the fourth quarter of 2005 is available online at the Company’s website, www.amvproperties.com by clicking the Investor Relations link and then the Supplemental Information link.

Conference Call Information

The Company will hold an investor/analyst conference call on March 7, 2005, beginning at 11:00 am Mountain Standard Time (1:00 pm Eastern, 12:00 pm Central and 10:00 am Pacific) to discuss its fourth quarter and year-end financial results and additional questions regarding its plan of liquidation. To participate in the conference call, please dial (800) 548-8725 approximately ten minutes before the scheduled start of the call and enter conference ID #4816579. If you are calling from outside North America, please call (706) 634-5929.

An audio replay will be available two hours after the completion of the conference call until March 12, 2005 by calling (800) 642-1687 or for participants outside North America, please call (706) 645-9291 and enter conference ID# 4816579. A live web cast of the conference call will be available at www.amvproperties.com. You must have Windows Media Player installed on your computer in order to listen to the web cast, which may be downloaded for free at the website listed above.

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Company Information

AmeriVest Properties Inc., with its principal office in Denver, Colorado, provides Smart Space for Small Business^SM in Denver, Phoenix, and Dallas, through the acquisition, repositioning and operation of multi-tenant office buildings in those markets. To receive AmeriVest’s latest news and information, visit our website at www.amvproperties.com.

In addition to historical information, this press release contains forward-looking statements and information under the federal securities laws. These statements are based on expectations, estimates and projections about the industry and markets in which AmeriVest operates, management’s beliefs and assumptions made by management. While AmeriVest management believes the assumptions underlying its forward-looking statements and information are reasonable, such information is necessarily subject to uncertainties and may involve certain risks, many of which are difficult to predict and are beyond management’s control. As such, these statements and information are not guarantees of future performance, and actual operating results may differ materially from what is expressed or forecasted in this press release. In particular, the factors that could cause actual operating results to differ materially include, without limitation, continued qualification as a real estate investment trust, the effects of general and local economic and market conditions, competition, regulatory changes, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development and acquisition activity, development and construction costs, insurance risks, the costs and availability of financing, potential liability relating to environmental matters and liquidity of real estate investments and other risks and uncertainties detailed in AmeriVest’s 2004 Annual Report on Form 10-K and from time to time in the Company’s filings with the Securities and Exchange Commission.

Additional Information about the Plan of Liquidation and Where to Find It

In connection with the proposed Plan of Liquidation, the Company intends to file relevant materials with the Securities and Exchange Commission (the “SEC”), including a proxy statement. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE  COMPANY AND THE PLAN OF LIQUIDATION. The proxy statement and other relevant materials (when they become available) and any other documents filed by the Company with the SEC  may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by the Company by contacting Becky Nichols, AmeriVest Investor Relations at beckyn@amvproperties.com or (303) 297-1800 (Ext. 104) or accessing the Company’s website at www.amvproperties.com. Investors and security holders are urged to read the proxy statement and the other relevant materials when they become available before making any voting or investment decision with respect to the Plan of Liquidation.

Proxies may be solicited on behalf of the Company by members of its Board of Directors and executive officers. Information about such persons can be found in the Company’s proxy statement relating to its 2005 Annual Meeting of Shareholders, which was filed with the SEC on May 19, 2005 and may be obtained free of charge at the SEC’s website at www.sec.gov or at the Company’s website at www.amvproperties.com.

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

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AMERIVEST PROPERTIES INC.

Summary Financial Information

(unaudited)

	Three months ended December 31,						Twelve months ended December 31,
	2005			2004			2005			2004
Selected Income Statement Information:
Real Estate Operating Revenue
Rental revenue	$	8,916,751		$	8,334,751		$	34,869,604		$	28,052,920
Real Estate Operating Expenses
Property operating expenses-
Operating expenses	2,515,169			2,259,050			9,417,061			8,276,494
Real estate taxes	1,200,633			1,216,355			4,728,154			3,528,564
General and administrative expenses	985,552			1,671,314			4,720,958			4,694,029
Interest expense	3,135,298			2,159,111			11,996,147			8,163,031
Depreciation and amortization expense	3,072,562			2,979,882			12,763,733			9,013,058
Strategic alternatives expenses	563,219			—			708,491			—
Impairment of investment in real estate	4,889,082			—			4,889,082			—
Total operating expenses	16,361,515			10,285,712			49,223,626			33,675,176
Loss From Continuing Operations	(7,444,764		)	(1,950,961		)	(14,354,022		)	(5,622,256		)
Other Income
Interest income	71,566			31,621			114,095			87,016
Total other income	71,566			31,621			114,095			87,016
Loss Before Discontinued Operations	(7,373,198		)	(1,919,340		)	(14,239,927		)	(5,535,240		)
Net Earnings/(Loss) from Discontinued Operations	7,780,173			(1,759,119		)	3,541,614			(367,712		)
Net Income/(Loss)	$	406,975		$	(3,678,459	)	$	(10,698,313	)	$	(5,902,952	)
Earnings/(Loss) Per Share
Basic	$	0 .02		$	(0.15	)	$	(0.44	)	$	(0.26	)
Diluted	$	0 .02		$	(0.15	)	$	(0.44	)	$	(0.26	)
Weighted Average Common Shares Outstanding
Basic	24,114,460			23,959,656			24,062,330			22,348,811
Diluted	24,125,449			23,959,656			24,062,330			22,348,811
Funds From Operations:
Net income/(loss)	$	406,975		$	(3,678,459	)	$	(10,698,313	)	$	(5,902,952	)
Depreciation and amortization expense	3,012,095			4,332,521			16,800,107			14,157,113
Gain on disposition of depreciated real estate	(8,678,204		)	—			(8,657,401		)	(574,276		)
Loan costs associated with the disposition of real estate	137,982			—			353,975			—
Funds From Operations	$	(5,121,152	)	$	654,062		$	(2,201,632	)	$	7,679,885
Funds From Operations Per Share
Diluted	$	(0.21	)	$	0.03		$	(0.09	)	$	0.34
Weighted Average Common Shares Outstanding
Basic	24,114,460			23,959,656			24,062,330			22,348,811
Diluted	24,114,460			24,076,729			24,062,330			22,464,707

Funds from operations (FFO) is a non-GAAP financial measure.  We believe FFO, as defined by the Board of Governors of the National Association of Real Estate Investment Trusts (NAREIT) in the October 1999 White Paper (amended in April 2002), to be an appropriate measure of performance for an equity REIT, for the reasons, and subject to the qualifications, specified in the paragraph entitled “Non-GAAP Financial Measures” below.  The above summary financial information table reflects the reconciliation of FFO from net income or (loss) and a comparison to earnings or (loss) per share, the most directly comparable GAAP measure, for the periods presented.

