X0303 4 2010-05-25 0001043121 BOSTON PROPERTIES LTD PARTNERSHIP N/A 0001036398 BAIRD ZOE THE MARKLE FOUNDATION 10 ROCKEFELLER PLAZA NEW YORK NY 10020 1 0 0 0 LTIP Units 2010-05-25 4 A 0 868 .25 A Common OP Units 868 2624 D Issued pursuant to Boston Properties Inc.'s, the Issuer's general partner, equity based incentive programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a Common OP Unit. Each Common OP Unit acquired upon conversion of an LTIP Unit may be redeemed, at the election of the holder, for cash equal to the then fair market value of a share of common stock of Boston Properties, Inc. except that Boston Properties, Inc. may, at its election as directed by the Issuer, acquire each Common OP Unit so presented for redemption for one share of common stock of Boston Properties, Inc. The 868 LTIP Units vest over two years with (1) 50% vesting on the earlier of (i) May 25, 2011 and (ii) the date of the Issuer's 2011 annual meeting of stockholders and (2) 50% vesting on the earlier of (i) May 25, 2012 and (ii) the date of the Issuer's 2012 annual meeting of stockholders. /s/ Kelli A. DiLuglio, as Attorney-in-Fact 2010-05-27