X0202 4 2007-01-03 0 0000907254 SAUL CENTERS INC BFS 0001013003 KELLEY PAUL X 7501 WISCONSIN AVENUE 15TH FLOOR BETHESDA MD 20814 1 0 0 0 Common Shares 17021.217 D Stock Option 25.78 2004-04-26 2014-04-26 Common Stock 2500 2500 D Stock Option 33.22 2005-05-06 2015-05-06 Common Stock 2500 2500 D Phantom Stock 56.32 2007-01-03 4 A 0 174.894 56.32 A Common Stock 174.894 8990.686 D Stock Option 40.35 2006-05-01 2016-05-01 Common Stock 2500 2500 D Pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and the Deferred Fee Agreement executed by the reporting person, the reporting person has elected to defer receipt of his director's fees, and recieve phantom stock, the amount of which is calculated as the quotient of the dollar value of fees deferred, divided by the fair market value of the issuer's shares on the date the phantom stock is received. 1 for 1 Under the terms of the reporting person's Deferred Fee Agreement, payment of shares of the issuer's common stock commences the earlier of 01/01/2010, or such time as the reporting person ceases to be a director of the issuer. Payment is made in equal annual installments over a period of 5 years starting on the date of the initial payment. Balance increased by October 31, 2006 Dividend Reinvestment Plan award of 122.932 shares. Includes 77.849 shares ($47.1420/share) awarded October 31, 2006 as dividend reinvestments on shares of phantom stock held by the reporting person pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and shares of phantom stock issued under the issuer's Deferred Compensation Stock Plan for Directors. Scott V. Schneider, by Power of Attorney 2007-01-05