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	December 31, 2005			December 31, 2004
Selected Balance Sheet Information:
Assets at cost	$	315,907,271		$	374,336,725
Less: accumulated depreciation and amortization	(31,997,481		)	(26,383,036		)
Total assets	$	283,909,790		$	347,953,689
Total mortgage loans, notes payable and unsecured line of credit	$	185,803,574		$	236,586,391
Total stockholders’ equity	$	83,417,048		$	93,469,915
Common shares issued and outstanding	24,121,306			23,982,233
Selected Property Information:
Number of operating properties owned	14			30
Total rentable square feet	2,159,679			2,732,957
Occupancy	90.5		%	88.3		%
Selected Stock Information:
Common share price (as of period end)	$	4.17		$	6.40
Equity market capitalization	$	100,585,846		$	153,486,291
Common share annualized dividends	0.00			$	0.52
Common share annualized dividend yield (as of period end)	N/A			8.1		%

Non-GAAP Financial Measures. Funds from operations (FFO) is a  non-GAAP financial measure. FFO is defined as net income or loss, computed in accordance with generally accepted accounting principles (GAAP), excluding gains or losses from sales of properties, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. We believe that FFO is helpful to investors as a measure of the performance of an equity REIT because, it facilitates an understanding of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, we believe that FFO provides a more meaningful and accurate indication of our performance. We compute FFO in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts (NAREIT), which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do. FFO does not represent cash generated from operating activities determined by GAAP and should not be considered as an alternative to net income or loss (determined in accordance with GAAP) as an indication of our financial performance or to cash flows from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions. FFO may include funds that may not be available for our management’s discretionary use due to requirements to conserve funds for capital expenditures, debt repayments, property acquisitions and other commitments and uncertainties.

EX-99.2

Exhibit 99.2

Supplemental Operating and Financial Information

Fourth Quarter 2005

Table of Contents

Corporate Information		1
Financial Information
	Selected Financial Data	3
	Consolidated Statements of Operations	4
	Same Store Property Results and Analysis	5
	Non-GAAP Financial Measures	6
	Consolidated Balance Sheets	7
	Debt Summary	8
Portfolio Information
	Property Summary	9
	Lease Expiration Information	10-11
	Other Property Information	12
	Strategic Assets Sales Information	13

Selected Financial Data

Company Overview

AmeriVest Properties Inc. is a real estate investment trust (REIT) which owns and operates commercial office buildings in selected markets catering to small and medium size businesses.  At December 31, 2005, AmeriVest owned 14 properties totaling approximately 2,160,000 square feet located in metropolitan Denver, Dallas, Phoenix and Indianapolis.  The Company sold its Indianapolis property and a Phoenix property in January 2006, totalling 424,751 square feet.  In February 2006, the Company's Board of Directors approved a plan of liquidation.  The Plan is subject to approval by the Company’s stockholders holding a majority of the Company’s outstanding shares of common stock.

Strategy

We believe that office space for small to medium size businesses is a large and underserved market.  According to data compiled by the Office of Advocacy of the U.S. Small Business Administration, 89% of all U.S. businesses employed fewer than 20 employees.  As a result, we believe that many businesses have office space requirements of no more than 4,000 square feet.

Small to medium size businesses often have specific needs and limitations that are different from larger businesses.  For example, small and medium size businesses generally cannot afford large corporate staffs to manage their office leasing requirements.  These businesses have needs similar to larger firms, such as access to cutting edge technology, conference facilities, high quality telecommunications services and other amenities, but may not have a comparable budget.  Our strategy is to focus on providing an office product targeted to this large market and its unmet needs in a cost effective manner.  The key elements of our strategy include:

Provide a superior, consistent product - - We provide amenities for the small and medium size businesses in our office properties that usually only larger companies would be able to obtain, such as conference rooms with the latest telecommunication and presentation equipment, high levels of common area and tenant finish, including well-designed, pre-built move-in ready space, and depending on the location, various other technology and service amenities relative to the needs of our targeted small business tenant.

Streamline the leasing process - - Our leasing process is designed to meet the unique needs of a small to medium size tenant with limited real estate expertise, through our "no hassle" leasing philosophy which reduces the lease transaction time and cost for the tenant and us.

Provide a high level of service - - With our deliberate focus on small and medium size businesses, we have developed a positive, service-oriented approach specifically tailored for our customer base.

Target select cities - - We have historically targeted cities that have excellent small business growth demographics.

As a result of our focused strategy, we believe that our properties provide office space that is particularly attractive for small and medium size businesses.  By executing on our strategy, we believe we have been able to maintain high occupancy rates while still maintaining strong rent per square foot trends in our core markets as compared to the general office market.

