X0202 4 2006-10-05 1 0001161935 TRIZEC PROPERTIES INC TRZ 0001128476 MULRONEY BRIAN C/O TRIZEC PROPERTIES, INC. 10 S. RIVERSIDE PLAZA, SUITE 1100 CHICAGO IL 60606 1 0 0 0 Deferred Compensation Right 2006-10-05 4 D 0 10647.1667 29.0209 D Common Stock 10647.1667 0 D Employee Stock Option (right to buy) 16.01 2006-10-05 4 D 0 6000 13.0109 D 2008-10-31 Common Stock 6000 0 D Employee Stock Option (right to buy) 16.97 2006-10-05 4 D 0 12000 12.0509 D 2008-10-31 Common Stock 12000 0 D Employee Stock Option (right to buy) 17.93 2006-10-05 4 D 0 12000 11.0909 D 2008-10-31 Common Stock 12000 0 D Employee Stock Option (right to buy) 14.58 2006-10-05 4 D 0 15625 14.4409 D 2007-11-01 Common Stock 15625 0 D Warrant (right to buy) 14.58 2006-10-05 4 D 0 6250 14.4409 D 2007-11-01 Common Stock 6250 0 D 1 for 1. Includes 10,646.1667 deferred compensation rights awarded under the Trizec Properties, Inc. Non-Employee Directors Deferred Compensation Plan (the "Deferred Compensation Plan"), which due to restrictions in the issuer's certificate of incorporation that prohibit "non-qualifying U.S. persons" from holding shares of the issuer's common stock, are payable solely in cash in lieu of shares of the issuer's common stock. Also includes 73.1667 deferred compensation rights credited to the reporting person's account as a result of dividend reinvestments under the Trizec Properties, Inc. Stock Fund Account since the reporting person's last Form 4 and 1 share credited under the Trizec Properties, Inc. Stock Fund Account due to rounding since the reporting person's last Form 4. Disposed of pursuant to the agreement and plan of merger and arrangement agreement between the issuer and affiliates of Brookfield Properties Corporation, pursuant to which the reporting person received a cash payment of $308,990 upon termination of services as director of the issuer in accordance with the Deferred Compensation Plan. This option, which is fully vested, was canceled in the merger for cash payment of $78,065, representing the difference between the exercise price of the option and the cash merger consideration ($29.0209 per share). This option, which is fully vested, was canceled in the merger for cash payment of $144,611, representing the difference between the exercise price of the option and the cash merger consideration ($29.0209 per share). This option, which is fully vested, was canceled in the merger for cash payment of $133,091, representing the difference between the exercise price of the option and the cash merger consideration ($29.0209 per share). This option, which is fully vested, was canceled in the merger for cash payment of $225,639, representing the difference between the exercise price of the option and the cash merger consideration ($29.0209 per share). This warrant was canceled in the merger for cash payment of $90,256 representing the difference between the exercise price of the warrant and the cash merger consideration ($29.0209 per share). /s/ Bansari Shah, by power of attorney 2006-10-05