X0202 4 2004-09-27 0 0000910079 BEDFORD PROPERTY INVESTORS INC/MD BED 0001255083 BEDFORD PETER B 270 LAFAYETTE CIRCLE LAFAYETTE CA 94549 1 1 0 0 Chairman & CEO Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 4007 A 4007 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 3771 A 7778 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 18854 A 26632 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 4288 A 30920 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 3991 A 34911 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 5987 A 40898 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 1536 A 42434 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 1536 A 43970 D Restricted Stock Granted 09-27-2004 2004-09-27 4 A 0 1270 A 45240 D Non-Qualified Stock Option (right to buy) 17.9375 2004-09-27 4 D 0 10000 D 2010-05-18 Common Stock 10000 0 D Non-Qualified Stock Option (right to buy) 18.82 2004-09-27 4 D 0 10000 D 2007-11-16 Common Stock 10000 0 D Non-Qualified Stock Option (right to buy) 18.87 2004-09-27 4 D 0 15000 D 2011-05-18 Common Stock 15000 15000 D Non-Qualified Stock Option (right to buy) 18.87 2004-09-27 4 D 0 10000 D 2011-05-18 Common Stock 10000 5000 D Non-Qualified Stock Option (right to buy) 19.5625 2004-09-27 4 D 0 50000 D 2008-05-13 Common Stock 50000 0 D Non-Qualified Stock Option (right to buy) 19.5625 2004-09-27 4 D 0 10000 D 2008-11-13 Common Stock 10000 0 D Non-Qualified Stock Option (right to buy) 26.58 2004-09-27 4 D 0 10000 D 2012-05-16 Common Stock 10000 20000 D Non-Qualified Stock Option (right to buy) 26.58 2004-09-27 4 D 0 10000 D 2012-05-16 Common Stock 10000 10000 D Non-Qualified Stock Option (right to buy) 27.415 2004-09-27 4 D 0 10000 D 2013-05-15 Common Stock 10000 0 D Vesting occurs in five (5) installments of 20% of the total grant each year, commencing on the first anniversary and continuing through the fifth anniversary. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 16, 1997. In exchange for the option, the reporting person received shares of restricted stock. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 13, 1998. In exchange for the option, the reporting person received shares of restricted stock. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 18, 2000. In exchange for the option, the reporting person received shares of restricted stock. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 18, 2001. In exchange for the option, the reporting person received shares of restricted stock. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 16, 2002. In exchange for the option, the reporting person received shares of restricted stock. On September 27, 2004, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to the reporting person on May 15, 2003. In exchange for the option, the reporting person received shares of restricted stock. The cancelled stock option provided for vesting in 4 equal annual installments, commencing 1 year after the date of the grant. The cancelled stock option provided for full vesting in 6 months after the date of the grant. By: s/Dennis Klimmek, Attorney-in-fact For: Peter B. Bedford 2004-09-29