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Directors and Executive Officers

Name	Position	Initial Date as Director
Charles K. Knight	Chief Executive Officer, President and Director	1999
Kathryn L. Hale	Chief Financial Officer and Secretary	—
William T. Atkins	Director and Chairman of the Board	1999
Patrice Derrington	Outside Director	2003
Harry P. Gelles	Outside Director	2000
Alexander S. Hewitt	Director and Vice Chairman	2004
Robert W. Holman, Jr.	Lead Outside Director	2001
John A. Labate	Outside Director	1995
Jerry J. Tepper	Outside Director	2000
Corporate Headquarters	Investor Relations
1780 South Bellaire Street	Becky Nichols
Suite 100	(303) 297-1800 x 104
Denver, Colorado 80222	beckyn@amvproperties.com
(303) 297-1800
Stock Exchange	Ticker
American Stock Exchange	AMV

2

Financial Information

Selected Financial Data

	As of and for the three months ended
	12/31/2005			9/30/2005			6/30/2005			3/31/2005			12/31/2004
	(amounts in thousands, except share, per share and property data)
Operating Data
Real estate operating revenue  (1)	$	8,917		$	8,609		$	8,622		$	8,722		$	8,335
General and administrative expenses	$	986		$	1,082		$	1,483		$	1,316		$	1,671
G&A as a percentage of revenue	11.1		%	12.6		%	17.2		%	15.1		%	20.0		%
Real estate operating revenue (2)	$	12,069		$	11,995		$	12,242		$	12,903		$	12,644
G&A as a percentage of revenue (2)	8.2		%	9.0		%	12.1		%	10.2		%	13.2		%
Property operating expenses (1)	$	3,716		$	3,282		$	3,691		$	3,456		$	3,475
Net operating income  (1)  (3)	$	5,201		$	5,327		$	4,931		$	5,266		$	4,860
Gain/(Loss) Per Share
Net income/(loss)	$	407		$	(5,430	)	$	(3,091	)	$	(2,584	)	$	(3,678	)
Income/(loss) per share - basic	0.02			(0.23		)	(0.13		)	(0.11		)	(0.15		)
Income/(loss) per share - diluted	0.02			(0.23		)	(0.13		)	(0.11		)	(0.15		)
Funds from Operations (FFO) (4)
FFO	$	(5,121	)	$	(849	)	$	1,371		$	2,398		$	654
FFO per share - basic	(0.21		)	(0.04		)	0.06			0.10			0.03
FFO per share - diluted	(0.21		)	(0.04		)	0.06			0.10			0.03
Balance Sheet Data
Net investment in real estate	$	269,603		$	312,792		$	322,884		$	322,606		$	330,814
Total assets	283,910			332,519			338,743			338,705			347,954
Total liabilities	200,493			249,571			249,193			246,208			252,904
Minority interest	—			—			1,379			1,492			1,580
Total shareholders’ equity	83,417			82,948			88,171			91,005			93,470
Common Stock Data
Common shares outstanding	24,121,306			24,105,464			24,062,639			24,022,597			23,982,233
Weighted average shares - basic	24,114,460			24,074,937			24,046,982			24,011,672			23,959,656
Weighted average shares - diluted (FFO)	24,114,460			24,074,937			24,093,637			24,098,003			24,076,729
Closing share price	$	4.17		$	4.09		$	4.17		$	5.18		$	6.40
Closing share price range for period (high - low)	$4.29 - $3.35			$4.77 - $3.81			$5.45 - $3.95			$6.64 - $5.08			$7.30 -$6.26
Dividends declared per share	$	—		$	—		$	—		$	—		$	0.13
Annualized dividend yield	N/A			N/A			N/A			N/A			8.1		%
Market value of common equity	$	100,586		$	98,591		$	100,341		$	124,437		$	153,486
Total liabilities	200,493			249,571			249,193			246,208			252,904
Total market capitalization	$	301,079		$	348,162		$	349,534		$	370,645		$	406,390
Property Data
Properties owned	14			16			17			17			30
Rentable square feet	2,159,679			2,451,002			2,508,066			2,508,115			2,732,957
Occupancy  (5)	90.5		%	89.6		%	89.4		%	89.0		%	88.3		%

(1)  All periods exclude the results from discontinued operations.

(2)  All periods include the results from discontinued operations.

(3)  See page 6 for a definition of net operating income and a reconciliation of net operating income to net income/(loss).

(4)  See page 6 for a reconciliation of FFO to net gain/(loss) and a comparison of FFO per share to net income/(loss) per share, the most directly comparable GAAP measures. FFO is not intended to be a measure of cash flow or liquidity.

(5)  See page 9 for more information on the Company’s occupancy at December 31, 2005.

3

Consolidated Statement of Operations

	Three months ended December 31,						Twelve months ended December 31,
	2005			2004			2005			2004
Real Estate Operating Revenue
Rental revenue	$	8,916,751		$	8,334,751		$	34,869,604		$	28,052,920
Real Estate Operating Expenses
Property operating expenses -
Operating expenses	2,515,169			2,259,050			9,417,061			8,276,494
Real estate taxes	1,200,633			1,216,355			4,728,154			3,528,564
General and administrative expenses	985,552			1,671,314			4,720,958			4,694,029
Interest expense	3,135,298			2,159,111			11,996,147			8,163,031
Depreciation and amortization expense	3,072,562			2,979,882			12,763,733			9,013,058
Strategic alternatives expenses	563,219			—			708,491			—
Impairment of real estate	4,889,082			—			4,889,082			—
Total operating expenses	16,361,515			10,285,712			49,223,626			33,675,176
Loss From Continuing Operations	(7,444,764		)	(1,950,961		)	(14,354,022		)	(5,622,256		)
Other Income
Interest income	71,566			31,621			114,095			87,016
Total other income	71,566			31,621			114,095			87,016
Loss Before Discontinued Operations	(7,373,198		)	(1,919,340		)	(14,239,927		)	(5,535,240		)
Net Earnings/(Loss) from Discontinued Operations  (1)	7,780,173			(1,759,119		)	3,541,614			(367,712		)
Net Income/(Loss)	$	406,975		$	(3,678,459	)	$	(10,698,313	)	$	(5,902,952	)
Income/(Loss) Per Share
Basic	$	0.02		$	(0.15	)	$	(0.44	)	$	(0.26	)
Diluted	$	0.02		$	(0.15	)	$	(0.44	)	$	(0.26	)
Weighted Average Common Shares Outstanding
Basic	24,114,460			23,959,656			24,062,330			22,348,811
Diluted	24,125,449			23,959,656			24,062,330			22,348,811
Reconciliation to Funds from Operations (FFO): (2)
Net income/(loss)	$	406,975		$	(3,678,459	)	$	(10,698,313	)	$	(5,902,952	)
Depreciation and amortization expense on real estate investments	3,012,095			4,332,521			16,800,107			14,157,113
Gain on disposition of depreciated real estate	(8,678,204		)	—			(8,657,401		)	(574,276		)
Loan costs associated with the disposition of real estate	137,982			—			353,975			—
FFO	$	(5,121,152	)	$	654,062		$	(2,201,632	)	$	7,679,885
Funds from Operations per share - diluted	$	(0.21	)	$	0.03		$	(0.09	)	$	0.34
Weighted Average Common Shares Outstanding - FFO Diluted	24,114,460			24,076,729			24,062,330			22,464,707

