Kilroy Realty Corporation
Ticker:KRC 2250 East Imperial Highway
Exchange:New York Stock Exchange El Segundo, CA 90245
Industry:Financial (SIC Code 6798)

Offering Information
Type of Shares:Common Shares Filing Date:11/5/96
U.S. Shares:12,500,000 Offer Date:1/28/97
Non-U.S. Shares:0 Filing Range:$19.00 - $21.00
Primary Shares:12,500,000 Offer Price:$23.00
Secondary Shares:0 Gross Spread:$1.43
Offering Amount: $250,000,000 Selling:$0.85
Expenses:$4,541,000 Reallowance:$0.10
Shares Out After:10,913,835

Primary Underwriting Group
ManagerTierPhone
Prudential Securities IncorporatedLead Manager (212) 778-5420
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
J.P. Morgan Securities Inc.Co-manager (212) 648-0517
Smith Barney Inc.Co-manager (212) 723-7300

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Latham & Watkins
Bank's Law Firm: Kaye, Scholer, Fierman, Hays & Handler

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$38.48$14.84$16.70Assets:$121.83
Net Income:-$1.13-$0.43-$3.85Curr Assets:
EPS:Liabilities:$217.11
Prior EPS:Curr Liabilities:
Cash Flow/Oper:Equity:-$95.28
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a fully integrated REIT that has been formed to succeed to the business of the Kilroy Group. This business consists principally of a portfolio of Class A suburban office and industrial buildings in prime buildings in prime locations, primarily in Southern California and the Kilroy Group's real estate ownership, acquisition, development, leasing and management businesses which were established in Southern California in 1947. Upon the consummation of the Offering and the Formation Transactions, the company will own ten office properties encompassing an aggregate of approximately 1.5 million rentable square feet and nine Industrial Properties encompassing an aggregate of approximately 900,000 rentable square feet.

Use of Proceeds
The proceeds from the proposed offering will be used for repayment of existing mortgage and other indebtedness, for the purchase of the Acquisition Properties and for expenses of the Formation Transactions, expenses of the Financing, expenses of the Offering and as working capital.

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