(1)  The following amounts reflect net income/(loss) from real estate investments classified as discontinued operations, including net gains/(losses) on properties sold:

Rental revenue - properties sold	$	1,185,238		$	2,261,690		$	6,589,508		$	9,311,324
Property operating expenses - properties sold	(539,691		)	(1,094,985		)	(3,035,976		)	(4,219,009		)
Net operating income - properties sold	645,547			1,166,705			3,553,532			5,092,315
Rental revenue - properties held-for-sale	1,937,230			2,047,112			7,719,409			7,982,984
Property operating expenses - properties held-for-sale	(863,974		)	(798,388		)	(3,422,900		)	(3,388,810		)
Net operating income - properties held-for-sale	1,073,256			1,248,724			4,296,509			4,594,174
Interest expense	(878,852		)	(1,661,638		)	(3,976,740		)	(4,304,704		)
Deferred financing costs associated with the disposition of real estate	(137,982		)	—			(353,975		)	—
Depreciation and amortization expense	—			(1,443,944		)	(4,599,656		)	(5,401,943		)
Minority interest	—			91,034			285,369			256,246
Equity in loss of affiliate	—			—			—			(18,076		)
Impairment of real estate included in discontinued operations	(1,600,000		)	(1,160,000		)	(4,320,826		)	(1,160,000		)
Gain on sale	8,678,204			—			8,657,401			574,276
Net income/(loss) from discontinued operations	$	7,780,173		$	(1,759,119	)	$	3,541,614		$	(367,712	)

(2)  See page 6 for a reconciliation of FFO to net income/(loss) and a comparison of FFO per share to net income/(loss) per share, the most directly comparable GAAP measures. FFO is not intended to be a measure of cash flow or liquidity.

4

Same Store Property Results and Analysis

	Three months ended December 31, (1)											Twelve months ended December 31, (2)
	2005			2004			Change			% Change		2005			2004			Change			% Change
Real Estate Operating Revenue
Rental revenue (3)	$	8,172,869		$	7,853,622		$	319,247		4.1	%	$	21,235,551		$	21,087,917		$	147,634		0.7	%
Real Estate Operating Expenses
Property operating expenses -
Operating expenses (3)  (4)	2,328,230			2,135,701			(192,529		)	-9.0	%	6,228,399			6,732,225			503,826			7.5	%
Real estate taxes	1,149,562			1,179,280			29,718			2.5	%	2,627,752			2,615,067			(12,685		)	-0.5	%
Total property operating expenses	3,477,792			3,314,981			(162,811		)	-4.9	%	8,856,151			9,347,292			491,141			5.3	%
Net Operating Income  (5)	$	4,695,077		$	4,538,641		$	156,436		3.4	%	$	12,379,400		$	11,740,625		$	638,775		5.4	%
Average rent per sq. foot at December 31,  (6)  (7)	$	20.18		$	20.08		$	0.10		0.5	%	$	19.32		$	19.33		$	(0.01	)	-0.1	%
Occupancy at December 31, (7)	90.7		%	87.2		%				3.5	%	88.6		%	87.2		%				1.4	%

(1) Includes the following properties, which were operational during the entire three months ended December 31, 2004 and 2005 (excludes properties classified as held-for-sale at December 31, 2005):

Property	Sq Foot
Arrowhead Fountains	96,203
Camelback Lakes	202,720
Centerra	187,562
Greenhill Park	247,269
Hackberry View	114,598
Kellogg Building	110,940
Parkway Centre II	151,880
Parkway Centre III	152,391
Scottsdale Norte	78,800
Sheridan Center	139,561
Southwest Gas Building	144,821
Total	1,626,745

(2) Includes the following properties, which were operational during the entire twelve months ended December 31, 2004 and 2005 (excludes properties classified as held-for-sale at December 31, 2005):

Property	Sq Foot
Arrowhead Fountains	96,203
Centerra	187,562
Greenhill Park	247,269
Kellogg Building	110,940
Parkway Centre II	151,880
Scottsdale Norte	78,800
Sheridan Center	139,561
Southwest Gas Building	144,821
Total	1,157,036

(3) AmeriVest recorded a reclass between rental revenues and expenses related to certain utility reimbursements during the three months ended September 30, 2005. The effect of this adjustment on the three and twelve months ended December 31, 2004 would have been $80,000 and $82,500, respectively.

(4) The three and twelve months ended December 31, 2004 includes ground rent expense for Greenhill Park of approximately ($12,000) and $470,000, respectively.

(5) See page 6 for a reconciliation of Same Store Net Operating Income to Net Income/(Loss).

(6) The average rent per square foot is calculated using the base rate and does not include any adjustments for straight-line rent or expense recoveries.

(7)  Reflects all signed leases, including leased but not yet occupied, at December 31, 2005 or 2004 for the respective same store populations. Signed leases do not impact revenues until the tenant has moved in and the lease has commenced, although the leased space is included in our occupancy rate.

5

Non-GAAP Financial Measures

Funds from Operations -

Funds from Operations (FFO) is a non-GAAP financial measure.  We believe FFO, as defined by the Board of Governors of the National Association of Real Estate Investment Trusts (NAREIT) in the October 1999 White Paper (amended in April 2002), to be an appropriate measure of performance for an equity REIT, for reasons, and subject to the qualifications, specified in the paragraphs entitled "Non-GAAP Financial Measures" below.  The following table reflects the reconciliation of FFO from net income/(loss) and a comparison of FFO per share to net income/(loss) per share, the most directly comparable GAAP measures:

	Three months ended
	12/31/05			9/30/05			6/30/05			3/31/05			12/31/04
	(amounts in thousands, except share, per share and property data)
Funds from Operations (FFO) -
Net income/(loss)	$	407		$	(5,430	)	$	(3,091	)	$	(2,584	)	$	(3,678	)
Depreciation and amortization expense	3,012			4,582			4,462			4,774			4,332
Gain/loss on sale	(8,678		)	(1		)	—			22			—
Loan costs associated with the disposition of real estate	138			—			—			216			—
FFO	$	(5,121	)	$	(849	)	$	1,371		$	2,428		$	654
Income/(loss) per share - diluted	$	0.02		$	(0.23	)	$	(0.13	)	$	(0.11	)	$	(0.15	)
FFO per share - diluted	$	(0.21	)	$	(0.04	)	$	0.06		$	0.10		$	0.03
Common Stock Data -
Weighted average shares - diluted	24,114,460			24,074,937			24,093,637			24,098,003			24,076,729

Non-GAAP Financial Measures - Funds from Operations (FFO) is a non-GAAP financial measure.  FFO is defined as net income or loss, computed in accordance with generally accepted accounting principles (GAAP), excluding gains or losses from sale of properties, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures.  We believe that FFO is helpful to investors as a measure of the performance of an equity REIT because it facilitates an understanding of the operations performance of its properties without giving effect to real estate depreciation and amortization, which assume that the value of real estate assets diminishes predictably over time.  Since real estate values have historically risen or fallen with market conditions, we believe that FFO provides a more meaningful and accurate indication of our performance.  We compute FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do.  FFO does not represent cash generated from operating activities determined by GAAP and should not be considered as an alternative to net income or loss (determined in accordance with GAAP) as an indication of our financial performance or to cash flows from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions.  FFO may include funds that may not be available for our management's discretionary use due to requirements to conserve funds for capital expenditures, debt repayments, property acquisitions and other commitments and uncertainties.

Same Store Property Net Operating Income -

Net Operating Income (NOI) is a non-GAAP financial measure.  NOI is defined as rental revenues less property operating expenses.  Because historically, acquisitions from year to year have had a material impact on the Company's results of operations, we rely on Same Store NOI for assessing property performance.  We also believe Same Store property NOI is a valuable means of comparing period-to-period property performance.  The following is a reconciliation of Same Store Property NOI to Net Income/(Loss) (amounts in thousands):

	Three months ended December 31,						Twelve months ended December 31,
	2005			2004			2005			2004
Same Store Property NOI	$	4,695		$	4,539		$	12,379		$	11,741
Non Same Store Property NOI	506			320			8,346			4,507
General and administrative expenses	(986		)	(1,671		)	(4,721		)	(4,694		)
Interest expense	(3,135		)	(2,159		)	(11,996		)	(8,163		)
Depreciation and amortization expense	(3,073		)	(2,980		)	(12,764		)	(9,013		)
Strategic alternative costs	(563		)	—			(708		)	—
Impairment of real estate	(4,889		)	—			(4,889		)	—
Interest income	72			32			114			87
Net earnings/(loss) from discontinued operations	7,780			1,759			3,542			(368		)
Net income/(loss)	$	407		$	(3,678	)	$	(10,698	)	$	(5,903	)

6

Consolidated Balance Sheets

	December 31, 2005			December 31, 2004
Assets
Investment in real estate -
Land	$	48,059,765		$	53,267,688
Buildings and improvements	166,431,824			217,453,719
Furniture, fixtures and equipment	1,304,879			1,277,308
Tenant improvements	14,245,047			12,622,620
Tenant leasing commissions	3,479,965			2,562,645
Intangible assets	13,371,477			16,801,808
Real estate assets - held-for-sale, net	46,930,658			47,971,383
Less: accumulated depreciation and amortization	(24,220,447		)	(21,143,422		)
Net investment in real estate	269,603,168			330,813,749
Cash and cash equivalents	988,420			1,859,660
Escrow deposits and restricted cash	4,920,968			7,161,651
Accounts receivable, net	1,310,627			671,251
Deferred rents receivable	4,511,512			3,430,609
Deferred financing costs, net	1,421,375			2,927,696
Prepaid expenses and other assets	923,928			524,072
Other assets - held-for-sale	229,792			565,001
Total assets	$	283,909,790		$	347,953,689
Liabilities
Secured mortgage loans and notes payable	$	127,673,784		$	182,845,387
Unsecured line of credit	29,897,129			24,857,063
Secured mortgage loans - held-for-sale	28,232,661			28,883,941
Accounts payable and accrued expenses	6,917,218			4,524,282
Accrued real estate taxes	4,195,875			4,486,712
Prepaid rents, deferred revenue and security deposits	3,273,861			3,930,017
Dividends payable	—			3,116,130
Other liabilities - held-for-sale	302,208			260,185
Total liabilities	200,492,736			252,903,717
Minority Interest	—			1,580,057
Shareholders’ Equity
Preferred stock, $.001 par value
Authorized - 5,000,000 shares
Issued and outstanding - none	—			—
Common stock, $.001 par value
Authorized - 75,000,000 shares
Issued and outstanding - 24,121,306 and 23,982,233 shares, respectively	24,121			23,982
Capital in excess of par value	133,231,147			132,585,840
Distributions in excess of accumulated earnings	(49,838,214		)	(39,139,907		)
Total shareholders’ equity	83,417,054			93,469,915
Total liabilities and shareholders’ equity	$	283,909,790		$	347,953,689

7

Debt Summary

			December 31, 2005						December 31, 2004
Lender	Mortgaged Property	Maturity Date			Principal Balance		Interest Rate (1)		Principal Balance		Interest Rate (1)
Fixed Rate -
Greenwich Capital Financial Products	Parkway Centre II Centerra	10/1/2008			$	37,306,859	5.13	%	$	38,115,018	5.13	%
	Southwest Gas Building
Metropolitan Life Insurance Company	Parkway Centre III	9/10/2009			14,813,833		4.47	%	15,154,645		4.47	%
Southern Farm Bureau Life Insurance Company	Scottsdale Norte	4/1/2011			6,507,070		7.90	%	6,568,596		7.90	%
J. P. Morgan Chase	Hackberry View - 1st	9/1/2012			11,287,282		6.57	%	11,424,345		6.57	%
J. P. Morgan Chase	Hackberry View - 2nd (2)	9/1/2012			937,796		8.00	%	967,654		8.00	%
Teachers Insurance and Annuity Association of America	Sheridan Center Arrowhead Fountains	1/1/2013			28,360,682		7.40	%	28,852,678		7.40	%
	Kellogg Building
Allstate Life Insurance Company	Camelback - 1st	9/5/2014			15,631,631		5.82	%	15,928,449		5.82	%
Allstate Life Insurance Company	Camelback - 2nd	9/5/2014			4,884,884		5.82	%	4,977,640		5.82	%
GEMSA	Hampton Court	11/1/2007			7,900,000		5.48	%	7,900,000		5.48	%
		Subtotal			127,630,037		5.98	%	129,889,025		5.98	%
Variable Rate -
KeyBank National Association -
Senior Secured Line of Credit	Greenhill Park	n/a			—		—		17,500,000		4.96	%
KeyBank National Association -
Unsecured Line of Credit	Unsecured	4/1/2006		(3)	29,897,129		6.91	%	24,857,063		5.63	%
		Subtotal			29,897,129		6.91	%	42,357,063		5.35	%
Sold Properties -
Teachers Insurance and Annuity Association of America	AmeriVest Plaza at Inverness			(4)	—		—		14,412,347		7.90	%
KeyBank National Association -
Senior Secured Line of Credit	Chateau Plaza			(4)	—		—		15,400,000		4.96	%
Transatlantic Capital Company, LLC (5)	Texas State Buildings	n/a			—		—		5,579,891		7.66	%
	Subtotal - sold properties				—		—		35,392,238		6.58	%
Other notes payable -
Lease Capital Corporation	Phone system	10/31/2007			43,747		11.11	%	64,124		11.11	%
	Subtotal, excluding held-for-sale properties				157,570,913		6.16	%	207,702,450		5.96	%
Held-for-Sale Portfolio:
Security Life of Denver Insurance Company	Keystone Office Park - 1st	5/1/2022			4,119,506		8.00	%	4,236,333		8.00	%
Security Life of Denver Insurance Company	Keystone Office Park - 2nd	5/1/2022			462,967		8.63	%	474,284		8.63	%
Allstate Life Insurance Company	Financial Plaza	10/5/2010			23,650,188		5.25	%	24,173,324		5.25	%
	Subtotal, held-for-sale properties				28,232,661		5.71	%	28,883,941		5.71	%
		Total debt			$	185,803,574	6.09	%	$	236,586,391	5.92	%

Scheduled maturities including scheduled principal payments (for the years ended December 31,) -

	Including Held for Sale		Excluding Held for Sale
2006	32,980,663		32,288,530
2007	11,167,322		10,433,756
2008	38,057,507		37,279,931
2009	15,982,950		15,158,612
2010	22,992,739		1,537,734
Thereafter	64,622,393		60,872,350
Total	$	185,803,574	$	157,570,913

Debt information, including held-for-sale properties (for the year ended December 31, 2005) -

Additions	$	9,203,232
Repayments	(56,867,678		)
Scheduled principal payments	(3,118,371		)
Net change in mortgage payable	$	(50,782,817	)

(1)  Interest only, does not include amortization of deferred financing costs or unused facility fees.

(2)  The amount recorded reflects a net present value calculation based on a fair market value rate of 8%. The actual loan balance assumed was $697,847 at an interest rate of 15%.

(3)  The unsecured line of credit was paid off in January 2006.

(4)  The property was sold in December 2005.

(5)  In March 2005, the Company completed a Deed-in-Lieu Agreement to return these properties to the lender to satisfy the outstanding balance of the mortgage payable.

8

Property Summary

			December 31, 2005				December 31, 2004
Building / Location	Year Acquired	Rentable Area (1)	Occupancy Rate (2)		Average Rent Per SF (3)		Occupancy Rate (4)		Average Rent Per SF (3)
Same Store
Sheridan Center
Denver, CO	2000	139,561	79.7	%	$	15.95	82.0	%	$	15.94
Arrowhead Fountains
Peoria, AZ	2001	96,203	100.0	%	22.08		100.0	%	21.85
Kellogg Building
Littleton, CO	2001	110,940	95.1	%	19.56		93.0	%	19.56
Parkway Centre II
Plano, TX	2002	151,880	85.5	%	19.61		94.8	%	19.01
Centerra
Denver, CO	2002	187,562	84.2	%	17.36		85.2	%	18.09
Southwest Gas Building
Phoenix, AZ	2003	144,821	90.3	%	23.08		87.1	%	22.64
Scottsdale Norte
Scottsdale, AZ	2003	78,800	100.0	%	22.76		94.4	%	22.74
Greenhill Park
Addison, TX	2003	247,269	86.5	%	17.41		77.0	%	17.71
Camelback Lakes
Phoenix, AZ	2004	202,720	100.0	%	23.78		98.9	%	21.97
Hackberry View
Irving, TX	2004	114,598	95.7	%	21.01		100.0	%	19.78
Parkway Centre III
Plano, TX	2004	152,391	91.2	%	20.61		93.8	%	20.94
Hampton Court
Dallas, TX	2004	108,183	98.0	%	21.46		100.0	%	21.13
	Subtotal	1,734,928	91.2	%	20.26		90.8	%	19.97
Held-for-Sale
Keystone Office Park  (5)
Indianapolis, IN	1999/2003	114,980	79.1	%	17.35		76.8	%	17.69
Financial Plaza (5)
Mesa, AZ	2003	309,771	90.8	%	23.59		83.0	%	23.51
	Subtotal	424,751	76.8	%	21.82		81.3	%	22.03
Sold Properties
AmeriVest Plaza at Inverness (6)
Englewood, CO	2001	n/a	n/a		n/a		93.9	%	21.03
Chateau Plaza (6)
Dallas, TX	2002	n/a	n/a		n/a		99.5	%	23.42
Panorama Falls - Joint Venture (7)
Englewood, CO	2000	n/a	n/a		n/a		64.8	%	19.84
Texas State Buildings
Texas	1997/1998	n/a	n/a		n/a		77.1	%	9.06
	Subtotal	n/a	n/a		n/a		86.0	%	17.59
	Total	2,159,679	90.5	%	$	20.61	88.3	%	$	19.78

(1) Includes office space but excludes storage, telecommunications and garage space.

(2) Includes approximately 37,000 square feet (1.7% of total rentable area) that has been leased but is not yet occupied and approximately 20,000 square feet (0.9% of total rentable area) that is leased but has been vacated.

(3) Annualized cash basis revenue divided by leased area.

(4)  Includes approximately 73,000 square feet (2.7% of total rentable area) that has been leased but is not yet occupied and approximately 28,000 square feet (1.0% of total rentable area) that is leased but has been vacated.  Excludes approximately 9,000 square feet (0.3% of total rentable area) that expired on or about December 31, 2004.

(5) These buildings were sold in January 2006.

(6) These buildings were sold in December 2005.

(7) AmeriVest sold its 20% interest in this joint venture property on September 30, 2005.

9

Lease Expiration Information

The following schedules detail the tenant lease expirations at December 31, 2005 in total and by geographic region, or
classification: (1)

Consolidated (excludes held-for-sale properties)

Year	Number of Leases	Square Footage	Annual Revenue (2)		Percentage of Total Annual Revenue
2006	91	238,975	4,891,155		15.6	%
2007	71	262,165	5,325,820		17.0	%
2008	84	262,931	5,086,843		16.2	%
2009	47	278,793	6,242,796		20.0	%
2010	41	322,942	6,564,416		20.9	%
2011	21	111,440	2,205,774		7.0	%
2012	4	18,988	377,892		1.2	%
2013	—	—	—		—
2014	3	34,201	487,774		1.6	%
2015	4	10,073	170,592		0.5	%
2016	—	—	—		—
Total	366	1,540,508	$	31,353,062	100.0	%

Denver (excludes held-for-sale properties)

Year	Number of Leases	Square Footage	Annual Revenue (2)		Percentage of Total Annual Revenue
2006	54	64,553	1,148,911		18.3	%
2007	40	70,608	1,299,221		20.7	%
2008	42	90,963	1,681,836		26.9	%
2009	17	29,632	545,090		8.7	%
2010	6	22,001	340,073		5.4	%
2011	7	34,279	612,522		9.8	%
2012	2	3,713	71,101		1.1	%
2013	—	—	—		—
2014	2	29,937	402,494		6.4	%
2015	4	10,073	170,592		2.7	%
2016	—	—	—		—
Total	174	355,759	$	6,271,840	100.0	%

Phoenix (excludes held-for-sale properties)

Year	Number of Leases	Square Footage	Annual Revenue (2)		Percentage of Total Annual Revenue
2006	18	95,801	2,110,302		17.9	%
2007	13	48,097	1,125,530		9.5	%
2008	20	60,343	1,312,395		11.1	%
2009	17	136,202	3,389,295		28.8	%
2010	14	138,461	3,239,277		27.5	%
2011	5	24,150	613,134		5.2	%
2012	—	—	—		—
2013	—	—	—		—
2014	—	—	—		—
2015	—	—	—		—
2016	—	—	—		—
Total	87	503,054	$	11,789,933	100.0	%

10

Lease Expiration Information - continued

Dallas (excludes held-for-sale properties)

Year	Number of Leases	Square Footage	Annual Revenue (2)		Percentage of Total Annual Revenue
2006	19	78,621	1,631,942		12.3	%
2007	18	143,460	2,901,069		21.8	%
2008	22	111,625	2,092,612		15.7	%
2009	13	112,959	2,308,411		17.4	%
2010	21	162,480	2,985,066		22.5	%
2011	9	53,011	980,118		7.4	%
2012	2	15,275	306,791		2.3	%
2013	—	—	—		—
2014	1	4,264	85,280		0.6	%
2015	—	—	—		—
2016	—	—	—		—
Total	105	681,695	$	13,291,289	100.0	%

Held-for-Sale Properties

Year	Number of Leases	Square Footage	Annual Revenue (2)		Percentage of Total Annual Revenue
2006	21	53,948	1,172,983		15.2	%
2007	21	104,350	2,352,098		30.3	%
2008	14	41,368	871,990		11.3	%
2009	13	48,367	1,093,150		14.1	%
2010	11	58,646	1,108,154		14.3	%
2011	3	11,930	214,945		2.8	%
2012	3	30,676	678,186		8.8	%
2013	—	—	—		—
2014	—	—	—		—
2015	1	14,379	191,220		2.5	%
2016	1	3,126	57,831		0.7	%
Total	88	366,790	$	7,740,557	100.0	%

(1)  Excludes month-to-month tenants.

(2)  Represents the annual base rent and excludes any adjustments for straight-line rent or expense recoveries.

11

Other Property Information

Geographic Distribution

The following chart illustrates the geographic distribution of our properties by square footage at December 31, 2005:

Regions including held-for-sale properties	Regions excluding held-for-sale

Portfolio by Lease Size, including held-for-sale-properties

Lease Size	Occupied Area	% of Occupied Area		Number of Leases	% of Total Leases
2,500 square feet and under	326,551	17.1	%	245	53.9	%
2,501 to 5,000 square feet	359,194	18.8	%	103	22.7	%
5,001 to 10,000 square feet	460,994	24.2	%	67	14.8	%
10,001 to 25,000 square feet	514,405	27.0	%	33	7.3	%
25,001 to 50,000 square feet	130,781	6.9	%	4	0.9	%
50,000 square feet and greater	115,373	6.0	%	2	0.4	%
	1,907,298	100.0	%	454	100.0	%

Ten Largest Customers

Tenant Name	Tenant Industry	Property	Lease Expiration	Square Feet	Annualized  Rent (1)	% of Total Consolidated Annual Revenue (1)
Southwest Gas Corporation	Energy	Southwest Gas	8/31/09	60,046	1,501,150	4.8	%
Capstar Radio Operating Co.	Entertainment	Camelback Lakes	5/31/10	55,327	1,438,502	4.6	%
Hewitt Associates L.L.C.	Consulting/business services	Hackberry View	1/31/10	43,137	938,230	3.0	%
Humana Health Plan, Inc.	Healthcare	Camelback Lakes	3/14/06	29,848	597,830	1.9	%
Axis Mortgage and Investment Co.	Financial services - mortgage	Financial Plaza	8/31/07	29,226	684,601	2.2	%
DNA Productions	Computer systems and software	Hackberry View	6/30/09	28,570	582,131	1.9	%
Schlumberger Technology Corp.	Energy	Greenhill Park	7/31/07	24,606	478,435	1.5	%
Vision Offices Mesa, L.L.C.	Consulting/business services	Financial Plaza	10/31/12	24,444	558,832	1.8	%
Compass Bank	Financial services - bank	Camelback Lakes	9/30/09	23,883	600,092	1.9	%
DaimlerChrysler Services North America	Wholesale trade, manufacturing	Greenhill Park	12/31/10	21,225	339,600	1.1	%
				340,312	7,719,403	24.7	%

Tenant Diversification by Industry

The following table categorizes the leased area of our properties, including held-for-sale, by our tenant’s industry at December 31, 2005:

Real estate	11.5	%
Consulting and business services	9.8	%
Healthcare	9.7	%
Financial services - mortgage	9.2	%
Financial services - advisement and brokerage	7.6	%
Financial services - insurance	6.8	%
Legal	6.1	%
Energy	6.1	%
Computer systems and software	5.9	%
Wholesale trade and manufacturing	5.3	%
Travel, entertainment and food service	4.4	%
Telecommunications	3.9	%
Financial services - banks	2.3	%
Accounting	2.2	%
Other	9.2	%

(1)  Represents the current annualized base rent and excludes any adjustments for straight-line rent or expense recoveries.

12

Strategic Asset Sales Information

	Chateau Plaza (1)			AmeriVest Plaza (1)			Financial Plaza			Keystone Office Park			Total
Cap Rate Analysis
Market	Dallas			Denver			Phoenix			Indianapolis
RSF	171,294			120,171			310,838			114,980			717,283
Occupancy:% leased	96		%	74		%	91		%	79		%
Closing date	12/12/2005			12/15/2005			1/23/2006			1/24/2006
2005: Revenues	$	3,943,720		$	1,945,850		$	6,225,734		$	1,493,675		$	13,608,979
SL rent adjustment	391,655			(141,169		)	(227,967		)	(49,410		)	(26,891		)
Operating expenses	(1,617,797		)	(1,034,498		)	(2,613,613		)	(810,875		)	(6,076,783		)
2005 Cash NOI (2)	$	2,717,578		$	770,183		$	3,384,154		$	633,390		$	7,505,305
Sales price	$	31,300,000		$	15,525,000		$	55,000,000		$	9,371,165		$	111,196,165
2005 cap rate	8.7		%	5.0		%	6.2		%	6.8		%	6.7		%
$ per RSF	$	183		$	129		$	177		$	82		$	155

Closing Costs and Adjustments

Contract purchase price	$	31,300,000		$	15,525,000		$	55,000,000		$	9,371,165		$	111,196,165		100	%
Sales Expenses
Commissions	(430,000		)	(310,500		)	(495,000		)	(183,301		)	(1,418,801		)	-1.3	%
Filing, title and other fees	(634		)	(5,321		)	(42,168		)	(1,735		)	(49,858		)	0.0	%
Title insurance	(97,976		)	(11,255		)	(46,032		)	(10,450		)	(165,713		)	-0.1	%
Total sales expenses	(528,610		)	(327,076		)	(583,200		)	(195,486		)	(1,634,372		)	-1.5	%
Closing Prorations
Credits to seller: TI/expenses	34,601			71,611			9,029			1,379			116,620			0.1	%
Rent prorations	(205,212		)	(50,356		)	(86,889		)	(33,400		)	(375,857		)	-0.3	%
Accrued interest	—			(94,048		)	(88,988		)	(24,574		)	(207,610		)	-0.2	%
Transfer of security deposits	(54,946		)	(136,852		)	(255,046		)	(53,775		)	(500,619		)	-0.5	%
Property taxes payable	(575,673		)	(387,262		)	(438,330		)	(154,437		)	(1,555,702		)	-1.4	%
Loan prepayment penalties	—			—			—			(204,540		)	(204,540		)	-0.2	%
Transfer of TI/commissions to buyer	(844,249		)	—			(453,986		)	(104,805		)	(1,403,040		)	-1.3	%
Total prorations	(1,645,479		)	(596,907		)	(1,314,210		)	(574,152		)	(4,130,748		)	-3.7	%
Total adjustments to sale price	(2,174,089		)	(923,983		)	(1,897,410		)	(769,638		)	(5,765,120		)	-5.2	%
Net proceeds to seller	29,125,911			14,601,017			53,102,590			8,601,527			105,431,045			94.8	%
Payoff of first mortgage	—			(14,238,653		)	(23,605,345		)	(4,571,236		)	(42,415,234		)	-38.1	%
Release of net escrow balance to seller	1,824,062			382,279			271,104			—			2,477,445			2.2	%
Total cash received by seller	30,949,973			744,643			29,768,349			4,030,291			65,493,256			58.9	%
Application of Cash Proceeds
Payments on secured credit facility	(30,747,547		)	—			—			—			(30,747,547		)	-27.7	%
Payments on unsecured credit facility	(202,426		)	(744,643		)	(29,768,349		)	(296,494		)	(31,011,912		)	-27.9	%
Net cash retained by seller	—			—			—			$	3,733,797		$	3,733,797		3.4	%

(1) 2005 amounts for Chateau Plaza and AmeriVest Plaza have been annualized based on November year-to-date figures to project results for the entire year.

(2) See page 6 for a reconciliation of property NOI to net income/(loss).

13